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tender 1. A valid and sufficient offer of performance; specif., an unconditional offer of money or performance to satisfy a debt or obligation <a tender of delivery>. The tender may save the tendering party from a penalty for nonpayment or nonperformance or may, if the other party unjustifiably refuses the tender, place the other party in default. Cf. OFFER OF PERFORMANCE; CONSIGNATION.

tender of delivery A sellers putting and holding conforming goods at the buyers disposition and giving the buyer any notification reasonably necessary to take delivery. The manner, time, and place for tender are determined by the agreement and by Article 2 of the Uniform Commercial Code.

tender of issue Common-law pleading. A form attached to a traverse, by which the traversing party refers the issue to the proper mode of trial. "[I]t is the object of all pleadings to bring the parties, in the course of their mutual altercations, to an issue that is a single entire point, affirmed on the one side and denied on the other; and it is to effect this object that the above rule was established. There can be no arrival at this point until one or the other of the parties, by the conclusion of his pleading, offers an issue for the acceptance of his opponent, and this offer is called the tender of issue. Benjamin j. Shipman, Handbook of Common-Law Pleading § 254, at 446 (Henry Winthrop Ballantine ed., 3d ed. 1923).

tender of performance An obligors demonstration of readiness, willingness, and ability to perform the obligation; esp., a buyers demonstration of readiness, willingness, and ability to pay the purchase money, or a sellers offer to deliver merchantable title. An offer to perform is usu. necessary to hold the defaulting party to a contract liable for breach. 2. Something unconditionally offered to satisfy a debt or obligation. 3. Contracts. Attempted performance that is frustrated by the act of the party for whose benefit it is to take place. The performance may take the form of either a tender of goods or services, or a tender of payment. Although this sense is quite similar to sense I, it differs in making the other partys refusal part of the definition itself.

tender offer See TENDER OFFER.

tender offer A public offer to buy a minimum number of shares directly from a corporations shareholders at a fixed price, usu. at a substantial premium over the market price, in an effort to take control of the corporation. - Also termed takeover offer; takeover bid. Cf. public-exchange offer under OFFER. "Broadly speaking, a direct solicitation of a corporations stockholders to sell their shares to an acquirer is known as a tender offer (because the acquirer is asking the existing stockholders to tender their shares for sale)." Franklin A. Gevurtz, Corporation Law § 7.3, at 673 (2000).

tender, plea of See PLEA OF TENDER.

tender-years doctrine The doctrine holding that custody of very young children (usu. five years of age and younger) should generally be awarded to the mother in a divorce unless she is found to be unfit. This doctrine has been rejected in most states and replaced by a presumption of joint custody. See MATERNAL-PREFERENCE DOCTRINE; PRIMARY-CAREGIVER DOCTRINE.

tender-years hearsay exception A hearsay exception for an out-of-court statement by a child ten years of age or younger, usu. describing an act of physical or sexual abuse, when the child is unavailable to testify and the court determines that the time, content, and circumstances of the statement make it reliable.

tender-years hearsay exception See HEARSAY EXCEPTION.

tenement 1. Property (esp.land) held by freehold; an estate or holding of land.

tenement house A low-rent apartment building, usu. in poor condition and at best meeting only minimal safety and sanitary conditions. Sometimes shortened to tenement.

tenendas (ta-nen-das), n. [Law Latin "to be held"]. The charter clause stating the nature of the tenure, so called because of the first word of the clause.

tenendum (ta-nen-dam). [Latin "to be held "]. A clause in a deed designating the kind of tenure by which the things granted are to be held. - Also termed tenendum clause; (in Scots law) tenendas. See HABENDUM ET TENENDUM. Cf. HABENDUM CLAUSE (1).

Tennessee Valley Authority A government-owned corporation, created in 1933, that conducts a unified program of resource development to advance economic growth in the Tennessee Valley region. The Authoritys activities include flood control, navigation development, electric-power production, fertilizer development, recreation improvement, and forestryand-wildlife development. Though its power program is financially self-supporting, the Authoritys other programs are financed primarily by congressional appropriations. - Abbr. TVA.

tenor 1. An exact copy of an instrument. 2. The exact words of a legal document, esp. as cited in a pleading. 3. The meaning of a legal document.

ten-percent bond A bail bond in the amount of 10% of the bond otherwise required for a defendant's release.This type of bond usu. allows a defendant to arrange a bond without the services of a bondsman or other surety.

ten-percent bond See BOND (2).

tentative agenda See proposed agenda.

tentative agenda See proposed agenda under AGENDA.

tentative trust See Totten trust under TRUST.

