Page:Harvard Law Review Volume 32.djvu/793

I ACCELERATION PROVISIONS IN TIME PAPER 757 II. The ultimate time of payment is the maturity of the instrument for all purposes with respect to persons who have not received notice that the fact which was to accelerate payment has occurred. III. The time fixed by the acceleration provision is the maturity of the instrument for all purposes with respect to persons who have re- ceived notice that the fact which was to accelerate payment has occurred. We can now proceed to the authorities on the various types of acceleration provisions. Instruments Payable "on or before" a Specified Day This is the simplest form of acceleration provision, and is valid on principle, because the acts causing acceleration are incidental to collection of the instrument. At common law, it did not impair negotiability, except in Massachusetts,^^ and it is expressly per- mitted by the Negotiable Instruments Law.^* With regard to the objections involved in uncertainty of time, the cases say very Httle, so that some discussion of this question is needed. If the maker alone has the option of accelerating payment, the matter is simple. "The legal rights of the holder are clear and certain; the note is due at a time fixed, and it is not due before. . . . This option if exercised, would be a payment in advance of the legal liability to pay, and nothing more." ^^ "For all purposes of nego- tiation it is to be regarded as a note payable solely on the day therein named." ^^ If the maker's tender is accepted and payment made, no further question will arise, unless the note is left in circula- tion. In that event, a bond fide purchaser before the ultimate date of maturity will be free from equities and can obHge the maker to pay a second time.^^ He is like the purchaser of a demand note, paid but wrongfully kept by the owner and renegotiated to an ^ See cases in notes 25, 26, 27, 29, and 32. ^* § 4 (2): "An instrument is payable at a determinable future time, within the meaning of this act, which is expressed to be payable ... on or before a fixed or de- terminable future time specified therein." ^ Cooley, J., in Mattison v. Marks, 31 Mich. 421 (1875), construing "on or before" to give only the maker an option. 2« Jordan v. Tate, 19 Ohio St. 586 (1869); Helmer v. KroUck, 36 Mich. 37 (1877); Harrison v. Hunter, 168 S. W. 1036 (Tex. Civ. App. 1914); Bates v. Leclair, 49 Vt. 229 (1877). 2^ Fogg V. School District of Sedalia, 75 Mo. App. 159 (1898); contra, Hubbard v. Mosely, 11 Gray (Mass.) 170, 172 (1859) semble; but see note 32 for later Massachusetts statute.