Limiting Statutory Employer Status to Service Subcontractors: The Tennessee Supreme Court Adopts the Predominant Purpose Test in Coblentz v. Tractor Supply

I. Introduction

The Supreme Court of Tennessee’s decision in Brian Coblentz et al. v. Tractor Supply Company marks a significant clarification of the scope of Tennessee’s “statutory employer” doctrine under Tennessee Code Annotated § 50‑6‑113(a). The Court holds that:

• The term “subcontractor” in § 50‑6‑113(a) refers to entities performing labor or services, not to those engaged in the mere sale and ancillary delivery of goods.
• A pure vendor–vendee relationship falls outside the statutory employer framework and cannot trigger workers’ compensation exclusive-remedy protection.
• Where a vendor relationship includes additional services, courts must apply a predominant purpose test, adapted from Uniform Commercial Code (U.C.C.) jurisprudence, to determine whether the arrangement is primarily for goods (vendor–vendee) or services (principal–subcontractor).

On the facts, the Court concludes that Tractor Supply was purchasing hardware products from Stanley National Hardware as a customer, not subcontracting work from it. Accordingly, Tractor Supply was not the “statutory employer” of Stanley National’s employee, Plaintiff Brian Coblentz, and could not invoke the workers’ compensation exclusive-remedy bar to defeat his premises-liability tort claim.

This commentary examines the factual background, the statutory and doctrinal framework, the Court’s reasoning in adopting a predominant purpose test for mixed goods-and-services vendor relationships, and the likely impact of this decision on Tennessee workers’ compensation, retail operations, and tort litigation.

II. Case Background

A. Parties and Business Relationship

• Plaintiff: Brian Coblentz, an outside sales representative for Stanley National Hardware (“Stanley National”), a supplier of hardware products to retailers nationwide.
• Co-Plaintiff: His wife, asserting derivative claims.
• Defendant: Tractor Supply Company (“Tractor Supply”), a retail hardware and farm supply chain that purchased and resold Stanley National products.

Stanley National and Tractor Supply operated under a written “Vendor Agreement”. Under this arrangement:

• Stanley National sold hardware products (including barn door track systems) to Tractor Supply.
• Tractor Supply displayed and resold those products in its retail stores.
• Stanley’s field representative (Mr. Coblentz) periodically visited stores to:
  • Check inventory levels for Stanley products and place replenishment orders,
  • Ensure items were in the correct locations on the dedicated Stanley display,
  • Clean up trash and tidy the appearance of the display,
  • Maintain the appearance and functionality of Stanley-branded fixtures, pursuant to an addendum.

B. The Accident and Workers’ Compensation Benefits

On August 29, 2012, while performing his regular duties at a Tractor Supply store in Fayetteville, Tennessee, barn door tracks from the Stanley National display fell and struck Mr. Coblentz’s head, causing significant injuries. Stanley National, his immediate employer, paid him workers’ compensation benefits.

