Section 22-408 – Culmination and Conflict of Warranties
Warranties, whether express or implied, must be construed as consistent with each other and as cumulative, but if that construction is unreasonable, the intention of the parties determines which warranty is dominant. In ascertaining that intention, the following rules apply: (1) Exact or technical specifications displace an inconsistent sample or model or general language of description. […]
Section 22-409 – Third-Party Beneficiaries of Warranty
(a) Except for published informational content, a warranty to a licensee extends to persons for whose benefit the licensor intends to supply the information or informational rights and which rightfully use the information in a transaction or application of a kind in which the licensor intends the information to be used. (b) A warranty to a consumer […]
Section 22-501 – Ownership of Informational Rights
(a) If an agreement provides for conveyance of ownership of informational rights in a computer program, ownership passes at the time and place specified by the agreement but does not pass until the program is in existence and identified to the contract. If the agreement does not specify a different time, ownership passes when the program […]
Section 22-502 – Title to Copy
(a) In a license: (1) Title to a copy is determined by the license; (2) A licensee’s right under the license to possession or control of a copy is governed by the license and does not depend solely on title to the copy; and (3) If a licensor reserves title to a copy, the licensor retains title to that […]
Section 22-503 – Transfer of Contractual Interest
The following rules apply to a transfer of a contractual interest: (1) A party’s contractual interest may be transferred unless the transfer: (A) Is prohibited by other law; or (B) Except as otherwise provided in paragraph (3) of this subsection, would materially change the duty of the other party, materially increase the burden or risk imposed on the […]
Section 22-504 – Effect of Transfer of Contractual Interest
(a) A transfer of “the contract” or of “all my rights under the contract”, or a transfer in similar general terms, is a transfer of all contractual interests under the contract. Whether the transfer is effective is determined by §§ 22-503 and 22-508(a)(1)(B) of this subtitle. (b) The following rules apply to a transfer of a party’s […]
Section 22-505 – Performance by Delegate; Subcontract
(a) A party may perform its contractual duties or exercise its contractual rights through a delegate or a subcontract unless: (1) The contract prohibits delegation or subcontracting; or (2) The other party has a substantial interest in having the original promisor perform or control the performance. (b) Delegating or subcontracting performance does not relieve the delegating party of a […]
Section 22-208 – Adopting Terms of Records
Except as otherwise provided in § 22-209 of this subtitle, the following rules apply: (1) A party adopts the terms of a record, including a standard form, as the terms of the contract if the party agrees to the record, such as by manifesting assent. (2) The terms of a record may be adopted pursuant to paragraph […]
Section 22-209 – Mass-Market License
(a) A party adopts the terms of a mass-market license for purposes of § 22-208 of this subtitle only if the party agrees to the license, such as by manifesting assent, before or during the party’s initial performance or use of or access to the information. A term is not part of the license if: (1) The […]
Section 22-210 – Terms of Contract Formed by Conduct
(a) Except as otherwise provided in subsection (b) of this section and subject to § 22-301 of this title, if a contract is formed by conduct of the parties, the terms of the contract are determined by consideration of the terms and conditions to which the parties expressly agreed, course of performance, course of dealing, usage […]