§ 59.1-504.1. Warranty and obligations concerning noninterference andnoninfringement.
(a) A licensor of information that is a merchant regularly dealing ininformation of the kind warrants that the information will be delivered freeof the rightful claim of any third person by way of infringement ormisappropriation, but a licensee that furnishes detailed specifications tothe licensor and the method required for meeting the specifications holds thelicensor harmless against any such claim that arises out of compliance witheither the required specification or the required method except for a claimthat results from the failure of the licensor to adopt, or notify thelicensee of, a noninfringing alternative of which the licensor had reason toknow.
(b) A licensor warrants:
(1) for the duration of the license, that no person holds a rightful claimto, or interest in, the information which arose from an act or omission ofthe licensor, other than a claim by way of infringement or misappropriation,which will interfere with the licensee's enjoyment of its interest; and
(2) as to rights granted exclusively to the licensee, that within the scopeof the license:
(A) to the knowledge of the licensor, any licensed patent rights are validand exclusive to the extent exclusivity and validity are recognized by thelaw under which the patent rights were created; and
(B) in all other cases, the licensed informational rights are valid andexclusive for the information as a whole to the extent exclusivity andvalidity are recognized by the law applicable to the licensed rights in ajurisdiction to which the license applies.
(c) The warranties in this section are subject to the following rules:
(1) If the licensed informational rights are subject to a right of privilegeduse, collective administration, or compulsory licensing, the warranty is notmade with respect to those rights.
(2) The obligations under subsections (a) and (b) (2) apply solely toinformational rights arising under the laws of the United States or a state,unless the contract expressly provides that the warranty obligations extendto rights under the laws of other countries. Language is sufficient for thispurpose if it states, "The licensor warrants exclusivity, noninfringement,in specified countries, worldwide," or words of similar import. In thatcase, the warranty extends to the specified country or, in the case of areference to "worldwide" or the like, to all countries within thedescription, but only to the extent the rights are recognized under a treatyor international convention to which the country and the United States aresignatories.
(3) The warranties under subsections (a) and (b) (2) are not made by alicense that merely permits use, or covenants not to claim infringementbecause of the use, of rights under a licensed patent.
(d) Except as otherwise provided in subsection (e), a warranty under thissection may be disclaimed or modified only by specific language or bycircumstances that give the licensee reason to know that the licensor doesnot warrant that competing claims do not exist or that the licensor purportsto grant only the rights it may have. An obligation to hold harmless undersubsection (a) may be disclaimed or modified only by specific language or bycircumstances giving the licensor reason to know that the licensee does notprovide a hold-harmless obligation to the licensor. In an automatedtransaction, language is sufficient if it is conspicuous. Otherwise, languagein a record is sufficient if it states:
(1) as to the licensor's obligation, "There is no warranty againstinterference with your enjoyment of the information or againstinfringement," or words of similar import; or
(2) as to the licensee's obligation, "There is no obligation to hold youharmless from any actions taken in compliance with the specifications ormethods furnished to me under this contract," or words of similar import.
(e) Between merchants, a grant of a "quitclaim," or a grant in similarterms, grants the information or informational rights without an impliedwarranty as to infringement or misappropriation or as to the rights actuallypossessed or transferred by the licensor.
§ 59.1-504.1. Warranty and obligations concerning noninterference andnoninfringement.
(a) A licensor of information that is a merchant regularly dealing ininformation of the kind warrants that the information will be delivered freeof the rightful claim of any third person by way of infringement ormisappropriation, but a licensee that furnishes detailed specifications tothe licensor and the method required for meeting the specifications holds thelicensor harmless against any such claim that arises out of compliance witheither the required specification or the required method except for a claimthat results from the failure of the licensor to adopt, or notify thelicensee of, a noninfringing alternative of which the licensor had reason toknow.
(b) A licensor warrants:
(1) for the duration of the license, that no person holds a rightful claimto, or interest in, the information which arose from an act or omission ofthe licensor, other than a claim by way of infringement or misappropriation,which will interfere with the licensee's enjoyment of its interest; and
(2) as to rights granted exclusively to the licensee, that within the scopeof the license:
(A) to the knowledge of the licensor, any licensed patent rights are validand exclusive to the extent exclusivity and validity are recognized by thelaw under which the patent rights were created; and
(B) in all other cases, the licensed informational rights are valid andexclusive for the information as a whole to the extent exclusivity andvalidity are recognized by the law applicable to the licensed rights in ajurisdiction to which the license applies.
(c) The warranties in this section are subject to the following rules:
(1) If the licensed informational rights are subject to a right of privilegeduse, collective administration, or compulsory licensing, the warranty is notmade with respect to those rights.