Tenth Amendment The constitutional amendment, ratified as part of the Bill of Rights in 1791, providing that any powers not constitutionally delegated to the federal government, nor prohibited to the states, are reserved for the states or the people. - Also termed Reserved Power Clause.

tepid bench See lukewarm bench.

term annuity See annuity certain.

term bond A bond that matures concurrently with other bonds in that issue.

term day See quarter day.

term life insurance See LIFE INSURANCE.

term policy A life-insurance policy that gives protection for a specified period, but that does not have a cash value or reserve value.

terminable interest An interest that may be terminated upon the lapse of time or upon the occurrence of some condition.

terminable property Property (such as a leasehold) whose duration is not perpetual or indefinite but is limited in time or is liable to termination upon the occurrence of some specified event.

terminal disclaimer A patent applicant's statement shortening the term of the patent. To revive an abandoned application for a design application or for a utility or plant application filed before June 8, 1995, the applicant must disclaim a period equal to the duration of abandonment. A terminal disclaimer may also be required in an application for an obvious variation on an existing patent with a common inventor or owner: to avoid a double-patenting rejection the inventor agrees that both patents will expire on the same day. 37 CFR 1.321.

termination-of-parental-rights hearing A trial or court proceeding, usu. initiated by a state agency, that seeks to sever the legal ties between a parent and child, usu. so that the child can be adopted. The standard of proof in a termination-of-paren tal-rights hearing is clear and convincing evidence. Santosky v. Kramer, 455 U.S. 745, 102 S.Ct. 1388 (1982). - Often shortened to termination hearing.

territorial court A U.S. court established in a U.S. territory (such as the Virgin Islands) and serving as both a federal and state court. The Constitution authorizes Congress to create such court. U.S. Canst. art. IV, § 3, cl. 2.

territorial jurisdiction 1. Jurisdiction over cases arising in or involVing persons residing within a defined territory. 2. Territory over which a government, one of its courts, or one of its subdivisions has jurisdiction.

territorial sea See territorial waters under WATER.

terrorism insurance Insurance that indemnifies against losses sustained because of an act of terrorism. Terrorism insurance has been available since the 1970s; it was (and is) required for U.S. airports of almost all sizes. In the mid-1980s, terrorism insurance was offered to indiViduals, originally as a form of travel insurance that provided compensation for terrorism-related cancellations or changes in itinerary when traveling to or in certain countries. See TERRORISM.

test action See test case (2) under CASE.

test case 1. A lawsuit brought to establish an important legal principle or right. Such an action is frequently brought by the parties' mutual consent on agreed facts when that is so, a test case is also sometimes termed amicable action or amicable suit. "The suit is spoken of, in the affidavits filed in support of it, as an amicable action, and the proceeding defended on that ground. But an amicable action, in the sense in which these words are used in courts of justice, presupposes that there is a real dispute between the parties concern· ing some matter of right. And in a case of that kind it sometimes happens, that, for the purpose of obtaining a decision of the controversy, without incurring needless expense and trouble, they agree to conduct the suit in an amicable manner, that is to say, that they will not embar· rass each other with unnecessary forms or technicalities, and will mutually admit facts which they know to be true, and without requiring proof, and will bring the point in dispute before the court for decision, without subjecting each other to unnecessary expense or delay. But there must be an actual controversy, and adverse interests. The amity consists in the manner in which it is brought to issue before the court. And such amicable actions, so far from being objects of censure, are always approved and encouraged, because they facilitate greatly the administration of justice between the parties. The objection in the case before us is, not that the proceedings were amicable, but that there is no real conflict of interest between them; that the plaintiff and defendant have the same interest, and that interest adverse and in conflict with the interest of third persons, whose rights would be seriously affected if the question of law was decided in the manner that both of the parties to this suit desire it to be.'Lord v. Veazia,49 U.S. 251, 255 (1850) (Taney, C.J.)

test oath See oath of allegiance.

