Part 1 Power and Use of Eminent Domain — General Provisions 29-17-101 – 29-17-106
Part 2 Counties 29-17-201 – 29-17-203
Part 3 Municipalities 29-17-301 – 29-17-302
Part 4 University of Tennessee 29-17-401
Part 5 Housing Authorities 29-17-501 – 29-17-504
Part 6 Coast and Geodetic Surveys 29-17-601 – 29-17-602
Part 7 Action in Rem 29-17-701 – 29-17-713
Part 8 Payments Into Court 29-17-801 – 29-17-802
Part 9 Supplementary Method 29-17-901 – 29-17-914
Part 10 Miscellaneous Provisions 29-17-1001 – 29-17-1005

Terms Used In Tennessee Code > Title 29 > Chapter 17 - Eminent Domain by Public Agencies

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Affiliate: when used to indicate a relationship with an interested shareholder, means a person that directly or indirectly through one (1) or more intermediaries, controls, or is controlled by, or is under common control with, or is acting in concert with, a specified person. See Tennessee Code 48-103-203
  • Affirmed: In the practice of the appellate courts, the decree or order is declared valid and will stand as rendered in the lower court.
  • Agriculture: means :
    1. The land, buildings and machinery used in the commercial production of farm products and nursery stock. See Tennessee Code 1-3-105
    2. Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
    3. Announcement date: when used in reference to any business combination, means the date of the first public announcement of a final definitive proposal for such business combination. See Tennessee Code 48-103-203
    4. Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
    5. Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
    6. Appraisal: A determination of property value.
    7. Arrest: Taking physical custody of a person by lawful authority.
    8. Articles of conversion: means the form of articles provided for in chapter 204 of this title creating a new LLC and evidencing the conversion of an existing partnership or corporation to the new LLC which shall have all of the assets and liabilities of the former partnership. See Tennessee Code 48-202-101
    9. articles of incorporation: includes all documents serving a similar function required to be filed with the secretary of state or other state office of the LLC's jurisdiction of organization. See Tennessee Code 48-202-101
    10. articles of organization: means in the case of an LLC organized under chapters 201-248 of this title, articles of organization, articles of amendment, articles of correction, certificates of merger, and all similar documents required to be filed with any of the foregoing as part of the formation and continuation of an LLC. See Tennessee Code 48-202-101
    11. Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
    12. Associate: when used to indicate a relationship with an interested shareholder, means:
      1. Any domestic or foreign corporation, partnership, syndicate, joint venture or other unincorporated organization of which such person is an officer, director, manager or partner (either general or limited) or is, directly or indirectly, the beneficial owner of ten percent (10%) or more of any class of voting stock. See Tennessee Code 48-103-203
      2. Associate: when used to indicate a relationship with any person means:
        1. A person that directly or indirectly controls, or is controlled by, or is under common control with, the person specified or who is or intends to act jointly or in concert with such specified person. See Tennessee Code 48-103-302
        2. Beneficial owner: when used with respect to any class or series of shares or other securities, means a person that:
          1. Individually, or with or through any of its affiliates or associates, beneficially owns such shares or other securities, directly or indirectly. See Tennessee Code 48-103-203
          2. Beneficiary: A person who is entitled to receive the benefits or proceeds of a will, trust, insurance policy, retirement plan, annuity, or other contract. Source: OCC
          3. Bequest: Property gifted by will.
          4. board: means the board provided for in part 3 of this chapter. See Tennessee Code 8-34-101
          5. Board of directors: means the board of directors of a corporation created under this part. See Tennessee Code 48-101-102
          6. board of directors: means the governing board of a corporation, whether denominated the board of directors or otherwise, except that no person or group of persons is the board of directors because of powers delegated to that person or group pursuant to §. See Tennessee Code 48-51-201
          7. board of governors: means the board of governors of an LLC electing to be board-managed or, in the case of a foreign limited liability company, its equivalent. See Tennessee Code 48-202-101
          8. Board-managed: means an LLC organized pursuant to this title that elected pursuant to §. See Tennessee Code 48-202-101
          9. Bonds: means bonds, notes, interim certificates, or other obligations of a corporation issued pursuant to this part. See Tennessee Code 48-101-301
          10. Broker-dealer: includes "broker-dealer" as defined in § 48-1-102. See Tennessee Code 48-103-102
          11. Business: includes every trade, occupation, profession, investment activity and other lawful purpose for gain or the preservation of assets whether or not carried on for profits. See Tennessee Code 48-202-101
          12. Business combination: when used in reference to any resident domestic corporation and any interested shareholder of such resident domestic corporation or any affiliate or associate of such interested shareholder, means:

            Any merger or consolidation of such resident domestic corporation or any subsidiary of such resident domestic corporation with:

