reglab/statecodes huggingface dataset:
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 10 - CONSIGNMENT OF ART (§§ 47-25-1001 — 47-25-1006) › Section 47-25-1006 - Waiver

Any cooperative may contract with its members to waive liability for the loss of or damage to works of art consigned to such cooperative. Any other provision of a contract or an agreement whereby the consignor purports to waive any provision of this part is void.
Acts 1984, ch. 838, § 6; 1985, ch. 346, § 2.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1101 - Short title

This part shall be known and may be cited as the "Ensuring Likeness, Voice, and Image Security Act of 2024."
Amended by 2024 Tenn. Acts, ch. 588,s 1, eff. 7/1/2024.
Acts 1984, ch. 945, § 1.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1102 - Part definitions

As used in this part, unless the context otherwise requires:
(1)
"Definable group" means an assemblage of individuals existing or brought together with or without interrelation, orderly form, or arrangement, including, but not limited to, a crowd at any sporting event, a crowd in any street or public building, the audience at any theatrical or stage production, a glee club, or a baseball team;
(2)
"Individual" means human being, living or dead;
(3)
"Likeness" means the use of an image of an individual for commercial purposes;
(4)
"Person" means any individual, firm, association, partnership, corporation, joint stock company, syndicate, receiver, common law trust, conservator, statutory trust, or any other concern by whatever name known or however organized, formed, or created, and includes not-for-profit corporations, associations, educational and religious institutions, political parties, community, civic, or other organizations; and
(5)
"Photograph" means any photograph or photographic reproduction, still or moving, or any videotape or live television transmission, of any individual, so that the individual is readily identifiable.
(6)
"Voice" means a sound in a medium that is readily identifiable and attributable to a particular individual, regardless of whether the sound contains the actual voice or a simulation of the voice of the individual;
Amended by 2024 Tenn. Acts, ch. 588,s 3, eff. 7/1/2024.
Amended by 2024 Tenn. Acts, ch. 588,s 2, eff. 7/1/2024.
Acts 1984, ch. 945, § 2.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1103 - Property right in use of name, photograph, likeness

(a)
Every individual has a property right in the use of that individual's name, photograph, voice, or likeness in any medium in any manner.
(b)
The individual rights provided for in subsection (a) constitute property rights and are freely assignable and licensable, and do not expire upon the death of the individual so protected, whether or not such rights were commercially exploited by the individual during the individual's lifetime, but shall be descendible to the executors, assigns, heirs, or devisees of the individual so protected by this part.
Amended by 2024 Tenn. Acts, ch. 588,s 4, eff. 7/1/2024.
Acts 1984, ch. 945, § 3.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1104 - Exclusivity and duration of right

(a)
The rights provided for in this part shall be deemed exclusive to the individual, subject to the assignment or licensing of such rights as provided in §
47-25-1103
, during such individual's lifetime and to the executors, heirs, assigns, or devisees for a period of ten (10) years after the death of the individual.
(b)
(1)
Commercial exploitation of the property right by any executor, assignee, heir, or devisee if the individual is deceased shall maintain the right as the exclusive property of the executor, assignee, heir, or devisee until such right is terminated as provided in this subsection (b).
(2)
(A)
The exclusive right to commercial exploitation of the property rights is terminated by proof of the non-use of the name, photograph, voice, or likeness of an individual for commercial purposes by an executor, assignee, heir, or devisee to the use for a period of two (2) years subsequent to the initial period of ten (10) years following the individual's death.
(B)
For purposes of subdivision (b)(2)(A), "use" includes the commercial availability of a sound recording or audiovisual work in which the individual's name, photograph, voice, or likeness is readily identifiable.
Amended by 2024 Tenn. Acts, ch. 588,s 5, eff. 7/1/2024.
Acts 1984, ch. 945, § 4.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1107 - Exemptions

