{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.2-312.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.2-312.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.2-312.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.2-312.html"}],"law_id":82723,"edition_id":1,"section_id":82723,"structure_id":13347,"section_number":"8.2-312","catch_line":"Warranty of title and against infringement; buyer’s obligation against infringement","history":"1964, c. 219.","full_text":"1\n\nSubject to subsection (2) there is in a contract for sale a warranty by the seller thata\n\nthe title conveyed shall be good, and its transfer rightful; andb\n\nthe goods shall be delivered free from any security interest or other lien or encumbrance of which the buyer at the time of contracting has no knowledge.2\n\nA warranty under subsection (1) will be excluded or modified only by specific language or by circumstances which give the buyer reason to know that the person selling does not claim title in himself or that he is purporting to sell only such right or title as he or a third person may have.3\n\nUnless otherwise agreed a seller who is a merchant regularly dealing in goods of the kind warrants that the goods shall be delivered free of the rightful claim of any third person by way of infringement or the like but a buyer who furnishes specifications to the seller must hold the seller harmless against any such claim which arises out of compliance with the specifications.","order_by":null,"text":{"0":{"id":296357,"text":"Subject to subsection (2) there is in a contract for sale a warranty by the seller that","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"next_prefix":"1a"},"1":{"id":296358,"text":"the title conveyed shall be good, and its transfer rightful; and","type":"section","prefixes":["1","a"],"prefix":"a","entire_prefix":"1a","prefix_anchor":"1a","level":2,"prior_prefix":"1","next_prefix":"1b"},"2":{"id":296359,"text":"the goods shall be delivered free from any security interest or other lien or encumbrance of which the buyer at the time of contracting has no knowledge.","type":"section","prefixes":["1","b"],"prefix":"b","entire_prefix":"1b","prefix_anchor":"1b","level":2,"prior_prefix":"1a","next_prefix":"2"},"3":{"id":296360,"text":"A warranty under subsection (1) will be excluded or modified only by specific language or by circumstances which give the buyer reason to know that the person selling does not claim title in himself or that he is purporting to sell only such right or title as he or a third person may have.","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1b","next_prefix":"3"},"4":{"id":296361,"text":"Unless otherwise agreed a seller who is a merchant regularly dealing in goods of the kind warrants that the goods shall be delivered free of the rightful claim of any third person by way of infringement or the like but a buyer who furnishes specifications to the seller must hold the seller harmless against any such claim which arises out of compliance with the specifications.","type":"section","prefixes":["3"],"prefix":"3","entire_prefix":"3","prefix_anchor":"3","level":1,"prior_prefix":"2"}},"ancestry":[{"id":13347,"edition_id":1,"name":"General Obligation and Construction of Contract","identifier":"3","label":"part","depth":2,"order_by":1,"parent_id":13346,"metadata":{},"date_created":"2026-06-26 03:44:41","date_modified":"2026-06-26 03:44:41","permalink":{"id":282005,"object_type":"structure","relational_id":13347,"identifier":"3","token":"8.2\/3","url":"\/8.2\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13346,"edition_id":1,"name":"Commercial Code - Sales","identifier":"8.2","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:41","date_modified":"2026-06-26 03:44:41","permalink":{"id":281931,"object_type":"structure","relational_id":13346,"identifier":"8.2","token":"8.2","url":"\/8.2\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":70824,"structure_id":13347,"section_number":"8.2-301","catch_line":"General obligations of parties","url":"\/8.2-301\/","token":"8.2\/3\/8.2-301","metadata":false},{"id":60131,"structure_id":13347,"section_number":"8.2-302","catch_line":"Unconscionable contract or clause","url":"\/8.2-302\/","token":"8.2\/3\/8.2-302","metadata":false},{"id":80974,"structure_id":13347,"section_number":"8.2-303","catch_line":"Allocation or division of risks","url":"\/8.2-303\/","token":"8.2\/3\/8.2-303","metadata":false},{"id":66647,"structure_id":13347,"section_number":"8.2-304","catch_line":"Price payable in money, goods, realty, or otherwise","url":"\/8.2-304\/","token":"8.2\/3\/8.2-304","metadata":false},{"id":70062,"structure_id":13347,"section_number":"8.2-305","catch_line":"Open price term","url":"\/8.2-305\/","token":"8.2\/3\/8.2-305","metadata":false},{"id":75282,"structure_id":13347,"section_number":"8.2-306","catch_line":"Output, requirements and exclusive dealings","url":"\/8.2-306\/","token":"8.2\/3\/8.2-306","metadata":false},{"id":61996,"structure_id":13347,"section_number":"8.2-307","catch_line":"Delivery in single lot or several lots","url":"\/8.2-307\/","token":"8.2\/3\/8.2-307","metadata":false},{"id":56146,"structure_id":13347,"section_number":"8.2-308","catch_line":"Absence of specified place for delivery","url":"\/8.2-308\/","token":"8.2\/3\/8.2-308","metadata":false},{"id":83587,"structure_id":13347,"section_number":"8.2-309","catch_line":"Absence of specific time provisions; 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\"payment on arrival\"; warranty of condition on arrival","url":"\/8.2-321\/","token":"8.2\/3\/8.2-321","metadata":false},{"id":63317,"structure_id":13347,"section_number":"8.2-322","catch_line":"Delivery \"ex-ship.\"","url":"\/8.2-322\/","token":"8.2\/3\/8.2-322","metadata":false},{"id":67730,"structure_id":13347,"section_number":"8.2-323","catch_line":"Form of bill of lading required in overseas shipment; \"Overseas.\"","url":"\/8.2-323\/","token":"8.2\/3\/8.2-323","metadata":false},{"id":70759,"structure_id":13347,"section_number":"8.2-324","catch_line":"\"No arrival, no sale\" term","url":"\/8.2-324\/","token":"8.2\/3\/8.2-324","metadata":false},{"id":54445,"structure_id":13347,"section_number":"8.2-325","catch_line":"\"Letter of credit\" term; \"confirmed credit.\"","url":"\/8.2-325\/","token":"8.2\/3\/8.2-325","metadata":false},{"id":65818,"structure_id":13347,"section_number":"8.2-326","catch_line":"Sale on approval and sale or return; rights of creditors","url":"\/8.2-326\/","token":"8.2\/3\/8.2-326","metadata":false},{"id":58489,"structure_id":13347,"section_number":"8.2-327","catch_line":"Special incidents of sale on approval and sale or return","url":"\/8.2-327\/","token":"8.2\/3\/8.2-327","metadata":false},{"id":80896,"structure_id":13347,"section_number":"8.2-328","catch_line":"Sale by auction","url":"\/8.2-328\/","token":"8.2\/3\/8.2-328","metadata":false}],"previous_section":{"id":68859,"structure_id":13347,"section_number":"8.2-311","catch_line":"Options and cooperation respecting performance","url":"\/8.2-311\/","token":"8.2\/3\/8.2-311","metadata":false},"next_section":{"id":80432,"structure_id":13347,"section_number":"8.2-313","catch_line":"Express warranties by affirmation, promise, description, sample","url":"\/8.2-313\/","token":"8.2\/3\/8.2-313","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.2-312\/","history_text":"

