Md. Code, Commercial Law, Title 11

Md. Code, Commercial Law, Title 11
in effect

Md. Code, Commercial Law § 11-5A-01

(a) In this subtitle the following words have the meanings indicated. (b) “Executive Director” has the meaning stated in § 11–501 of this title. (c) “Retailer” has the meaning stated in § 11–501 of this title. (d) “Sell” has the meaning stated in § 11–501 of this title. (e) “Unpackaged cigarette” means any cigarette not contained in a sealed package of 20 or more cigarettes. (f) “Vending machine operator” has the meaning stated in § 11–501 of this title. (g) “Wholesaler” has the meaning stated in § 11–501 of this title.

Md. Code, Commercial Law § 11-5A-02

(a) This section does not apply to an individual who produces unpackaged cigarettes for the individual’s consumption by using: (1) A mechanical rolling machine; or (2) A hand rolling device or procedure. (b) Notwithstanding any other provision of law, a retailer or vending machine operator may not purchase from a tobacco product manufacturer or sell, resell, distribute, dispense, or give away to any person an unpackaged cigarette. (c) Notwithstanding any other provision of law, a wholesaler may not sell, resell, distribute, dispense, or give away to any person in this State an unpackaged cigarette. (d) In addition to any other penalties provided by law, a person who violates this section is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $500 or imprisonment not exceeding 3 months or both.

Md. Code, Commercial Law § 11-5A-03

(a) The Executive Director shall enforce this subtitle. (b) The Executive Director shall: (1) Employ and determine the duties and compensation of the inspectors and other personnel necessary to enforce this subtitle; and (2) Adopt reasonable regulations necessary to effectuate and enforce the provisions of this subtitle.

Md. Code, Commercial Law § 11-8A-01

(a) In this subtitle the following words have the meanings indicated. (b) “Art dealer” means an individual, partnership, firm, association, or corporation, other than a public auctioneer, that undertakes to sell a work of fine art created by someone else. (c) “Artist” means the creator of a work of fine art. (d) “On consignment” means delivered to an art dealer for the purpose of sale or exhibition, or both, to the public by the art dealer other than at a public auction. (e) “Work of fine art” means an original art work which is: (1) A visual rendition including a painting, drawing, sculpture, mosaic, or photograph; (2) A work of calligraphy; (3) A work of graphic art including an etching, lithograph, offset print, or silk screen; (4) A craft work in materials including clay, textile, fiber, wood, metal, plastic, or glass; or (5) A work in mixed media including a collage or a work consisting of any combination of works included in this subsection.

Md. Code, Commercial Law § 11-8A-02

If an art dealer accepts a work of fine art on a fee, commission, or other compensation basis, on consignment from the artist: (1) The art dealer is, with respect to that work of fine art, the bailee of the artist; (2) The work of fine art is bailment property in which the art dealer has no legal or equitable interest until the work is sold to a bona fide third party; and (3) The proceeds of the sale of the work of fine art are bailment property in which the art dealer has no legal or equitable interest until the amount due the artist from the sale, minus the agreed commission, is paid.

Md. Code, Commercial Law § 11-8A-03

Notwithstanding the subsequent purchase of the work of fine art by the art dealer directly or indirectly for the art dealer’s own account, a work of fine art that is bailment property when initially accepted by the art dealer remains bailment property until the purchase price, minus the agreed upon commission, is paid in full to the artist.

Md. Code, Commercial Law § 11-8A-04

Property that is bailment property under this subtitle is not subject to the claims, liens, or security interests of the creditors of an art dealer.

Md. Code, Commercial Law § 11-101

It is the policy of the State of Maryland to oppose restraints of trade and unfair trade practices in the form of foreign discriminatory boycotts not specifically authorized by the law of the United States which are fostered or imposed by foreign persons, foreign governments or international organizations against any domestic individual on the basis of race, color, creed, religion, sex or national origin. It is also the policy of the State of Maryland to oppose those actions, including the formation of agreements, understandings or contractual arrangements, expressed or implied, which have the effect of furthering or supporting these discriminatory boycotts, in order that the peace, health, safety, prosperity and general welfare of all the inhabitants of the State may be protected and ensured. It is the further policy of the State of Maryland not to impede domestic or foreign commerce, the free flow of goods in commerce, or actions reasonably necessary to protect goods moving in commerce. The State of Maryland recognizes the right of Maryland firms to decide whether to enter into commercial agreements with foreign firms, provided the agreement does not contravene U.S. foreign policy or any federal or Maryland laws and the agreement does not discriminate against domestic individuals entitled to the benefit of the laws of Maryland on the basis of race, color, creed, religion, sex or national origin, and the right of Maryland firms to decide whether to enter into a commercial agreement with a foreign firm that would advance the political and economic interests of a foreign country provided that agreement does not contravene U.S. foreign policy or federal or Maryland laws and does not discriminate against domestic individuals entitled to the benefits of the laws of Maryland on the basis of race, color, creed, religion, sex, or national origin. This subtitle shall be deemed an exercise of the police power of the State of Maryland for the protection of the people of this State, and shall be administered and principally enforced by the Attorney General of the State of Maryland. The provisions of this subtitle shall be construed liberally so as to effectuate this declaration of policy and the laws and Constitution of the United States, but nothing in this subtitle shall be construed to infringe upon the right of the United States government to regulate interstate and foreign commerce.

Md. Code, Commercial Law § 11-102

(a) In this subtitle the following words have the meanings indicated. (b) “Attorney General” means the Attorney General of the State of Maryland. (c) “Business relationship” means any aspect of business: (1) Dealing with the sale, purchase, licensing or provision of goods, services or information; or (2) Affecting the ownership, management, employees, hiring practices, customers, clients, suppliers, contractors, subcontractors or other business associates of any person engaged in commerce. (d) “Control” means the power to exercise a controlling influence over the management policies of an entity, to influence that management or policies or play a significant role in the implementation of them. (e) “Discriminatory boycott” means the entering into or carrying out of any provision, express or implied, of any agreement, understanding or contractual arrangement for economic benefit between any person and any foreign government, foreign person, or international organization, which is not specifically authorized by the law of the United States and which is required or imposed, either directly or indirectly, overtly or covertly, by the foreign government, foreign person, or international organization in order to restrict, condition, prohibit, or interfere with any business relationship on the basis of a domestic individual’s race, color, creed, religion, sex, sexual orientation, disability, gender identity, or national origin. Except, that entering into an agreement, understanding or contractual arrangement with respect to the handling or shipping of goods while in international and not intrastate transit or executing and delivering any other document with respect to the handling or shipping of goods while in international and not intrastate transit or carrying out or complying with any provision with respect to the choice of carrier in international and not intrastate transit or the international routing of goods while in international and not intrastate transit contained in any such agreement, understanding, contractual arrangement or other document may not constitute a discriminatory boycott within the meaning of this subtitle. (f) “Domestic individual” means any individual whose residence, domicile, or principal place of business is in the United States and who is subject to the protection of the laws of the State of Maryland. (g) “Foreign government” includes all governments and political subdivisions and the instrumentalities thereof, excepting the governments, political subdivisions, and instrumentalities of the United States and the states, commonwealths, territories and possessions of the United States, and the District of Columbia. (h) “Foreign persons” means any person whose principal place of residence, business or domicile is outside the United States, or any person controlled directly or indirectly by any other person whose principal place of residence, business or domicile is outside the United States. (i) “International organization” means any association or organization, of which a substantial portion of the membership includes foreign persons or foreign governments, but does not include an international labor organization. (j) “Person” includes one or more of the following and their agents, employees, servants, representatives, directors, officers, partners, members, managers and superintendents: individuals, the State of Maryland, corporations, partnerships, joint ventures, associations, labor organizations, but not including international labor organizations, educational institutions, legal representatives, mutual companies, joint-stock companies, trusts, unincorporated organizations, trustees, trustees in bankruptcy, receivers, fiduciaries and all other entities recognized at law or in equity by this State. (k) “State of Maryland” means the State and its political subdivisions and each of the instrumentalities of the State and the political subdivision.

Md. Code, Commercial Law § 11-103

It is unlawful for a person to: (a) Knowingly participate in a discriminatory boycott; or (b) Knowingly aid or assist any other person in participating in a discriminatory boycott. However, nothing in this subtitle shall make it unlawful for any person who does not otherwise participate or agree to participate in a “discriminatory boycott” merely to handle or ship the goods of a person who may be in violation of this subtitle.

Md. Code, Commercial Law § 11-104

If any violation or possible violation of this subtitle comes to the attention of any officer or any department, board, commission, bureau, division, office or other agency of the Executive Branch of the State government or of any political subdivision of the State, that officer or the chief administrative officer of the department, board, commission, bureau, division, office or other agency, as the case may be, shall submit promptly a written report of the violation or possible violation to the Attorney General. The report shall contain a full statement of the facts and circumstances regarding the violation or possible violation, including the names and addresses of all persons who have or may have knowledge or information with respect to it, and shall be accompanied by copies of any documents pertinent to the violation or possible violation that are in the possession or control of the person making the report.

Md. Code, Commercial Law § 11-105

Except for purposes of a criminal prosecution, if the Attorney General believes that a person is in possession, custody or control of any documents relevant to the subject matter of an investigation of a possible violation of this subtitle, he may demand and obtain the production of these documents in the manner provided for by § 11–205 of this title.

Md. Code, Commercial Law § 11-106

(a) In enforcing this subtitle, the Attorney General may accept an assurance of discontinuance of an act or practice considered in violation of this subtitle from any person engaged in the act or practice. (b) The assurance of discontinuance shall be in writing and filed with and subject to the approval of the court of the county where the alleged violator resides or has his principal place of business. (c) The assurance of discontinuance may not be considered for any purpose as an admission of a violation. However, proof of failure to comply with the assurance of discontinuance is prima facie evidence of a violation of this subtitle.

Md. Code, Commercial Law § 11-107

(a) The Attorney General shall investigate suspected criminal violations of this subtitle and may require assistance from any State’s Attorney for that purpose. (b) The Attorney General shall commence and try all prosecutions under this subtitle with the State’s Attorney for the county where the prosecution is brought. (c) With respect to the commencement and trial of the prosecution, the Attorney General has all the powers and duties vested by law in State’s Attorneys with respect to criminal prosecutions. (d) A prosecution for any offense in violation of this subtitle shall be commenced within four years after the offense is committed.

Md. Code, Commercial Law § 11-109

(a) (1) The Attorney General shall institute proceedings in equity to prevent or restrain violations of § 11-103 of this subtitle and may require assistance from any State’s Attorney for that purpose. (2) In a proceeding under this section, the court shall determine whether a violation has been committed and enter any judgment or decree necessary to: (i) Remove the effects of any violation it finds; and (ii) Prevent continuation or renewal of the violation in the future. (b) (1) The United States, the State, and any political subdivision organized under the authority of the State is a person having standing to bring an action under this subsection. (2) A person injured by a violation of § 11-103 of this subtitle may maintain an action for damages or for an injunction or both against any person who has committed the violation. (3) If an injunction is issued, the complainant shall be awarded costs and reasonable attorney’s fees. (4) In an action for damages, if an injury due to a violation of § 11-103 of this subtitle is found, the person injured shall be awarded three times the amount of actual damages which results from the violation, with costs and reasonable attorney’s fees. (5) The Attorney General may bring an action on behalf of the State or any of its political subdivisions to recover the damages provided for by this subsection or any comparable provision of federal law. (c) (1) An action brought to enforce this subtitle shall be commenced within four years after the cause of action accrues. (2) For the purposes of this subsection, a cause of action for a continuing violation accrues at the time of the latest violation.

Md. Code, Commercial Law § 11-111

Any person who willfully violates any of the provisions of § 11-103 of this subtitle is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $50,000 or imprisonment not exceeding six months or both.

Md. Code, Commercial Law § 11-112

Any provision of any contract or other document or other agreement which violates, or which, if observed by the person intended to be bound by the provision, would cause a violation of § 11-103 of this subtitle shall be null and void as being against the public policy of the State of Maryland.