C. Procedural History

1. Tort Suit Filed: In 2013, the Plaintiffs sued Tractor Supply in Lincoln County Circuit Court, alleging that Tractor Supply negligently:
   • Improperly installed/maintained its display rack,
   • Improperly stocked merchandise,
   • Failed to warn of the tipping hazard, and
   • Failed to inspect the accident area.
2. Tractor Supply’s Defense: Tractor Supply argued that:
   • At the time of injury, Mr. Coblentz was acting in the course and scope of his employment for Stanley National;
   • Stanley had already paid workers’ compensation; and
   • Tractor Supply was shielded as his “statutory employer” under Tenn. Code Ann. § 50‑6‑113(a) and the exclusive-remedy provision, § 50‑6‑108.
3. Amended Complaint: In 2022, after discovery, Plaintiffs added allegations of wanton, willful, or reckless conduct.
4. Summary Judgment: Tractor Supply moved for summary judgment asserting:
   • (1) exclusive-remedy protection as a statutory employer under § 50‑6‑113(a), and
   • (2) alternatively, lack of evidence to support negligence.
5. Trial Court Ruling:
   • Applied the statutory employer test from Lindsey v. Trinity Communications, Inc.;
   • Held Tractor Supply was a principal contractor and Stanley National a subcontractor, because the stocking/servicing work done by Coblentz was part of Tractor Supply’s regular business;
   • Thus, Tractor Supply was a statutory employer, and Plaintiffs’ tort claims were barred by the exclusive-remedy provision;
   • Alternatively held the evidence insufficient to establish negligence.
6. Court of Appeals (Majority):
   • Affirmed statutory employer status using the Lindsey factors;
   • Emphasized that the tasks performed by Coblentz (display inspection, stocking, organizing, cleaning) overlapped with typical store-employee functions;
   • Deemed those tasks “vital” and “inherent or necessary” to a retail hardware business;
   • Did not reach the negligence merits because the exclusive remedy holding was dispositive.
7. Court of Appeals (Dissent – Usman, J.):
   • Characterized the Stanley–Tractor Supply relationship as “vendor–vendee,” not principal–subcontractor;
   • Relied on Larson’s Workers’ Compensation Law and numerous out-of-state cases holding that ordinary buyer–seller (vendor–vendee) relationships fall outside statutory-employer provisions;
   • Warned that stretching the statutory scheme to encompass product vendors conflicted with the text, history, and policy of workers’ compensation law.
8. Supreme Court Review: The Supreme Court granted permission to appeal to resolve whether, under Tenn. Code Ann. § 50‑6‑113(a), a retail buyer of goods can ever be the “statutory employer” of the vendor’s employee and thus invoke the exclusive-remedy bar.

III. Summary of the Opinion

A. Core Holdings

The Supreme Court (Justice Holly Kirby, writing for a unanimous Court) held:

1. Definition of “Subcontractor” under § 50‑6‑113(a):
   • The term “subcontractor” in Tenn. Code Ann. § 50‑6‑113(a) refers to an entity performing labor or services for another.
   • A party engaged in a pure vendor–vendee relationship—that is, in the sale and ancillary delivery of goods—is not a “subcontractor” under this section.
2. Predominant Purpose Test for Mixed Goods-and-Services Relationships:
   • Where a vendor agreement includes services beyond sale and ordinary delivery (e.g., stocking, display maintenance, promotional work), courts must determine whether the relationship is:
     • Predominantly for the sale of goods (vendor–vendee), or
     • Predominantly for services (subcontractor relationship).
   • To do so, the Court adopts a version of the “predominant purpose” test commonly used under the U.C.C., with the important caveat that contract labels cannot override workers’ compensation obligations (Tenn. Code Ann. § 50‑6‑114).
3. Application to Stanley National and Tractor Supply:
   • The written agreement is styled as a “Vendor Agreement”; it repeatedly refers to “goods,” “purchase orders,” and “buyer/seller” concepts.
   • Stanley National’s principal business is supplying hardware products.
   • Tractor Supply’s core objective was to procure merchandise for resale, not to purchase standalone service work.
   • The additional services (inventory checks, restocking orders, display tidying, fixture maintenance) were incidental to the sale of goods and not priced separately.
   • Thus, the predominant purpose of the arrangement was sale of goods, not provision of services.
4. Consequences:
   • Stanley National was Tractor Supply’s vendor, not its subcontractor.
   • Tractor Supply therefore could not be Mr. Coblentz’s statutory employer under § 50‑6‑113(a).
   • Tractor Supply was not protected from Plaintiffs’ premises liability claims by the exclusive-remedy provision of Tenn. Code Ann. § 50‑6‑108.
   • The Court reversed the Court of Appeals and remanded for consideration of the previously pretermitted negligence issues.

