§ 63-17-55. Definitions.
The following words, terms and phrases, when used in the Mississippi Motor Vehicle Commission Law, shall have the meanings respectively ascribed to them in this section, except where the context clearly indicates a different meaning:
(a) "Motor vehicle" means any motor-driven vehicle of the sort and kind required to have a Mississippi road or bridge privilege license, and shall include, but not be limited to, motorcycles. "Motor vehicle" shall also mean an engine, transmission, or rear axle manufactured for installation in a vehicle having as its primary purpose the transport of person or persons or property on a public highway and having a gross vehicle weight rating of more than sixteen thousand (16,000) pounds, whether or not attached to a vehicle chassis.
(b) "Motor vehicle dealer" means any person, firm, partnership, copartnership, association, corporation, trust or legal entity, not excluded by paragraph (c) of this section, who holds a bona fide contract or franchise in effect with a manufacturer, distributor or wholesaler of new motor vehicles, and a license under the provisions of the Mississippi Motor Vehicle Commission Law, and such duly franchised and licensed motor vehicle dealers shall be the sole and only persons, firms, partnerships, copartnerships, associations, corporations, trusts or legal entities entitled to sell and publicly or otherwise solicit and advertise for sale new motor vehicles as such.
(c) The term "motor vehicle dealer" does not include:
(i) Receivers, trustees, administrators, executors, guardians or other persons appointed by or acting under judgment, decree or order of any court;
(ii) Public officers while performing their duties as such officers;
(iii) Employees of persons, corporations or associations enumerated in paragraph (c)(i) of this section when engaged in the specific performance of their duties as such employees; or
(iv) A motor vehicle manufacturer operating a project as defined in Section 57-75-5(f)(iv)1; and the provisions of the Mississippi Motor Vehicle Commission Law shall not apply to:
1.a. Any lease by such a motor vehicle manufacturer of three (3) or fewer motor vehicles at any one time and related vehicle maintenance, of any line of vehicle produced by the manufacturer or its subsidiaries, to any one (1) employee of the motor vehicle manufacturer on a direct basis; or
b. Any sale or other disposition of such motor vehicles by the motor vehicle manufacturer at the end of a lease through direct sales to employees of the manufacturer or through an open auction or auction limited to dealers of the manufacturer's vehicle line or its subsidiaries' vehicle lines; or
2. Any sale or other disposition by such a motor vehicle manufacturer of motor vehicles for which the manufacturer obtained distinguishing number tags under Section 27-19-309(8).
(d)"New motor vehicle" means a motor vehicle which has not been previously sold to any person except a distributor or wholesaler or motor vehicle dealer for resale.
(e) "Ultimate purchaser" means, with respect to any new motor vehicle, the first person, other than a motor vehicle dealer purchasing in his capacity as such dealer, who in good faith purchases such new motor vehicle for purposes other than for resale.
(f) "Retail sale" or "sale at retail" means the act or attempted act of selling, bartering, exchanging or otherwise disposing of a new motor vehicle to an ultimate purchaser for use as a consumer.
(g) "Motor vehicle salesman" means any person who is employed as a salesman by a motor vehicle dealer whose duties include the selling or offering for sale of new motor vehicles.
(h) "Commission" means the Mississippi Motor Vehicle Commission.
(i) "Manufacturer" means any person, firm, association, corporation or trust, resident or nonresident, who manufactures or assembles new motor vehicles.
(j) "Distributor" or "wholesaler" means any person, firm, association, corporation or trust, resident or nonresident, who, in whole or in part, sells or distributes new motor vehicles to motor vehicle dealers, or who maintains distributor representatives.
(k) "Factory branch" means a branch or division office maintained by a person, firm, association, corporation or trust who manufactures or assembles new motor vehicles for sale to distributors or wholesalers, to motor vehicle dealers, or for directing or supervising, in whole or in part, its representatives.
(l) "Distributor branch" means a branch or division office similarly maintained by a distributor or wholesaler for the same purposes a factory branch or division is maintained.
(m) "Factory representative" means a representative employed by a person, firm, association, corporation or trust who manufactures or assembles new motor vehicles, or by a factory branch, for the purpose of making or promoting the sale of his, its or their new motor vehicles, or for supervising or contacting his, its or their dealers or prospective dealers.
(n) "Distributor representative" means a representative similarly employed by a distributor, distributor branch or wholesaler.