Md. Code, Commercial Law § 11-113

The Attorney General may promulgate rules and regulations for the purpose of implementing and enforcing the provisions of this subtitle with respect to the persons subject to their respective jurisdictions and have the duty, and all powers necessary, to enforce any rules and regulations so promulgated.

Md. Code, Commercial Law § 11-114

This subtitle may not be deemed to supersede, restrict or otherwise limit the continuing applicability of the antitrust laws of the State of Maryland.

Md. Code, Commercial Law § 11-201

(a) In this subtitle the following words have the meanings indicated. (b) “Attorney General” means the Attorney General of Maryland or his designee. (c) “Commodity” means goods, wares, merchandise, machinery, supplies, or any other articles in trade or commerce. (d) “County” includes Baltimore City. (e) “Court” means the circuit court of a county. (f) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (g) “Service” means any activity performed in whole or in part for the purpose of financial gain, and includes any sale, rental, leasing, or licensing for use. (h) “Trade or commerce” includes all economic activity within the State which involves or relates to any commodity or service.

Md. Code, Commercial Law § 11-202

(a) (1) The General Assembly of Maryland declares that the purpose of this subtitle is to complement the body of federal law governing restraints of trade, unfair competition, and unfair, deceptive, and fraudulent acts or practices in order to protect the public and foster fair and honest intrastate competition. (2) It is the intent of the General Assembly that, in construing this subtitle, the courts be guided by the interpretation given by the federal courts to the various federal statutes dealing with the same or similar matters, including: (i) Act of July 2, 1890, ch. 647, 26 U.S. Stat. 209, 15 U.S.C. §§ 1 through 7; (ii) Act of Oct. 15, 1914, ch. 323, 38 U.S. Stat. 730, 15 U.S.C. §§ 12 through 27, 44; (iii) Act of August 17, 1937, ch. 690, Title VIII, 50 U.S. Stat. 693, 15 U.S.C. § 1; (iv) Act of July 7, 1955, ch. 281, 69 U.S. Stat. 282, 15 U.S.C. §§ 1 through 3; (v) Act of May 26, 1938, ch. 283, 52 U.S. Stat. 446, 15 U.S.C. § 13c; and (vi) Any similar act passed in the future. (3) It is also the intent of the General Assembly that, in deciding whether conduct restrains or monopolizes trade or commerce or may substantially lessen competition within the State, determination of the relevant market or effective area of competition may not be limited by the boundaries of the State. (b) (1) For the purpose and intent stated in subsection (a) of this section, this subtitle shall be liberally construed to serve its beneficial purposes. (2) It is also the intent of the General Assembly that this subtitle may not be construed to prohibit acts or practices which are reasonable in relation to the development and preservation of business or which are not injurious to the public interest.

Md. Code, Commercial Law § 11-203

(a) This subtitle does not make illegal the activity of: (1) A labor organization or its individual members directed solely to lawful labor objectives, or a collective bargaining agreement between a labor organization, as defined in 29 U.S.C. § 152(5), and an employer or group of employers, which contains those labor objectives; (2) Any incorporated or unincorporated agricultural or horticultural cooperative organization or its individual members directed solely to their lawful objectives; (3) A public service company, as defined in § 1–101 of the Public Utilities Article, or a rating organization or bureau representing the company, to the extent that the activity is subject to the jurisdiction of the Public Service Commission or authorized by federal law governing interstate commerce; (4) An insurer, insurance producer, public adjuster, insurance advisor, or rating organization, to the extent that the activity is: (i) Regulated by the Maryland Insurance Commissioner; or (ii) Authorized by the Insurance Article or any other law of the State; (5) A nonprofit corporation, trust, or organization established exclusively for religious or charitable purposes, or for both purposes, to the extent that the activity is a religious or charitable activity; (6) A security dealer who is licensed by the State or who is a member of the National Association of Securities Dealers or a member of a National Securities Exchange registered with the Securities and Exchange Commission under the Securities Exchange Act of 1934, in the course of his business of offering, selling, buying and selling, or otherwise trading in or underwriting securities as an agent, broker, or principal, or the activity of a registered National Securities Exchange, including the establishment of commission rates and schedules of charges; (7) A board of trade designated as a “contract market” by the Secretary of Agriculture of the United States under 9 U.S.C. § 5; (8) Any person to the extent that the activity is subject to the jurisdiction of the Maryland Transit Administration or the Washington Metropolitan Area Transit Authority; (9) A state or national bank to the extent that the activity is regulated or supervised under the banking laws of the State or the United States; (10) A state or federal savings and loan association to the extent that the activity is regulated or supervised under the savings and loan laws of the State or the United States; (11) A bona fide nonprofit association, society, or board of attorneys, practitioners of medicine, architects, engineers, land surveyors, or real estate brokers licensed and regulated by an agency of the State, in recommending schedules of suggested fees, rates, or commissions for use solely as guidelines in determining charges for professional or technical services; (12) A political subdivision of the State in furnishing services or commodities; or (13) A hospital, as defined in § 19–301 of the Health – General Article, in the course of a merger or consolidation or the joint ownership and operation of major medical equipment, to the extent that the activity is approved by the Maryland Health Care Commission under § 19–129 of the Health – General Article. (b) Unless authorized under the Insurance Article, subsection (a)(4) of this section may not be construed to prevent the application of this subtitle to a person who: (1) Agrees to: (i) Rig bids; (ii) Allocate customers or territories; (iii) Boycott; (iv) Coerce; or (v) Intimidate; or (2) Engages in an act of: (i) Bid rigging; (ii) Customer or territorial allocation; (iii) Boycott; (iv) Coercion; or (v) Intimidation.

Md. Code, Commercial Law § 11-204

(a) A person may not: (1) By contract, combination, or conspiracy with one or more other persons, unreasonably restrain trade or commerce; (2) Monopolize, attempt to monopolize, or combine or conspire with one or more other persons to monopolize any part of the trade or commerce within the State, for the purpose of excluding competition or of controlling, fixing, or maintaining prices in trade or commerce; (3) Directly or indirectly discriminate in price among purchasers of commodities or services of like grade and quality, if the effects of the discrimination may: (i) Substantially lessen competition; (ii) Tend to create a monopoly in any line of trade or commerce; or (iii) Injure, destroy, or prevent competition with any person who grants or knowingly receives the benefit of the discrimination or with customers of either of them; (4) In the course of commerce, pay or contract for the payment of anything of value to or for the benefit of a customer of the person as compensation for or in consideration of any service or facility furnished by or through the customer in connection with the processing, handling, sale, or offering for sale of any service or commodity manufactured, sold, or offered for sale by the person, unless the payment or consideration is available on proportionally equal terms to all other customers competing in the distribution of the service or commodity; (5) Discriminate in favor of one purchaser against another purchaser of a commodity bought for resale, with or without processing, by contracting to furnish, furnishing, or contributing to the furnishing of any service or facility connected with the processing, handling, sale, or offering for sale of the commodity on terms not accorded to all purchasers on proportionally equal terms; or (6) Lease or make a sale or contract for the sale of a patented or unpatented commodity or service for use, consumption, enjoyment, or resale, or set a price charged for the commodity or service or discount from or rebate on the price, on the condition, agreement, or understanding that the lessee or purchaser will not use or deal in the commodity or service of a competitor of the lessor or seller, if the effect of the lease, sale, or contract for sale or the condition, agreement, or understanding may: (i) Substantially lessen competition; or (ii) Tend to create a monopoly in any line of trade or commerce. (b) For purposes of subsection (a)(1) of this section, a contract, combination, or conspiracy that establishes a minimum price below which a retailer, wholesaler, or distributor may not sell a commodity or service is an unreasonable restraint of trade or commerce. (c) Subsection (a)(3) through (6) of this section does not prevent: (1) Differentials which make only due allowance for differences in the cost of manufacture, sale, or delivery resulting from the differing methods or quantities in which the commodity or service is sold or delivered to a purchaser; (2) A person engaged in selling a commodity or service from selecting his own customers in bona fide transactions and not in restraint of trade; (3) A person engaged in selling a commodity or service from granting employee discounts to his own bona fide employees; (4) A seller from introducing evidence to rebut a case brought under subsection (a)(3) through (6) of this section to show that his lower price or the furnishing of services or facilities to a purchaser was made in good faith to meet an equally low price of a competitor, or the services or facilities furnished by a competitor; or (5) Price changes, from time to time, in response to changing conditions affecting the market for or the marketability of a commodity, which changing conditions include an actual or imminent deterioration of a perishable commodity, obsolescence of a seasonal commodity, distress sales under court process, or sales in good faith in discontinuance of business in the commodity.

Md. Code, Commercial Law § 11-205

(a) Except as provided in subsection (i) of this section, if the Attorney General believes that a person may be in possession, custody, or control of any documentary material, wherever situated, or may have any information which the Attorney General believes is relevant to the subject matter of an investigation of a possible violation of this subtitle, the Attorney General may serve on the person before institution of a civil proceeding for the violation a written civil investigative demand which requires that person to produce the documentary material and permit inspection and copying, to answer in writing written interrogatories, to give oral testimony concerning documentary material or information, or to furnish any combination of such material, answers, or testimony. (b) (1) The demand of the Attorney General shall state the statute and section of the statute the alleged violation of which is under investigation, and the general subject matter of the investigation. (2) If the demand requests production of documentary material, the demand shall: (i) Describe the class of documentary material to be produced under the demand with reasonable specificity to indicate fairly the material demanded; (ii) Prescribe a return date of not less than 3 days after the demand is served by which the documentary material is to be produced; and (iii) Identify the member of the Office of the Attorney General to whom the documentary material is to be made available for inspection and copying. (3) If the demand requests answers to written interrogatories, the demand shall: (i) Propound the written interrogatories to be answered; (ii) Prescribe a return date of not less than 3 days after the demand is served by which the answers to written interrogatories are to be submitted; and (iii) Identify the member of the Office of the Attorney General to whom such answers are to be submitted. (4) If the demand requests oral testimony, the demand shall: (i) Prescribe a date, time, and place at which oral testimony is to be given; (ii) Identify the member of the Office of the Attorney General who will conduct the examination; and (iii) Identify the member of the Office of the Attorney General to whom the transcript of the examination is to be submitted. (c) The demand of the Attorney General may not: (1) Contain any requirement which would be unreasonable or improper if contained in a summons or summons duces tecum issued by a court of the State; or (2) Require the disclosure of any documentary material, answers to written interrogatories, or oral testimony which could not be required by a summons or summons duces tecum issued by a court of the State. (d) Service of the demand of the Attorney General shall be made by: (1) Delivering an executed copy of the demand to the person to be served; (2) Delivering an executed copy of the demand to an officer, agent, or employee of the person to be served at the person’s principal place of business in the State if the person is not a natural person or is not available; or (3) Mailing by registered or certified mail an executed copy of the demand addressed to the person to be served at the person’s principal place of business in the State or, if the person has no place of business in the State, at the person’s principal office or place of business out of State. (e) The documentary material demanded under this section shall be produced for inspection and copying and oral testimony shall be given during normal business hours at the principal office or place of business of the person served, or at any other time or place agreed to by the person served and the Attorney General. (f) (1) Unless otherwise ordered by the court for good cause shown, the documentary material, written answers to interrogatories, transcripts of oral testimony, or copies of any product of discovery produced under the demand may not be presented for inspection or copying by or their contents disclosed to any person other than an authorized employee of the Attorney General without the consent of the person who produced the material. (2) Copies of the material produced shall be available for inspection and copying by the person who produced the material or the person’s authorized representative under any reasonable terms and conditions prescribed by the Attorney General. (3) The Attorney General may use the material produced in the enforcement of this subtitle, including presentation before any court. Material which contains trade secrets may not be presented except with the approval of the court in which the action is pending and after adequate notice is given to the person furnishing the material. (g) (1) A petition to extend the return date or to modify or set aside a demand issued under subsection (a) of this section may be filed at any time before the return date specified in the demand or within 20 days after the demand is served, whichever period is shorter. (2) A petition to require the Attorney General or any other person to perform a duty imposed by this section and any other petitions in connection with the demand may be filed by the person on whom the demand is served. (3) A petition filed under this subsection shall state good cause and be filed in the court of the county where the petitioner resides or where the petitioner’s principal place of business is located. (h) (1) If a person fails to comply with a written civil investigative demand served on the person under this section, the Attorney General may file in the court of the county where the person resides, transacts business, or is found, and serve on the person a petition for an order of the court for the enforcement of this section. (2) If the person transacts business in more than one county the petition shall be filed in the county where the person’s principal place of business is located, or in any other county agreed to by the parties to the petition. (3) The court in which the petition is filed has jurisdiction to hear and determine the matter presented and enter any order required under this section. (i) This section is not applicable to a criminal prosecution.