This law was first created in 1964. The record of its establishment is cataloged in chapter 219 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. Unfortunately, the 1964 \u201cActs\u201d aren\u2019t available online.<\/p>","references":[{"id":74581,"section_number":"8.2-607","catch_line":"Effect of acceptance; notice of breach; burden of establishing breach after acceptance; notice of claim or litigation to person answerable over","order_by":null,"url":"\/8.2-607\/"}],"refers_to":false,"permalink":{"id":282051,"object_type":"law","relational_id":82723,"identifier":"8.2-312","token":"8.2\/3\/8.2-312","url":"\/8.2-312\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.2-312\/","token":"8.2\/3\/8.2-312","dublin_core":{"Title":"Warranty of title and against infringement; buyer’s obligation against infringement","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.2-312","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

1.<\/span> Subject to subsection (2) there is in a contract<\/span> for sale a warranty by the seller that <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

a.<\/span> the title conveyed shall be good, and its transfer rightful; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> the goods shall be delivered free from any security interest or other lien<\/span> or encumbrance of which the buyer at the time of contracting has no knowledge. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> A warranty under subsection (1) will be excluded or modified only by specific language or by circumstances which give the buyer reason to know that the person selling does not claim title in himself or that he is purporting to sell only such right or title as he or a third person may have. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> Unless otherwise agreed a seller who is a merchant regularly dealing in goods of the kind warrants that the goods shall be delivered free of the rightful claim of any third person by way of infringement or the like but a buyer who furnishes specifications to the seller must hold the seller harmless against any such claim which arises out of compliance with the specifications. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nWARRANTY OF TITLE AND AGAINST INFRINGEMENT; BUYER’S OBLIGATION AGAINST\nINFRINGEMENT (\u00a7 8.2-312)\n\n1. Subject to subsection (2) there is in a contract for sale a warranty by the\nseller that\n\n a. the title conveyed shall be good, and its transfer rightful; and\n\n b. the goods shall be delivered free from any security interest or other lien\n or encumbrance of which the buyer at the time of contracting has no knowledge.\n\n2. A warranty under subsection (1) will be excluded or modified only by specific\nlanguage or by circumstances which give the buyer reason to know that the person\nselling does not claim title in himself or that he is purporting to sell only\nsuch right or title as he or a third person may have.\n\n3. Unless otherwise agreed a seller who is a merchant regularly dealing in goods\nof the kind warrants that the goods shall be delivered free of the rightful\nclaim of any third person by way of infringement or the like but a buyer who\nfurnishes specifications to the seller must hold the seller harmless against any\nsuch claim which arises out of compliance with the specifications.\n\nHISTORY: 1964, c. 219.","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}}