(a)
To the extent such use is protected by the First Amendment to the United States Constitution, it is deemed a fair use and not a violation of an individual's right, for purposes of this part, if the use of a name, photograph, voice, or likeness is:
(1)
In connection with any news, public affairs, or sports broadcast or account;
(2)
For purposes of comment, criticism, scholarship; satire, or parody;
(3)
A representation of the individual as the individual's self in an audiovisual work, as defined under
17 U.S.C. § 101
, unless the audiovisual work containing the use is intended to create, and does create, the false impression that the work is an authentic recording in which the individual participated;
(4)
Fleeting or incidental; or
(5)
In an advertisement or commercial announcement for a work described in this subsection (a).
(b)
The use of a name, voice, or likeness photograph, or likeness in a commercial medium does not constitute a use for purposes of advertising or solicitation solely because the material containing such use is commercially sponsored or contains paid advertising. Rather it shall be a question of fact whether or not the use of the complainant individual's name, photograph,voice, or likeness was so directly connected with the commercial sponsorship or with the paid advertising as to constitute a use for purposes of advertising or solicitation.
(c)
Nothing in this section applies to the owners or employees of any medium used for advertising, including, but not limited to, newspapers, magazines, radio and television stations, billboards, and transit ads, who have published or disseminated any advertisement or solicitation in violation of this part, unless it is established that such owners or employees had knowledge or reasonably should have known of the unauthorized use of the individual's name, photograph, or likeness as prohibited by this section.
Amended by 2024 Tenn. Acts, ch. 588,s 11, eff. 7/1/2024.
Amended by 2024 Tenn. Acts, ch. 588,s 10, eff. 7/1/2024.
Amended by 2024 Tenn. Acts, ch. 588,s 9, eff. 7/1/2024.
Acts 1984, ch. 945, § 7.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 11 - PROTECTION OF PERSONAL RIGHTS (§§ 47-25-1101 — 47-25-1108) › Section 47-25-1108 - Application to individuals protected by "Model Trademark Act."

This part applies to any individual otherwise entitled to the protection afforded under part 5 of this chapter.
Acts 1984, ch. 945, § 8.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1201 - Part definitions

As used in this part, unless the context otherwise requires:
(1)
"Contract for invention development services" includes a contract by which an invention developer undertakes to develop or promote an invention for a customer;
(2)
"Customer" includes any person, firm, corporation, or other entity that is solicited by, inquires about or seeks the services of, or enters into a contract for invention development services with, an invention developer, except:
(A)
Any department or agency of the federal, state, or local government;
(B)
Any charitable, scientific, educational, religious, or other organization qualified under § 501(c)(3) or described in § 170(b)(1)(a) of the Internal Revenue Code of 1954, as amended; and
(C)
Any person, firm, corporation, or other entity regularly engaged in a trade, business, or profession, which has either a net worth of one hundred thousand dollars ($100,000) or more or gross receipts from any source of fifty thousand dollars ($50,000) or more during the calendar year in which any contract for invention development services is signed;
(3)
"Invention" means:
(A)
An invention;
(B)
An idea;
(C)
A concept; or
(D)
Any combination thereof;
(4)
"Invention developer" means any person, firm, corporation, or association, and the agents, employees, or representatives of such person, firm, corporation, or association that develops or promotes or offers to develop or promote an invention, except:
(A)
Any department or agency of the federal, state, or local government;
(B)
Any charitable, scientific, educational, religious, or other organization qualified under § 501(c)(3) or described in § 170(b)(1)(a) of the Internal Revenue Code of 1954, as amended;
(C)
Any person, firm, corporation, association, or other entity whose gross receipts from contracts for invention development services, as defined in subdivision (5), do not exceed ten percent (10%) of its gross receipts from all sources during the fiscal year preceding the year in which any contract for invention development services is signed; or
(D)
Any person, firm, corporation, association, or other entity that does not charge a fee for invention development services. For the purposes of this subdivision (4)(D), "fee" includes any payment made by the customer to such entity, including reimbursements for expenditures made or costs incurred by such entity, but does not include any payment made from a portion of the income received by a customer by virtue of invention development services performed by such entity; and
(5)
"Invention development services" includes acts required or promised to be performed, or actually performed, or both, by an invention developer for a customer.
Acts 1977, ch. 436, § 2; T.C.A., § 47-20-101.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1202 - Advertising compliance with law prohibited