Md. Code, Commercial Law § 11-206

(a) In enforcing this subtitle, the Attorney General may accept an assurance of discontinuance of an act or practice considered in violation of this subtitle from any person engaged in the act or practice. (b) The assurance of discontinuance shall be in writing and filed with and subject to the approval of the court of the county where the alleged violator resides or has his principal place of business. (c) The assurance of discontinuance may not be considered for any purpose as an admission of a violation. However, proof of failure to comply with the assurance of discontinuance is prima facie evidence of a violation of this subtitle.

Md. Code, Commercial Law § 11-207

(a) The Attorney General shall investigate suspected criminal violations of this subtitle and may require assistance from any State’s Attorney for that purpose. (b) The Attorney General shall commence and try all prosecutions under this subtitle with the State’s Attorney for the county where the prosecution is brought. (c) With respect to the commencement and trial of the prosecution, the Attorney General has all the powers and duties vested by law in State’s Attorneys with respect to criminal prosecutions. (d) A prosecution for any offense in violation of this subtitle shall be commenced within four years after the offense is committed. (e) The Attorney General may not commence prosecution under this subtitle against any person while the person is a defendant with regard to a pending complaint, information, or indictment which: (1) Involves substantially the same subject matter; and (2) Is filed by the United States for violation or alleged violation of the federal antitrust statutes, including the statutes enumerated in § 11-202 and any similar act passed in the future.

Md. Code, Commercial Law § 11-209

(a) (1) The Attorney General shall institute proceedings in equity to prevent or restrain violations of § 11–204 of this subtitle and may require assistance from any State’s Attorney for that purpose. (2) In a proceeding under this section, the court shall determine whether a violation has been committed and enter any judgment or decree necessary to: (i) Remove the effects of any violation it finds; and (ii) Prevent continuation or renewal of the violation in the future. (3) The court may exercise all equitable powers necessary for this purpose, including but not limited to injunction, restitution to any person of any money or real or personal property acquired from that person by means of any violation, divestiture of property or business units, and suspension or termination of the right of a foreign corporation or association to do business in the State. (4) (i) In addition to the equitable remedies or other relief authorized by this section, the court may assess against any person who violates § 11–204 of this subtitle a civil penalty not exceeding $10,000 for each violation, to be paid to the General Fund of the State. (ii) Each day that a violation of § 11–204 of this subtitle continues is a separate violation. (b) (1) The United States, the State, and any political subdivision organized under the authority of the State is a person having standing to bring an action under this subsection. (2) (i) A person whose business or property has been injured or threatened with injury by a violation of § 11–204 of this subtitle may maintain an action for damages or for an injunction or both against any person who has committed the violation regardless of whether the person maintaining the action dealt directly or indirectly with the person who has committed the violation. (ii) In any action under this subsection for damages by an intermediate purchaser or seller in the chain of manufacture, production, or distribution, any defendant, as a partial or complete defense, may, in order to avoid duplicative liability, prove that all or any part of an alleged overcharge was passed on to a later purchaser or ultimate end–user also maintaining an action for damages under this subsection. (3) If an injunction is issued, the complainant shall be awarded costs and reasonable attorney’s fees. (4) In an action for damages, if an injury due to a violation of § 11–204 of this subtitle is found, the person injured shall be awarded three times the amount of actual damages which results from the violation, with costs and reasonable attorney’s fees. (5) The Attorney General may bring an action on behalf of the State or any of its political subdivisions or as parens patriae on behalf of persons residing in the State to recover the damages provided for by this subsection or any comparable provision of federal law. (c) An action brought by the Attorney General as parens patriae under subsection (b)(5) of this section is presumed superior to any class action brought on behalf of the same person. (d) (1) An action brought to enforce this subtitle shall be commenced within 4 years after the cause of action accrues. (2) For the purposes of this subsection, a cause of action for a continuing violation accrues at the time of the latest violation. (3) Whenever the State commences a criminal proceeding under this subtitle or the United States commences a criminal antitrust proceeding under the federal antitrust laws, any civil action under this section related to the subject matter of the criminal proceeding shall be commenced within 1 year after the conclusion of the proceeding or within 4 years after the cause of action accrued, whichever is later.

Md. Code, Commercial Law § 11-210

(a) Except as provided in subsection (b) of this section, a final judgment or decree rendered in a criminal proceeding or civil action brought by the Attorney General under this subtitle to the effect that a defendant has violated this subtitle is prima facie evidence against the defendant in an action for damages brought by another party against him under § 11-209(b) of this subtitle with respect to all matters where the judgment or decree would be an estoppel between the parties to it. (b) This section does not apply to a civil consent judgment or decree entered before any testimony is taken.

Md. Code, Commercial Law § 11-212

Any person who willfully violates any of the provisions of § 11-204(a)(1) or (2) of this subtitle is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $500,000 or imprisonment not exceeding six months or both.

Md. Code, Commercial Law § 11-301

(a) In this subtitle the following words have the meanings indicated. (b) “Controlled outlet” means an outlet which is operated by a distributor or operated by company employees, a subsidiary company, commissioned agent, or by any person who manages the outlet on a fee arrangement with the distributor. (c) The distributor may not: (1) Require the dealer to refuse credit card purchases of gasohol; or (2) Provide that any credit card it issues may not be used for the purchase of gasohol. (d) (1) “Dealer” means a person engaged in the retail sale of gasohol or gasoline products under a marketing agreement, at least 30 percent of whose gross revenue is derived from the retail sale of gasoline products. (2) “Dealer” does not include an employee of a distributor. (e) (1) “Distributor” means a person who: (i) Engages in the sale, consignment, or distribution of gasohol or gasoline products through retail outlets which he owns or leases; and (ii) Maintains an oral or written contractual relationship with a dealer for the sale of the products. (2) “Distributor” includes any subsidiary or affiliated corporation in which a distributor holds at least 30 percent voting control. (f) “Farm cooperative” means a cooperative organized under Subtitle 5 of Title 5 of the Corporations and Associations Article. (g) “Gasoline products” includes gasohol. (h) “Independent jobber” means an individual or corporation who purchases gasohol or gasoline products from a wholesaler for resale to a dealer. (i) “Marketing agreement” means an oral or written agreement between a distributor and a dealer under which the dealer is granted the right, for the purpose of engaging in the retail sale of gasohol or gasoline products supplied by the distributor, to: (1) Use a trademark, trade name, service mark, or other identifying symbol or name owned by the distributor; or (2) Occupy premises owned, leased, or controlled by the distributor. (j) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (k) “Retail sale” means the sale of a product for purposes other than resale.

Md. Code, Commercial Law § 11-302

(a) The General Assembly finds and declares that since the distribution and sale through marketing arrangements of petroleum products in the State vitally affect the economy of the State, and its public interest, welfare, and transportation, it is necessary to define the relationships and responsibilities of the parties to certain agreements pertaining to these marketing arrangements. (b) This subtitle constitutes a statement of the public policy of the State.

Md. Code, Commercial Law § 11-303

Before any marketing agreement is concluded, a distributor shall disclose fully to a prospective dealer the following information: (1) Any gallonage history of the location under negotiation for the shorter of: (i) The three-year period immediately past; or (ii) The entire period during which the location has been supplied by the distributor; (2) The name, last known address, and reason for the termination of the marketing agreement of each person who was a dealer at the location during: (i) The five-year period immediately past; or (ii) The entire period during which the location has been supplied by the distributor; (3) Any commitment for the sale, demolition, or other disposition of the location; (4) Any training program and any specific goods and services which the distributor will provide for and to the dealer; (5) Any obligation which will be required of the dealer; (6) Any restriction on the sale, transfer, and termination of the agreement; and (7) The total amount of any cash deposit required, any amount of interest to be paid on the deposit, and the conditions for the return of the deposit.

Md. Code, Commercial Law § 11-304

(a) Every marketing agreement is subject to the provisions of this section, whether or not expressly set forth in the agreement. (b) (1) Until midnight of the seventh business day after the day a marketing agreement is signed or entered into, the dealer may cancel it by giving written notice of cancellation to the distributor in person or by registered or certified mail. (2) Within 10 days after delivery of the notice of cancellation, the dealer shall return to the distributor full possession of any service station, location, money, equipment, or merchandise loaned, sold, or delivered under the marketing agreement to the dealer by the distributor. (3) The distributor shall give the dealer full credit or its cash equivalent for all money, equipment, and merchandise returned. (c) The distributor may not set or maintain or attempt to set or maintain the price at which the dealer sells any product, and the price of any product may not be subject to enforcement or coercion by the distributor in any way. However, the distributor may counsel with the dealer concerning prices and may suggest prices to him. (d) A distributor may only require a dealer to keep his retail outlet open for business for a specified number of hours per day or days per week when this requirement is negotiated in good faith by both parties and arrived at in mutual agreement and it is on the basis of a bona fide business need. (e) The distributor may not require the dealer to use any promotion, premium, coupon, give–away, or rebate in the operation of the business. However, if not otherwise prohibited by law, the dealer may participate in a promotional, premium, coupon, give–away, or rebate program sponsored by the distributor. (f) A distributor who intends not to renew a marketing agreement shall give notice of his intent to the retail service station dealer at least 90 days before the expiration of the term of the marketing agreement, whether or not the marketing agreement contains a provision for automatic renewal or, by its terms, expires at a fixed time. Failure to give notice constitutes a renewal of the marketing agreement for a term of one year from its stated expiration date. This notice requirement supersedes the notice provisions of § 8–402(b) of the Real Property Article as well as any notice provision set forth in the marketing agreement. (g) The distributor may not unreasonably withhold his consent to any assignment, transfer, sale, or renewal of a marketing agreement, whether or not the marketing agreement contains a provision for automatic renewal or, by its terms, expires at a fixed time. Notice of intent not to renew a marketing agreement shall set forth, in specific detail, the reasons relied upon by the distributor for the nonrenewal. (h) (1) Except with respect to a cancellation to which subsection (b) of this section applies, within 30 days after the date a marketing agreement is terminated or canceled, whether by mutual agreement or otherwise, the distributor shall repurchase from the dealer at the then current wholesale price all merchantable products purchased by the dealer from the distributor. (2) The distributor may apply the proceeds of any repurchased product against any existing debt owed by the dealer to the distributor. (3) The obligation to repurchase under this subsection is enforceable only to the extent that there are no other valid claims or liens against the products by or on behalf of other creditors of the dealer. (i) (1) In addition to the provisions of subsection (h) of this section, if, without the written consent of the dealer, the distributor terminates, cancels, or unreasonably refuses to renew the marketing agreement, the distributor shall pay to the dealer the full value of any business goodwill which the dealer enjoys at the time he is notified of the termination, cancellation, or refusal to renew. (2) The distributor shall make the payment required by this subsection within 30 days from the effective date of the termination, cancellation, or refusal to renew. (3) This subsection does not apply if the dealer materially breaches the marketing agreement. (j) The marketing agreement may not waive the right of either party to trial by jury or interposition of counter–claims or cross–claims. (k) A clause in any lease or contract from a producer or refiner to a dealer for the use of a retail service station providing for a minimum monthly rental based on a certain volume of sales is not enforceable to the extent the minimum rent exceeds a sum equal to the minimum rent provided for in the lease or contract times a fraction, the denominator of which is the number of gallons of gasoline on which the minimum rent is based and the numerator of which is the number of gallons of gasoline made available by the producer or refiner to the dealer for that month. (l) (1) A distributor who sets the retail price of gasoline through controlled outlets shall provide those noncontrolled outlets that it supplies with gasoline products at a wholesale price of at least 4 cents per gallon under the lowest price posted for each grade of gasoline at any controlled outlet. Violation of this subsection constitutes price discrimination as prohibited by § 11–204(a)(3) of this title. (2) The provisions of this act do not apply to independent jobbers and farm cooperatives. (m) (1) A franchise created by a marketing agreement under this subtitle is personal property and shall devolve on death or retirement of a service station dealer to a designated successor in interest of the dealer, limited to the dealer’s spouse, adult child, or adult stepchild. (2) (i) Subject to the distributor’s approval which may not be unreasonably withheld, the successor dealer shall be granted a 1 year trial marketing agreement by the distributor, in the name of the successor dealer, under the same terms and conditions as were contained in the original agreement. (ii) In accordance with subsection (g) of this section, during the period of the trial marketing agreement, and with the consent of the distributor, the successor dealer may: 1. Sell the business assets; 2. Assign the marketing agreement; or 3. Renew the marketing agreement under terms and conditions agreeable to the distributor and the successor dealer.

