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N.Y. UCC Law § 2-312

This is the official text of N.Y. UCC Law § 2-312, part of New York’s UCC Law — part of the compiled statutory law of New York, published by the state as "UCC Law." Browse the sections below, each linked to its official government source.

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Warranty of Title and Against Infringement; Buyer's Obligation Against Infringement

Official statutory text

Section 2--312. Warranty of Title and Against Infringement; Buyer's\n Obligation Against Infringement.\n (1) Subject to subsection (2) there is in a contract for sale a\nwarranty by the seller that\n (a) the title conveyed shall be good, and its transfer rightful;\n and\n (b) the goods shall be delivered free from any security interest\n or other lien or encumbrance of which the buyer at the time\n of contracting has no knowledge.\n (2) A warranty under subsection (1) will be excluded or modified only\nby specific language or by circumstances which give the buyer reason to\nknow that the person selling does not claim title in himself or that he\nis purporting to sell only such right or title as he or a third person\nmay have.\n (3) Unless otherwise agreed a seller who is a merchant regularly\ndealing in goods of the kind warrants that the goods shall be delivered\nfree of the rightful claim of any third person by way of infringement or\nthe like but a buyer who furnishes specifications to the seller must\nhold the seller harmless against any such claim which arises out of\ncompliance with the specifications.\n

Status: in_force · Read it on the official government site

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About this page: Statute text is reproduced from official government publishers via the Open US Law dataset (Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine (Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.