No invention developer shall make, or authorize the making of, any reference to compliance by it with this part in any advertisement.
Acts 1977, ch. 436, § 24; T.C.A., § 47-20-102.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1203 - Disclosure of fees in advertising

Every invention developer who charges a fee or requires any consideration for invention development services must clearly and conspicuously disclose such fact in every advertisement of such services.
Acts 1977, ch. 436, § 11; T.C.A., § 47-20-103.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1204 - Initial disclosures to customer by developer

In the first oral communication with a customer or in the first written response to an inquiry by a customer, other than an oral communication or written response, the primary purpose of which is to arrange an appointment with the invention developer for presentation of invention development services, the invention developer shall cause the following disclosures to be made to each customer:
(1)
A statement of the fee charged, if known, or a statement of the approximate range of fees charged; a statement that a portion of the fee charged will be paid as a commission or other similar payment if, in fact, it is intended to be so paid, to a person inducing, directly or indirectly, a customer to contract for the services of the invention developer; and a statement of the approximate portion of the fee charged, if any, that will be expended for services relating to patent matters;
(2)
A statement that the invention developer does not intend to expend more for the invention development services than the fee charged the customer, if, in fact, it does not, and if it does so intend, a statement of the estimated expenditures of the invention developer in excess of the fee received from the customer;
(3)
A single statement setting forth both:
(A)
The total number of customers who have contracted with the invention developer; provided, that the number need not reflect those customers who have contracted within the last thirty (30) days; and
(B)
The number of customers who have received, by virtue of the invention developer's performance of invention development services, an amount of money in excess of the amount of money paid by such customers to the invention developer; and
(4)
A statement as follows: "Any contract for invention development services between you and our firm will be regulated by law. Our firm is not qualified or permitted to advise you whether protection of your idea or invention is available under the patent, copyright, or trademark laws of the United States or any other law. The contract does not provide any patent, copyright, or trademark protection for your idea or invention. If your idea or invention is patentable, copyrightable, or subject to trademark protection, or infringes an existing valid patent, copyright, or trademark or a patent, copyright, or trademark for which application has been made, your failure to inquire into these matters may affect your rights to your idea or invention."
Acts 1977, ch. 436, § 12; T.C.A., § 47-20-104.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1205 - Written contracts required

(a)
Every contract for invention development services shall be in writing and shall be subject to this part. A copy of the written contract shall be given to the customer at the time the customer signs the contract.
(b)
If one (1) or more subsequent contracts are contemplated by the invention developer in connection with an invention, or if the invention developer contemplates performance of services in connection with an invention in more than one (1) phase with the performance of each phase covered in one (1) or more subsequent contracts, the invention developer shall so state in writing and shall supply to the customer such writing, together with a copy of such contract or written summary of the general terms of each and every such subsequent contract, including the amount of any fees or other consideration required from the customer, at the time the customer signs the first contract.
Acts 1977, ch. 436, § 3; T.C.A., § 47-20-105.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1206 - Cancellation option

(a)
(1)
Notwithstanding any contractual provision to the contrary, the invention developer and the customer shall each have the right to cancel a contract for invention development services for any reason at any time within seven (7) days of the date the invention developer and the customer sign the contract.
(2)
Cancellation shall be effected by written notice mailed or delivered to the invention developer or the customer. If the notice is mailed, it must be postmarked by twelve o'clock midnight (12:00) of the last day of the cancellation period. If the notice is delivered, it must be delivered by the end of the invention developer's normal business day. Within five (5) business days after receipt of such notice of cancellation by the customer, the invention developer shall return to the customer, by mail, all moneys paid and all materials provided by the customer.
(b)
(1)
Subsection (a) shall apply to every contract executed between an invention developer and a customer.
(2)
Each such contract shall contain the following statement in ten (10) point boldface type immediately above the place at which the customer signs the contract:
"The seven-day period during which you may cancel this contract for any reason by mailing or delivering written notice to the invention developer will expire on ____________________ (Last date to mail or deliver notice)
If you choose to mail your notice, it must be placed in the United States mail properly addressed first class postage prepaid and postmarked before twelve o'clock midnight (12:00) of this date. If you choose to deliver your notice to the invention developer directly, it must be delivered to that party by the end of that party's normal business day on this date. The invention developer also has the right to cancel this contract by notice similarly mailed or delivered."
Acts 1977, ch. 436, § 4; T.C.A., § 47-20-106.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1208 - Disclosures to be printed on cover of contract

