{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-508.8.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-508.8.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-508.8.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-508.8.html"}],"law_id":63047,"edition_id":1,"section_id":63047,"structure_id":13931,"section_number":"59.1-508.8","catch_line":"Licensor’s damages","history":"2000, cc. 101, 996.","full_text":"a\n\nIn this section, “substitute transaction” means a transaction by the licensor which would not have been possible except for the licensee’s breach and which transaction is for the same information or informational rights with the same contractual use terms as the transaction to which the licensee’s breach applies.b\n\nExcept as otherwise provided in \u00a7 59.1-508.7, a breach of contract by a licensee entitles the licensor to recover the following compensation for losses resulting in the ordinary course from the breach, less expenses avoided as a result of the breach, to the extent not otherwise accounted for under this subsection:1\n\ndamages measured in any combination of the following ways but not to exceed the contract fee and the market value of other consideration required under the contract for the performance that was the subject of the breach:A\n\nthe amount of accrued and unpaid contract fees and the market value of other consideration earned but not received for:i\n\nany performance accepted by the licensee; andii\n\nany performance to which § 59.1-506.4 applies;B\n\nfor performances not governed by subparagraph (A), if the licensee repudiated or wrongfully refused the performance or the licensor rightfully canceled and the breach makes possible a substitute transaction, the amount of loss as determined by contract fees and the market value of other consideration required under the contract for the performance less:i\n\nthe contract fees and market value of other consideration received from an actual and commercially reasonable substitute transaction entered into by the licensor in good faith and without unreasonable delay; orii\n\nthe market value of a commercially reasonable hypothetical substitute transaction;C\n\nfor performances not governed by subparagraph (A), if the breach does not make possible a substitute transaction, lost profit, including reasonable overhead, that the licensor would have realized on acceptance and full payment for performance that was not delivered to the licensee because of the licensee’s breach; orD\n\ndamages calculated in any reasonable manner; and2\n\nconsequential and incidental damages.","order_by":null,"text":{"0":{"id":229943,"text":"In this section, “substitute transaction” means a transaction by the licensor which would not have been possible except for the licensee’s breach and which transaction is for the same information or informational rights with the same contractual use terms as the transaction to which the licensee’s breach applies.","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"b"},"1":{"id":229944,"text":"Except as otherwise provided in \u00a7 59.1-508.7, a breach of contract by a licensee entitles the licensor to recover the following compensation for losses resulting in the ordinary course from the breach, less expenses avoided as a result of the breach, to the extent not otherwise accounted for under this subsection:","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a","next_prefix":"b1"},"2":{"id":229945,"text":"damages measured in any combination of the following ways but not to exceed the contract fee and the market value of other consideration required under the contract for the performance that was the subject of the breach:","type":"section","prefixes":["b","1"],"prefix":"1","entire_prefix":"b1","prefix_anchor":"b1","level":2,"prior_prefix":"b","next_prefix":"A"},"3":{"id":229946,"text":"the amount of accrued and unpaid contract fees and the market value of other consideration earned but not received for:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"prior_prefix":"b1","next_prefix":"i"},"4":{"id":229947,"text":"any performance accepted by the licensee; and","type":"section","prefixes":["i"],"prefix":"i","entire_prefix":"i","prefix_anchor":"i","level":1,"prior_prefix":"A","next_prefix":"iii"},"5":{"id":229948,"text":"any performance to which § 59.1-506.4 applies;","type":"section","prefixes":["i","ii"],"prefix":"ii","entire_prefix":"iii","prefix_anchor":"iii","level":2,"prior_prefix":"i","next_prefix":"B"},"6":{"id":229949,"text":"for performances not governed by subparagraph (A), if the licensee repudiated or wrongfully refused the performance or the licensor rightfully canceled and the breach makes possible a substitute transaction, the amount of loss as determined by contract fees and the market value of other consideration required under the contract for the performance less:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"iii","next_prefix":"i"},"7":{"id":229950,"text":"the contract fees and market value of other consideration received from an actual and commercially reasonable substitute transaction entered into by the licensor in good faith and without unreasonable delay; or","type":"section","prefixes":["i"],"prefix":"i","entire_prefix":"i","prefix_anchor":"i","level":1,"prior_prefix":"B","next_prefix":"iii"},"8":{"id":229951,"text":"the market value of a commercially reasonable hypothetical substitute transaction;","type":"section","prefixes":["i","ii"],"prefix":"ii","entire_prefix":"iii","prefix_anchor":"iii","level":2,"prior_prefix":"i","next_prefix":"C"},"9":{"id":229952,"text":"for performances not governed by subparagraph (A), if the breach does not make possible a substitute transaction, lost profit, including reasonable overhead, that the licensor would have realized on acceptance and full payment for performance that was not delivered to the licensee because of the licensee’s breach; or","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"iii","next_prefix":"D"},"10":{"id":229953,"text":"damages calculated in any reasonable manner; and","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"D2"},"11":{"id":229954,"text":"consequential and incidental damages.","type":"section","prefixes":["D","2"],"prefix":"2","entire_prefix":"D2","prefix_anchor":"D2","level":2,"prior_prefix":"D"}},"ancestry":[{"id":13931,"edition_id":1,"name":"Remedies","identifier":"8","label":"article","depth":3,"order_by":1,"parent_id":12900,"metadata":{},"date_created":"2026-06-26 03:46:20","date_modified":"2026-06-26 03:46:20","permalink":{"id":262309,"object_type":"structure","relational_id":13931,"identifier":"8","token":"59.1\/43\/8","url":"\/59.1\/43\/8\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12900,"edition_id":1,"name":"Uniform Computer Information Transactions Act","identifier":"43","label":"chapter","depth":2,"order_by":1,"parent_id":12809,"metadata":{},"date_created":"2026-06-26 03:44:00","date_modified":"2026-06-26 03:44:00","permalink":{"id":261885,"object_type":"structure","relational_id":12900,"identifier":"43","token":"59.1\/43","url":"\/59.1\/43\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12809,"edition_id":1,"name":"Trade and Commerce","identifier":"59.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:54","date_modified":"2026-06-26 03:43:54","permalink":{"id":259521,"object_type":"structure","relational_id":12809,"identifier":"59.1","token":"59.1","url":"\/59.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":63224,"structure_id":13931,"section_number":"59.1-508.1","catch_line":"Remedies in general","url":"\/59.1-508.1\/","token":"59.1\/43\/8\/59.1-508.1","metadata":false},{"id":62869,"structure_id":13931,"section_number":"59.1-508.10","catch_line":"Recoupment","url":"\/59.1-508.10\/","token":"59.1\/43\/8\/59.1-508.10","metadata":false},{"id":83172,"structure_id":13931,"section_number":"59.1-508.11","catch_line":"Specific performance","url":"\/59.1-508.11\/","token":"59.1\/43\/8\/59.1-508.11","metadata":false},{"id":71286,"structure_id":13931,"section_number":"59.1-508.12","catch_line":"Completing performance","url":"\/59.1-508.12\/","token":"59.1\/43\/8\/59.1-508.12","metadata":false},{"id":64039,"structure_id":13931,"section_number":"59.1-508.13","catch_line":"Continuing use","url":"\/59.1-508.13\/","token":"59.1\/43\/8\/59.1-508.13","metadata":false},{"id":57350,"structure_id":13931,"section_number":"59.1-508.14","catch_line":"Discontinuing 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damages","url":"\/59.1-508.8\/","token":"59.1\/43\/8\/59.1-508.8","metadata":false},{"id":86801,"structure_id":13931,"section_number":"59.1-508.9","catch_line":"Licensee's damages","url":"\/59.1-508.9\/","token":"59.1\/43\/8\/59.1-508.9","metadata":false}],"previous_section":{"id":54986,"structure_id":13931,"section_number":"59.1-508.7","catch_line":"Measurement of damages in general","url":"\/59.1-508.7\/","token":"59.1\/43\/8\/59.1-508.7","metadata":false},"next_section":{"id":86801,"structure_id":13931,"section_number":"59.1-508.9","catch_line":"Licensee's damages","url":"\/59.1-508.9\/","token":"59.1\/43\/8\/59.1-508.9","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/59.1-508.8\/","history_text":"