B. Doctrinal Significance in One Sentence

After Coblentz, retail purchasers of products in Tennessee generally cannot gain statutory-employer immunity from tort suits by the vendor’s injured employees merely because the vendor’s representatives deliver, stock, or service displays, unless the overall relationship is predominantly one for services under the newly adopted predominant purpose test.

IV. Analysis

A. Precedents and Authorities Cited

1. The Statutory Employer Doctrine in Tennessee

Section 50‑6‑113(a) extends workers’ compensation liability beyond the immediate employer to principal contractors, intermediate contractors, and subcontractors:

A principal contractor, intermediate contractor or subcontractor shall be liable for compensation to any employee injured while in the employ of any of the subcontractors of the principal contractor, intermediate contractor or subcontractor and engaged upon the subject matter of the contract to the same extent as the immediate employer.

Tennessee case law has long interpreted this provision to create “statutory employers”—entities secondarily liable for workers’ compensation benefits and correspondingly shielded by the exclusive-remedy rule. Key cases include:

• Adams v. Hercules Powder Co., 175 S.W.2d 319 (Tenn. 1943) – recognized “statutory employer” status under predecessor statute.
• Stratton v. United Inter-Mountain Tel. Co., 695 S.W.2d 947 (Tenn. 1985) – emphasized purpose of § 50‑6‑113: preventing contractors from evading workers’ compensation by subcontracting traditional work; held that statutory employers share exclusive-remedy protection.
• Murray v. Goodyear Tire & Rubber Co., 46 S.W.3d 171 (Tenn. 2001) – reaffirmed that principal contractors can be liable for injuries to subcontractor’s employees and are protected by exclusive remedy.
• Lindsey v. Trinity Communications, Inc., 275 S.W.3d 411 (Tenn. 2009) – articulated the now-familiar three-part framework for determining whether an entity is a principal contractor under § 50‑6‑113.

In Lindsey, the Court held that a company is generally a principal contractor (and thus potential statutory employer) if any one of these conditions is met:

1. It undertakes work for another entity, or
2. It retains the right of control over the work and the subcontractor’s employees, or
3. The subcontractor’s work is part of the company’s regular business or the same type of work usually performed by its employees.

The trial court and Court of Appeals majority in Coblentz applied this test directly, focusing on (3)–the overlap between what Tractor Supply employees do and what Coblentz did. The Supreme Court accepted Lindsey’s test as valid for service-based subcontracting, but held it presupposes the existence of a subcontractor—a question that must be answered first when the “contractor” is actually a product vendor.

2. McVeigh v. Brewer and the Misplaced Analogy to “Furnishers”

Tractor Supply argued that McVeigh v. Brewer, 189 S.W.2d 812 (Tenn. 1945), already extended § 50‑6‑113 to “furnishers of materials,” thereby supporting treatment of vendors as subcontractors. The Court rejected this reading.

Facts in McVeigh:

• Federal government hired Hercules Powder Company to build an ordnance plant (principal contract).
• Hercules subcontracted to Stone & Webster to construct much of the project.
• Stone & Webster contracted with Smith Stone Corporation to “furnish and deliver” crushed limestone to the job site.
• Smith Stone engaged Keith Williams Company (McVeigh’s employer) to haul the stone.
• McVeigh, a truck driver for Keith Williams, was injured on the worksite and sued another driver and his employer.

The Supreme Court in McVeigh held that Keith Williams was a “subcontractor” and that the statutory employer doctrine applied. But critically, the “furnishing” at issue consisted solely of labor services: hauling the crushed stone to the job site as part of the construction project:

Keith Williams Company was an employee of Smith Stone Corporation for the purpose of hauling the stone, after it was crushed, and thereby involved “the performance, wholly or in part, at the site of the work, of some part of the work described.”

The Coblentz Court emphasized that McVeigh did not involve a product vendor selling its own goods; instead, it addressed a service subcontractor (hauling) within a construction project. Thus, McVeigh does not answer whether an ordinary vendor of merchandise, whose employees service its own displays at a retailer’s premises, is a “subcontractor” under § 50‑6‑113(a).

