## Facts

- Mack’s Used Cars & Parts, Inc. sold Darrell W. Morris a vehicle in September 1985 described on the bill of sale as a “1979 Ford pickup truck.”
- Morris traded in an older truck as a down payment and financed the remaining balance under a three-year retail installment contract; the certificate of title was sent to the lender.
- The bill of sale stated immediately above Morris’s signature: “This unit sold as is. No warranties have been expressed or implied.”
- At the time of sale, the truck had been wrecked or dismantled and was a “reconstructed” vehicle under Tennessee title statutes.
- The dealer knew the truck’s reconstructed status but did not disclose it to Morris.
- Morris discovered the reconstructed status only after completing payments, when the lender delivered the title to him.
- The reconstructed status reduced the vehicle’s fair market value by approximately 30% to 50%.
- The dealer asserted the “as is” clause eliminated any duty to disclose and barred liability under both U.C.C. warranties and the Tennessee Consumer Protection Act (TCPA).

## Issues

1. Whether an “as is” disclaimer permitted by the U.C.C. (including T.C.A. § 47-2-316(3)(a)) bars a buyer’s claim under the TCPA for unfair or deceptive acts or practices based on a seller’s knowing concealment of a material condition affecting value.

## Decision

- The Tennessee Supreme Court reversed the Court of Appeals and remanded.
- The Court held that U.C.C.-permitted disclaimers in an “as is” sale do not preclude claims under the TCPA.
- The Court rejected the view that disclaimer of U.C.C. warranties automatically defeats statutory consumer-protection claims.
- The case was returned for further proceedings consistent with recognizing the TCPA as an independent basis for relief.

## Legal Principles

- The TCPA provides an independent statutory cause of action for unfair or deceptive acts or practices that is not eliminated by contractual warranty disclaimers.
- An “as is” clause may disclaim implied warranties under the U.C.C., but it does not authorize deceptive or unfair conduct, including knowing nondisclosure of material information.
- The U.C.C. does not generally displace supplemental statutory remedies; consumer-protection statutes may operate alongside U.C.C. rules governing warranties and disclaimers.
- Enforcing “as is” language to bar TCPA claims would improperly allow parties to contract away statutory protections and would conflict with the TCPA’s remedial purpose.

## Conclusion

The Tennessee Supreme Court held that a dealer’s U.C.C.-compliant “as is” disclaimer does not bar a purchaser from pursuing TCPA relief for alleged unfair or deceptive practices, including knowing concealment of a reconstructed vehicle status that materially reduces value, and remanded for further proceedings.


Morris v. Mack’s Used Cars & Parts, Inc., 824 S.W.2d 538 (Tenn. 1992)