(a) A dealer may terminate or cancel its manufacturer/dealer agreement with a manufacturer or distributor with or without good cause by giving thirty (30) days’ written notice.
Terms Used In Tennessee Code 55-28-105
Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
Dealer: means any person, firm, corporation, or business entity licensed or required to be licensed under this chapter or chapter 17, part 4 of this title. See Tennessee Code 55-28-102
Distributor: means any person, firm, corporation, or business entity that purchases new recreational vehicles for resale to dealers. See Tennessee Code 55-28-102
Line-make: means a specific series of recreational vehicles that: (A) Are identified by a common series trade name or trademark. See Tennessee Code 55-28-102
Manufacturer: means any person, firm, corporation, or business entity that engages in the manufacturing of recreational vehicles. See Tennessee Code 55-28-102
Nolo contendere: No contest-has the same effect as a plea of guilty, as far as the criminal sentence is concerned, but may not be considered as an admission of guilt for any other purpose.
Plea: In a criminal case, the defendant's statement pleading "guilty" or "not guilty" in answer to the charges, a declaration made in open court.
State: when applied to the different parts of the United States, includes the District of Columbia and the several territories of the United States. See Tennessee Code 1-3-105
Vehicle: means every device in, upon or by which any person or property is or may be transported or drawn upon a highway, excepting devices used exclusively upon stationary rails or tracks. See Tennessee Code 55-8-101
written: includes printing, typewriting, engraving, lithography, and any other mode of representing words and letters. See Tennessee Code 1-3-105
(b)(1) If the termination or cancellation is for good cause, the notice must state all reasons for the proposed termination or cancellation and must further state that if, within thirty (30) days following receipt of the original notice, the manufacturer or distributor provides to the dealer a written notice of intent to cure all claimed deficiencies, the manufacturer or distributor will then have ninety (90) days following receipt of the original notice to rectify the deficiencies.(2) If the deficiencies are rectified within ninety (90) days, the dealer’s notice is voided. If the manufacturer or distributor fails to provide the notice of intent to cure the deficiencies or fails to cure the deficiencies in the prescribed time period, the termination or cancellation will take effect as provided in the original notice.(3) If the manufacturer/dealer agreement is terminated, cancelled, or not renewed by the dealer for good cause, and the manufacturer fails to provide notice or to cure the claimed deficiencies, the manufacturer shall at the dealer’s option and within forty-five (45) days after termination, cancellation, or nonrenewal, repurchase:
(A) All new, untitled recreational vehicles that were acquired from the manufacturer or distributor within twelve (12) months before the effective date of the notice of termination, cancellation, or nonrenewal that have not been used, except for demonstration purposes, and that have not been altered or damaged, at one hundred percent (100%) of the net invoice cost, including transportation, less applicable rebates and discounts to the dealer;(B) All undamaged accessories and proprietary parts sold to the dealer for resale within the twelve (12) months prior to termination, cancellation, or nonrenewal, if accompanied by the original invoice, at one hundred five percent (105%) of the original net price paid to the manufacturer or distributor to compensate the dealer for handling, packing, and shipping the parts; and(C) Properly functioning diagnostic equipment, special tools, current signage, and other equipment and machinery at one hundred percent (100%) of dealers’ net cost plus freight if the dealer can prove the equipment can no longer be used in the normal course of the dealer’s ongoing business.(4) In the event any of the vehicles repurchased pursuant to subdivision (b)(3) are damaged, but do not trigger a consumer disclosure requirement, the amount due the dealer shall be reduced by the cost to repair the vehicle. Damage prior to delivery to the dealer that is disclosed at the time of delivery will not disqualify repurchase under this subdivision (b)(4).(5) A dealer is not prohibited from selling the remaining in-stock inventory of a particular line-make after the manufacturer/dealer agreement for that line-make has been terminated or not renewed. If recreational vehicles of a line-make are not returned or required to be returned to the manufacturer or distributor, the dealer may continue to sell all line-makes that were subject to the terminated manufacturer/dealer agreement and are currently in stock until those line-makes are no longer in the dealer’s inventory.(6) The dealer has the burden of showing good cause. Any of the following items shall be deemed good cause for the proposed termination, cancellation, or nonrenewal action by a dealer:
(A) A manufacturer being convicted of, or entering a plea of guilty or nolo contendere to a felony;(B) The business operations of the manufacturer have been abandoned or closed for ten (10) consecutive business days, unless the closing is due to an act of God, strike, labor difficulty, or other cause over which the manufacturer has no control;(C) A significant misrepresentation by the manufacturer materially affecting the business relationship;(D) A material violation of this chapter which is not cured within thirty (30) days after written notice by the dealer; or(E) A declaration by the manufacturer of bankruptcy, insolvency, or the occurrence of an assignment for the benefit of creditors or bankruptcy.
