Written Contract · Statute of Limitations
Deadline to Sue Over a Contract in Tennessee
How long you have to sue over a broken written contract in Tennessee, the statute of limitations, plus when the clock starts, the shorter deadline for oral contracts, and the four-year UCC rule for a sale of goods. Cited to the statute.
How the deadline works in Tennessee
When the clock starts, whether a discovery rule can delay it, and the deadlines that differ for oral contracts and a sale of goods.
| How the clock works | In Tennessee | What it means |
|---|---|---|
| Standard deadline | 6 years | The general limitations period to file a written-contract claim. |
| Statute | Tenn. Code Ann. §28-3-109(a)(3) | The controlling statute for the limitations period. Read the full text through the source link below. |
When it starts
The six years usually runs from when the breach occurs, not from when you learn of it. Tennessee measures from accrual, generally the date performance was due and missed, so a late-discovered breach does not automatically reset the clock for an ordinary contract.
Discovery rule Yes
Limited. Tennessee recognizes a discovery rule that can delay accrual where a breach or resulting injury could not reasonably have been known when it happened, but for ordinary written contracts the default remains accrual at breach. Treat delayed discovery as the exception you must prove, not the norm.
Statute of repose: None
No general statute of repose for ordinary written contracts. The six-year period runs from breach or accrual. Specialized claims such as improvements to real property carry their own outer limits, but those are separate from the general §28-3-109 contract clock.
| Deadlines that can differ | Period | What it means |
|---|---|---|
| Oral or unwritten contract | 6 years | Tennessee does not shorten most oral contracts. The same §28-3-109 six-year period covers contracts not otherwise expressly provided for, whether written or oral, so the written-versus-oral gap that traps other states does not apply to ordinary agreements here. |
| Sale of goods (UCC) | 4 years | A contract for the sale of goods runs on Tenn. Code Ann. §47-2-725: four years from when the breach occurs, with warranty claims accruing at delivery regardless of your knowledge. Parties may agree to shorten it to no less than one year but may not extend it. |
| Demand or open account | Varies | Some money claims travel on their own clocks rather than the contract statute. Confirm whether your dispute is a straight written-contract breach under §28-3-109 or a different money action before you rely on six years. |
What you can do right now
Concrete, neutral steps if a contract was broken in Tennessee and the clock is running. This is legal information, not legal advice.
- Fix the breach date
Write down when the other side broke the agreement. In Tennessee the six years usually runs from that breach, not from when you discovered it, so the calendar starts earlier than many people assume.
- Confirm the contract type
Ordinary written and oral contracts both get six years under §28-3-109, but a sale of goods runs on the separate four-year UCC clock. Pin down which statute governs your deal before you count.
- Do not count on delayed discovery
Tennessee applies a discovery rule only where the breach could not reasonably have been known. Unless that fits your facts, act as soon as you learn of the breach rather than banking on a later start date.
- Talk to a Tennessee attorney before the deadline
Whether §28-3-109 or a different statute controls, and when your claim accrued, turn on your facts. A licensed Tennessee attorney can confirm your exact deadline before the six years runs.
This is general legal information, not legal advice. Deadlines turn on the specific facts of your case, and exceptions cut both ways, so confirm your date with a licensed attorney before relying on it.
What Tennessee contract claimants get wrong
Tennessee gives you an unusually long runway on a broken written contract, and that length is exactly what makes people careless. Section 28-3-109(a)(3) sets six years for actions on contracts not otherwise expressly provided for, and Tennessee reads that to cover ordinary written agreements. The pleasant surprise is that most oral contracts get the same six years under the same statute, so the written-versus-oral split that catches Californians does not bite here. The clock usually starts at the breach, generally the date a payment or performance came due and was missed, not the day you found out. Tennessee recognizes a narrow discovery rule for a breach that could not reasonably have been known, but do not assume it applies to a routine missed payment. One real trap remains: a sale of goods runs on the four-year UCC clock in §47-2-725, not the six-year contract statute. If your breach is aging, confirm which statute governs before you rely on six years.
Common questions
What is the statute of limitations on a written contract in Tennessee?
Generally six years from the breach, under Tenn. Code Ann. §28-3-109(a)(3), which covers actions on contracts not otherwise expressly provided for. The clock usually runs from when the contract was broken, not from when you discovered it.
Is an oral contract the same deadline as a written one in Tennessee?
For most agreements, yes. Ordinary oral contracts fall under the same six-year period in §28-3-109 as written ones, so Tennessee does not impose the shorter oral deadline that many other states use.
When does the six-year clock start in Tennessee?
Usually at the breach, generally the date performance was due and missed. Tennessee recognizes a narrow discovery rule for a breach that could not reasonably have been known, but the default is accrual at breach.
Is a contract to buy goods still six years in Tennessee?
No. A sale of goods runs on Tenn. Code Ann. §47-2-725, a four-year UCC period that accrues at delivery for warranty claims regardless of your knowledge. Confirm whether your deal is a sale of goods before relying on six years.
Not legal advicePlainStatute provides plain-language summaries of public law for general information only. This is not legal advice. Statutes change; always confirm current requirements with the official source linked above before acting.