3. Stare Decisis and Legislative Inaction: Cooper v. Logistics Insight Corporation

Tractor Supply urged the Court to treat the scope of the statutory employer rule as effectively settled, invoking Cooper v. Logistics Insight Corp., 395 S.W.3d 632 (Tenn. 2013), and the idea that the legislature’s failure to amend a statute after judicial interpretation implies acquiescence.

The Court explained that both stare decisis and the legislative-inaction doctrine presuppose the existence of a prior on-point judicial interpretation. Here:

• No Tennessee case had previously confronted whether a vendor–vendee relationship could ever fall within § 50‑6‑113(a).
• McVeigh and other statutory-employer cases all involved traditional service or construction subcontracting, not product vendors.

Without binding precedent expressly treating product vendors as “subcontractors,” there was no settled interpretation for the legislature to acquiesce in, and no stare decisis barrier to clarifying the statutory text.

4. Dictionary Definitions and Historical Usage of “Subcontractor”

The Court grounded its statutory interpretation partly in the ordinary meaning of “subcontractor” at the time § 50‑6‑113(a) was enacted (1919). Contemporary sources uniformly linked subcontracting to the performance of work:

• Black’s Law Dictionary (2d ed. 1910):

  [A subcontract is] a contract subordinate to another contract, made or intended to be made between the contracting parties, on one part, or some of them, and a stranger… [e.g.,] one who contracts to build a house then engages another to do the carpenter work.

• Webster’s (1913, 1923): defines “subcontractor” as one who takes a portion of a contract “as for work”, or who contracts to perform part of another’s contract.
• Oxford English Dictionary: a person or company that undertakes work under a subcontract, especially as part of a larger project.

None of these definitions suggest that someone is a “subcontractor” merely by selling goods or delivering merchandise incidental to that sale. The Court therefore concluded that “subcontractor,” as used in § 50‑6‑113(a), naturally denotes a work-performing entity (labor or services), not a mere seller of products.

5. Out-of-State Authority and Larson’s Treatise

The Court found substantial support in the “overwhelming” majority view of other jurisdictions, which exclude ordinary vendor–vendee relationships from statutory-employer provisions. Cited authorities include:

• Hammock v. United States, 78 P.3d 93 (Okla. 2003) – vendor’s employee delivering, stocking, rotating, inventorying, and promoting beer products at a military base PX remained an employee of a vendor, not a subcontractor; statutory employer immunity did not apply.
• Kelly v. TRC Fabrication, LLC, 487 P.3d 723 (Idaho 2021) – collected cases holding that sales plus incidental services do not transform vendors into subcontractors absent substantial service undertakings.
• Meyer v. Piggly Wiggly, 527 S.E.2d 761 (S.C. 2000) – bread vendor’s work stocking and maintaining display held incidental to the primary vendor–vendee relationship.
• Gray Bldg. Sys. v. Trine, 391 S.E.2d 764 (Ga. 1990); Hart v. Richardson, 272 So. 2d 316 (La. 1973); Brothers v. Dierks Lumber & Coal Co., 232 S.W.2d 646 (Ark. 1950); Heider v. Stoughton, 35 N.W.2d 814 (Neb. 1949) – similar holdings rejecting statutory employer status for ordinary sales relationships.

These decisions align with Larson’s Workers’ Compensation Law, a leading treatise, which explicitly lists the buyer–vendor relationship as outside the principal–subcontractor framework:

[V]arious relationships, including that of buyer to vendor, fall outside the parameters of a principal-subcontractor relationship.

The Tennessee Supreme Court adopted this general orientation, reasoning that to classify recipients of goods as statutory employers would “significantly disrupt and change commerce and business dealings,” echoing the concern expressed in Davis v. Ford Motor Co., 244 F. Supp. 2d 784 (W.D. Ky. 2003).