            An interested shareholder or any affiliate or associate of such interested shareholder. See Tennessee Code 48-103-203

          13. Bylaws: means the code or codes of rules, other than the charter, adopted pursuant to chapters 51-68 of this title for the regulation or management of the affairs of the corporation irrespective of the name or names by which such rules are designated. See Tennessee Code 48-101-902
          14. Bylaws: means the code or codes of rules (other than the charter) adopted pursuant to chapters 51-68 of this title for the regulation or management of the affairs of the corporation irrespective of the name or names by which such rules are designated. See Tennessee Code 48-51-201
          15. Charitable organization: means a group which is or holds itself out to be a benevolent, educational, voluntary health, philanthropic, humane, patriotic, religious or eleemosynary organization, or for the benefit of law enforcement personnel, firefighters, or other persons who protect the public safety, or any person who solicits or obtains contributions solicited from the public for charitable purposes. See Tennessee Code 48-101-501
          16. Charitable purpose: means a purpose that:
            1. Would make a corporation operated exclusively for that purpose eligible to be exempt from taxation under Section 501(c)(3) of the Internal Revenue Code. See Tennessee Code 48-51-201
            2. Charity: An agency, institution, or organization in existence and operating for the benefit of an indefinite number of persons and conducted for educational, religious, scientific, medical, or other beneficent purposes.
            3. Charter: includes amended and restated charters and articles of merger. See Tennessee Code 48-11-201
            4. Class: when used with reference to membership interests, means a category of membership interests that differs in one (1) or more rights or preferences from another category of membership interests of the LLC. See Tennessee Code 48-202-101
            5. Code: includes the Tennessee Code and all amendments and revisions to the code and all additions and supplements to the code. See Tennessee Code 1-3-105
            6. Commercial co-venturer: means any person who:
              1. Is organized for profit. See Tennessee Code 48-101-501
              2. Commissioner: means the commissioner of commerce and insurance. See Tennessee Code 48-103-102
              3. Commissioner: means any person in office as a member of the public service commission, as prescribed by title 65, chapter 1, prior to June 30, 1996. See Tennessee Code 8-34-101
              4. Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
              5. Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
              6. Conspicuous: means so written that a reasonable person against whom the writing is to operate should have noticed it. See Tennessee Code 48-11-201
              7. Continuing shares: means shares held continuously of record in the name of the beneficial owner or the beneficial owner's trustee, guardian, administrator, executor, conservator or similar fiduciary on behalf of such beneficial owner, on the resident domestic corporation's stock transfer records or reported to the securities and exchange commission on a Schedule 13D or 13G or Form 3 or 4 filing pursuant to the Exchange Act for one (1) year or more prior to the date of the shareholders' meeting at which the charter or bylaw amendment is considered. See Tennessee Code 48-103-203
              8. Contract: A legal written agreement that becomes binding when signed.
              9. Contribution agreement: means a binding agreement between a person and an LLC under which:
                1. The person has an obligation to make a contribution to the LLC in the future. See Tennessee Code 48-202-101
                2. Contribution allowance agreement: means an agreement between a person and an LLC, under which:
                  1. The person has the right, but not the obligation, to make a contribution to the LLC in the future. See Tennessee Code 48-202-101
                  2. Contributions: means the promise or grant of any money or property of any kind or value, including the payment or promise to pay in consideration of a sale, performance or show of any kind which is advertised or offered in conjunction with the name of any charity. See Tennessee Code 48-101-501
                  3. Control: means the possession, direct or indirect, of the power to direct or cause the direction of the management or policies of a person whether through the ownership of voting securities, by contract or otherwise. See Tennessee Code 48-103-502
                  4. control: means the possession, direct or indirect, of the power to direct or cause the direction of the management or policies of a person, whether through the ownership of voting securities, by contract, or otherwise. See Tennessee Code 48-103-102
                  5. Control: means the possession, direct or indirect, of the power to direct or cause the direction of the management or policies of a person whether through the ownership of voting securities, by contract or otherwise. See Tennessee Code 48-103-302
                  6. Control share acquisition: means the acquisition, directly or indirectly, by any person of ownership of, or the power to direct the exercise of voting power with respect to, issued and outstanding control shares. See Tennessee Code 48-103-302
                  7. control shares: includes such shares only to the extent to which their acquisition causes the acquiring person to exceed any threshold of voting power set forth above for which approval has not been obtained previously pursuant to §48-103-307. See Tennessee Code 48-103-302
                  8. Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
                  9. Corporation: means a development credit corporation created under this part. See Tennessee Code 48-101-102
                  10. Corporation: means any corporation organized pursuant to this part. See Tennessee Code 48-101-301
                  11. Corporation: means a public benefit or mutual benefit corporation which is not a foreign corporation, incorporated under or subject to chapters 51-68 of this title, and is recognized as exempt under § 501(c)(3) of the Internal Revenue Code (26 U. See Tennessee Code 48-101-902
                  12. Corporation: means a corporation organized under the laws of Tennessee which has become subject to this part pursuant to §48-103-310 and which has:

                    One hundred (100) or more shareholders. See Tennessee Code 48-103-302

                  13. Court: includes every court and judge having jurisdiction in the case. See Tennessee Code 48-202-101
                  14. Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
                  15. Deed: The legal instrument used to transfer title in real property from one person to another.
                  16. Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
                  17. delivery: means any method of delivery used in conventional commercial practice, including delivery by hand, mail, commercial delivery, and, if authorized in accordance with §. See Tennessee Code 48-11-201
                  18. Devise: To gift property by will.
                  19. Directors: means natural persons, designated in the charter or bylaws or elected or appointed by the incorporators, and their successors and natural persons elected or appointed to act as members of the board, irrespective of the names or titles by which such persons are described. See Tennessee Code 48-51-201
                  20. Disaster: means any natural, technological, or civil emergency that causes damage of sufficient severity and magnitude to result in a declaration of a state of emergency by a county, the governor, or the president of the United States. See Tennessee Code 48-101-501
                  21. Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
                  22. Disqualified person: means an individual or entity that for any reason is or becomes ineligible under this part to be issued shares by a professional corporation. See Tennessee Code 48-101-603
                  23. Dissolution: means that the LLC has incurred an event under §. See Tennessee Code 48-202-101
                  24. Dissolution avoidance consent: means the consent to continue the existence and business of the LLC without dissolution, which consent is given as provided in §. See Tennessee Code 48-202-101
                  25. Distribution: means a direct or indirect transfer of money or other property (except its own membership interests) with or without consideration, or an incurrence or issuance of indebtedness, (whether directly or indirectly, including through a guaranty) by an LLC to or for the benefit of any of its members in respect of membership interests. See Tennessee Code 48-202-101
                  26. Docket: A log containing brief entries of court proceedings.
                  27. Document: means :
                    1. Any tangible medium on which information is inscribed, and includes any writing or written instrument. See Tennessee Code 48-11-201
                    2. domestic corporation: means a corporation for profit, which is not a foreign corporation, incorporated under or subject to the Tennessee Business Corporation Act, compiled in chapters 11-27 of this title, as amended. See Tennessee Code 48-202-101
                    3. Domestic professional corporation: means a professional corporation. See Tennessee Code 48-101-603
                    4. Electronic: means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic, or similar capabilities. See Tennessee Code 48-11-201
                    5. Eminent domain: means the authority conferred upon the government, and those entities to whom the government delegates such authority, to condemn and take, in whole or in part, the private property of another, so long as the property is taken for a legitimate public use in accordance with the fifth and fourteenth amendments to the United States Constitution, the Constitution of Tennessee, Art. See Tennessee Code 29-17-102
                    6. Employee: includes an officer but not a director. See Tennessee Code 48-11-201
                    7. Employer: means :

                      The state or any department, commission, institution, board or agency of the state government by which a member is paid, with respect to members in its employ. See Tennessee Code 8-34-101