Md. Code, Commercial Law § 11-305

Subject to the notice requirements of § 11-306 of this subtitle, in any action filed under this subtitle which is based on a termination or cancellation of a marketing agreement, it is a defense that the marketing agreement was terminated or canceled: (1) By mutual agreement of the parties, provided however, that the mutual agreement is void and unenforceable unless it clearly states that it is not effective until the seventh business day after the date of its execution during which time either the dealer or the distributor have the absolute right to rescind such mutual agreement by written notice to the other; (2) Because of the bankruptcy or insolvency of the dealer; (3) Because the dealer failed to comply with an express requirement of the marketing agreement; or (4) Because the dealer failed to act in good faith in carrying out the terms of the marketing agreement.

Md. Code, Commercial Law § 11-306

(a) A party to a marketing agreement may not raise any defense set out in § 11-305 of this subtitle unless he gives written notice to the other party of his intent to terminate or cancel the agreement. This notice shall be given in person or by registered or certified mail at least 60 days before the date on which he intends to terminate or cancel it. (b) The 60-day notice is not required if at the time of termination or cancellation of the marketing agreement any of the following is proven: (1) Criminal misconduct; (2) Fraud; (3) Abandonment; (4) Bankruptcy or insolvency of the dealer; (5) Adulteration of product; or (6) Giving a check which is dishonored for insufficient funds. (c) If notice is given by registered or certified mail, it shall be effective on the date of mailing.

Md. Code, Commercial Law § 11-307

Any person who violates any provision of this subtitle is liable for damages caused by the violation and is subject to the other legal or equitable remedies available to the party injured by the violation.

Md. Code, Commercial Law § 11-401

(a) In this subtitle the following words have the meanings indicated. (b) “Cost to the retailer” means the lesser of the invoice cost or the replacement cost of the merchandise to the retailer, minus any trade discount other than a customary discount for cash, plus: (1) A freight charge otherwise not included in the invoice cost or the replacement cost of the merchandise; (2) A cartage cost to the retail outlet if performed or paid for by the retailer, which, in the absence of proof of a lesser cost, is 0.75 percent of the cost to the retailer, after adding the freight charge but before adding the cartage cost and any markup; (3) A markup to cover in part the cost of doing business, which, in the absence of proof of a lesser cost, is 5 percent of the cost to the retailer, after adding the freight charge and the cartage cost but before adding any markup; and (4) An additional markup to cover in part the cost of doing business, which, in the absence of proof of a lesser cost, is 2 percent of the cost to the retailer, after adding the freight charge and the cartage cost but before adding any markup, if the retailer: (i) Buys at wholesale or buys directly from the manufacturer or the agent or broker of the manufacturer; and (ii) Receives a wholesale price or discount on merchandise for retail sale. (c) “Cost to the wholesaler” means the lesser of the invoice cost or the replacement cost of the merchandise to the wholesaler, minus any discount other than a customary discount for cash, plus: (1) A freight charge otherwise not included in the invoice cost or the replacement cost of the merchandise; (2) A cartage cost to the retail outlet if performed or paid for by the wholesaler, which, in the absence of proof of a lesser cost, is 0.75 percent of the cost to the wholesaler, after adding the freight charge but before adding the cartage cost and any markup; and (3) A markup to cover in part the cost of doing business, which, in the absence of proof of a lesser cost, is 2 percent of the cost to the wholesaler, after adding the freight charge and the cartage cost but before adding any markup. (d) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (e) “Replacement cost” means the cost per unit for which the merchandise sold or offered for sale could have been bought by the wholesaler or retailer at any time within 30 days before the date of sale or the date on which it is offered for sale by him if bought in the same quantity as his last purchase of the merchandise. (f) (1) “Retail sale” means any transfer of title to tangible personal property for valuable consideration and in the ordinary course of trade or in the usual conduct of the seller’s business, to a purchaser for consumption or use other than resale, further processing, or manufacturing. (2) “Retail sale” includes any such transfer of the property whereby title is retained by the seller as security for the payment of the purchase price. (g) (1) “Retailer” means a person engaged in the business of making retail sales within the State. (2) If the person is engaged in the business of making both retail sales and wholesale sales, the word applies only to the retail sales portion of the business. (h) (1) “Wholesale sale” means any transfer of title to tangible personal property for valuable consideration and in the ordinary course of trade or the usual conduct of the seller’s business, to a purchaser for the purpose of resale, further processing, or manufacturing. (2) “Wholesale sale” includes any such transfer of the property whereby title is retained by the seller as security for the payment of the purchase price. (i) (1) “Wholesaler” means a person engaged in the business of making wholesale sales within the State. (2) If a person is engaged in the business of making both wholesale sales and retail sales, the word applies only to the wholesale sales portion of the business.

Md. Code, Commercial Law § 11-402

This subtitle does not apply to an advertisement, offer to sell, retail sale, or wholesale sale, if the merchandise: (1) Is sold in a bona fide clearance sale and is so advertised and marked; (2) Must be sold promptly in order to prevent loss; (3) Is imperfect, damaged, or being discontinued and is so advertised and marked; (4) Is sold on the final liquidation of a business; (5) Is sold for charitable purposes or to relief agencies; (6) Is sold on contract to a department of a government or governmental institution; (7) Is sold by an officer acting under the order or direction of a court; (8) Is sold at a price set in good faith to meet competition; or (9) Is motor fuel sold by a retail service station dealer.

Md. Code, Commercial Law § 11-403

For the purposes of this subtitle, if an item of merchandise is advertised, offered for sale, or sold with any other item at a combined price, or is advertised, offered as a gift, or given with the sale of any other item, all of the items are considered to be advertised, offered for sale, or sold. The cost to the retailer or the cost to the wholesaler, as the case may be, of each item is governed by § 11-401(b) and (c), respectively, of this subtitle.

Md. Code, Commercial Law § 11-404

(a) A retailer or wholesaler with intent to injure a competitor or to destroy competition may not advertise, offer to sell, or sell at retail sale or wholesale sale any item of merchandise at less than its cost to the retailer or its cost to the wholesaler, respectively. (b) Proof of an advertisement, offer to sell, or sale of an item of merchandise by a retailer or wholesaler at less than its cost to the retailer or its cost to the wholesaler, respectively, is prima facie evidence of intent to injure a competitor or to destroy competition.

Md. Code, Commercial Law § 11-405

On complaint of a person who claims to be injured, a circuit court has jurisdiction to enjoin a retailer or wholesaler from the commission of an act prohibited by this subtitle.

Md. Code, Commercial Law § 11-501

(a) In this subtitle the following words have the meanings indicated. (b) “Basic cost of cigarettes” means the lesser of the invoice cost or the replacement cost of cigarettes to the retailer or wholesaler; plus any in–freight charge to the wholesaler otherwise not included in the invoice cost or the replacement cost; plus, for the wholesaler, the full face value of any applicable Maryland cigarette tax payable by the wholesaler; minus any trade discount or discount for cash. (c) (1) “Cigarettes” means any size or shaped roll for smoking that is made of tobacco or tobacco mixed with another ingredient and wrapped in paper or in any other material except tobacco. (2) “Cigarettes” does not include cigars. (d) (1) “Cost to the retailer”, subject to the special cost provisions of § 11–503 of this subtitle, means the basic cost of cigarettes to a retailer, which includes the cost to a wholesaler, plus a markup to cover his cost of doing business, which cost of doing business, in the absence of satisfactory proof of a lesser cost, is presumed to be 8 percent of the basic cost of cigarettes to him. (2) As to each carton of 200 cigarettes, a fractional part of a cent equal to one–tenth of a cent or more in the cost to the retailer shall be rounded off to the next higher cent. (e) (1) “Cost to the wholesaler”, subject to the special cost provisions of § 11–503 of this subtitle, means the basic cost of cigarettes to a wholesaler, plus a markup to cover his cost of doing business, which cost of doing business: (i) Includes the cartage cost to a retailer; and (ii) In the absence of satisfactory proof of a lesser cost, is presumed to be 5 percent of the basic cost of cigarettes to him. (2) As to each carton of 200 cigarettes, a fractional part of a cent equal to one–tenth of a cent or more in the cost to the wholesaler shall be rounded off to the next higher cent. (f) (1) “Executive Director” means the Executive Director of the Alcohol, Tobacco, and Cannabis Commission. (2) “Executive Director” includes a deputy, an inspector, a clerk, or any other individual authorized to act by the Executive Director. (g) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (h) “Replacement cost” means the cost per unit for which the cigarettes could have been bought by the wholesaler or retailer at any time within 30 days before the date of sale by him if bought in the same quantity as his last purchase of the cigarettes. (i) “Retail sale of cigarettes” includes any sale whereby cigarettes are sold for a valuable consideration, including an exchange or barter and a sale through a vending machine, made in the ordinary course of trade or the usual conduct of the seller’s business to a purchaser for consumption or use other than resale. (j) (1) “Retailer” includes any person engaged in the business of making retail sales of cigarettes within the State at a store, stand, booth, or concession, through vending machines, or otherwise. (2) If the person is engaged in the business of making both retail sales of cigarettes and wholesale sales of cigarettes, the word only applies to the retail sales of cigarettes portion of the business. (k) “Sell” includes advertise, offer to sell, or offer for sale. (l) “Vending machine operator” means a person who: (1) Makes retail sales of cigarettes or has cigarettes in his possession with the intent to sell them exclusively at retail through the medium of a vending machine or any other mechanical device used for dispensing cigarettes; (2) Owns, operates, and services vending machines or other mechanical devices used to dispense cigarettes on 40 or more premises; and (3) Services the machines or devices by maintaining an established place of business for the purchase of cigarettes, including warehousing facilities for the storage and distribution of cigarettes. (m) (1) “Wholesale sale of cigarettes” includes any sale whereby cigarettes are sold for a valuable consideration, made in the ordinary course of trade or in the usual conduct of the seller’s business to a retailer, other than to a vending machine operator or to a sub–wholesaler described in subsection (n)(2) of this section, for the bona fide purpose of resale. (2) “Wholesale sale of cigarettes” includes any transfer of cigarettes on consignment or otherwise, whereby title is retained by the seller as security for the payment of the purchase price. (n) (1) “Wholesaler” means a person who purchases cigarettes directly from a manufacturer. (2) “Wholesaler” includes a person, who, as a sub–wholesaler: (i) Purchases cigarettes from another wholesaler solely for the purpose of bona fide resale to retailers other than those directly or indirectly owned, affiliated, or controlled by him; and (ii) Services the retailers by maintaining an established place of business for the sale of cigarettes, including warehouse facilities, adequate inventory, proper accounting records, and necessary equipment and vehicles for the storage and distribution of cigarettes. (3) If the person is engaged in the business of making both wholesale sales of cigarettes and retail sales of cigarettes, the word only applies to the wholesale sales of cigarettes portion of the business.

