Tenn. Code Ann. § 48-58-507: Indemnification of officers, employees, and agents

Unless a corporation's charter provides otherwise:

(1) An officer of the corporation who is not a director is entitled to mandatory indemnification under § 48-58-503 , and is entitled to apply for court-ordered indemnification under § 48-58-505 in each case, to the same extent as a director;

(2) The corporation may indemnify and advance expenses under this part to an officer, employee, or agent of the corporation who is not a director to the same extent as to a director; and

(3) A corporation may also indemnify and advance expenses to an officer, employee, or agent who is not a director to the extent, consistent with public policy, that may be provided by its charter, bylaws, general or specific action of its board of directors, or contract.