Each and every contract for invention development services shall carry a distinctive and conspicuous cover sheet with the following notice (and no other) imprinted thereon in boldface type of not less than ten (10) point size:
"The following disclosures are required by law:
You have the right to cancel this contract for any reason at any time within seven (7) days from the date you and the invention developer sign the contract and you receive a fully executed copy of it. To exercise this option, you need only mail or deliver to this invention developer written notice of your cancellation. The method and time for notification is set forth in this contract immediately above the place for your signature. Upon cancellation, the invention developer must return by mail, within five (5) business days, all money paid and all materials provided by you.
This contract between you and the invention developer is regulated by law. The invention developer is not qualified or permitted to advise you whether protection of your idea or invention is available under the patent, copyright, or trademark laws of the United States or any other law. This contract does not provide any patent, copyright, or trademark protection for your idea or invention. If your idea or invention is patentable, copyrightable, or subject to trademark protection, or infringes an existing valid patent, copyright, or trademark or a patent, copyright, or trademark for which application has been made, your failure to inquire into these matters may affect your rights to your idea or invention."
Acts 1977, ch. 436, § 5; T.C.A., § 47-20-108.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1209 - Acquiring interest in invention by developer

No invention developer shall acquire any interest, partial or whole, in the title to the customer's invention, unless the invention developer contracts to manufacture the invention and acquires such interest for such purpose at or about the time the contract for manufacture is executed. Nothing in this section shall be construed to prohibit an invention developer from contracting with a customer to receive a portion of any proceeds accruing to the customer as a result of performance of invention development services by the invention developer.
Acts 1977, ch. 436, § 6; T.C.A., § 47-20-109.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1210 - Right of action against developer

No contract for invention development services shall require or entail the execution of any note or series of notes by the customer which, when separately negotiated, will cut off as to third parties any right of action or defense which the customer may have against the invention developer.
Acts 1977, ch. 436, § 7; T.C.A., § 47-20-110.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1211 - Contracts in violation of part void

Any contract for invention development services which does not comply with the applicable provisions of this part shall be void and unenforceable as contrary to public policy; provided, that no contract shall be void and unenforceable if the invention developer proves that noncompliance was unintentional and resulted from a bona fide error, notwithstanding the use of reasonable procedures adopted to avoid any such errors and makes an appropriate correction.
Acts 1977, ch. 436, § 14; T.C.A., § 47-20-111.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1212 - Contracts obtained by fraud void

Any contract for invention development services entered into in reliance upon any willful and false, fraudulent, or misleading representation by the invention developer is void and unenforceable.
Acts 1977, ch. 436, § 15; T.C.A., § 47-20-112.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1213 - Waiver of customer rights void

Any waiver by the customer of the provisions of this part is deemed contrary to public policy and is void and unenforceable.
Acts 1977, ch. 436, § 16; T.C.A., § 47-20-113.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1214 - Failure to disclose - Contract voidable

Failure to make the disclosures required by this part shall render any contract subsequently entered into between the customer and the invention developer voidable by the customer.
Acts 1977, ch. 436, § 19; T.C.A., § 47-20-114.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1215 - Progress reports

With respect to each and every contract for invention development services, the invention developer shall deliver to the customer at the address specified in the contract, at quarterly intervals throughout the term of the contract, a written statement of the services performed to date; provided, that the first such statement need not be delivered until one hundred eighty (180) days after the contract is executed.
Acts 1977, ch. 436, § 9; T.C.A., § 47-20-115.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1216 - Customer's rights unimpaired by developer's assignments