(2) The obligations under subsections (a) and (b) (2) apply solely toinformational rights arising under the laws of the United States or a state,unless the contract expressly provides that the warranty obligations extendto rights under the laws of other countries. Language is sufficient for thispurpose if it states, "The licensor warrants exclusivity, noninfringement,in specified countries, worldwide," or words of similar import. In thatcase, the warranty extends to the specified country or, in the case of areference to "worldwide" or the like, to all countries within thedescription, but only to the extent the rights are recognized under a treatyor international convention to which the country and the United States aresignatories.
(3) The warranties under subsections (a) and (b) (2) are not made by alicense that merely permits use, or covenants not to claim infringementbecause of the use, of rights under a licensed patent.
(d) Except as otherwise provided in subsection (e), a warranty under thissection may be disclaimed or modified only by specific language or bycircumstances that give the licensee reason to know that the licensor doesnot warrant that competing claims do not exist or that the licensor purportsto grant only the rights it may have. An obligation to hold harmless undersubsection (a) may be disclaimed or modified only by specific language or bycircumstances giving the licensor reason to know that the licensee does notprovide a hold-harmless obligation to the licensor. In an automatedtransaction, language is sufficient if it is conspicuous. Otherwise, languagein a record is sufficient if it states:
(1) as to the licensor's obligation, "There is no warranty againstinterference with your enjoyment of the information or againstinfringement," or words of similar import; or
(2) as to the licensee's obligation, "There is no obligation to hold youharmless from any actions taken in compliance with the specifications ormethods furnished to me under this contract," or words of similar import.
(e) Between merchants, a grant of a "quitclaim," or a grant in similarterms, grants the information or informational rights without an impliedwarranty as to infringement or misappropriation or as to the rights actuallypossessed or transferred by the licensor.
§ 59.1-504.1. Warranty and obligations concerning noninterference andnoninfringement.
(a) A licensor of information that is a merchant regularly dealing ininformation of the kind warrants that the information will be delivered freeof the rightful claim of any third person by way of infringement ormisappropriation, but a licensee that furnishes detailed specifications tothe licensor and the method required for meeting the specifications holds thelicensor harmless against any such claim that arises out of compliance witheither the required specification or the required method except for a claimthat results from the failure of the licensor to adopt, or notify thelicensee of, a noninfringing alternative of which the licensor had reason toknow.
(b) A licensor warrants:
(1) for the duration of the license, that no person holds a rightful claimto, or interest in, the information which arose from an act or omission ofthe licensor, other than a claim by way of infringement or misappropriation,which will interfere with the licensee's enjoyment of its interest; and
(2) as to rights granted exclusively to the licensee, that within the scopeof the license:
(A) to the knowledge of the licensor, any licensed patent rights are validand exclusive to the extent exclusivity and validity are recognized by thelaw under which the patent rights were created; and
(B) in all other cases, the licensed informational rights are valid andexclusive for the information as a whole to the extent exclusivity andvalidity are recognized by the law applicable to the licensed rights in ajurisdiction to which the license applies.
(c) The warranties in this section are subject to the following rules:
(1) If the licensed informational rights are subject to a right of privilegeduse, collective administration, or compulsory licensing, the warranty is notmade with respect to those rights.
(2) The obligations under subsections (a) and (b) (2) apply solely toinformational rights arising under the laws of the United States or a state,unless the contract expressly provides that the warranty obligations extendto rights under the laws of other countries. Language is sufficient for thispurpose if it states, "The licensor warrants exclusivity, noninfringement,in specified countries, worldwide," or words of similar import. In thatcase, the warranty extends to the specified country or, in the case of areference to "worldwide" or the like, to all countries within thedescription, but only to the extent the rights are recognized under a treatyor international convention to which the country and the United States aresignatories.
(3) The warranties under subsections (a) and (b) (2) are not made by alicense that merely permits use, or covenants not to claim infringementbecause of the use, of rights under a licensed patent.
(d) Except as otherwise provided in subsection (e), a warranty under thissection may be disclaimed or modified only by specific language or bycircumstances that give the licensee reason to know that the licensor doesnot warrant that competing claims do not exist or that the licensor purportsto grant only the rights it may have. An obligation to hold harmless undersubsection (a) may be disclaimed or modified only by specific language or bycircumstances giving the licensor reason to know that the licensee does notprovide a hold-harmless obligation to the licensor. In an automatedtransaction, language is sufficient if it is conspicuous. Otherwise, languagein a record is sufficient if it states:
(1) as to the licensor's obligation, "There is no warranty againstinterference with your enjoyment of the information or againstinfringement," or words of similar import; or
(2) as to the licensee's obligation, "There is no obligation to hold youharmless from any actions taken in compliance with the specifications ormethods furnished to me under this contract," or words of similar import.
(e) Between merchants, a grant of a "quitclaim," or a grant in similarterms, grants the information or informational rights without an impliedwarranty as to infringement or misappropriation or as to the rights actuallypossessed or transferred by the licensor.