Md. Code, Commercial Law § 11-502

(a) This subtitle does not apply to a retail sale of cigarettes or a wholesale sale of cigarettes, if they are sold: (1) At a bona fide clearance sale, are so advertised and marked, and the quantity is accurately, clearly, and conspicuously stated in all advertising of the sale and on signs conspicuously posted where the sale takes place; (2) As imperfect, damaged, or being discontinued, are so advertised and marked, and the quantity is accurately, clearly, and conspicuously stated in all advertising of the sale and on signs conspicuously posted where the sale takes place; (3) On the complete and final liquidation of the business of the seller; (4) Under an order, direction, or supervision of a court; or (5) Subject to subsection (b) of this section, by a retailer or wholesaler at a price set in good faith to meet the competition of another retailer or wholesaler who is rendering the same type of service as the seller, if the price of the competitor which the seller desires to meet is lawful. (b) For purposes of subsection (a)(5) of this section, the price of cigarettes sold under subsection (a)(1) through (4) of this section is not the lawful price of a competitor. (c) In calculating the basic cost of cigarettes purchased at a sale under subsection (a)(1) through (4) of this section or at any other sale outside the ordinary channels of trade, a retailer or wholesaler shall use, instead of invoice costs, the replacement cost of the cigarettes based on the quantity last purchased by him through the ordinary channels of trade.

Md. Code, Commercial Law § 11-503

(a) In a wholesale sale of cigarettes, the presumptive wholesale markup of 5 percent provided for in § 11-501(e) of this subtitle may be reduced by 2 cents for each carton of 200 cigarettes, if: (1) The cigarettes are not delivered unless their full price is received by the wholesaler at or before delivery; and (2) The purchaser performs or pays for the cartage cost of the cigarettes to the place of business of the purchaser. (b) (1) In the absence of satisfactory proof of a lesser aggregate cost of doing business, a vending machine operator or retailer who purchases cigarettes at prices ordinarily invoiced to a wholesaler and who receives the wholesaler’s discounts on them shall: (i) First, add to his basic cost of cigarettes the wholesale markup of 5 percent provided for in § 11-501(e) of this subtitle to cover the cost of doing business as a wholesaler; and (ii) Then, on the resultant sum, add the retail markup of 8 percent provided for in § 11-501(d) of this subtitle. (2) If the discount received by the vending machine operator or retailer is less than that ordinarily allowed to wholesalers, the wholesale markup of 5 percent may be reduced by the difference between the discount ordinarily allowed to wholesalers and the discount received by the retailer or vending machine operator. (c) (1) A wholesaler who sells cigarettes to another wholesaler or to a vending machine operator is not required to include in his selling price the cost to the wholesaler. However, in the absence of satisfactory proof of a lesser cost for the service rendered, the wholesaler shall include in the selling price his basic cost of cigarettes, plus a charge of 1 percent of his basic cost of cigarettes. (2) If a wholesaler purchases cigarettes from another wholesaler, then, on resale of the cigarettes to a retailer, he is the wholesaler for the purposes of this subtitle.

Md. Code, Commercial Law § 11-504

(a) A retailer or wholesaler with intent to injure a competitor or to destroy or substantially lessen competition may not make a retail sale of cigarettes or a wholesale sale of cigarettes at less than the cost to the retailer or the cost to the wholesaler, respectively. (b) A retailer may not purchase cigarettes from a wholesaler at a cost which directly or indirectly is less than the cost to the wholesaler by any means, including offering, accepting, inducing, or attempting to induce a rebate in price or a concession of any kind in connection with the sale or purchase of cigarettes.

Md. Code, Commercial Law § 11-505

(a) Except as provided in subsection (b) of this section, a retailer or wholesaler with intent to injure a competitor or to destroy or substantially lessen competition may not: (1) Sell cigarettes in combination with any other item of merchandise if the other item is given free of charge or sold at a price below its cost to the retailer or its cost to the wholesaler, respectively, as defined in Subtitle 4 of this title; (2) Sell cigarettes in combination with any other item of merchandise if the total sale price for the cigarettes and all other items included in the sale is less than the sum of: (i) The cost to the retailer or the cost to the wholesaler, respectively, of the cigarettes; and (ii) The cost to the retailer or the cost to the wholesaler, respectively, as defined in Subtitle 4 of this title, of all other items included in the sale, including items given free of charge in connection with the sale; (3) Give cigarettes free of charge, except in the case of specially packaged manufacturers’ samples which are designated on the package as not to be sold; or (4) Make any rebate, advertising allowance, or any other concession by any means or device in connection with the sale of cigarettes whereby the cigarettes are in effect sold below their cost to the retailer or their cost to the wholesaler, respectively. (b) A retailer or wholesaler may pass on to a purchaser any reduction in cost which results from: (1) Payment or compensation given by a manufacturer of cigarettes on a uniform and nondiscriminatory basis for promotional services; or (2) Any coupon issued and ultimately redeemed by a cigarette manufacturer.

Md. Code, Commercial Law § 11-506

(a) In any proceeding under this subtitle, including a proceeding relating to licenses before the Executive Director, proof of a sale by a retailer or a wholesaler of cigarettes or of any other item in combination or in connection with cigarettes at less than their cost to the retailer or their cost to the wholesaler, respectively, is prima facie evidence of intent to injure a competitor or to destroy or substantially lessen competition. (b) In determining cost to the retailer or cost to the wholesaler, the Executive Director or the court shall receive and consider evidence: (1) That the person complained against purchased cigarettes at a fictitious price or on terms, in a manner, or under invoices which conceal the true costs, discounts, or terms of purchase; and (2) Of the normal, customary, and prevailing terms and discounts in connection with other sales of a similar nature in the trade area.

Md. Code, Commercial Law § 11-507

(a) It is the duty of the Executive Director to enforce this subtitle. (b) The Executive Director shall: (1) Employ and determine the duties and compensation of the inspectors and other personnel necessary to enforce this subtitle; and (2) Adopt reasonable rules and regulations necessary to effectuate and enforce the policies of this subtitle.

Md. Code, Commercial Law § 11-508

(a) (1) On complaint of the Executive Director or any person affected, a circuit court has jurisdiction to: (i) Enjoin a retailer or wholesaler from the commission of any act prohibited by this subtitle; and (ii) Award damages and costs. (2) In an action for injunctive relief, it is not necessary for the complainant to allege or prove that an adequate remedy at law does not exist or that the complainant has suffered actual damages. (b) If injunctive relief is not sought or required, an injured person may institute an action for damages in any court of competent jurisdiction. (c) On violation of this subtitle, the Executive Director shall suspend or revoke the cigarette license of the offender required by § 16–210 of the Business Regulation Article.

Md. Code, Commercial Law § 11-509

Except as specifically provided by § 11-505 of this subtitle with respect to combination sales and concessions, the Maryland Sales Below Cost Act does not apply to the sale of cigarettes.

Md. Code, Commercial Law § 11-601

(a) In this subtitle the following words have the meanings indicated. (b) “Container” means a liquefied petroleum gas container. (c) “Liquefied petroleum gas” means any material which is composed predominately of any of the following hydrocarbons or mixtures of them: (1) Propane; (2) Propylene; (3) Normal butane; (4) Isobutane; or (5) Butylenes. (d) “Mark” includes any name, initial, or other device. (e) “Marked container” means a container which bears on its surface in plainly legible characters the mark of its owner. (f) “Owner” means: (1) Any person who holds a written bill of sale under which title or ownership to a container was transferred to him; or (2) Any manufacturer of a container who has not transferred ownership of the container under a written bill of sale. (g) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity.

Md. Code, Commercial Law § 11-603

Unless he is authorized by the owner in writing, a person other than the owner of a container may not: (1) Fill or refill a marked container with liquefied petroleum gas or any other gas or compound; (2) Buy, sell, offer for sale, give, take, loan, deliver, permit to be delivered, or otherwise use, dispose of, or traffic in a marked container; or (3) Deface, erase, obliterate, cover up, or otherwise remove or conceal any mark on a container.

Md. Code, Commercial Law § 11-604

Unless taken with the written consent of the owner, each of the following actions by any person, other than the person whose mark is on the container, is presumptive evidence of a violation of this subtitle: (1) Use of a marked container; (2) Possession of a marked container; or (3) Purchase of a marked container for: (i) The sale of liquefied petroleum gas; or (ii) The filling or refilling of the container with liquefied petroleum gas.

Md. Code, Commercial Law § 11-605

(a) If the owner of a marked container, his officer, or authorized agent who has personal knowledge of the facts makes oath in writing before any court of competent jurisdiction that he believes that a person has violated any provision of this subtitle with respect to the container, the court, if satisfied that there is reasonable cause, may issue a warrant and cause the alleged violator to be brought into court for the purpose of discovering and obtaining the container. (b) If the court finds that a person violated any provision of this subtitle, it shall award an unlawfully taken container to its true owner.

Md. Code, Commercial Law § 11-606

Any person who violates any provision of this subtitle is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $300 or imprisonment not exceeding 90 days or both.

Md. Code, Commercial Law § 11-701

(a) In this subtitle the following words have the meanings indicated. (b) (1) “Advertise falsely” means to use any advertisement, including a label, which is misleading in a material respect. (2) “Advertise falsely” includes the use of an advertisement that contains an affirmative representation that the Maryland sales and use tax will not be collected by the retailer on a particular transaction without notifying the purchaser of the purchaser’s duty to pay the sales and use tax directly to the Comptroller of this State. (c) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (d) “Telephone company” has the meaning stated in § 1–101 of the Public Utilities Article.

Md. Code, Commercial Law § 11-702

This subtitle does not apply to any: (1) Television or radio broadcasting station which broadcasts an advertisement; (2) Publisher or printer of a newspaper, magazine, or other form of printed advertisement who publishes or prints an advertisement; or (3) Publisher, printer, or distributor, including a telephone company or directory provider, of an advertisement or telephone listing in a telephone directory.

Md. Code, Commercial Law § 11-704

To determine if an advertisement is misleading, the following, in addition to any other appropriate considerations, shall be considered: (1) Any representation made by statement, word, design, device, or sound, whether alone or together; and (2) The extent to which the advertisement fails to reveal a fact which, in light of any representation made, is material with respect to the advertised commodity or service under conditions which are: (i) Customary or usual; or (ii) Described in the advertisement.

Md. Code, Commercial Law § 11-704.1

§11–704.1. (a) (1) In this section the following words have the meanings indicated. (2) (i) “Local telephone classified advertising directory” means a telephone directory that: 1. Contains classified advertisements; and 2. Is distributed free of charge to residents in the State. (ii) “Local telephone classified advertising directory” includes a directory distributed by a person other than a telephone company. (3) (i) “Local telephone directory” means a telephone directory that is: 1. Available free of charge to telephone subscribers in an area of the State; and 2. Does not contain classified advertisements. (ii) “Local telephone directory” includes a directory distributed by a person other than a telephone company. (4) “Location” means any part of the address of a person, including the street, the city, or the state. (b) (1) This section applies only to business telephone listings and advertisements. (2) This section does not apply to any bank, trust company, savings bank, savings and loan association, or credit union incorporated or chartered under the laws of this State or the United States or any other state bank having a branch in this State. (c) (1) A person is in violation of § 11–703 of this subtitle if the person: (i) Causes to be published in a local telephone classified advertising directory an advertisement that misrepresents the location of the person; or (ii) Causes to be listed in a local telephone directory a telephone listing that misrepresents the location of the person. (2) For purposes of this subsection, a person commits a separate violation for each edition of a local telephone directory or local telephone advertising directory in which the advertisement or telephone listing is published.

Md. Code, Commercial Law § 11-705

(a) Any person who violates any provision of this subtitle is subject to a penalty not exceeding $500 for each violation, which penalty the Attorney General may recover for the State in a civil action. (b) Before the Attorney General commences any action under this section, he shall give to the person against whom the action is proposed: (1) Notice by registered or certified mail of the proposed action; and (2) An opportunity to show cause orally or in writing why the action should not be commenced.