                    8. Enterprise: means the health, educational or housing operations to be carried on with the facilities of a project. See Tennessee Code 48-101-301
                    9. Entitlement: A Federal program or provision of law that requires payments to any person or unit of government that meets the eligibility criteria established by law. Entitlements constitute a binding obligation on the part of the Federal Government, and eligible recipients have legal recourse if the obligation is not fulfilled. Social Security and veterans' compensation and pensions are examples of entitlement programs.
                    10. Entity: includes the following, whether foreign or domestic: LLCs. See Tennessee Code 48-202-101
                    11. Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
                    12. Equity security: means any share of stock or similar securities, or any securities convertible into such securities, or carrying any warrant or right to subscribe to or purchase such securities, or any such warrant or right, or any other security which the commissioner shall consider necessary or appropriate, by such rules and regulations as the commissioner may prescribe in the public interest or for the protection of investors, to deem to be an equity security. See Tennessee Code 48-103-102
                    13. Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
                    14. Exchange: means any share exchange whether pursuant to a plan of exchange under §§48-21-102,48-21-104, and48-21-105 or any successor or related statute, rule or law of this state or the comparable statute, rule or law of any other state or jurisdiction. See Tennessee Code 48-103-203
                    15. Exchange Act: means the Act of Congress known as the Securities Exchange Act of 1934 (15 U. See Tennessee Code 48-103-203
                    16. Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
                    17. Federal Reserve System: The central bank of the United States. The Fed, as it is commonly called, regulates the U.S. monetary and financial system. The Federal Reserve System is composed of a central governmental agency in Washington, D.C. (the Board of Governors) and twelve regional Federal Reserve Banks in major cities throughout the United States. Source: OCC
                    18. Felony: A crime carrying a penalty of more than a year in prison.
                    19. Fiduciary: A trustee, executor, or administrator.
                    20. Financial institution: means any banking corporation or institution, trust company, savings bank, cooperative bank, savings and loan association, insurance company, or related corporation, partnership, foundation, or other institution engaged primarily in lending or investing funds. See Tennessee Code 48-101-102
                    21. Financial rights: means a member's rights to:
                      1. Share in profits and losses as provided in §. See Tennessee Code 48-202-101
                      2. Fiscal year: The fiscal year is the accounting period for the government. For the federal government, this begins on October 1 and ends on September 30. The fiscal year is designated by the calendar year in which it ends; for example, fiscal year 2006 begins on October 1, 2005 and ends on September 30, 2006.
                      3. Foreclosure: A legal process in which property that is collateral or security for a loan may be sold to help repay the loan when the loan is in default. Source: OCC
                      4. Foreign corporation: means a nonprofit corporation incorporated under a law other than the law of this state, which would be a nonprofit corporation if formed under the laws of this state. See Tennessee Code 48-101-902
                      5. Foreign corporation: means a corporation for profit incorporated under a law other than the laws of this state. See Tennessee Code 48-202-101
                      6. Foreign professional corporation: means a corporation or association for profit incorporated for the purpose of rendering professional services under a law other than the law of this state. See Tennessee Code 48-101-603
                      7. Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
                      8. Governance rights: means a right to vote on one (1) or more matters and all a member's rights as a member in the LLC other than financial rights and the right to assign financial rights. See Tennessee Code 48-202-101
                      9. Governing body: means the legislative body of a county or the board or other body in which the general legislative powers of a city or town are vested. See Tennessee Code 48-101-301
                      10. Governing body: means the board of governors in the case of a board-managed LLC, the members in the case of a member-managed LLC, and the board of directors in the case of a corporation. See Tennessee Code 48-202-101
                      11. Governor: means a natural person or entity serving on the board of governors of a board-managed LLC. See Tennessee Code 48-202-101
                      12. Grantor: The person who establishes a trust and places property into it.
                      13. Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
                      14. Highway: includes public bridges and may be held equivalent to the words "county way" "county road" or "state road". See Tennessee Code 1-3-105
                      15. Hospital institution: means any city, county, metropolitan government, or other local governmental entity, or any institution organized for-profit or not for profit authorized by law to provide congregate elderly facilities or extended care, hospital, or nursing home facilities in this state, or any finance subsidiary of such hospital institution. See Tennessee Code 48-101-301
                      16. Housing: means any multi-family housing facilities to be occupied by persons of low and/or moderate income, and/or elderly, and/or handicapped persons as may be determined by the board of directors, which determination shall be conclusive. See Tennessee Code 48-101-301
                      17. Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
                      18. Individual: includes the estate of an incompetent or deceased individual. See Tennessee Code 48-11-201
                      19. Injunction: An order of the court prohibiting (or compelling) the performance of a specific act to prevent irreparable damage or injury.
                      20. Institution for higher education: means any institution organized for-profit or not for profit authorized by law to provide a program of education at the primary level, secondary level or beyond the secondary level in this state. See Tennessee Code 48-101-301
                      21. Interest: means either or both of the following rights under the organic law of an unincorporated entity:
                        1. The right to receive distributions from the entity either in the ordinary course or upon liquidation. See Tennessee Code 48-11-201
                        2. Interest rate: The amount paid by a borrower to a lender in exchange for the use of the lender's money for a certain period of time. Interest is paid on loans or on debt instruments, such as notes or bonds, either at regular intervals or as part of a lump sum payment when the issue matures. Source: OCC
                        3. Interested shareholder: when used in reference to any resident domestic corporation, means any person (other than such resident domestic corporation or any subsidiary of such resident domestic corporation) that:

                          (i)  Is the beneficial owner, directly or indirectly, of ten percent (10%) or more of the voting power of any class or series of the then outstanding voting stock of such resident domestic corporation. See Tennessee Code 48-103-203

                        4. Interested shares: means the shares of a corporation which are owned, or with respect to which an irrevocable proxy is held, by:

                          An acquiring person. See Tennessee Code 48-103-302

                        5. Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
                        6. knowing: means actual awareness of the falsity or deception, but actual awareness may be inferred when objective manifestations indicate that a reasonable person would have known or would have reason to know of the falsity or deception. See Tennessee Code 48-101-501
                        7. Lands: includes lands, tenements and hereditaments, and all rights thereto and interests therein, equitable as well as legal. See Tennessee Code 1-3-105
                        8. Law: includes rules promulgated in accordance with § 48-101-630. See Tennessee Code 48-101-603
                        9. Lease: includes a lease containing an option to purchase the project for a nominal sum upon payment in full, or provision therefor, of all bonds issued in connection with the project and all interest thereon and all other expenses in connection with the project, and a lease containing an option to purchase the project at any time, as provided therein, upon payment of the purchase price which shall be sufficient to pay all bonds issued in connection with the project and all interest thereon and all other expenses incurred in connection with the project, but which payment may be made in the form of one (1) or more notes, debentures, bonds, or other secured or unsecured debt obligations of the lessee providing for timely payments, including, but not limited to, interest thereon sufficient for such purposes and delivered to the corporation or to the trustee under the indenture pursuant to which the bonds were issued. See Tennessee Code 48-101-301
                        10. Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
                        11. Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
                        12. Licensing authority: means the officer, board, agency, court or other authority in this state empowered to license or otherwise authorize the rendition of a professional service. See Tennessee Code 48-101-603
                        13. Lien: A claim against real or personal property in satisfaction of a debt.
                        14. Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
                        15. LLC: means a limited liability company, foreign or domestic, organized under or subject to the Tennessee Limited Liability Company Act, compiled in chapters 201-248 of this title. See Tennessee Code 48-101-702
                        16. LLC: means a limited liability company, whether foreign or domestic, that is formed under, that is subject to, or that has elected to be governed by, as applicable, the Tennessee Revised Limited Liability Company Act, compiled in chapter 249 of this title, except where expressly indicated otherwise. See Tennessee Code 48-101-802
                        17. LLC: means a limited liability company, organized under chapters 201-248 of this title. See Tennessee Code 48-202-101
                        18. Loan agreement: means an agreement providing for a corporation to loan the proceeds derived from the issuance of bonds pursuant to this part to one (1) or more contracting parties to be used to pay the cost of one (1) or more projects and providing for the repayment of such loan by the other contracting party or parties, and which may provide for such loans to be secured or evidenced by one (1) or more notes, debentures, bonds or other secured or unsecured debt obligations of the contracting party or parties, delivered to the corporation or to the trustee under the indenture pursuant to which the bonds were issued. See Tennessee Code 48-101-301
                        19. Loan limit: means , for any member, the maximum amount permitted to be outstanding at one (1) time on loans made by such member to the corporation, as determined under this part. See Tennessee Code 48-101-102
                        20. Majority vote: means with respect to a vote of the members, if voting on a per capita basis, a majority in number of the members entitled to vote on a specific matter, or if the voting is determined otherwise, a majority of the voting interest (which may be expressed as a percentage) entitled to vote on a specific matter, and with respect to a vote of the governors, a majority in number of the governors entitled to vote on a specific matter. See Tennessee Code 48-202-101
                        21. Manager: means a person elected, appointed, or otherwise designated as a manager by the governing body, and any other person considered elected as a manager pursuant to §. See Tennessee Code 48-202-101
                        22. Market value: when used in reference to property of any resident domestic corporation, means:

                          In the case of shares, the highest closing sale price during the thirty-day period immediately preceding the date in question of a share of such shares on the composite tape for New York Stock Exchange-listed stocks, or, if such shares are not quoted on such composite tape or if such shares are not listed on such exchange, on the principal United States securities exchange registered under the Exchange Act on which such shares are listed or, if such shares are not listed on any such exchange, the highest closing sale price (or bid quotation if no such sale price exists) with respect to such shares during the thirty-day period preceding the date in question on the National Association of Securities Dealers, Inc. See Tennessee Code 48-103-203

