Defining "Days" In The Contract Redux

In the past we published a tip about the definition of the word "day" under the standard Crye-Leike contract forms for Tennessee and Mississippi. I thought it might be a good idea to revisit that issue in light of a recent question I received. In this particular scenario, the Binding Agreement Date for the contract was Friday, September 2, and the buyer had a 10-day inspection period under the terms of the contract. The listing agent was trying to determine the actual deadline for the inspection period and asked me what day was Day 1 of the inspection period, since the buyer couldn't get any inspection made over the holiday weekend (Saturday, Sunday and Labor Day). She wondered whether the inspection clock might not start ticking until Tuesday, which was the first business day after the Binding Agreement Date.

I reminded her that the term "day" is defined as a calendar day, and not a business day, under the current Crye-Leike contract forms, which would mean that the first day of the inspection period would be the day after the Binding Agreement Date (Saturday in this case). Her justifiable confusion came from the language in the form that allows for a performance deadline to be extended until the next business day if that deadline falls on a weekend or holiday. However, it is important to remember that this only applies when the last day of the particular time period (inspection period in this case) falls on a weekend or holiday, not the first day of that time period.

Please review our previous tip for a more complete explanation of calculating time periods under the contract and preventing problems with deadlines. Although it was written with a prior version of the TAR contract in effect, it still applies to the current version.

As always, please call your Realty Title representative with any questions.

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