Md. Code, Commercial Law § 11-706

In any action brought under this subtitle, it is a defense that the advertisement concerning which the action is brought is subject to and complies with the rules and regulations of and the statutes administered by the Federal Trade Commission or any unit of the State government.

Md. Code, Commercial Law § 11-801

(a) In this subtitle the following words have the meanings indicated. (b) “Consignee” means a commercial agent who is: (1) Entrusted with the possession of goods or agricultural products, by or for the owner, to be sold for compensation in the ordinary course of the agent’s trade or business; and (2) Generally known by those dealing with him to be substantially engaged in selling the goods or agricultural products of others. (c) “Goods” includes wares or merchandise, but does not include agricultural products. (d) “Person” includes an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (e) “Possessory document” means a bill of lading, warehouse receipt, order for delivery of goods, or other document which evidences possession.

Md. Code, Commercial Law § 11-802

A consignee is entitled to a lien on goods shipped or consigned to him for any money or negotiable instrument advanced or given to or for the use of the person in whose name the goods were shipped or consigned, unless the consignee has notice that the person is not the true owner of the goods.

Md. Code, Commercial Law § 11-803

(a) Except as provided by subsection (b) of this section, a consignee entrusted with and in possession of a possessory document is considered the true owner of the goods described in the document for the purpose of any contract with a third person for: (1) The sale or disposal of the goods; or (2) The pledge or deposit of them as security for any money or negotiable instrument advanced or given on the faith of the possessory document. (b) A contract, pledge, or deposit described in subsection (a) of this section is not valid if the third person has notice that the consignee is not the true owner of the goods.

Md. Code, Commercial Law § 11-804

(a) Except as provided in subsection (b) of this section, if in the ordinary course of business a contract for sale of goods is made between a consignee and a third person, the contract and any payment made in the ordinary course of business for the goods under the contract is valid against the owner of the goods, even if the third person has notice that the seller of the goods is a consignee. (b) A contract or payment described in subsection (a) of this section is not valid against the owner of the goods if the third person has notice that the seller is not authorized to sell the goods or to receive payments for them, as the case may be.

Md. Code, Commercial Law § 11-805

(a) Except as provided in subsection (c) of this section, if a third person takes goods or a possessory document in deposit or pledge as security for a preexisting debt or demand from any other person entrusted with them or to whom they are consigned or who is entrusted with and in possession of a possessory document, he acquires only the right, title, or interest as was possessed and might have been enforced by the person from whom he received the goods or possessory document. (b) Except as provided in subsection (c) of this section, if a third person knows that he is dealing with a consignee, he may take goods or a possessory document in deposit or pledge as security for a preexisting debt or demand, but he acquires only the right or interest in the goods or possessory document that was possessed by the consignee at the time of the deposit or pledge. (c) If a third person has notice that the consignee is not authorized to pledge, deposit, or part with possession of the goods or possessory document, he acquires no right, title, or interest in the goods.

Md. Code, Commercial Law § 11-806

Unless a third person contracts for or receives goods on deposit or pledge without knowledge that a consignee is not authorized to sell, deposit, or pledge the goods, a claim or demand of setoff of a debt due by the consignee is not allowed against his principal in favor of the third person.

Md. Code, Commercial Law § 11-807

Nothing in this subtitle deprives an owner of goods of any remedy which he might have against a consignee on any matter or contract between them or for the violation of any engagement, duty, or debt for which the consignee is liable, subject, however, to the right of the consignee to have the benefit of any payment of any debt or damages paid on the contract by a third person.

Md. Code, Commercial Law § 11-808

(a) A consignment of agricultural products by the grower, producer, or owner to a consignee for sale for the use and benefit of the consignor does not vest in the consignee any other title or right to the products except to sell and deliver them to a bona fide purchaser for a valuable consideration. (b) If, without the express consent of the grower, producer, or owner, a consignee mortgages, pledges, deposits, or otherwise disposes of agricultural products consigned only for sale for the use and benefit of the grower, producer, or owner, the disposition is void and title to the products does not pass but remains in the grower, producer, or owner as if no disposition were made. (c) Nothing in this section impairs any right of any lien which a consignee acquires or is entitled to for bona fide advances made in money or goods to the grower, producer, or owner on the faith and the security of the consignment.

Md. Code, Commercial Law § 11-809

(a) Any consignee, his agent, or employee who converts to his own use goods or agricultural products entrusted to the consignee for sale or the proceeds from the sale of them is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $1,000 or imprisonment not exceeding six months or both. (b) The failure of a consignee who sells goods or agricultural products on commission to pay the proceeds from the sale, less his charges, to the person entitled to receive the proceeds within five days after receiving the proceeds from the purchaser and after demand for payment is prima facie evidence of conversion of the goods or agricultural products.

Md. Code, Commercial Law § 11-810

(a) After a sale of goods consigned for sale by a person in this State to a person engaged in the business of selling goods on consignment, the consignee shall transmit to the consignor within 24 hours after the sale a full account of the sale, including: (1) The amount and price of the goods sold; and (2) The name and address of the purchaser, including the house or business number, street, and city. (b) A person who violates this section is guilty of a misdemeanor and on conviction is subject to a fine of $5 for each violation, and court costs.

Md. Code, Commercial Law § 11-901

In this subtitle, “person” means an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity.

Md. Code, Commercial Law § 11-902

(a) (1) In this section the following words have the meanings indicated. (2) “Attached” means printed, painted, stamped, burned, or otherwise placed on or attached to. (3) “Battery” means an electric storage battery which has an identification mark attached to it. (4) “Identification mark” means: (i) The word “rental”; or (ii) Any other word, mark, device, or character which is attached to a battery to identify its ownership. (b) A person may not remove, deface, alter, or destroy or cause to be removed, defaced, altered, or destroyed any identification mark attached to a battery which he does not own. (c) A person other than the owner may not dispose of, sell, deliver, or give or attempt to dispose of, sell, deliver, or give any battery to any person except its owner. (d) Except in an emergency, a person may not recharge any battery without the consent of its owner or his authorized agent or employee. (e) A person may not retain possession of a battery for more than 30 days after the owner demands the return of the battery by registered or certified mail. (f) Any person who violates any provision of this section is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $25.

Md. Code, Commercial Law § 11-903

(a) In this section, “goods” includes wares or merchandise. (b) The provisions of this section do not apply to goods which are: (1) Produced, manufactured, or mined by convicts and prisoners on parole or probation; or (2) Shipped into the State for sale to or exchange with: (i) The State or any of its political subdivisions; or (ii) A State aided, owned, controlled, or managed public or quasi–public institution or agency. (c) Except as provided in subsection (b) of this section, goods manufactured or produced, wholly or in part, or mined by convicts or prisoners of the United States or of a territory, district, or other state of the United States may not be shipped into the State for sale on the open market. (d) Any person who violates any provision of this section is guilty of a misdemeanor and on conviction is subject to a fine not exceeding $500 or imprisonment not exceeding 60 days or both.

Md. Code, Commercial Law § 11-905

(a) In this section, “premises” means the land and the structures erected on it which are used for the commercial boarding of animals. (b) A veterinarian, as defined in § 2-301(h) of the Agriculture Article, or a commercial boarding kennel operator who does not provide 24-hour supervision by a person physically on the premises to an animal under the care or custody of the veterinarian or the commercial boarding kennel operator shall provide written notification to the owner of the animal advising the owner of the lack of 24-hour supervision. (c) Any person who violates the provisions of this section, or any regulation adopted to implement the provisions of this section, is subject to a fine not exceeding $50, in an action in the District Court in the State of Maryland.

Md. Code, Commercial Law § 11-1001

(a) (1) In this section the following words have the meanings indicated. (2) “Direct molding process” means any process by which a hull of a vessel or component of the hull of a vessel is used as a plug for the making of a mold from which a duplication of the hull or component of the hull is made. (3) “Mold” means any pattern, hollow form, matrix, or other device for giving shape or form to material in a plastic or molten state. (4) “Plug” means a manufactured item used to make a mold. (5) (i) “Vessel” means every description of watercraft that is used or capable of being used as a means of transportation on water or ice. (ii) “Vessel” includes: 1. An iceboat; and 2. The motor, spars, sails, and accessories of a vessel. (iii) “Vessel” does not include a seaplane. (b) A person may not duplicate or misappropriate for commercial purposes by copying or using the direct molding process the design of a hull of a vessel or any component of the hull of a vessel manufactured by another person without the prior written consent of the other person. (c) If a person knew or should have known that a hull of a vessel or any component of the hull of a vessel was duplicated or misappropriated for commercial purposes in violation of subsection (b) of this section, the person may not sell in this State the vessel that was manufactured in violation of subsection (b) of this section. (d) Any person who is injured in the person’s business by virtue of any violation of subsection (b) or subsection (c) of this section: (1) May sue and recover three times the amount of damages incurred by virtue of the violation, the costs of the suit, and reasonable attorney’s fees; and (2) May sue for injunctive relief and a court of competent jurisdiction may grant the injunctive relief regardless of whether the person proves irreparable injury because of the violation.

Md. Code, Commercial Law § 11-1101

(a) In this subtitle the following words have the meanings indicated. (b) (1) “Advertise” means to publish, circulate, disseminate, or place before the public through any print or broadcast medium for the purpose of the sale of goods or services. (2) “Advertise” includes to advertise by outside or inside signs, handbills, or price tags. (c) (1) “Distress sale” means a sale that is conducted and represented through advertising that the sale is being held or required for reasons of: (i) Economic or business distress; (ii) Inability to continue business at the same location; or (iii) Any expression that conveys to the public the information or belief that on disposal of the goods, the business will cease, be discontinued, vacated, transferred, or surrendered to a successor in business or a different principal owner and conducted under a new name. (2) “Distress sale” includes: (i) A “going out of business sale”, “closing out sale”, “liquidation sale”, “lost our lease sale”, or “must vacate sale”; or (ii) A sale of goods damaged by fire, smoke, or water. (d) (1) “Person” means an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, two or more persons having a joint or common interest, or any other legal or commercial entity. (2) “Person” includes a liquidation service.

Md. Code, Commercial Law § 11-1103

A person who advertises and conducts a distress sale may not: (1) Conduct the distress sale for more than 60 days from the first day of the sale; (2) Order and receive any goods for the purpose of selling the goods at the distress sale; and (3) Sell goods at the distress sale that are not listed in the record of inventory required under § 11-1104 of this subtitle.

Md. Code, Commercial Law § 11-1104

(a) Before a distress sale, a person shall compile a complete and detailed record of the inventory that is to be sold at the distress sale, including: (1) A description of each item; (2) The approximate quantity of each item; and (3) The regular price and the proposed sale price of each item. (b) The record of inventory required under subsection (a) of this section shall be open for inspection by the Division of Consumer Protection in the Office of the Attorney General at any time during normal business hours.

Md. Code, Commercial Law § 11-1105

(a) This subtitle provides minimum standards to protect consumers in the State. (b) A county, a municipality, or an agency of a county or municipality may adopt standards concerning distress sales, within the scope of its authority, only if the standards: (1) Are at least as stringent as the provisions of this subtitle; and (2) Are not inconsistent with the provisions of this subtitle. (c) This subtitle is enforceable under Title 13 of this article or by any appropriate local jurisdiction.

Md. Code, Commercial Law § 11-1106

A violation of any provision of this subtitle is an unfair or deceptive trade practice within the meaning of Title 13 of this article and is subject to the enforcement and penalty provisions contained in Title 13 of this article.

