reglab/housing_qa huggingface dataset:
TN Code § 48-240-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 240 - Member Management|§ 48-240-102. Standard of Member Conduct in a Member-Managed Llc

  Fiduciary Duty of Members of Member-Managed LLC.  Except as provided in the articles or operating agreement, every member of a member-managed LLC must account to the LLC for any benefit, and hold as trustee for it any profits derived by the member without the consent of the other members from any transaction connected with the formation, conduct, or liquidation of the LLC or from any use by the member of its property including, but not limited to, confidential or proprietary information of the LLC or other matters entrusted to the member as a result of such person's status as a member.   Standard of Conduct.  A member of a member-managed LLC shall discharge such member's duties as a member, including all duties as a member of a committee:  In good faith;   With the care an ordinarily prudent person in a like position would exercise under similar circumstances; and   In a manner the member reasonably believes to be in the best interest of the LLC.     Reliance.  A member of a member-managed LLC is entitled to rely on information, opinions, reports or statements, including financial statements and other financial data, if prepared or presented by:  One (1) or more managers or employees of the LLC whom the member reasonably believes to be reliable and competent in the matters presented;   Legal counsel, public accountants or other persons as to matters the member reasonably believes are within the person's professional or expert competence; or   A committee of the members of which such member is not a member, if the member reasonably believes the committee merits confidence.     Good Faith Requirement.  The member is not acting in good faith if the member has knowledge concerning the matter in question that makes reliance otherwise committed by subsection (c) unwarranted.   Limitation of Liability for Action.  A member is not liable for any action taken as a member, or any failure to take any action, if the member performed the duties of the position as a member in compliance with this section.   Burden of Proof.  A person alleging a violation of this section has the burden of proving the violation.   Modification of Standard of Conduct in Articles or Operating Agreement.  Notwithstanding anything to the contrary in this section, the articles or operating agreement may define the standard of conduct in a manner to reflect the understanding of the parties provided such definition is not manifestly unreasonable under the circumstances.
TN Code § 48-241-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-101. Managers Required

 An LLC must have individuals exercising the functions of the offices, however designated, of chief manager and secretary.
TN Code § 48-241-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-102. Duties of Required Managers

  Presumption and Modification.  Unless:  The articles or the operating agreement provide otherwise;   If the LLC is board-managed, a resolution of the board of governors providing otherwise; or   If the LLC is member-managed, a written resolution of the members providing otherwise;  the chief manager and secretary have the duties specified in this section.      Chief Manager.  The chief manager shall:  See that all orders and resolutions of the board of governors or members are carried into effect;   Sign and deliver in the name of the LLC any deeds, mortgages, bonds, contracts or other instruments pertaining to the business of the LLC, except in cases in which the authority to sign and deliver is required by law to be exercised by another person or is expressly delegated:  By the articles or operating agreement;   The board of governors if the LLC is board-managed; or   Members if the LLC is member-managed to some other manager or agent of the LLC;     Perform other duties prescribed by the board of governors or the members; and   In the event the LLC has a vacancy in the office of secretary, any notices, documents or other matters that otherwise are required to go to the secretary may be delivered to the chief manager.     Secretary.  The secretary shall:  Keep accurate membership records for the LLC;   Maintain records of and, whenever necessary, certify all proceedings of the board of governors, members or committees of the LLC;   Receive notices required to be sent to the secretary and to keep a record of such notices in the records of the LLC; and   Perform other duties prescribed by the board of governors, the members or by the chief manager.
TN Code § 48-241-103 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-103. Election or Appointment of Managers

  Board of Governors Form.  If the LLC is board-managed, the board of governors shall elect or appoint, in a manner set forth in the articles or operating agreement or in a resolution approved by the affirmative vote of a majority of the governors present, the chief manager, secretary and any other managers or agents the board of governors considers necessary or desirable for the operation and management of the LLC. These managers and agents have the powers, rights, duties, responsibilities, and terms in office provided for in the articles or operating agreement or determined by the board of governors.   Member-Managed Form.  If the LLC is member-managed, the members shall elect or appoint, in a manner set forth in the articles or operating agreement or in a resolution approved by the affirmative vote of a majority of the voting power at a duly held meeting, the chief manager, secretary and any other managers or agents the members consider necessary or desirable for the operation of the LLC. These managers and agents have the powers, rights, duties, responsibilities, and terms in office provided for in the articles, operating agreement or as determined by the members and set forth in the resolution establishing the other manager positions.
TN Code § 48-241-104 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-104. Qualifications of Managers

