Tennessee Notice of Nonpayment: 90-Day Deadline and Service Rules

A Tennessee Notice of Nonpayment is the written notice a subcontractor, supplier, or other remote contractor must serve on the property owner and prime contractor within 90 days after the end of each month in which work went unpaid, in order to preserve the right to file a mechanics’ lien on a commercial project. Miss that 90-day window and your lien rights for that month’s work are gone. The rule comes from Tennessee Code 66-11-145, and the statute leaves no room for a late filing or an equitable exception.¹

Who Has to Send One

The notice requirement applies to “remote contractors,” Tennessee’s term for anyone without a direct contract with the property owner. That covers subcontractors, sub-subcontractors, material suppliers, and equipment lessors who contracted with the prime contractor or with another subcontractor.¹ Prime contractors in direct privity with the owner do not send a Notice of Nonpayment; their lien rights sit under different provisions.

One carve-out catches people off guard. The notice requirement does not apply to improvements on one-family, two-family, three-family, or four-family residential properties.¹ If your project is a commercial building, a larger multifamily development, or any improvement beyond a four-unit residence, you are in. If it’s a duplex or a single-family house, the Notice of Nonpayment procedure is not the mechanism you use.

The 90-Day Deadline and How It Rolls

The clock runs from the last day of the month in which the unpaid work was performed or materials were furnished. You have 90 days from that date to serve the notice.¹

This is a rolling deadline, not a single event. Supply materials in March and again in May without being paid, and you have one 90-day clock starting March 31 and another starting May 31. On an ongoing project, you may need to send a fresh notice each month that payment lags. The safest practice is to calendar every month-end as a trigger to look at open invoices and decide whether a notice goes out.

A remote contractor who fails to comply “shall have no right to claim a lien” for the work in question.¹ There is no cure provision.

Who Gets Served

Serve two parties: the property owner and the prime contractor with whom you have a direct contractual relationship.¹ A sub-subcontractor whose direct contract is with a first-tier subcontractor still sends the notice to the owner and to that first-tier subcontractor. The idea is to put everyone up the payment chain on notice that money has not reached you.

The statute itself does not prescribe a service method; it simply says the remote contractor “shall serve” the notice.¹ Standard practice is certified mail with return receipt requested, because it produces proof of delivery if the fact of service is later challenged. Hand delivery with a signed acknowledgment also works. Emailing a PDF without any delivery confirmation is a weak record if the recipient later denies receiving it.

What the Notice Must Say

Tennessee Code 66-11-145 lists five items the notice must contain:¹

Claimant identity: the remote contractor’s name and the address where the owner and prime contractor can send communications.
Work description: a general description of the work, labor, materials, services, equipment, or machinery provided.
Amount owed: the balance due as of the date of the notice.
Last date of work: the date the claimant last performed work or furnished materials on the project.
Property description: a description sufficient to identify the real property against which a lien may be claimed.

The statute includes a model form, and following that template closely is the safe route. Vague or incomplete notices invite a challenge that the notice did not comply. The statute does not require the notice to be signed or notarized, but attaching invoices, delivery receipts, and a copy of your contract strengthens the record if the claim is later disputed.

A Recorded Notice of Completion Can Shorten Everything

Once a project is finished, a property owner can record a Notice of Completion. When that happens, the party recording it must simultaneously serve a copy on any remote contractor who already served a Notice of Nonpayment.²

After that service, a remote contractor on a commercial project has 30 days from the recording date to serve a written notice of claim. On residential projects of one to four units, the window is 10 days.² A remote contractor who previously sent a Notice of Nonpayment but is not served with the Notice of Completion keeps their lien rights unaffected by it. That is one more reason to send the Notice of Nonpayment early and keep proof: it puts you on the list of people the owner must notify, so a Notice of Completion cannot quietly collapse your deadline.

Retainage Is Treated Differently

Tennessee caps retainage on construction contracts at five percent of the contract amount on both public and private projects.³ The Notice of Nonpayment requirement does not apply to retainage amounts held to guarantee a remote contractor’s performance.¹ Lien rights to recover withheld retainage are not forfeited just because no Notice of Nonpayment went out for that portion.