                        23. Medical advisors: means the physicians, companies, or organizations provided for in part 4 of this chapter. See Tennessee Code 8-34-101
                        24. Member: means any financial institution authorized to do business within this state which shall undertake to lend money to a corporation created under this part, upon its call, and in accordance with this part. See Tennessee Code 48-101-102
                        25. Member: means a person reflected in the required records of an LLC as the owner of some governance rights of a membership interest of the LLC. See Tennessee Code 48-202-101
                        26. Member: means any person included in the membership of the retirement system, as provided in chapter 35, part 1 of this title. See Tennessee Code 8-34-101
                        27. Member-managed: means an LLC organized pursuant to this title that has elected pursuant to §. See Tennessee Code 48-202-101
                        28. Membership: means the rights and obligations a member has pursuant to a corporation's charter, bylaws and chapters 51-68 of this title. See Tennessee Code 48-51-201
                        29. Membership interest: means a member's interest in an LLC consisting of a member's financial rights, a member's right to assign financial rights as provided in §. See Tennessee Code 48-202-101
                        30. Merger: means any merger whether pursuant to a plan of merger under §§48-21-102,48-21-104,48-21-105 and48-21-109 or any successor or related statute, rule or law of this state or the comparable statute, rule or law of any other state or jurisdiction respecting mergers or consolidations. See Tennessee Code 48-103-203
                        31. Misdemeanor: Usually a petty offense, a less serious crime than a felony, punishable by less than a year of confinement.
                        32. Month: means the time from any day of any month to the corresponding day of the succeeding month, if any, and if none, the last day of the succeeding month. See Tennessee Code 48-11-201
                        33. Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
                        34. Municipality: means any county or incorporated city or town in this state with respect to which a corporation may be organized. See Tennessee Code 48-101-301
                        35. Mutual benefit corporation: means a domestic corporation which becomes by operation of law a mutual benefit corporation pursuant to §. See Tennessee Code 48-101-902
                        36. Nonprofit corporation: means a nonprofit corporation, whether foreign or domestic, incorporated pursuant to or subject to chapters 51-68 of this title and exempt from franchise and excise tax as not-for-profit as defined in §. See Tennessee Code 48-101-802
                        37. nonprofit LLC: means a limited liability company:
                          1. That is disregarded as an entity for federal income tax purposes. See Tennessee Code 48-101-702
                          2. Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
                          3. Offeree: means the record holder and beneficial owner of equity securities which an offeror acquires or offers to acquire in connection with a takeover offer. See Tennessee Code 48-103-102
                          4. Offeree company: means a corporation or other issuer of equity securities which is incorporated or organized under the laws of this state or has its principal office in this state, which has substantial assets located in this state, and which is or may be involved in a takeover offer relating to any class of its equity securities. See Tennessee Code 48-103-102
                          5. Offeror: means a person who makes or in any way participates in making a takeover offer, and includes all affiliates and associates of that person and all persons acting jointly or in concert for the purpose of acquiring, holding or disposing of or exercising any voting rights attaching to the equity securities for which a takeover offer is made. See Tennessee Code 48-103-102
                          6. Operating agreement: means a written agreement described in §. See Tennessee Code 48-202-101
                          7. other contracting party: means any party to a sale contract or loan agreement except the corporation. See Tennessee Code 48-101-301
                          8. Owners: means members in the case of an LLC, shareholders in the case of a corporation, partners in the case of general or limited partnerships and the equivalent with respect to other entities. See Tennessee Code 48-202-101
                          9. Ownership interests: means membership interests in the case of an LLC, shares in the case of a corporation, partnership interests in the case of general or limited partnerships and the equivalent with respect to other entities. See Tennessee Code 48-202-101
                          10. Parent nonprofit corporation: means a nonprofit corporation that is the sole member of a nonprofit corporation. See Tennessee Code 48-101-702
                          11. Parent nonprofit corporation: means a nonprofit corporation that is the sole member of a nonprofit corporation. See Tennessee Code 48-101-802
                          12. Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
                          13. Person: means any individual, corporation, partnership, unincorporated association or other entity and any "associate" (as defined in subdivision (1)) of such individual or entity. See Tennessee Code 48-103-502
                          14. Person: includes a corporation, firm, company or association. See Tennessee Code 1-3-105
                          15. Person: means any individual, organization, trust, foundation, group, association, partnership, corporation, society or any combination of them. See Tennessee Code 48-101-501
                          16. Person: includes individual and entity. See Tennessee Code 48-202-101
                          17. Person: means any individual, partnership, limited partnership, syndicate, corporation, joint-stock company, unincorporated organization, trust or association. See Tennessee Code 48-103-102
                          18. Person: means any individual, domestic or foreign corporation, partnership (general or limited), syndicate, joint venture, trust estate, unincorporated association or other entity. See Tennessee Code 48-103-203
                          19. Person: means any individual, corporation, partnership, unincorporated association or other entity and any "associate" (as defined in subdivision (1)) of such individual or entity. See Tennessee Code 48-103-302
                          20. Personal property: All property that is not real property.
                          21. Personal property: includes money, goods, chattels, things in action, and evidences of debt. See Tennessee Code 1-3-105
                          22. Petit jury: A group of citizens who hear the evidence presented by both sides at trial and determine the facts in dispute. Federal criminal juries consist of 12 persons. Federal civil juries consist of six persons.
                          23. Plaintiff: The person who files the complaint in a civil lawsuit.
                          24. Pleadings: Written statements of the parties in a civil case of their positions. In the federal courts, the principal pleadings are the complaint and the answer.
                          25. Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
                          26. Principal executive office: means an office, in or out of this state, where the principal office of the chief manager of the LLC or foreign LLC is located. See Tennessee Code 48-202-101
                          27. Principal office: means the office (in or out of this state) so designated in the annual report where the principal executive offices of a domestic or foreign corporation are located. See Tennessee Code 48-11-201
                          28. Probable cause: A reasonable ground for belief that the offender violated a specific law.
                          29. Proceeding: includes civil suit and criminal, administrative, and investigatory action. See Tennessee Code 48-202-101
                          30. Professional corporation: means a corporation for profit, other than a foreign professional corporation, subject to this part. See Tennessee Code 48-101-603
                          31. Professional service: means a service that may be lawfully rendered only by a person licensed or otherwise authorized by a licensing authority in this state to render the service, and that may not be lawfully rendered by a corporation under the Tennessee Business Corporation Act, compiled in chapters 11-27 of this title. See Tennessee Code 48-101-603
                          32. Professional solicitor: means any person who, for a financial or other consideration, solicits contributions for, or on behalf of, a charitable organization, whether such solicitation is performed personally or through such person's agents, servants or employees or through agents, servants or employees specially employed by or for a charitable organization, who are engaged in the solicitation of contributions under the direction of such person, or a person who plans, conducts, manages, carries on or advises a charitable organization in connection with the solicitation of contributions. See Tennessee Code 48-101-501
                          33. project: means the purchase of the accounts receivable of any hospital institution. See Tennessee Code 48-101-301
                          34. Property: includes both personal and real property. See Tennessee Code 1-3-105
                          35. Prosecute: To charge someone with a crime. A prosecutor tries a criminal case on behalf of the government.
                          36. Public benefit corporation: means a domestic corporation which becomes by operation of law a public benefit corporation pursuant to §. See Tennessee Code 48-101-902
                          37. Qualified person: means an individual, general partnership or professional corporation to whom shares under this part may be issued. See Tennessee Code 48-101-603
                          38. Quorum: The number of legislators that must be present to do business.
                          39. Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
                          40. real property: include lands, tenements and hereditaments, and all rights thereto and interests therein, equitable as well as legal. See Tennessee Code 1-3-105
                          41. Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in a perceivable form. See Tennessee Code 1-3-105
                          42. Record date: means the date established under chapter 16 or 17 on which a corporation determines the identity of its shareholders for purposes of chapters 11-27 of this title. See Tennessee Code 48-11-201
                          43. Registered office: means the place in this state designated in the articles as the registered office of the LLC. See Tennessee Code 48-202-101
                          44. Regular interest: means interest at such rate or rates compounded annually as may be set from time to time by the board of trustees in accordance with §8-34-505. See Tennessee Code 8-34-101
                          45. Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
                          46. Reporter: Makes a record of court proceedings and prepares a transcript, and also publishes the court's opinions or decisions (in the courts of appeals).
                          47. Representative: when applied to those who represent a decedent, includes executors and administrators, unless the context implies heirs and distributees. See Tennessee Code 1-3-105
                          48. Representative: means a governor, manager, employee or other agent of a foreign LLC. See Tennessee Code 48-202-101
                          49. Resident domestic corporation: means an issuer of voting stock which, as of the share acquisition date in question, is organized under the laws of Tennessee and meets two (2) or more of the following requirements:

                            (i)  The corporation has more than either ten thousand (10,000) or ten percent (10%) of its shareholders resident in Tennessee or more than ten percent (10%) of its outstanding shares held by resident Tennessee shareholders. See Tennessee Code 48-103-203

                          50. Restitution: The court-ordered payment of money by the defendant to the victim for damages caused by the criminal action.
                          51. Retirement: means withdrawal from membership with a retirement allowance granted under chapters 34-37 of this title. See Tennessee Code 8-34-101
                          52. Retirement system: means the Tennessee consolidated retirement system as defined in §§8-34-201,8-34-202. See Tennessee Code 8-34-101
                          53. Road: includes public bridges and may be held equivalent to the words "county way" "county road" or "state road". See Tennessee Code 1-3-105
                          54. Sale contract: means a contract providing for the sale of one (1) or more projects to one (1) or more contracting parties and includes a contract providing for payment of the purchase price in one (1) or more installments. See Tennessee Code 48-101-301
                          55. Savings and loan association: includes a building and loan association, a federal or state savings and loan association, a federal savings bank, and any other financial institution, the accounts of which are insured by the federal savings and loan insurance corporation (FSLIC) or any successor of such corporation. See Tennessee Code 1-3-105
                          56. Secretary: means the corporate officer to whom the bylaws or the board of directors has delegated responsibility under §. See Tennessee Code 48-11-201
                          57. Secretary of state: means the secretary of state or the secretary of state's authorized representative. See Tennessee Code 48-101-501
                          58. Secretary of state: means the person who holds the office of secretary of state of Tennessee. See Tennessee Code 48-202-101
                          59. Series: means a category of membership interests, within a class of membership interests, that have some of the same rights and preferences as other membership interests within the same class, but that differ in one (1) or more rights and preferences from another category of membership interests within that class. See Tennessee Code 48-202-101
                          60. Service: means service as a general employee, a teacher, a state police officer, a wildlife officer, a firefighter, a police officer, a state judge, a county judge, an attorney general, a commissioner or a county official which is paid for by an employer, and also includes service for which a former member of the general assembly is entitled to under former §§ 3-401 and 3-406. See Tennessee Code 8-34-101
                          61. Service of process: The service of writs or summonses to the appropriate party.
                          62. Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
                          63. Share: means the unit into which the proprietary interests in a corporation are divided. See Tennessee Code 48-11-201
                          64. Shareholder: means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation. See Tennessee Code 48-11-201
                          65. shares: means :