(o) "Person" means and includes, individually and collectively, individuals, firms, partnerships, copartnerships, associations, corporations and trusts, or any other forms of business enterprise, or any legal entity.
(p) "Good faith" means the duty of each party to
any franchise agreement, and all officers, employees or agents franchise, to
act in a fair and equitable manner toward each other in the performance of the
respective obligations under the franchise agreement.
(q) "Coerce" means to compel or attempt to compel
by threat or duress. However, recommendation, exposition, persuasion, urging or
argument shall not be deemed to constitute coercion.
(r) "Special tools" are those which a dealer was required to purchase by the manufacturer or distributor for service on that manufacturer's product.
(s) "Motor vehicle lessor" means any person, not excluded by paragraph (c) of this section, engaged in the motor vehicle leasing or rental business.
(t) "Specialty vehicle" means a motor vehicle manufactured by a second stage manufacturer by purchasing motor vehicle components, e.g. frame and drive train, and completing the manufacturer of finished motor vehicles for the purpose of resale with the primary manufacturer warranty unimpaired, to a limited commercial market rather than the consuming public. Specialty vehicles include garbage trucks, ambulances, fire trucks, buses, limousines, hearses and other similar limited purpose vehicles as the commission may by regulation provide.
(u) "Auto auction" means (i) any person who provides a place of business or facilities for the wholesale exchange of motor vehicles by and between duly licensed motor vehicle dealers, (ii) any motor vehicle dealer licensed to sell used motor vehicles selling motor vehicles using an auction format but not on consignment, or (iii) any person who provides the facilities for or is in the business of selling in an auction format motor vehicles.
(v) "Motor home" means a motor vehicle that is designed and constructed primarily to provide temporary living quarters for recreational, camping or travel use.
(w) "Dealer-operator" means the individual designated in the franchise agreement as the operator of the motor vehicle dealership.
(x) "Franchise" or "franchise agreement" means a written contract or agreement between a motor vehicle dealer and a manufacturer or its distributor or factory branch by which the motor vehicle dealer is authorized to engage in the business of selling or leasing the specific makes, models or classifications of new motor vehicles marketed or leased by the manufacturer and designated in the agreement or any addendum to such agreement.
"Net cost" means the price the motor vehicle dealer pays for new
motor vehicles, supplies, parts, equipment, signs, furnishings and special
tools, minus any applicable discounts or subsidies obtained by the motor
"Line or make" means a collection of models, series, or groups of
motor vehicles manufactured by or for a particular manufacturer, distributor or
importer offered for sale, lease or distribution pursuant to a common
trademark, service mark or brand name; however:
(i) Multiple brand names or
marks may constitute a single line or make, but only when included in a common
motor vehicle dealer agreement and the manufacturer, distributor or importer
offers such vehicles bearing the multiple names of marks together only, and not
separately, to its authorized motor vehicle dealers
(ii) Motor vehicles bearing
a common brand name or mark may constitute separate line or makes when such
vehicles are of different vehicle types or are intended for different types of
use, provided that either:
The manufacturer has expressly
defined or covered the subject line or makes of vehicles as separate and
distinct line or makes in the applicable dealer agreements; or
2. The manufacturer has consistently
characterized the subject vehicles as constituting separate and distinct line
or makes to its dealer network.
"Site-control agreement" or "exclusive use agreement" means
an agreement that, regardless of its name, title, form or the parties entering
into it, has the effect of:
(i) Controlling the use
and development of the premises of a motor vehicle dealer's franchise or
(ii) Requiring a motor
vehicle dealer to establish or maintain an exclusive motor vehicle dealership
facility on the premises of the motor vehicle dealer's franchise or facility;
(iii) Restricting the power
or authority of the dealer or the lessor, if the motor vehicle dealer leases
the dealership premises, to transfer, sell, lease, develop, redevelop or change
the use of the dealership premises, whether by sublease, lease, collateral
pledge of lease, right of first refusal to purchase or lease, option to
purchase or lease or any similar arrangement; or
(iv) Establishing a valuation
process or formula for the motor vehicle dealership premises that does not
allow for the motor vehicle dealership premises to be transferred, sold or
leased by the motor vehicle dealer at the highest and best use valuation for
the motor vehicle dealership premises. (bb)
"Market area" means the area of responsibility set forth in the
(cc) "Core parts" means those original
vehicle manufacturer parts that are listed in the original vehicle
manufacturer's or distributor's current parts catalog, for which there is a
core charge and which are returnable to the manufacturer or distributor