What a Missed Notice Costs You

The direct consequence is losing lien rights for the unpaid work covered by the missed notice period. Without a lien threat, you lose the strongest leverage you have. Owners and prime contractors negotiate differently when a lien could cloud title, delay a sale, or block refinancing. Take that off the table and you are asking to be paid out of goodwill.

You are not without any option. A breach of contract claim is still available, and where there is no written contract, an unjust enrichment claim may be pursued, which requires showing that the other party received a benefit from your work, that you were not paid, and that keeping the benefit would be unfair. These claims are slower and harder to win than lien enforcement. You can also send a Prompt Pay Act notice under 66-34-602 at any time payment is overdue, regardless of whether lien rights are intact.⁴

The Notice Preserves Lien Rights, It Doesn’t File a Lien

Serving a Notice of Nonpayment does not, by itself, create a lien. It keeps the door open. The statute is explicit that the Notice of Nonpayment is not the same as the lien notice required under Tennessee Code 66-11-115.¹

To actually perfect and enforce a lien, a remote contractor must do more. To preserve lien priority against subsequent purchasers, record a sworn statement in the register of deeds office for the county where the property is located, within 90 days after the improvement is completed or abandoned.⁵ Within that same window, serve a written notice of lien on the property owner.⁶

Once the lien notice is served, a remote contractor’s lien continues for 90 days from that date and survives only if a lawsuit to enforce it is properly filed within that period.⁶ Miss the lawsuit deadline and the lien expires, regardless of how clean every earlier step was. Many claims that start out properly noticed collapse at this stage because the suit is filed too late.

Public and Federal Projects Use a Different Procedure

Mechanics’ liens cannot be filed against government-owned property, so the Notice of Nonpayment under 66-11-145 does not apply to public work. Unpaid contractors on Tennessee public projects pursue payment bond claims under Tennessee Code 12-4-205. That statute requires written notice within 90 days after the public work is completed, sent by certified mail with return receipt or by personal delivery, to the contractor who executed the bond or to the public official who managed the contract.⁷ The 90 days run from project completion rather than from the end of the month work was performed, which is a later and more forgiving trigger, but “completion” can be disputed.

Federal projects use the Miller Act, a separate framework entirely. It requires payment bonds on federal contracts over $100,000 and gives second-tier subcontractors and suppliers a 90-day written notice obligation running from the date they last performed work or supplied materials.⁸ If your project is federal, the Tennessee notice rules are not the ones you follow.

Pair It with a Prompt Pay Act Notice

The Notice of Nonpayment under 66-11-145 and the Prompt Pay Act notice under 66-34-602 are separate tools protecting different rights, and they can be sent together. The Prompt Pay Act notice is a demand for payment that, if ignored for 10 calendar days, opens the door to equitable relief, including injunctive relief in chancery court.⁴

The Prompt Pay Act notice has its own service rule: registered or certified mail with return receipt requested, or a commercial delivery service that provides written confirmation of delivery.⁴ The statute expressly allows the Prompt Pay Act notice to be combined with a Notice of Nonpayment or any other required notice. If you are already preparing a Notice of Nonpayment, adding Prompt Pay Act language in the same letter costs nothing and gives you a second enforcement path.

1
Justia. Tennessee Code 66-11-145 – Notice of Nonpayment – Form of Notice
2
FindLaw. Tennessee Code 66-11-143 – Notice of Completion
3
Justia. Tennessee Code 66-34-103 – Withholding of Retainage
4
Justia. Tennessee Code 66-34-602 – Nonpayment – Notice of Intent to Seek Relief Under Chapter – Remedies – Attorneys Fees – Bond
5
Justia. Tennessee Code 66-11-112 – Registration of Sworn Statement
6
Justia. Tennessee Code 66-11-115 – Liens by Remote Contractors
7
Justia. Tennessee Code 12-4-205 – Notice of Claim
8
Office of the Law Revision Counsel. 40 USC 3133 – Rights of Persons Furnishing Labor or Material