6. Predominant Purpose Test Under the U.C.C. and Tennessee Cases

For mixed goods-and-services contracts, courts have long used the predominant purpose (or predominant factor) test to decide whether the U.C.C. applies. Tennessee has explicitly endorsed this approach in several decisions:

• Hudson v. Town and Country True Value Hardware, Inc., 666 S.W.2d 51 (Tenn. 1984) – adopted the “predominant factor test” to determine U.C.C. applicability, stressing examination of the totality of the circumstances.
• Pass v. Shelby Aviation, Inc., 2000 WL 388775 (Tenn. Ct. App.) – articulated factors for assessing whether a transaction is predominantly for goods or services, including:
  • Contract language,
  • Nature of the supplier’s business,
  • The parties’ primary reasons for contracting and what was bargained for,
  • Relative cost allocation between goods and services.
• Audio Visual Artistry v. Tanzer, 403 S.W.3d 789 (Tenn. Ct. App. 2012) – applied similar analysis, looking at how the transaction was labeled, what the buyer sought, and whether services were necessary but incidental to acquiring goods.

Drawing on this body of law, the Coblentz Court adopts a modified version of the predominant purpose test to distinguish between:

• Relationships that remain vendor–vendee (goods plus incidental services) and therefore lie outside § 50‑6‑113, and
• Relationships where the seller of goods also undertakes substantial services forming the gravamen of the contract, thereby potentially qualifying as a “subcontractor.”

At the same time, the Court emphasizes that workers’ compensation status cannot be contracted away or created by artful drafting (Tenn. Code Ann. § 50‑6‑114). The contract is a source of evidence, not a dispositive label.

B. The Court’s Legal Reasoning

1. The Policy Structure of Workers’ Compensation and Exclusive Remedy

The Court begins with first principles of workers’ compensation law:

• The system is a “grand bargain”: employees receive no-fault, prompt, and certain benefits for work-related injuries; employers gain immunity from most tort suits arising from such injuries.
• Tenn. Code Ann. § 50‑6‑108(a) codifies the exclusive remedy rule: workers’ compensation benefits “exclude all other rights and remedies” against the employer for covered injuries.
• However, employees retain a tort cause of action against third parties under Tenn. Code Ann. § 50‑6‑112 (“some person other than the employer”), because such parties do not bear workers’ compensation liability and should be subject to ordinary tort principles.

Section 50‑6‑113 is an extension of this scheme. It:

• Prevents companies from avoiding workers’ compensation obligations by subcontracting their ordinary work.
• Protects employees of “irresponsible or uninsured subcontractors” by imposing secondary liability on a presumably solvent principal contractor with the ability to vet subcontractors’ insurance.
• In exchange, grants such “statutory employers” the benefit of the exclusive-remedy bar for covered injuries.

The Court underscores an important asymmetry: a statutory employer may receive the “best of both worlds” when the immediate employer pays all workers’ compensation benefits, yet the statutory employer still enjoys tort immunity. This practical reality counsels against expansive interpretations that would enlarge immunity without corresponding compensation obligations.

2. Threshold Question: Is the Immediate Employer a “Subcontractor”?

The lower courts essentially skipped directly to the Lindsey principal-contractor analysis. The Supreme Court insists that before applying Lindsey, courts must answer the logically prior question:

Is the worker’s immediate employer a “subcontractor” within the meaning of § 50‑6‑113(a), or is it simply a vendor in a buyer–seller relationship?

If the relationship is purely vendor–vendee for the sale and incidental delivery of goods, § 50‑6‑113(a) is inapplicable from the outset, and no “statutory employer” relationship can arise.

3. Interpreting “Subcontractor” to Exclude Ordinary Vendors

Considering text, historical usage, statutory purpose, and comparative law, the Court holds:

• “Subcontractor” in § 50‑6‑113(a) naturally refers to entities performing work (labor/services), not to those who merely sell and deliver their own products.
• A vendor whose role is limited to the sale of goods and ancillary delivery is not “subcontracting” within the statutory sense.
• This reading:
  • Aligns with contemporaneous dictionary definitions,
  • Furthers § 50‑6‑113’s core purpose (preventing outsourcing of regular work to dodge workers’ comp liability), and
  • Avoids absurd commercial consequences (e.g., every purchaser of delivered goods becoming a potential statutory employer).