Any assignee of the invention developer's rights is subject to all equities and defenses of the customer against the invention developer existing in favor of the customer at the time of the assignment.
Acts 1977, ch. 436, § 8; T.C.A., § 47-20-116.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1217 - Bond of developer

(a)
(1)
Every invention developer rendering or offering to render invention development services in this state shall maintain a bond issued by a surety company admitted to do business in this state.
(2)
The principal sum of the bond shall be five percent (5%) of the invention developer's gross income from the invention development business in this state during the invention developer's last fiscal year, except that the principal sum of the bond shall not be less than twenty-five thousand dollars ($25,000) in the first or any subsequent year of operations.
(3)
A copy of such bond shall be filed with the secretary of state prior to the time the invention developer first commences business in this state.
(4)
The invention developer shall have ninety (90) days after the end of each fiscal year within which to change the bond as may be necessary to conform to the requirements of this section.
(b)
(1)
The bond required by subsection (a) shall be in favor of the state of Tennessee for the benefit of any person who, after entering into a contract for invention development services with an invention developer, is damaged by fraud or dishonesty or failure to provide the services of the invention developer in performance of the contract.
(2)
Any person claiming against the bond may maintain an action at law against the invention developer and the surety.
(3)
The aggregate liability of the surety to all persons for all breaches of conditions of the bond provided herein shall in no event exceed the amount of the bond.
Acts 1977, ch. 436, §§ 20, 21; T.C.A., § 47-20-117.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1218 - Deposit in lieu of bond

In lieu of furnishing the bond required by §
47-25-1217
, the invention developer may deposit with the secretary of state a cash deposit in the like amount. This cash deposit may be satisfied by any of the following:
(1)
Certificates of deposit payable to the secretary of state issued by banks doing business in this state and insured by the federal deposit insurance corporation;
(2)
Investment certificates of share accounts assigned to the secretary of state and issued by a savings and loan association doing business in this state and insured by the federal deposit insurance corporation;
(3)
Bearer bonds issued by the United States government or by this state; or
(4)
Cash deposited with the secretary of state.
Acts 1977, ch. 436, § 22; T.C.A., § 47-20-118.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1219 - Record retention

Every invention developer shall maintain all records and correspondence relating to performance of each invention development service contract for a period of not less than three (3) years after expiration of the term of each such contract.
Acts 1977, ch. 436, § 23; T.C.A., § 47-20-119.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1220 - Compliance with other laws required

This part is not exclusive and does not relieve the parties or the contract subject thereto from compliance with all other applicable law.
Acts 1977, ch. 436, § 13; T.C.A., § 47-20-120.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1221 - Civil action against developer for violations

(a)
Any person who has been injured by a violation of this part by an invention developer, or by any false or fraudulent statement, representation, or omission of material fact by an invention developer, or by failure of an invention developer to make all the disclosures required by §
47-25-1207
, may bring a civil action against the invention developer for the greater of the following amounts:
(1)
Three thousand dollars ($3,000); or
(2)
Three (3) times the amount of the actual damages, if any, sustained by the plaintiff.
(b)
In addition to the greater of the preceding amounts, the court may award reasonable attorney's fees to the plaintiff.
Acts 1977, ch. 436, § 17; T.C.A., § 47-20-121.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 12 - INVENTION DEVELOPMENT (§§ 47-25-1201 — 47-25-1222) › Section 47-25-1222 - Violations - Penalties - Injunctions