 Managers need not be residents of this state or members of the LLC unless the articles or operating agreement so require. The articles or operating agreement may prescribe other qualifications for managers.
TN Code § 48-241-105 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-105. Multiple Managerial Positions

 Any number of managerial positions or functions of those positions other than those of chief manager and secretary may be held or exercised by the same person. If a document must be signed by persons holding different positions or functions and a person holds or exercises more than one (1) of those positions or functions, that person may sign the document in more than one (1) capacity, but only if the document indicates each capacity in which the person signs.
TN Code § 48-241-106 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-106. Managers Considered Elected

 If the LLC is board-managed, in the absence of an election or appointment of managers by the board of governors, or if the LLC is member-managed in the absence of an election or appointment of managers by the members, then the person or persons exercising the principal functions of the chief manager or the secretary are considered to have been elected to those offices, except for the purpose of determining the location of the principal executive office, which in that case is the registered office of the LLC.
TN Code § 48-241-107 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-107. Removal of a Manager

  Unless otherwise provided in the articles or operating agreement, if the LLC is board-managed:  A manager serves at the pleasure of the board of governors;   The board of governors may remove a manager at any time with or without cause; and   The board of governors may eliminate any manager position other than chief manager or secretary at any time.     Unless otherwise provided in the articles or operating agreement, if the LLC is member-managed:  A manager serves at the pleasure of the members;   The members may remove a manager at any time with or without cause; and   The members may eliminate any manager position other than chief manager or secretary at any time.     The removal of a manager under subsection (a) or (b) is without prejudice to the contractual rights of the manager, if any.
TN Code § 48-241-108 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-108. Contract Rights

  Board-Managed.  With respect to a board-managed LLC, the election or appointment of a person as a manager or agent does not, of itself, create contract rights. An LLC may enter into a contract with a manager or agent for any period of time if, in the board of governors' judgment, the contract would be in the best interests of the LLC. The fact that the contract may be for a term longer than the terms of the governors who authorized or approved the contract does not make the contract void or voidable.   Member-Managed.  With respect to a member-managed LLC, the election or appointment of a person as a manager or agent does not, of itself, create contract rights. An LLC may enter into a contract with a manager or agent for any period of time if, in the members' judgment, the contract would be in the best interest of the LLC.   Removal or Resignation Does not Affect Contract Rights.  A manager's removal does not affect the manager's contract rights, if any, with the LLC. A manager's resignation does not affect the LLC's contract rights, if any, with the manager.
TN Code § 48-241-109 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-109. Resignation and Vacancy

  Resignation.  Unless otherwise provided in an employment contract or an agreement with the LLC, a manager may resign at any time by giving written notice to the LLC. The resignation is effective without acceptance when the notice is delivered to the LLC, unless a later effective date is specified in the notice.   Vacancy.  A vacancy in an office because of death, resignation, removal, disqualification, or other cause may, or in the case of a vacancy in the office of chief manager or secretary, must be filled for the unexpired portion of the term in the manner provided in the articles or operating agreement, or, if the LLC is board-managed, as determined by the board of governors, or, if the LLC is member-managed, as determined by the members. If a vacancy will be created by a resignation which is made effective at a later date and the LLC accepts the future effective date, the board of governors of a board-managed LLC or the members of a member-managed LLC may fill the pending vacancy before the effective date if the action provides that the successor does not take office until the effective date.
TN Code § 48-241-110 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-110. Delegation

 Unless prohibited by the articles, the operating agreement, or by a resolution:   Adopted by the affirmative vote of the governors present at a duly held meeting of a board-managed liability company; or   Approved by the affirmative vote of a majority of the membership interest entitled to vote at a duly held meeting of the members of a member-managed LLC;  a manager elected or appointed may, without further approval, delegate some or all of the duties and powers of an office to other persons. A manager who delegates the duties or powers of an office remains subject to the standard of conduct for a manager with respect to the discharge of all duties and powers so delegated.
TN Code § 48-241-111 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 241 - Managers|§ 48-241-111. Standard of Conduct