To illustrate the “absurd results” problem, the Court cites Kelly, noting that under a contrary rule, a private consumer who orders food via a delivery app could arguably become a statutory employer of the delivery driver if the driver lacked workers’ compensation coverage – plainly not what the legislature intended.

4. Predominant Purpose Test for Mixed Goods-and-Services Vendor Agreements

Recognizing that many vendor relationships today include ancillary services (stocking, merchandising, display setup), the Court introduces a structured approach:

1. Identify whether the relationship involves both goods and services.
2. Apply a modified predominant purpose test to the course of dealing (not just the written contract):
   • What do the parties’ dealings show they were primarily contracting for?
   • Are the services incidental to the sale of goods, or do they constitute substantial, independent work that forms the gravamen of the contract?
   • What is the nature of the supplier’s business? Predominantly goods or services?
   • What did the purchaser bargain to receive – a tangible product to resell, or work performed?
   • How are costs structured – is there a separate or significant charge for services?
3. Determine the relationship type:
   • If predominantly goods with incidental services → vendor–vendee → § 50‑6‑113(a) does not apply.
   • If predominantly services, or goods-plus-substantial-services where services are central to the contract’s object → the seller may be a subcontractor.
4. Only if the seller is a subcontractor does the court proceed to Lindsey to determine if the buyer is a principal contractor and thus a statutory employer.

This framework respects the statutory prohibition against contracting out of workers’ compensation responsibilities (Tenn. Code Ann. § 50‑6‑114): parties cannot re-label a service subcontract as a “vendor contract” to escape the statute, nor can they sweep ordinary vendor relationships into § 50‑6‑113 simply by adding incidental stocking or display services.

5. Application to the Stanley–Tractor Supply Relationship

Applying the test, the Court carefully examines the Vendor Agreement, the 2012 addendum, and the actual practices:

• Contract language:
  • Styled “Vendor Agreement.”
  • Repeated references to “Vendor,” “goods,” “purchase orders,” “quotes,” and “buyer.”
  • Detailed provisions about:
    • Goods offered for sale,
    • Registration, recall, return of goods,
    • Risk of loss and insurance for shipped goods.
  • Section 17: in-store displays for Stanley’s products are to contain only Stanley’s goods.
• Nature of Stanley’s business: A national hardware supplier, described by Coblentz as providing tools and hardware to businesses across the country.
• What Tractor Supply bargained for:
  • Merchandise for resale, with expectations of “sound and merchantable” quality.
  • Payment obligations keyed to invoices for goods; price increases described in terms of product identifiers like SKUs and barcodes.
• Ancillary services:
  • Addendum required Stanley to maintain the appearance and functionality of its fixtures and point-of-purchase materials.
  • Coblentz’s duties: inventory checks, reordering, correcting shelf placement, cleaning and tidying Stanley’s display, and installing safety bars on the barn door display.
  • No separate or itemized charges for these services; they were bundled into the product relationship.

Considering the “totality of the circumstances,” the Court concludes:

• The predominant purpose of the arrangement was for Stanley National to sell goods to Tractor Supply, which then resold them to customers.
• The services performed by Coblentz were ancillary and incidental to that primary goal – designed to support product sale, not to fulfill a separate service contract.
• Therefore, the relationship was unequivocally vendor–vendee, not principal–subcontractor.

Because Stanley National was not a “subcontractor,” Tractor Supply could not be a statutory employer under § 50‑6‑113(a). Thus, Tractor Supply was a third party for purposes of Tenn. Code Ann. § 50‑6‑112, and Coblentz’s tort claims were not barred by the exclusive-remedy provision.