This law was first created in 2000. The record of its establishment is cataloged in chapters 101<\/a> and 996<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":[{"id":76155,"section_number":"59.1-501.2","catch_line":"Definitions","order_by":null,"url":"\/59.1-501.2\/"}],"refers_to":[{"id":77078,"section_number":"59.1-506.4","catch_line":"Immediately completed performance","order_by":null,"url":"\/59.1-506.4\/"},{"id":54986,"section_number":"59.1-508.7","catch_line":"Measurement of damages in general","order_by":null,"url":"\/59.1-508.7\/"}],"permalink":{"id":262371,"object_type":"law","relational_id":63047,"identifier":"59.1-508.8","token":"59.1\/43\/8\/59.1-508.8","url":"\/59.1-508.8\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-508.8\/","token":"59.1\/43\/8\/59.1-508.8","dublin_core":{"Title":"Licensor’s damages","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-508.8","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> In this section, “substitute transaction<\/span>” means a transaction by the licensor which would not have been possible except for the licensee’s breach and which transaction is for the same information or informational rights with the same contractual use terms as the transaction to which the licensee’s breach applies. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> Except as otherwise provided in \u00a7 59.1-508.7<\/a>, a breach of contract<\/span> by a licensee entitles the licensor to recover the following compensation for losses resulting in the ordinary course from the breach, less expenses avoided as a result of the breach, to the extent not otherwise accounted for under this subsection: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> damages<\/span> measured in any combination of the following ways but not to exceed the contract<\/span> fee and the market value of other consideration required under the contract<\/span> for the performance that was the subject of the breach: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