  General.  A manager shall discharge the duties of an office in good faith, in a manner the manager reasonably believes to be in the best interests of the LLC, and with the care an ordinarily prudent person in a like position would exercise under similar circumstances. Notwithstanding anything to the contrary in this section, the articles or operating agreement may define the standard of conduct of the managers in a manner to reflect the understanding of the parties; provided, that such definition is not manifestly unreasonable under the circumstances.   Reliance Permitted.  In discharging such duties, a manager is entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, if prepared or presented by:  One (1) or more managers or employees of the LLC whom the member reasonably believes to be reliable and competent in the matters presented; or   Legal counsel, public accountants, or other persons as to matters the officer reasonably believes are within the person's professional or expert competence.     Where Reliance not Permitted.  A manager is not acting in good faith who has knowledge concerning the matter in question that makes reliance otherwise permitted by subsection (b) unwarranted.   Limitation on Liability.  A manager is not liable for any action taken as a manager, or any failure to take any action, if the manager performed the duties of the office in compliance with this section.   Effect of Delegation.  A person exercising the principal functions of an office or to whom some or all of the duties and powers of an office are delegated pursuant to § 48-241-110 is considered a manager for purposes of this section.
TN Code § 48-242-101 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 242 - Loans and Obligations|§ 48-242-101. Loans, Guarantees and Suretyship

  Prerequisites.  Unless otherwise provided in Chapters 201 248 of this title or the articles or operating agreement, an LLC may lend money to, guarantee an obligation of, become a surety for, or otherwise financially assist a person:  In the usual and regular course of business of the LLC;   With, or for the benefit of, a related LLC, an organization in which the LLC has a financial interest, an organization with which the LLC has a business relationship, or an organization to which the LLC has the power to make donations; or   With, or for the benefit of, a manager or other employee of the LLC or a subsidiary, including a manager or employee who is a member but not a governor of the LLC or a subsidiary, and may reasonably be expected, in the judgment of the body giving the requisite approval, to benefit the LLC. In the case of a loan or guarantee which is with, or for the benefit of, a person who is a governor, approval by a majority of the membership interests of disinterested members entitled to vote is required.     Interest and Security.  A loan, guaranty, surety contract, or other financial assistance under subsection (a) may be with or without interest and may be unsecured or may be secured in any manner, including, without limitation, a grant of a security interest in a member's financial rights in the LLC.   Banking Authority not Granted.  This section does not grant any authority to act as a bank or to carry on the business of banking.   Requisite Approval.  Except as otherwise provided in this section, for purposes of this section, “requisite approval” means:  If the LLC is board-managed, an action taken at a duly held meeting and approved by a majority of the disinterested governors or by a majority of the disinterested members at a duly held meeting of the members; or   If the LLC is member-managed, an action taken at a duly held meeting and approved by a majority of the voting interest of members entitled to vote which are held by disinterested persons.     For purposes of this section, a “disinterested person” is a person other than:  A person who receives a direct or indirect benefit from receipt of the loan or guarantee;   The spouse, parents, children and spouses of children, brothers and sisters, other lineal descendants and spouses of brothers and sisters of such person; or   Any entity in which any of the people, or any combination of the people, in subdivisions (d)(2)(A) and (B) have a material financial interest.       Validity of Obligation of Borrower.  The fact that a loan or guarantee is made in violation of this section does not affect the borrower's liability on the loan.   Exception for Sales on Credit.  A sale on credit in the ordinary course of business shall not be subject to the restrictions of this section.
TN Code § 48-242-102 (2021)
2021 Tennessee Code|Title 48 - Securities, Corporations and Associations|Chapter 242 - Loans and Obligations|§ 48-242-102. Advances

 Unless otherwise provided in the articles or the operating agreement, an LLC may, without a vote of the governors or its members, advance money to its governors, managers, or employees to cover expenses that can reasonably be anticipated to be incurred by them in the ordinary course of the performance of their duties and for which they would be entitled to reimbursement in the absence of an advance.
TN Code § 49-13-101 (2021)
2021 Tennessee Code|Title 49 - Education|Chapter 13 - Tennessee Public Charter Schools Act of 2002|§ 49-13-101. Short Title

 This chapter shall be known and may be cited as the “Tennessee Public Charter Schools Act of 2002.”
TN Code § 49-13-102 (2021)
2021 Tennessee Code|Title 49 - Education|Chapter 13 - Tennessee Public Charter Schools Act of 2002|§ 49-13-102. Purpose