                            Any stock or other equity interest in any class or series of stock designated in the charter of the resident domestic corporation or its subsidiaries, any certificate of interest, any participation in any profit sharing agreement, any voting trust certificate, or any certificate of deposit for stock in any class or series. See Tennessee Code 48-103-203

                          66. signature: means , with present intent to authenticate or adopt a document:
                            1. To execute or adopt a tangible symbol to a document, and includes any manual, facsimile, or conformed signature. See Tennessee Code 48-11-201
                            2. signed: includes a mark, the name being written near the mark and witnessed, or any other symbol or methodology executed or adopted by a party with intention to authenticate a writing or record, regardless of being witnessed. See Tennessee Code 1-3-105
                            3. solicitation: means any oral or written request, however communicated, whether directly or indirectly, for a contribution. See Tennessee Code 48-101-501
                            4. State: means the state of Tennessee. See Tennessee Code 8-34-101
                            5. 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
                            6. Statute: A law passed by a legislature.
                            7. Subpoena: A command to a witness to appear and give testimony.
                            8. Subpoena duces tecum: A command to a witness to produce documents.
                            9. Subsidiary: means any corporation in which a majority of the shares entitled to vote are owned or controlled, directly or indirectly, by a corporation subject to this part. See Tennessee Code 48-103-502
                            10. Subsidiary: means a corporation more than fifty percent (50%) of whose outstanding voting shares are owned by its parent and/or the parent's other wholly-owned subsidiaries. See Tennessee Code 48-11-201
                            11. Subsidiary nonprofit corporation: means a nonprofit corporation whose sole member is a nonprofit corporation. See Tennessee Code 48-101-702
                            12. Subsidiary nonprofit corporation: means a nonprofit corporation, the sole member of which is also a nonprofit corporation. See Tennessee Code 48-101-802
                            13. Summons: Another word for subpoena used by the criminal justice system.
                            14. Takeover offer: means the offer to acquire or the acquisition of any equity security of an offeree company, pursuant to a tender offer or request or invitation for tenders, if after the acquisition thereof the offeror would be directly or indirectly a beneficial owner of more than ten percent (10%) of any class of the outstanding equity securities of the offeree company. See Tennessee Code 48-103-102
                            15. Termination: means the end of an LLC's existence as a legal entity and occurs when the articles of termination are filed with the secretary of state under §. See Tennessee Code 48-202-101
                            16. Testimony: Evidence presented orally by witnesses during trials or before grand juries.
                            17. Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
                            18. Trial: A hearing that takes place when the defendant pleads "not guilty" and witnesses are required to come to court to give evidence.
                            19. Trustee: A person or institution holding and administering property in trust.
                            20. under common control with: means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting stock, by contract or otherwise. See Tennessee Code 48-103-203
                            21. United States: includes district, authority, bureau, commission, department, and any other agency of the United States. See Tennessee Code 48-11-201
                            22. United States: includes the District of Columbia and the several territories of the United States. See Tennessee Code 1-3-105
                            23. Verdict: The decision of a petit jury or a judge.
                            24. Voting power: means the total number of votes entitled to be cast for the election of directors at the time the determination of voting power is made, excluding a vote which is contingent upon the happening of a condition or event that has not occurred at the time. See Tennessee Code 48-51-201
                            25. Voting stock: means all shares of the resident domestic corporation entitled to vote generally in the election of directors. See Tennessee Code 48-103-203
                            26. Writ: A formal written command, issued from the court, requiring the performance of a specific act.
                            27. written: includes printing, typewriting, engraving, lithography, and any other mode of representing words and letters. See Tennessee Code 1-3-105
                            28. written: means any information in the form of a document. See Tennessee Code 48-11-201
                            29. Year: means a calendar year, unless otherwise expressed. See Tennessee Code 1-3-105