6. Rejection of Tractor Supply’s “No Limits” Theory

At oral argument, Tractor Supply advanced an aggressive view that even a single delivery of merchandise could be enough to confer statutory employer status on a buyer. The Court rejects this as:

• Textually unsupported by the meaning of “subcontractor,”
• Contrary to the statutory purpose (which is about work, not commerce generally), and
• Prone to absurd and destabilizing consequences in ordinary commerce.

In effect, the Court draws a clear line: ordinary buying and selling of goods—even with delivery and typical vendor support—does not transform the buyer into a statutory employer.

C. Impact on Future Cases and the Law

1. Immediate Effect on This Case

The Supreme Court’s decision:

• Removes the workers’ compensation exclusive-remedy bar as a defense for Tractor Supply.
• Revives Plaintiffs’ premises liability (and related) claims against Tractor Supply.
• Remands the case to the Court of Appeals to address:
  • The adequacy of Plaintiffs’ evidence on negligence,
  • Any other defenses unrelated to workers’ compensation immunity, and
  • Issues the intermediate court previously declined to reach.

2. Doctrinal Clarification of § 50‑6‑113(a)

The decision establishes at least three enduring rules for Tennessee law:

1. Subcontractor = Service/Labor Provider (Not Pure Product Vendor):
   • “Subcontractor” in § 50‑6‑113(a) denotes entities that perform work for another, rather than merely sell their own goods.
   • Pure vendor–vendee relationships are outside the statutory-employer framework.
2. Predominant Purpose Test Governs Mixed Vendor Relationships:
   • When a product vendor also undertakes tasks such as stocking or display maintenance, courts must determine whether the relationship is predominantly:
     • for goods (vendor–vendee, no statutory employer), or
     • for services (possible subcontractor status).
3. Two-Step Analysis for Statutory Employer Claims:
   1. First, determine whether the immediate employer is a “subcontractor” (using the predominant purpose test where relevant).
   2. Only then apply Lindsey to decide whether the alleged principal is a statutory employer.

3. Consequences for Retailers, Manufacturers, and Distributors

For Tennessee’s retail and distribution sectors, Coblentz has concrete implications:

• Retailers / End-Buyers:
  • Cannot assume that purchasing products with vendor-provided in-store servicing will automatically confer workers’ comp-based tort immunity.
  • Will face potential premises-liability or negligence suits from vendor employees injured on their premises, unless the vendor relationship genuinely crosses into service subcontracting under the predominant purpose test.
• Vendors / Manufacturers:
  • Vendor employees injured while servicing displays or performing sales support will retain ordinary third-party tort remedies against the retailers they service, in addition to workers’ compensation from their own employer.
  • Where vendors provide substantial on-site services (e.g., full-scope installation, build-outs, or operational staffing), the relationship may approach subcontractor status—analyzed under the predominant purpose test.
• Insurance and Risk Allocation:
  • Retailers may revisit indemnity, additional insured endorsements, and safety protocols concerning vendor staff on their premises.
  • Vendors may adjust training and loss-prevention programs for field representatives who regularly work at customer facilities.

4. Effects on Injured Workers’ Rights

From the worker’s perspective, the decision:

• Preserves the dual-remedy structure where appropriate:
  • Workers receive workers’ compensation benefits from their immediate employer.
  • They may pursue tort claims (with potential for full damages, including pain and suffering and, if warranted, punitive damages) against negligent third parties not properly classified as statutory employers.
• Prevents the overexpansion of immunity to parties that bear no workers’ compensation risk for the employee’s injury (as in this case, where Stanley fully paid benefits yet Tractor Supply sought exclusive-remedy protection).

5. Legislative Context and Potential Future Developments

Section 50‑6‑113(a) has remained substantially unchanged since its enactment in 1919, even through significant reform to Tennessee’s workers’ compensation statutes in 2014. The Court’s interpretation aligns the statutory text with:

• Historical usage,
• Longstanding case law on service-based subcontracting, and
• The modern commercial reality of vendor relationships.