testamentary capacity The mental ability that a person must have to prepare a valid will. This capacity is often described as the ability to recognize the natural objects of one's bounty, the nature and extent of one's estate, and the fact that one is making a plan to dispose of the estate after death. Traditionally, the phrase "of legal age and sound mind" refers to the testator's capacity. Also termed disposing capacity; disposing mind; sound mind. See age of capacity under AGE. 4. The ability or power to do or experience something.

testamentary class (tes-ta-men-ta-ree or -tree). A group of beneficiaries who are uncertain in number but whose number will be ascertainable in the future, when each will take an equal or other proportionate share of the gift. 4. Civil procedure. A group of people who have a common legal position, so that all their claims can be efficiently adjudicated in a Single proceeding <a class of asbestos plaintiffs>.

testamentary condition A condition that must be satisfied before a made in a will becomes effective.

testamentary disposition A disposition to take effect upon the death of the person making it, who retains substantially entire control of the property until death. 2. A final settlement or determination <the court's disposition of the case>.

testamentary gift (tes-ta-men-ta-ree or -tree). A gift made in a will.

testamentary guardian A guardian nominated by a parent's will for the person and property of a child until the child reaches the age of majority. 2. A mesne lord who was entitled to treat an infant heir's lands for all practical purposes as the lord's own, enjoying fully their use and whatever profits they yielded. At the end of the guardianship, when the heir reached majority, no accounting was owed by the mesne lord.

testamentary heir (tes-ta-men-ta-ree or -tree). Civil law. A person who is appointed as an heir in the decedent's will Also termed instituted heir.

testamentary instrument See WILL. 2. Commercial law. An unconditional promise or order to pay a fixed amount of money, with or without interest or other fixed charges described in the promise or order. - Under the UCC, a promise or order must meet several other specifically listed requirements to qualify as an instrument. UCC § 3-104(a). See NEGOTIABLE INSTRUMENT. 3. A means by which something is achieved, performed, or furthered <an instrument of social equality>.

testamentary intent A testators intent that a particular instrument function as his or her last will and testament. Testamentary intent is required for a will to be valid.

testamentary power See POWER OF APPOINTMENT. 6. Physical strength. 7. Moral or intellectual force. 8. A person ofinfluence <a power in the community>. 9. One of the great nations of the world <one of the world s two great powers>. See PROTECTING POWER. 10. The military or unit of it, such as a troop of soldiers.

testamentary power ofappointment (tes-ta-men-ta¬ree or -tree). A power of appointment created by a will. Often shortened to testamentary power.

testamentary succession Succession resulting from the designation of an heir in a testament executed in the legally required form.

testate succession The passing of rights or property by will. Cf. intestate succession.

testifying expert An expert who is identified by a party as a potential witness at trial. As a part of initial disclosures in federal court, a party must provide to all other parties a wide range of information about a testifying expert's qualifications and opinion, including all information that the witness considered in forming the opinion. Fed. R. Civ. P. 26(a)(2)(b).

testimonial evidence A person's testimony offered to prove the truth of the matter asserted; esp., evidence elicited from a witness. Also termed communicative evidence; oral evidence. Cf. demonstrative evidence. "An assertion is testimonial evidence whether made out of court or in court, if it is offered with a view to persuading the tribunal of the matter asserted." John H. Wigmore, A Students' Textbook of the Law of Evidence 120 (1935).

testimonial immunity Immunity from the use of the compelled testimony against the witness. Any information derived from that testimony, however, is generally admissible against the witness. 'Testimonial immunity is a logical corollary to a person's fifth amendment right not to 'be compelied in any criminal case to be a witness against himself.' It provides that when a witness is compelled to testify for any reason, his testimony cannot be used against him in a subsequent criminal proceeding. It also follows that the immunity is not available where the witness testifies voluntarily, and that the protection applies only in a subsequent criminal prosecution in which the witness is subject to prosecution for an offense related to his earlier testimony." 2 Paul H. Robinson, Criminal Law Defenses § 205, at 482-83 (1984).

testimonial incapacity The lack of capacity to testify.

testimonial privilege A right not to testify based on a claim of privilege; a privilege that overrides a witness s duty to disclose matters within the witness s knowledge, whether at trial or by deposition.

testimonial proof Proof by the evidence of witnesses, rather than proof by written instrument. Cf.literal proof 4. Scots law. A bench trial.

Texas ballot A ballot that the voter marks for the can-didates that he or she does not want elected . The Texas ballot is particularly useful when the number of candidates only slightly exceeds a large number of representatives being elected.

textual citation A reference to a work containing prior art listed in a patent application's body.