  The purpose of this chapter is to:  Improve learning for all students and close the achievement gap between high and low students;   Provide options for parents to meet educational needs of students;   Encourage the use of different and innovative teaching methods, and provide greater decision making authority to schools and teachers in exchange for greater responsibility for student performance;   Measure performance of pupils and faculty, and ensure that children have the opportunity to reach proficiency on state academic assessments;   Create new professional opportunities for teachers; and   Afford parents substantial meaningful opportunities to participate in the education of their children.     It is the intention of this chapter to provide an alternative means within the public school system for ensuring accomplishment of the necessary outcomes of education by allowing the establishment and maintenance of public charter schools that operate within a school district structure but are allowed maximum flexibility to achieve their goals.   It is the intent of this chapter to provide both the state department of education and local school systems with options relative to the governance and improvement of high priority schools failing to meet adequate yearly progress as outlined in both § 49-1-602 and the federal Elementary and Secondary Education Act (20 U.S.C. § 6301 et seq.).   It is the intent of this chapter to provide the state department of education and local school systems with options relative to the delivery of instruction for those students with special needs as specified in the federal Individuals with Disabilities Act (IDEA) (20 U.S.C. § 1400 et seq.).   It is the intent of this chapter to provide local school systems the option to work in concert with the state's public higher education institutions to establish charter school “laboratories of teaching and learning” as a means of fostering educational innovations for implementation statewide.
TN Code § 49-13-103 (2021)
2021 Tennessee Code|Title 49 - Education|Chapter 13 - Tennessee Public Charter Schools Act of 2002|§ 49-13-103. Application

 This chapter applies only to schools formed and operated in accordance with this chapter.
TN Code § 49-13-109 (2021)
2021 Tennessee Code|Title 49 - Education|Chapter 13 - Tennessee Public Charter Schools Act of 2002|§ 49-13-109. Parent Representative on Governing Body — Advisory School Council

  The membership of a governing body shall include at least one (1) parent representative whose child is currently enrolled in a charter school operated by the governing body. The parent representative shall be appointed by the governing body within six (6) months of the school's opening date. A charter management organization may satisfy this requirement by establishing an advisory school council at each school that it operates. An advisory school council shall consist of no fewer than five (5) members and shall include the principal, at least one (1) parent and at least one (1) teacher representative.   An authorizer shall not serve as the governing body of a public charter school.
TN Code § 49-13-110 (2021)
2021 Tennessee Code|Title 49 - Education|Chapter 13 - Tennessee Public Charter Schools Act of 2002|§ 49-13-110. Charter Agreement

  An authorizer's approval of a public charter school application must be in the form of a written charter agreement signed by the sponsor and the authorizer, which shall be binding upon the governing body of the public charter school. The charter agreement for a public charter school must be in writing and must contain all material components of the approved application required under § 49-13-107(b).   A charter agreement expires ten (10) academic years after the first day of instruction. A public charter school may delay, for a period not to exceed one (1) academic year, the school's initial opening. If the public charter school requires a delay in the school's initial opening of more than one (1) academic year, then the school must obtain approval of the delay from the school's authorizer.   A renewal of a charter agreement shall be for a period of ten (10) academic years.   The governing body of the public charter school may petition the authorizer to amend the original charter agreement. Timelines for approval and the appeal process will be determined by the state board of education. If the authorizer is the state board of education or the commission, then no appeal may be made of the state board of education's or the commission's decision to deny a petition to amend the charter agreement. The governing body of a public charter school may also petition the authorizer for voluntary termination of the charter agreement before the charter agreement expires.    Upon the termination of a charter agreement and upon the closure of a public charter school for any reason, any unencumbered public funds from the public charter school automatically revert back to the authorizer. If a charter agreement is terminated and the public charter school is closed, all property and improvements, furnishings, and equipment purchased with public funds automatically revert back to the LEA, subject to complete satisfaction of any lawful liens or encumbrances.   If a public charter school is closed for any reason, then the public charter school is responsible for all debts of the public charter school. The authorizer shall not assume the debt from any contract for goods or services made between the governing body of the public charter school and a third party, except for a debt that is previously detailed and agreed upon in writing by the authorizer and the governing body of the public charter school, and that may not reasonably be assumed to have been satisfied by the authorizer.