A.<\/span> the amount of accrued and unpaid contract<\/span> fees and the market value of other consideration earned but not received for: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

i.<\/span> any performance accepted by the licensee; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

ii.<\/span> any performance to which § 59.1-506.4<\/a> applies; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> for performances not governed by subparagraph (A), if the licensee repudiated or wrongfully refused the performance or the licensor rightfully canceled and the breach makes possible a substitute transaction<\/span>, the amount of loss as determined by contract<\/span> fees and the market value of other consideration required under the contract<\/span> for the performance less: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

i.<\/span> the contract<\/span> fees and market value of other consideration received from an actual and commercially reasonable substitute transaction<\/span> entered into by the licensor in good faith and without unreasonable delay; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

ii.<\/span> the market value of a commercially reasonable hypothetical substitute transaction<\/span>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> for performances not governed by subparagraph (A), if the breach does not make possible a substitute transaction<\/span>, lost profit, including reasonable overhead, that the licensor would have realized on acceptance and full payment for performance that was not delivered to the licensee because of the licensee’s breach; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> damages<\/span> calculated in any reasonable manner; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> consequential and incidental damages<\/span>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nLICENSOR’S DAMAGES (\u00a7 59.1-508.8)\n\na. In this section, “substitute transaction” means a transaction by\nthe licensor which would not have been possible except for the licensee’s\nbreach and which transaction is for the same information or informational rights\nwith the same contractual use terms as the transaction to which the\nlicensee’s breach applies.\n\nb. Except as otherwise provided in \u00a7 59.1-508.7, a breach of contract by a\nlicensee entitles the licensor to recover the following compensation for losses\nresulting in the ordinary course from the breach, less expenses avoided as a\nresult of the breach, to the extent not otherwise accounted for under this\nsubsection:\n\n 1. damages measured in any combination of the following ways but not to exceed\n the contract fee and the market value of other consideration required under\n the contract for the performance that was the subject of the breach:\n\nA. the amount of accrued and unpaid contract fees and the market value of other\nconsideration earned but not received for:\n\ni. any performance accepted by the licensee; and\n\n ii. any performance to which § 59.1-506.4 applies;\n\nB. for performances not governed by subparagraph (A), if the licensee repudiated\nor wrongfully refused the performance or the licensor rightfully canceled and\nthe breach makes possible a substitute transaction, the amount of loss as\ndetermined by contract fees and the market value of other consideration required\nunder the contract for the performance less:\n\ni. the contract fees and market value of other consideration received from an\nactual and commercially reasonable substitute transaction entered into by the\nlicensor in good faith and without unreasonable delay; or\n\n ii. the market value of a commercially reasonable hypothetical substitute\n transaction;\n\nC. for performances not governed by subparagraph (A), if the breach does not\nmake possible a substitute transaction, lost profit, including reasonable\noverhead, that the licensor would have realized on acceptance and full payment\nfor performance that was not delivered to the licensee because of the\nlicensee’s breach; or\n\nD. damages calculated in any reasonable manner; and\n\n 2. consequential and incidental damages.\n\nHISTORY: 2000, cc. 101, 996.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}