Thayer presumption See THAYER PRESUMPTION.

theftbote (theft-boht).The acceptance of a payment from a thief in exchange i()r an agreement not to prosecute; COMPOUNDING A CRIME.The payment might be either a bribe or a return of the stolen goods themselves. This was a form of compounding a felony. "Another offence of this class is theftbote or composition with a thief by which the person robbed takes his goods again and by contract suppresses the robbery and defrauds justice. This crime is punishable by fine and imprisonment." 1 Sir Robert Chambers, A Course of Lectures on the English Law: 1767-/773448 (Thomas M. Curley ed., 1986). 3. A tenant's right to use as much wood from the estate as necessary for fuel, fences, and other agricultural operations. - Bote in this sense is an earlier form of estovers. 4. BRIGBOTE.

therapeutic abortion An abortion carried out to preserve the life or health of the mother. "Until recently it was common to speak of 'therapeutic abortion.' The literal meaning of the term is an abortion induced for medical reasons, but it was commonly understood to mean one for the purpose of saving the mother's life ...." Rollin M. Perkins & Ronald N. Boyce, Criminal Law 193 (3d ed. 1982).

therapeutic jurisprudence The study of the effects of law and the legal system on the behavior, emotions, and mental health of people; esp., a multidisciplinary examination of how law and mental health interact. This discipline originated in the late 1980s as an academic approach to mental-health law.

therapeutic relief The relief, esp. in a settlement, that requires the defendant to take remedial measures as opposed to paying damages.• An example is a defendant-corporation (in an employment-discrimination suit) that agrees to undergo sensitivity training. Often shortened to therapeutics.

Thibodaux abstention (tib-a-doh). A federal court's decision to abstain so that state courts can decide difficult issues of public importance that, if decided by the federal court, could result in unnecessary friction between state and federal authorities. Louisiana Power & Light Co. v. City afThibodaux, 360 U.S. 25, 79 S.Ct. 1070 (1959).

thin capitalization The financial condition of a firm that has a high ratio of liabilities to capital.

thin corporation A corporation with an excessive amount of debt in its capitalization. See thin capitalization under CAPITALIZATION.

third cousin A person related to another by descending from the same great-great-grandfather or greatgreat-grandmother.

third party See THIRD PARTY. 3. POLITICAL PARTY.

third-party standing Standing held by someone claiming to protect the rights of others. For example, in most jurisdictions, only a parent has standing to bring a suit for custody or visitation; in some, however, a third party for instance, a grandparent or a person with whom the child has substantial contacts - may have standing to bring an action for custody or visitation. See GRANDPARENT RIGHTS.

third-party action An action brought as part of a lawsuit already pending but distinct from the main claim, whereby a defendant sues an entity not sued by the plaintiff when that entity may be liable to the defendant for all or part of the plaintiff's claim . A common example is an action for indemnity or contribution.

third-party beneficiary A person who, though not a party to a contract, stands to benefit from the contract's performance . For example, if Ann and Bob agree to a contract under which Bob will render some performance to Chris, then Chris is a third-party beneficiary.

third-party business-buyout agreement An agreement by a business's owners to sell all or part of the business to an outside person who will continue to operate it. Cf. business-continuation agreement; cross-purchase agreement.

third-party complaint A complaint filed by the defendant against a third party, alleging that the third party may be liable for some or all of the damages that the plaintiff is trying to recover from the defendant. Fed. R. Civ. P. 14.

third-party insurance See liability insurance.

third-party record-custodian summons See John Doe summons.

third-party-beneficiary contract A contract that directly benefits a third party and that gives the third party a right to sue any of the original contracting parties for breach.

threatened species A species that, within the foreseeable future, is likely to become an endangered species throughout all or a Significant part of its range. 16 USCA § 1532(20). 2. A spedfic class or kind of thing within a larger, general class For example, tort refers to a general class or genus. Slander refers to a specific kind of tort. Cf. GENUS. 3. Patents. An element, usu. one of several mutually exclusive alternatives, that may be used in an invention to achieve a desired result <magnetic metals, including iron and steel>. Species may be structures, steps, parts, compounds, and so on.