(a)
Any invention developer who willfully violates any provision of this part, or willfully enters an invention development contract which omits any duty or disclosure required by this part, commits a Class C misdemeanor.
(b)
Any circuit or chancery court of this state has jurisdiction to restrain and enjoin the violation of any of the provisions of this part relating to invention development services and contracts for such services.
(c)
The duty to institute actions for violation of such provisions of this part, including proceedings to restrain and enjoin such violations, is hereby vested in the attorney general and reporter, district attorneys general, and city attorneys. The attorney general and reporter, any district attorney general, or any city attorney may prosecute misdemeanor actions or institute equity proceedings or both.
(d)
This section shall not be deemed to prohibit the enforcement by any person of any right provided by this or any other law.
Acts 1977, ch. 436, § 18; T.C.A., § 47-20-122; Acts 1989, ch. 591, § 113.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1301 - Part definitions

As used in this part, unless the context otherwise requires:
(1)
"Current model" means a model listed in the wholesaler's, manufacturer's or distributor's current sales manual or any supplements thereto;
(2)
"Current net price" means the price listed in the supplier's price list or catalogue in effect at the time the contract is cancelled or discontinued, less any applicable trade and cash discounts;
(3)
"Inventory" means farm implements and machinery, construction, utility and industrial equipment, consumer products, outdoor power equipment, attachments and repair parts;
(4)
"Retailer" means any person, firm or corporation engaged in the business of selling and retailing farm implements and machinery, construction, utility and industrial equipment, outdoor power equipment, attachments or repair parts and shall not include retailers of petroleum products;
(5)
"Superseded part" means any part that will provide the same function as a currently available part as of the date of cancellation; and
(6)
"Supplier" means any manufacturer, wholesaler, wholesale distributor, or any purchaser of assets or stock of any surviving corporation resulting from a merger or liquidation, any receiver or assignee, or any trustee of the original manufacturer, wholesaler or distributor.
Acts 1999, ch. 193, § 2.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1302 - Retail agreement modifications for good cause

(a)
No supplier, directly or through an officer, agent or employee, may terminate, cancel, fail to renew or substantially change the competitive circumstances of a retail agreement without good cause. "Good cause" means failure by a retailer to comply with requirements imposed upon the retailer by the retail agreement if such requirements are not different from those imposed on other retailers similarly situated in this state. In addition, good cause exists whenever:
(1)
There has been a closeout on the sale of a substantial part of the retailer's assets related to the equipment business, or there has been a commencement of a dissolution or liquidation of the retailer;
(2)
The retailer has changed its principal place of business or added additional locations without prior approval of the supplier, which shall not be unreasonably withheld;
(3)
The retailer has substantially defaulted under a chattel mortgage or other security agreement between the retailer and the supplier, or there has been a revocation or discontinuance of a guarantee of a present or future obligation of the retailer to the supplier;
(4)
The equipment retailer has failed to operate in the normal course of business for seven (7) consecutive days or has otherwise abandoned the business;
(5)
The retailer has pleaded guilty to or has been convicted of a felony affecting the relationship between the retailer and the supplier; or
(6)
The retailer transfers an interest in the dealership, or a person with a substantial interest in the ownership or control of the dealership, including an individual proprietor, partner or major shareholder, withdraws from the dealership or dies, or a substantial reduction occurs in the interest of a partner or major shareholder in the dealership. However, good cause does not exist if the supplier consents to an action described in this subsection (a).
(b)
Except as otherwise provided herein, a supplier shall provide a retailer with at least ninety (90) days' written notice of termination, cancellation or nonrenewal of the retail agreement and a sixty-day right to cure the deficiency. If the deficiency is cured within the allotted time, the notice is void. In the case where cancellation is enacted due to market penetration, a reasonable period of time shall have existed where the supplier has worked with the dealer to gain the desired market share. The notice shall state all reasons constituting good cause for action. The notice is not required if the reason for termination, cancellation or nonrenewal is a violation under subsection (a).
Acts 1999, ch. 193, § 3.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1303 - Retailer's right to have inventory repurchased

Whenever any retailer enters into an agreement, evidenced by a written or oral contract, with a supplier wherein the retailer agrees to maintain an inventory of parts and to provide service and the contract is terminated, then the supplier shall repurchase the inventory as provided in this part. The retailer may keep the inventory if the retailer desires. If the retailer has any outstanding debts to the supplier, then the repurchase amount may be set off or credited to the retailer's account.
Acts 1999, ch. 193, § 4.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1304 - Prohibited supplier actions