Should the General Assembly wish to broaden statutory employer protections to cover certain types of vendor relationships, it now has a clear baseline from which to legislate. Until then, Coblentz provides the controlling framework.

V. Complex Concepts Simplified

A. Statutory Employer

A statutory employer is a company that, although not the worker’s direct employer, is treated by law as an employer for workers’ compensation purposes under § 50‑6‑113. This happens when:

• A principal contractor subcontracts some of its work to another company, and
• An employee of that subcontractor is injured while working on the project.

In that scenario, the principal contractor:

• Is secondarily liable to pay the worker’s compensation benefits if the subcontractor does not, and
• Enjoys the exclusive-remedy shield—meaning the worker generally cannot sue the principal contractor in tort for a covered injury.

B. Exclusive Remedy

The exclusive remedy rule (Tenn. Code Ann. § 50‑6‑108) means:

• If an injury is covered by workers’ compensation, the injured employee’s only claim against the employer (or statutory employer) is for workers’ compensation benefits.
• The employee typically cannot sue that employer in civil court for negligence or other torts based on the same injury.

This is the trade-off: guaranteed but limited benefits, in exchange for no broader tort liability for the employer.

C. Vendor–Vendee vs. Principal–Subcontractor

• Vendor–Vendee (Buyer–Seller):
  • One party sells products; the other purchases them.
  • Any delivery, stocking, or minor services usually support the sale of goods.
  • Under Coblentz, this relationship typically does not create a statutory employer–employee relationship.
• Principal–Subcontractor:
  • One party (principal) has work to be done and contracts out part of that work to another party (subcontractor).
  • The subcontractor’s employees perform that work, often on the principal’s premises or project.
  • This is the classic scenario where § 50‑6‑113 applies and statutory employer issues arise.

D. Predominant Purpose Test (in Plain Terms)

When a contract involves both goods and services, the predominant purpose test asks:

“What was the main reason these parties entered into this agreement—was it primarily to buy/sell things, or to buy/sell work?”

Courts look at:

• How the contract is written (are they called a “vendor” or “subcontractor”?),
• What the supplier usually does (manufactures goods or performs services?),
• What the buyer really wanted to get (products to resell, or work to be performed?), and
• How the price is structured (mostly for products, or mostly for labor/service?).

If the main point is to get products and the services are just support, it’s a goods (vendor–vendee) contract. If the main point is to get services, even if some goods are involved, it can be a services (principal–subcontractor) contract.

VI. Conclusion

Brian Coblentz v. Tractor Supply Company is a landmark Tennessee decision that recalibrates and clarifies the reach of the statutory employer doctrine under Tenn. Code Ann. § 50‑6‑113(a). The Court decisively holds that:

• The statutory term “subcontractor” embraces entities that perform labor or services for another, not those engaged solely in selling and delivering their own products.
• Ordinary vendor–vendee relationships—even where the vendor’s employees stock and maintain in-store displays—do not convert the buyer into a statutory employer.
• When a vendor also provides services, courts must apply a predominant purpose test, adapted from U.C.C. jurisprudence, to determine whether the relationship is fundamentally about goods (no statutory employer) or services (possible statutory employer).

By reversing the lower courts and holding that Tractor Supply was not Mr. Coblentz’s statutory employer, the Supreme Court preserves the traditional workers’ compensation compromise while preventing an unwarranted expansion of employer immunity into the sphere of ordinary commerce. The decision reinforces that immunity under the exclusive-remedy rule must track actual workers’ compensation exposure, not be extended as a windfall to entities that bear no such risk in the first place.

Going forward, Coblentz will guide Tennessee courts in navigating the increasingly common overlap between product distribution and service support, ensuring that the statutory employer doctrine remains tethered to its core purpose: regulating and allocating responsibility for work, not merely for the sale of goods.