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PARRIS N. GLENDENING, Governor
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Ch. 11
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(4) CANCELLATION OF A LICENSE BY THE LICENSEE ENDS ANY
CONTRACTUAL RIGHT TO USE THE INFORMATION, INFORMATIONAL RIGHTS, COPIES,
OR OTHER MATERIALS, BUT THE LICENSEE MAY USE THE INFORMATION FOR A
LIMITED TIME AFTER THE LICENSE HAS BEEN CANCELED IF THE USE:
(A) IS WITHIN CONTRACTUAL USE TERMS;
(B) IS NOT FOR DISTRIBUTION AND IS SOLELY PART OF MEASURES
REASONABLE UNDER THE CIRCUMSTANCES TO AVOID OR REDUCE LOSS; AND
(C) IS NOT CONTRARY TO INSTRUCTIONS RECEIVED FROM THE
PARTY IN BREACH CONCERNING DISPOSITION OF THEM.
(5) THE LICENSEE SHALL PAY THE LICENSOR THE REASONABLE VALUE
OF ANY USE AFTER CANCELLATION PERMITTED UNDER PARAGRAPH (4) OF THIS
SUBSECTION.
(6) THE OBLIGATIONS UNDER THIS SUBSECTION APPLY TO ALL
INFORMATION, INFORMATIONAL RIGHTS, DOCUMENTATION, MATERIALS, AND
COPIES RECEIVED BY THE PARTY AND ANY COPIES MADE THEREFROM.
(D) A TERM PROVIDING THAT A CONTRACT MAY NOT BE CANCELED
PRECLUDES CANCELLATION BUT DOES NOT LIMIT OTHER REMEDIES.
(E) UNLESS A CONTRARY INTENTION CLEARLY APPEARS, AN EXPRESSION
SUCH AS "CANCELLATION," "RESCISSION", OR THE LIKE MAY NOT BE CONSTRUED AS
A RENUNCIATION OR DISCHARGE OF A CLAIM IN DAMAGES FOR AN ANTECEDENT
BREACH.
21-803. CONTRACTUAL MODIFICATION OF REMEDY.
(A) EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION AND IN S 21-804 OF
THIS SUBTITLE:
(1) AN AGREEMENT MAY PROVIDE FOR REMEDIES IN ADDITION TO OR IN
SUBSTITUTION FOR THOSE PROVIDED IN THIS TITLE AND MAY LIMIT OR ALTER THE
MEASURE OF DAMAGES RECOVERABLE UNDER THIS TITLE OR A PARTY'S OTHER
REMEDIES UNDER THIS TITLE, SUCH AS BY PRECLUDING A PARTY'S RIGHT TO
CANCEL FOR BREACH OF CONTRACT, LIMITING REMEDIES TO RETURNING OR
DELIVERING COPIES AND REPAYMENT OF THE CONTRACT FEE, OR LIMITING
REMEDIES TO REPAIR OR REPLACEMENT OF THE NONCONFORMING COPIES; AND
(2) RESORT TO A CONTRACTUAL REMEDY IS OPTIONAL UNLESS THE
REMEDY IS EXPRESSLY AGREED TO BE EXCLUSIVE, IN WHICH CASE IT IS THE SOLE
REMEDY
(B) SUBJECT TO SUBSECTION (C) OF THIS SECTION, IF PERFORMANCE OF AN
EXCLUSIVE OR LIMITED REMEDY CAUSES THE REMEDY TO FAIL OF ITS ESSENTIAL
PURPOSE, THE AGGRIEVED PARTY MAY PURSUE OTHER REMEDIES UNDER THIS
TITLE.
(C) FAILURE OR UNCONSCIONABILITY OF AN AGREED EXCLUSIVE OR
LIMITED REMEDY MAKES A TERM DISCLAIMING OR LIMITING CONSEQUENTIAL OR
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- 133 -
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