Md. Code, Commercial Law § 11-1201

(a) In this subtitle the following words have the meanings indicated. (b) “Improper means” includes theft, bribery, misrepresentation, breach or inducement of a breach of a duty to maintain secrecy, or espionage through electronic or other means. (c) “Misappropriation” means the: (1) Acquisition of a trade secret of another by a person who knows or has reason to know that the trade secret was acquired by improper means; or (2) Disclosure or use of a trade secret of another without express or implied consent by a person who: (i) Used improper means to acquire knowledge of the trade secret; or (ii) At the time of disclosure or use, knew or had reason to know that the person’s knowledge of the trade secret was: 1. Derived from or through a person who had utilized improper means to acquire it; 2. Acquired under circumstances giving rise to a duty to maintain its secrecy or limit its use; or 3. Derived from or through a person who owed a duty to the person seeking relief to maintain its secrecy or limit its use; or (iii) Before a material change of the person’s position, knew or had reason to know that it was a trade secret and that knowledge of it had been acquired by accident or mistake. (d) “Person” means an individual, corporation, business trust, statutory trust, estate, trust, partnership, association, joint venture, government, governmental subdivision or agency, or any other legal or commercial entity. (e) “Trade secret” means information, including a formula, pattern, compilation, program, device, method, technique, or process, that: (1) Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use; and (2) Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.

Md. Code, Commercial Law § 11-1202

(a) Actual or threatened misappropriation may be enjoined. (b) Upon application to the court, an injunction shall be terminated when the trade secret has ceased to exist, but the injunction may be continued for an additional reasonable period of time in order to eliminate commercial advantage that otherwise would be derived from the misappropriation. (c) In exceptional circumstances, an injunction may condition future use upon payment of a reasonable royalty for no longer than the period of time for which use could have been prohibited. (d) In appropriate circumstances, affirmative acts to protect a trade secret may be compelled by court order. (e) In this section, “exceptional circumstances” includes a material and prejudicial change of position prior to acquiring knowledge or reason to know of misappropriation that renders a prohibitive injunction inequitable.

Md. Code, Commercial Law § 11-1203

(a) Except to the extent that a material and prejudicial change of position prior to acquiring knowledge or reason to know of misappropriation renders a monetary recovery inequitable, a complainant is entitled to recover damages for misappropriation. (b) Damages under this subtitle may include: (1) The actual loss caused by misappropriation; and (2) The unjust enrichment caused by misappropriation that is not taken into account in computing actual loss. (c) In lieu of damages measured by any other methods, the damages caused by misappropriation may be measured by imposition of liability for a reasonable royalty for a misappropriator’s unauthorized disclosure or use of a trade secret. (d) If willful and malicious misappropriation exists, the court may award exemplary damages in an amount not exceeding twice any award made under subsection (a) of this section.

Md. Code, Commercial Law § 11-1204

The court may award reasonable attorney’s fees to the prevailing party if: (1) A claim of misappropriation is made in bad faith; (2) A motion to terminate an injunction is made or resisted in bad faith; or (3) Willful and malicious misappropriation exists.

Md. Code, Commercial Law § 11-1205

In an action under this subtitle, a court shall preserve the secrecy of an alleged trade secret by reasonable means, which may include granting protective orders in connection with discovery proceedings, holding in-camera hearings, sealing the records of the action, and ordering any person involved in the litigation not to disclose an alleged trade secret without prior court approval.

Md. Code, Commercial Law § 11-1206

(a) An action for misappropriation must be brought within 3 years after the misappropriation is discovered or by the exercise of reasonable diligence should have been discovered. (b) For the purposes of this section, a continuing misappropriation constitutes a single claim.

Md. Code, Commercial Law § 11-1207

(a) Except as provided in subsection (b) of this section, this subtitle displaces conflicting tort, restitutionary, and other law of this State providing civil remedies for misappropriation of a trade secret. (b) (1) This subtitle does not affect: (i) Contractual remedies, whether or not based upon misappropriation of a trade secret; (ii) Other civil remedies that are not based upon misappropriation of a trade secret; or (iii) Criminal remedies, whether or not based upon misappropriation of a trade secret. (2) Nothing contained in this act may be applied or construed to waive or limit any common law or statutory defense or immunity possessed by State personnel as defined under § 12-101 of the State Government Article.

Md. Code, Commercial Law § 11-1208

This subtitle shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this subtitle among states enacting it.

Md. Code, Commercial Law § 11-1301

(a) In this subtitle the following words have the meanings indicated. (b) “Agreement” means a contract or other agreement between a grantor and a distributor. (c) (1) “Cancel” means to terminate an agreement prior to the natural expiration date of its term. (2) “Cancel” includes a de facto cancellation. (d) “Commercial goods” means, as those terms are defined in the wholesale trade section of the 1987 edition of the federal Office of Management and Budget’s Standard Industrial Classification Manual, durable goods, except for: (1) Motor vehicles and motor vehicle parts and supplies; (2) Furniture; (3) Office equipment, computers, computer peripheral equipment, and software; and (4) Prerecorded tapes, cassettes, film, and videos and books or other similar items for which copyright protection might be available. (e) “De facto cancellation” means actions taken by the grantor that: (1) Materially alter the competitive business and economic conditions of a distributor; (2) Are not applicable to similarly situated distributors of that grantor’s products; and (3) Are intended to be discriminatory and detrimental to the distributor. (f) “Deficiency” means the failure of a distributor to comply substantially with the fair, reasonable, and material requirements imposed or sought to be imposed on the distributor by the grantor. (g) (1) “Distributor” means a person: (i) Whose primary business is the wholesale distribution of commercial goods for resale; (ii) Who maintains an inventory of commercial goods for resale; (iii) Who has been granted either expressly or implicitly the right to sell or distribute a grantor’s commercial goods in Maryland for resale to retailers or other resellers or to an industrial or commercial manufacturer; and (iv) Who conducts a substantial business in Maryland. (2) “Distributor” does not include: (i) A sales representative that does not maintain an inventory of commercial goods; or (ii) A direct seller whose work is exempt from covered employment under § 8-206(b) of the Labor and Employment Article. (h) “Grantor” means a person, including a manufacturer, that grants distribution and sales rights to a distributor.

Md. Code, Commercial Law § 11-1302

(a) This subtitle applies to any agreement under which a grantor’s commercial goods are distributed or sold in this State. (b) Notwithstanding any other provision of this subtitle, this subtitle does not apply to: (1) A seller of business opportunities regulated under the Maryland Business Opportunity Sales Act, Title 14, Subtitle 1 of the Business Regulation Article; (2) A franchisor regulated under the Maryland Franchise Registration and Disclosure Law, Title 14, Subtitle 2 of the Business Regulation Article; (3) A supplier regulated under the Equipment Dealer Contract Act, Title 19 of this article; (4) A manufacturer, producer, or refiner of petroleum products that are motor fuels regulated under Title 10 of the Business Regulation Article; (5) A franchisor regulated under the Beer Franchise Fair Dealing Act; or (6) A manufacturer, producer, or supplier of wine or distilled spirits.

Md. Code, Commercial Law § 11-1302.1

§11–1302.1. In addition to any other provision of this subtitle, when notifying a distributor of a proposed cancellation or nonrenewal of any agreement, a grantor shall provide a notice of the distributor’s failure to comply with a reasonable requirement of the agreement and an opportunity to cure or dispute the asserted deficiency.

Md. Code, Commercial Law § 11-1303

(a) Except as provided in subsections (d) and (e) of this section, a grantor shall notify a distributor not less than 60 days before: (1) The proposed date of cancellation of an agreement that has not expired according to its terms; or (2) For agreements that contemplate renewal options exercisable by either party, the expiration date of an agreement that the grantor does not intend to renew. (b) The notice required under subsection (a) of this section shall: (1) Be in writing and be sent by certified mail, return receipt requested; and (2) Contain: (i) A statement that the grantor intends to cancel or not renew the agreement; (ii) A list of reasons for the proposed cancellation or nonrenewal, including any deficiencies on the part of the distributor; (iii) A statement of the effective date of the proposed cancellation or nonrenewal; and (iv) If deficiencies are identified by the grantor under subparagraph (ii) of this paragraph, a statement that the distributor may attempt to cure deficiencies that are identified as a basis for the cancellation or nonrenewal, as provided in § 11-1305 of this subtitle. (c) Unless the parties agree to the contrary, neither a distributor nor a grantor may alter payment, credit, or delivery terms affecting the distributor during the period between the notice required under subsection (a) of this section and the proposed date of cancellation or nonrenewal, or during the period of cure described in § 11-1305 of this subtitle. (d) A grantor is not required to comply with the provisions of this section if the reason for the cancellation or nonrenewal includes any of the following: (1) For any items that are not in dispute, the failure of the distributor to pay the grantor for commercial goods received; (2) The actual or pending insolvency, the occurrence of an assignment for the benefit of creditors, or the bankruptcy of the distributor or of its parent entity or of any affiliated entity that has financial control over it; (3) A danger to the public health or safety caused by the distributor or any affiliated entity over which it has control; (4) Abandonment of the agreement by the distributor or any other matter which a court finds to be justification for a premature cancellation or nonrenewal; (5) Conduct by the distributor expressly prohibited under a written agreement that materially affects the relationship between the distributor and grantor; (6) Conduct by the distributor that materially alters the commercial viability of the grantor’s commercial goods in the marketplace; or (7) Affirmative bad faith, dishonest, fraudulent, or illegal acts by the distributor. (e) Notwithstanding any other provision of this section, the notice and cure provisions of this subtitle do not apply to a termination of a distributorship at the natural expiration of the specified term of a written contract that does not contemplate renewal options exercisable by either party.

Md. Code, Commercial Law § 11-1304

(a) Except as provided in subsection (c) of this section, on cancellation or nonrenewal of an agreement by a grantor for any reason, including a distributor’s failure to cure under § 11-1305 of this subtitle, the grantor shall have the right to, and must at the option of the distributor, repurchase all merchandise sold by the grantor to the distributor, and the distributor must sell the merchandise to the grantor, at a price equal to: (1) An amount agreed on by the parties; or (2) (i) With respect to merchandise that is still in its original condition, is part of the grantor’s current product line, and was shipped within 6 months of the cancellation or nonrenewal, the purchase price paid by the distributor; (ii) With respect to all other merchandise, including samples, display models, and damaged merchandise, the wholesale fair market value of the merchandise less depreciation, or the purchase price paid by the distributor, whichever is less; and (iii) With respect to special tools, accessories, display equipment, and other similar items, the purchase price paid by the distributor, less depreciation, or an amount agreed upon by the parties. (b) The repurchase requirements under subsection (a) of this section shall be completed within 30 days after the effective date of cancellation or nonrenewal, unless the parties agree otherwise. (c) The distributor’s option to repurchase under subsection (a) of this section does not apply if the reason for cancellation or nonrenewal includes any of the reasons listed in § 11-1303(d) of this subtitle. (d) Repurchase of inventory under this section is not subject to the bulk transfers provisions of Title 6 of this article.

Md. Code, Commercial Law § 11-1305

(a) If the grantor identified deficiencies on the part of the distributor in the notice under § 11-1303(b)(2)(ii) of this subtitle and if a distributor opposes the cancellation or nonrenewal of an agreement, the distributor shall be permitted to attempt to resolve its differences with the grantor by: (1) Within 30 days after the receipt of the notice of cancellation or nonrenewal, filing with the grantor a notice of intention to oppose the cancellation or nonrenewal; and (2) Implementing a plan, as approved by the grantor, for the correction of the deficiencies described by the grantor as constituting the reasons for the cancellation or nonrenewal. (b) The grantor and distributor must make good faith efforts to mutually adopt the plan described in subsection (a)(2) of this section. (c) Unless otherwise mutually agreed by the parties, the plan described in subsection (a)(2) of this section must be implemented within 60 days of its acceptance by the grantor. (d) A notice of cancellation or nonrenewal shall be ineffective if the distributor implements the plan described in subsection (a)(2) of this section. (e) A cancellation or nonrenewal shall be effective immediately upon the expiration of the period provided in subsection (c) of this section if the distributor fails to implement the plan described in subsection (a)(2) of this section. (f) Nothing in this section shall permit a distributor to attempt to cure if the only reasons identified by the grantor in the notice required under § 11-1303(b)(2)(ii) of this subtitle are reasons that are not curable by the distributor.

