Inaugural Impact on Regional Sales Contracts

We've been inundated with news about the impact the January 20th inaugural festivities will have on traffic, our bridges, roads, metrorail, schools and the federal government, but what about the impact on the Regional Sales Contract? I didn't think there would be much of impact until I got this question from a real estate agent the other day:

"We added the word business days to the contract to measure the time for our home inspection contingency. Since the Federal Government is closed on Tuesday, will that count as a business day or not?"

It turns out not to be such a simple question. Because the sales contract defines days only as calendar days, there is not definition of what constitutes a "business day." In the Virginia Jurisdictional Addendum, which regulates delivery and notices we have decided not to measure all time periods in business days. Maryland and the District of Columbia, however, do define business days as Monday - Friday with the exception of Federal Holidays. This is a fairly widely accepted definition of business days. (Keep in mind that Friday the 16th of January is Lee-Jackson Day, a state holiday in Virginia, but still a business day under this definition.)

Accepting the definition of business days as any day that's not a Saturday, Sunday or Federal Holiday, the question is, is Inauguration Day a Federal Holiday?

According the Office of Personnel Managements list of official Federal Holidays for 2009, it is not a full fledged federal holiday. A foot note to the schedule reads as follows: "Inauguration Day, January 20, 2009, falls on a Tuesday. An employee who works in the District of Columbia, Montgomery or Prince George's Counties in Maryland, Arlington or Fairfax Counties in Virginia, or the cities of Alexandria or Falls Church in Virginia, and who is regularly scheduled to perform non overtime work on Inauguration Day, is entitled to a holiday. (See 5 U.S.C. 6103(c).) There is no in-lieu-of-holiday for employees who are not regularly scheduled to work on Inauguration Day."

So, although it is paid holiday for federal workers in the area, it's not really a Federal Holiday.

As a practical matter, of course, the best way to handle this issue if you have a deadline measured in business days is to simply all the other side and ask them how they intend to treat Inauguration day. As long as there is a meeting of the minds between the parties, all should be well.

Happy New Year everyone. I hope to post more regularly in 2009. We have some interesting addenda and clauses floating through the Standard Forms Committee which should give me plenty of material to write about.

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