three-judge court A court made up of three judges; esp., a panel of three federal judges convened to hear a trial in which a statute is challenged on constitutional grounds. Three-judge courts were Virtually abolished in 1976 when Congress restricted their jurisdiction to constitutional challenges to congressional reapportionments. Occasionally, Congress creates three-judge courts in special legislation, as with the 2002 campaign-finance law. Appeals from a threejudge court go directly to the Supreme Court. See 28 USCA § 2284.

threshold confession A spontaneous confession made promptly after arrest and without interrogation by the police. The issue whether the defendant's statement is a threshold confession usu. arises when the defendant challenges the admissibility of the confession on grounds that he or she suffered an impermissibly long delay before being brought before a magistrate. Courts generally admit this type of confession into evidence if the confession was given before the delay occurred.

through bill of lading A bill oflading by which a carrier agrees to transport goods to a designated destination, even though the carrier will have to use a connecting carrier for part of the passage. UCC § 7-302. Often shortened to through bill.

thrust-upon conflict A conflict of interest that arises during an attorney's representation of two clients but did not exist and was not reasonably foreseeable when each client's representation began, and arises through no fault of the attorney's Some states may require that the conflict be of a type that clients may waive under the rules of professional responsibility. This situation may create an exception to the hot-potato rule. See HOT-POTATO RULE.

tideland See TIDELAND.

tiered partnership An ownership arrangement consisting of one parent partnership that is a partner in one or more subsidiary partnerships.

timber easement An easement that permits the holder to cut and remove timber from another's property. Also termed timber rights.

time arbitrage Purchase of a commodity against a present sale of the identical commodity for a future delivery; esp., the simultaneous buying and selling of securities for immediate delivery and future delivery, with the hope of profiting from the difference in prices.

time charter A charter for a specified period, rather than for a specific task or voyage; a charter under which the shipowner continues to manage and control the vessel, but the charterer deSignates the ports of call and the cargo carried. Each party bears the expenses related to its functions and for any damage it causes. Cf. voyage charter.

time deposit A bank deposit that is to remain for a specified period or for which notice must be given to the bank before withdrawal. Also termed term deposit. 3. Money placed with a person as earnest money or security for the performance of a contract. The money will be forfeited if the depositor fails to perform. Also termed security deposit. 4. Copyright. The placing of two copies of a published work with the Library of Congress within three months of publication. This requirement is independent of copyright registration. 5. Civil law. A contract by which a depositor delivers a thing to a depositary for safekeeping. La. Civ. Code arts. 2926, 2929. A deposit may be either an onerous or a gratuitous contract. - Also termed depositum; naked deposit; gratuitous deposit. See gratuitous bailment under BAILMENT.

time draft A draft that contains a specified payment date. UCC § 3-108. - Also termed time bill.

time insurance Marine insurance. Insurance covering the insured for a specified period. Cf. voyage insurance.

time order An order that kcomes a market or limitedprice order at a specified time.

time policy An insurance policy that is effective only during a specified period.

time-bargain See FUTURES CONTRACT.

tips bond See TREASURY BOND.

title company A company that examines realestate titles for any encumbrances, claims, or other flaws, and issues title insurance. Also termed title-guaranty company. See TITLE SEARCH.

title deed A deed that evidences a person's legal ownership of property. See TITLE.

title insurance An agreement to indemnify against loss arising from a defect in title to real property, usu. issued to the buyer of the property by the title company that conducted the title search. Cf. GUARANTEE OF TITLE. 'Title insurance is normally written by specialized companies that maintain tract indexes: companies involved in writing life or casualty usually are not involved in title insurance. Title insurance is an unusual type of insurance in a few respects. For one thing, it is not a recurring policy: There is only a single premium, and a title insurance policy written on behalf of an owner theoretically remains outstanding forever to protect him or her from claims asserted by others. It is more similar to an indemnification agreement than to an insurance policy. For another, title insurance companies generally do not take risks that they know about. If the title search shows that a risk exists, the company will exclude that risk from the coverage of the policy."" Robert W. Hamilton, Fundamentals of Modern Business 84 (1989).

title opinion A lawyer s or title company s opinion on the state of title for a given piece of real property, usu. describing whether the title is clear and marketable or whether it is encumbered. See TITLE SEARCH.

title-object clause A provision in a state constitution rendering a statute unconstitutional if the contents of the statute are not reasonably reflected in the title or the statute has more than one object. The purpose of the clause is to ensure that the public and legislature have notice of the content of legislation.