Md. Code, Commercial Law § 11-1306

If a dispute arises between the grantor and the distributor relating to the application of this subtitle, the requirements of § 11-1302.1 of this subtitle, the notice of cancellation or nonrenewal, the plan for the correction of the deficiencies described by the grantor as the reasons for cancellation or nonrenewal, whether or not the distributor has complied with the plan and corrected the deficiencies described by the grantor as the reasons for cancellation or nonrenewal, or the purchase price or fair market value of any merchandise subject to repurchase under § 11-1304 of this subtitle, the grantor and distributor on the request of either party shall submit the dispute to arbitration in the State under the Maryland Uniform Arbitration Act.

Md. Code, Commercial Law § 11-1307

(a) The laws of the State shall apply to agreements under this subtitle to which a distributor with a principal place of business in the State is a party. This subtitle shall be construed to provide the minimum terms and conditions applicable to grantors and distributors covered by this subtitle. (b) This subtitle does not limit or restrict the rights of a grantor or distributor at any time to seek in the State all legal and equitable remedies for any violation of this subtitle or any material breach of an agreement.

Md. Code, Commercial Law § 11-1401

(a) In this subtitle the following words have the meanings indicated. (b) “Area” means a circular geographic region having a 25-mile radius surrounding each business location of a proprietor. (c) “Copyright owner” means the owner of a copyright of a nondramatic musical or similar work recognized and enforceable under the copyright laws of the United States pursuant to Title 17 of the United States Code. (d) “Performing rights society” means an association or corporation that licenses the public performance of nondramatic musical works on behalf of copyright owners, such as the American Society of Composers, Authors and Publishers (ASCAP), Broadcast Music, Inc. (BMI), and SESAC, Inc. (e) “Proprietor” means the owner of a retail establishment, restaurant, inn, bar, tavern, sports or entertainment facility, or any other similar place of business or professional office located in this State, in which the public may assemble and in which nondramatic musical works or similar copyrighted works may be performed, broadcast, or otherwise transmitted for the enjoyment of the members of the public there assembled. (f) “Royalty” or “royalties” means the fees payable by a proprietor to a performing rights society for the public performance of nondramatic musical or other similar works.

Md. Code, Commercial Law § 11-1402

(a) (1) A performing rights society may not enter into or execute a contract for the payment of royalties by a proprietor unless, no later than 72 hours prior to the execution of the contract, the performing rights society provides to the proprietor, in writing, the following: (i) A schedule of the rates and terms of royalties under the contract; (ii) A schedule of the rates and terms of royalties under agreements executed by the performing rights society and proprietors of comparable businesses in the area; (iii) The toll free telephone number required under paragraph (2) of this subsection; (iv) In the case of a performing rights society which offers discounts to proprietors in the area on any basis, the amounts and terms of those discounts; and (v) Notice that the proprietor is entitled to the information required by this section, and that the failure of the performing rights society to provide that information is a violation of this subtitle and may render a contract unenforceable under this subtitle. (2) The performing rights society shall establish a toll free telephone number which can be used to answer inquiries of a proprietor regarding specific musical works and the copyright owners represented by that performing rights society. (b) Every contract between a performing rights society and a proprietor for the payment of royalties executed or renewed in this State shall: (1) Be in writing; (2) Be signed by the parties to the contract; and (3) Include at least the following information: (i) The proprietor’s name and business address and the name and location of each place of business to which the contract applies; (ii) The name and business address of the performing rights society; (iii) The duration of the contract; and (iv) The schedule of rates and terms of the royalties to be collected under the contract, including any sliding scale, discount, or schedule for any increase or decrease of those rates for the duration of the contract. (c) (1) Subject to paragraph (2) of this subsection, the performing rights society shall offer to the proprietor a 1-year contract. (2) The performing rights society and the proprietor may agree to a contract for other than 1 year.

Md. Code, Commercial Law § 11-1403

(a) Before discussing a contract for the payment of royalties or the use of copyrighted works by a proprietor and before collecting or attempting to collect a royalty or fee under the contract, an agent or an employee of a performing rights society shall: (1) Disclose that the agent or employee is acting on behalf of a performing rights society; (2) Identify the performing rights society for which the agent or the employee acts; and (3) Disclose the purpose of the discussion. (b) A performing rights society or the agent or employee of the performing rights society may collect a royalty or any other fee only as provided in a contract executed in accordance with the provisions of this subtitle. (c) A performing rights society or the agent or employee of a performing rights society may not: (1) Use or attempt to use an unfair or deceptive act or practice in dealing or negotiating with a proprietor or the employee of a proprietor; or (2) Charge or collect a royalty which is unreasonable in comparison to the royalties for similar licenses in the same area.

Md. Code, Commercial Law § 11-1404

(a) This subtitle applies only to performing rights societies. (b) This subtitle does not apply to: (1) Copyright owners of motion pictures or other audiovisual works distributed on any medium; (2) A contract between a performing rights society and a broadcaster licensed by the Federal Communications Commission; (3) A contract between a performing rights society and a cable operator or programmer; or (4) Any conduct undertaken for the purpose of enforcing § 7-308 of the Criminal Law Article.

Md. Code, Commercial Law § 11-1405

(a) A person who violates any provision of this subtitle is liable to the person affected by the violation for actual damages caused by the violation and for reasonable attorney’s fees. (b) In addition to the remedies provided under subsection (a) of this section, a person affected by a violation of this subtitle may: (1) Bring an action for an injunction against any person who violates any provision of this subtitle; and (2) Seek any other remedy available at law. (c) The rights, remedies, and prohibitions provided under this subtitle shall be in addition to and cumulative of any other right, remedy, or prohibition provided under common law, federal law, or any other laws of this State, and nothing contained in this subtitle may be construed to deny, abrogate, or impair any such federal or State common-law or statutory right, remedy, or prohibition.

Md. Code, Commercial Law § 11-1501

(a) In this subtitle the following words have the meanings indicated. (b) “Performing group” means a vocal or instrumental group seeking to use the name of a recording group. (c) “Recording group” means a vocal or instrumental group with at least one member who has: (1) Previously released a commercial sound recording under that group’s name; and (2) A legal right to use the group’s name due to the member’s use of or operation under the group’s name without having abandoned the name or affiliation with the group. (d) “Sound recording” means a work that results from the fixation on a material object of a series of musical, spoken, or other sounds regardless of the nature of the material object, such as a disk, tape, or other phonorecord, in which the sounds are embodied.

Md. Code, Commercial Law § 11-1502

(a) Except as provided in subsection (b) of this section, a person may not advertise or conduct a live musical performance or production in the State through the use of a false, deceptive, or misleading affiliation, connection, or association between a performing group and a recording group. (b) Subsection (a) of this section does not apply if: (1) The performing group is the authorized registrant and owner of a service mark for that group that is registered with the United States Patent and Trademark Office; (2) At least one member of the performing group was a member of the recording group and the member has a legal right to the recording group name due to the member’s use of or operation under the group name without having abandoned the recording group name or affiliation with the recording group; (3) The live musical performance or production is identified in all advertising and promotion as a salute, tribute, parody, or satire and the performing group name is not so closely related or similar to that used by the recording group that it would tend to confuse or mislead the public; (4) The advertising does not relate to a live musical performance or production in the State; or (5) The performance or production is expressly authorized by the recording group.

Md. Code, Commercial Law § 11-1503

(a) If the Attorney General believes that a person has engaged in or will engage in a violation of § 11–1502 of this subtitle, and an injunction would be in the public interest, the Attorney General may seek an injunction to prohibit a person from continuing or engaging in the violation. (b) If a court issues a permanent injunction under subsection (a) of this section, the court may enter a judgment to restore to a person any money or real or personal property acquired from the person by means of any prohibited practice. (c) (1) In addition to any relief granted under subsection (b) of this section, a person who violates § 11–1502 of this subtitle is subject to a civil penalty of not less than $5,000 or more than $15,000 for each violation. (2) Each performance or production in violation of § 11–1502 of this subtitle is considered a separate violation.

Md. Code, Commercial Law § 11-1601

(a) In this subtitle the following words have the meanings indicated. (b) “Claim” means the scope of the patent owner’s exclusive rights to the use and control of the patent owner’s invention. (c) “Demand letter” means a letter, an electronic mail, or any other written communication asserting that a person has engaged in patent infringement. (d) “Division” means the Division of Consumer Protection of the Office of the Attorney General. (e) “Target” means a person: (1) Who has received a demand letter or against whom an assertion of patent infringement has been made; (2) Who has been threatened with litigation or against whom a lawsuit has been filed alleging patent infringement; or (3) Who has at least one customer who has received a demand letter asserting that the person’s product, service, or technology has infringed a patent.

Md. Code, Commercial Law § 11-1602

This subtitle does not apply to an assertion of patent infringement that includes a claim for relief arising under 35 U.S.C. § 271(e)(2) or 42 U.S.C. § 262.

Md. Code, Commercial Law § 11-1603

(a) A person may not make an assertion of patent infringement against another in bad faith. (b) (1) A court may consider the following factors as evidence that a person has made an assertion of patent infringement in bad faith: (i) The demand letter sent by the person does not contain: 1. The alleged patent number; 2. The name and address of the patent owner or assignee, if any; or 3. Facts relating to the specific areas in which the target’s product, service, or technology infringes the patent or is covered by the claims in the patent; (ii) The target requested the information described in item (i) of this paragraph, and the person failed to provide the information within a reasonable period of time; (iii) Before sending the demand letter, the person did not conduct an analysis comparing the claims in the patent to the target’s product, service, or technology, or the analysis was conducted but does not identify specific areas in which the product, service, or technology is covered by the claims in the patent; (iv) The demand letter demanded a response or payment of a licensing fee within an unreasonably short period of time; (v) The person offered to license the patent for an amount that is not based on a reasonable estimate of the value of the license; (vi) The assertion of patent infringement is without merit, and the person knew, or should have known, that the assertion is without merit; (vii) The assertion of patent infringement is deceptive; (viii) 1. The person, or a subsidiary or an affiliate of the person, previously has filed or threatened to file one or more lawsuits based on the same or a similar assertion of patent infringement; and 2. A. The threats or lawsuits did not provide the information described in item (i) of this paragraph; and B. A court found the person’s assertion to be without merit; and (ix) Any other factor the court determines to be relevant. (2) The court may consider the following factors as evidence that a person has made an assertion of patent infringement in good faith: (i) If the demand letter sent by the person does not contain the information described in paragraph (1)(i) of this subsection, the person provides the information to the target within a reasonable period of time; (ii) The person has: 1. Engaged in a good faith effort to establish that the target has infringed the patent; and 2. Attempted to negotiate an appropriate remedy; (iii) The person has: 1. Demonstrated good faith business practices in previous efforts to enforce a patent; or 2. Successfully enforced a patent through litigation; (iv) The person has made a substantial investment in the use of the patent or in the production or sale of a product covered by the patent; (v) The person is: 1. An inventor of the patent or an original assignee; or 2. A representative of an institution of higher education or a technology transfer organization affiliated with an institution of higher education; and (vi) Any other factor the court determines to be relevant.

Md. Code, Commercial Law § 11-1604

The Attorney General and the Division shall have the same authority under this subtitle to adopt regulations, conduct investigations, and bring civil and criminal actions as provided in Title 13 of this article.

Md. Code, Commercial Law § 11-1605

(a) In addition to any action by the Division or Attorney General authorized by Title 13 of this article, a target may bring an action in an appropriate court to recover for injury or loss sustained as a result of a violation of this subtitle. (b) If a target prevails in an action brought under this subtitle and is awarded damages, the court also may award: (1) Court costs and fees, including reasonable attorney’s fees; (2) Exemplary damages in an amount not to exceed the greater of: (i) $50,000; or (ii) Three times the total of damages, costs, and fees; and (3) Any equitable relief that the court considers appropriate.
Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://mgaleg.maryland.gov/mgawebsite/Laws/StatutesFetched: 10/16/2026
Md. Code, Commercial Law, Title 11 | Code of Maryland (Aug. 2026 snapshot) — Maryland | Corpus