No supplier shall:
(1)
Coerce any retailer to accept delivery of equipment, parts or accessories which the retailer has not ordered voluntarily, except as required by any applicable law, or unless parts or accessories are safety parts or accessories required by the supplier;
(2)
Condition the sale of additional equipment to a retailer upon a requirement that the retailer also purchase other goods or services, except that a supplier may require the retailer to purchase those parts reasonably necessary to maintain the quality of operation in the field of the equipment used in the trade area;
(3)
Coerce a retailer into refusing to purchase equipment manufactured by another supplier; or
(4)
Terminate, cancel or fail to renew or substantially change the competitive circumstances of the retail agreement based on the results of a natural disaster, including a sustained drought or high unemployment in the dealership market area, labor dispute or other similar circumstances beyond the retailer's control.
Acts 1999, ch. 193, § 5.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1305 - Date governing repurchase - Price and associated costs

The supplier shall repurchase that inventory previously purchased from such supplier and held by the retailer on the date of termination of the contract. The supplier shall pay one hundred percent (100%) of the current net price of all new, unsold, undamaged and complete farm implements and machinery, construction, utility and industrial equipment, outdoor power equipment and attachments, and ninety percent (90%) of the current net price on new, unused and undamaged and superseded repair parts. The supplier shall pay the retailer ten percent (10%) of the current net price on all new, unused and undamaged repair parts returned to cover the cost of handling, packing and loading. The supplier shall have the option of performing the handling, packing and loading in lieu of paying the ten percent (10%) for these services. The supplier shall purchase at its amortized value any specific data processing hardware and software and telecommunications equipment that the supplier required the retailer to purchase within the past five (5) years. The supplier shall also repurchase, at seventy-five percent (75%) of the net cost, specialized repair tools purchased in the previous three (3) years and, at fifty percent (50%) of the net cost, specialized repair tools purchased in the previous four (4) through six (6) years pursuant to the requirements of the supplier and held by the retailer on the date of termination. Such specialized repair tools must be unique to the supplier's product line and must be in complete and resalable condition. Farm implements, machinery, utility and industrial equipment and outdoor power equipment used in demonstrations, including equipment leased primarily for demonstration or lease, shall also be subject to repurchase under this part at its agreed depreciated value; provided, that such equipment is in new condition and has not been abused.
Acts 1999, ch. 193, § 6.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1306 - Title to repurchased inventory - Account adjustments

Upon payment of the repurchase amount to the retailer, the title and right of possession to the repurchased inventory shall transfer to the supplier. Annually, at the end of each calendar year, after termination or cancellation, the retailer's reserve account for recourse, retail sale or lease contracts shall not be debited by a supplier or lender for any deficiency unless the retailer or the heirs of the retailer have been given at least seven (7) business days' notice by certified or registered United States mail, return receipt requested, of any proposed sale of the equipment financed and an opportunity to purchase the equipment. The former retailer or the heirs of the retailer shall be given quarterly status reports on any remaining outstanding recourse contracts. As the recourse contracts are reduced, any reserve account funds shall be returned to the retailer or the heirs of the retailer in direct proportion to the liabilities outstanding.
Acts 1999, ch. 193, § 7.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1307 - Exceptions to repurchase requirement

This part shall not require the repurchase from a retailer of:
(1)
Any repair part which, because of its condition, is not resalable as a new part;
(2)
Any inventory which the retailer desires to keep; provided, that the retailer has a contractual right to do so;
(3)
Any farm implements and machinery, construction, utility and industrial equipment, outdoor power equipment and attachments which are not current models or which are not in new, unused, undamaged, complete condition; provided, that the equipment used in demonstrations or leased as provided in §
47-25-1305
shall be considered new and unused;
(4)
Any repair parts which are not in new, unused, undamaged condition;
(5)
Any farm implements and machinery, construction, utility and industrial equipment, outdoor power equipment or attachments which were purchased more than thirty-six (36) months prior to notice of termination of the contract; or
(6)
Any inventory which was ordered by the retailer on or after the date of termination of the contract.
Acts 1999, ch. 193, § 8.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1308 - Civil liability for failure to repurchase

