59.1-508.9 - Licensee's damages.
§ 59.1-508.9. Licensee's damages.
(a) Subject to subsection (b) and except as otherwise provided in §59.1-508.7, a breach of contract by a licensor entitles the licensee torecover the following compensation for losses resulting in the ordinarycourse from the breach or, if appropriate, as to the whole contract, lessexpenses avoided as a result of the breach to the extent not otherwiseaccounted for under this section:
(1) damages measured in any combination of the following ways, but not toexceed the market value of the performance that was the subject of the breachplus restitution of any amounts paid for performance not received and notaccounted for within the indicated recovery:
(A) with respect to performance that has been accepted and the acceptance notrightfully revoked, the value of the performance required less the value ofthe performance accepted as of the time and place of acceptance;
(B) with respect to performance that has not been rendered or that wasrightfully refused or acceptance of which was rightfully revoked:
(i) the amount of any payments made and the value of other considerationgiven to the licensor with respect to that performance and not previouslyreturned to the licensee;
(ii) the market value of the performance less the contract fee for thatperformance; or
(iii) the cost of a commercially reasonable substitute transaction less thecontract fee under the breached contract, if the substitute transaction wasentered into by the licensee in good faith and without unreasonable delay forsubstantially similar information with the same contractual use terms; or
(C) damages calculated in any reasonable manner; and
(2) incidental and consequential damages.
(b) The amount of damages must be reduced by any unpaid contract fees forperformance by the licensor which has been accepted by the licensee and as towhich the acceptance has not been rightfully revoked.
(2000, cc. 101, 996.)