If any supplier fails or refuses to repurchase and pay the retailer for any inventory covered under this part within sixty (60) days after shipment of such inventory, such supplier shall be civilly liable for one hundred percent (100%) of the current net price of the inventory, plus any freight charges paid by the retailer, the retailer's attorney fees, court costs and interest on the current net price computed at the legal interest rate from the sixty-first day after date of shipment.
Acts 1999, ch. 193, § 9.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1309 - Death of retailer or major stockholder - Repurchase option of heirs

(a)
In the event of the death of the retailer or the majority stockholder of a corporation operating as a retailer, the supplier shall, at the option of the heir or heirs, repurchase the inventory from the heir or heirs of the retailer or majority stockholder as if the supplier had terminated the contract. The heir or heirs shall have one (1) year from the date of the death of the retailer or majority stockholder to exercise their options under this part. Nothing in this part shall require the repurchase of any inventory if the heir or heirs and the supplier enter into a new contract retail agreement to operate the retail dealership.
(b)
A supplier shall have ninety (90) days in which to consider and make a determination upon a request by a family member to enter into a new retail agreement to operate the retail dealership. As used herein, "family member" means a spouse, child, son-in-law, daughter-in-law or lineal descendant of the dealer or principal owner of the dealership. In the event the supplier determines that the requesting family member is not acceptable, the supplier shall provide the family member with a written notice of its determination with the stated reasons for nonacceptance. This section does not entitle an heir, personal representative or family member to operate a dealership without the specific written consent of the supplier.
(c)
Notwithstanding this section, in the event that a supplier and a dealer have previously executed an agreement concerning succession rights prior to the dealer's death and, if such agreement has not been revoked, such agreement shall be observed even if it designates someone other than the surviving spouse or heirs of the decedent as the successor.
Acts 1999, ch. 193, § 10.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1310 - Security interests not affected - Exemption from bulk sales law - Inspection

This part shall not be construed to affect in any way any security interest which the supplier may have in the inventory of the retailer, and any repurchase hereunder shall not be subject to the bulk sales law. The retailer and supplier shall furnish representatives to inspect all parts and certify their acceptability when packed for shipment. Failure of the supplier to provide a representative within sixty (60) days shall result in automatic acceptance by the supplier of all returned items.
Acts 1999, ch. 193, § 11.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1311 - Actions for civil damages - Injunctions

(a)
A retailer may bring an action for civil damages in a court of competent jurisdiction against any supplier found violating any of the provisions of this part, and may recover damages sustained as a consequence of the supplier's violations together with all costs and attorneys' fees.
(b)
The retailer shall be entitled to injunctive relief against unlawful termination, cancellation, nonrenewal or substantial change of competitive circumstances of the retail agreement. The remedies in this section are in addition to any other remedies permitted by law.
Acts 1999, ch. 193, § 12.
2023 Tennessee Code › Title 47 - COMMERCIAL INSTRUMENTS AND TRANSACTIONS (§§ 47-1-101 — 47-50-121) › Chapter 25 - TRADE PRACTICES (§§ 47-25-NEW — 47-25-2006) › Part 13 - REPURCHASE OF TERMINATED FRANCHISE INVENTORY (§§ 47-25-1301 — 47-25-1314) › Section 47-25-1312 - Applicability

This part shall apply to all contracts and shall apply to all retail agreements in effect which have no expiration date and are a continuing contract, and shall apply to all other contracts entered into, amended, extended, ratified or renewed after May 16, 1977. This part shall apply to and be binding upon all suppliers, all successors in interest or purchasers of assets or stock of suppliers, and all receivers, trustees or assignees of suppliers. Any contractual term restricting the procedural or substantive rights of a retailer under this part, including a choice of law or choice of forum clause, is void.
Acts 1999, ch. 193, § 13.