Robert Cooper Grier

“ If it is a contract, how are its terms to be ascertained? The charter is the formal and deliberate act of both parties, reducing to literal stipulations what they mutually agree to; laws not introduced form no part of it, except so far as they are general municipal laws regulating all property; the laws that govern contracts between man and man govern this; in such a case, would not the written instrument made by and between the parties be taken as the declaration of their liability? Nothing is better settled than that it would be. ”

“ Chief Justice Marshall says 'no court in the universe, which professed to be governed by principle, would undertake to do,'-erect itself into a tribunal to correct the alleged misinterpretations of their own statutes by the judiciary of the States.
Unless the construction of the State court make the legislature to do an act which the legislature cannot constitutionally do,-if the legislature might rightfully have done precisely what the interpretation of the State court says it did do,-can it be possible that there is any violation of the constitution? ”

“ A legislative act seldom, perhaps never, violates a contract proprio vigore; it is the judgment of a court, applying the act to the contract, which does so; the law impairs the contract only by force of the judgment, it is indeed the law that does so, but only because the judicial application of it has given that construction and application to its provisions. ”

“ It cannot be, in rerum natura, that the passing of a law can impair a contract, unless the contract be in being when the law is passed. To hold otherwise,-to declare that contracts are, by this provision of the constitution, withdrawn not only from all future, but also from all past legislation,-is to sweep from the States all legislative power over the subject-matter of contracts. ”

“ Every argument of the counsel for the plaintiffs in error, which tends to make good a difference between a charter and an ordinary contract, directly assails the soundness of this leading case, without which the plaintiffs in error have no place here in this court;-for the foundation of this writ of error is, that this charter is a contract, and as such within the protection of the constitution of the United States. ”

“ To bring the jurisdiction of the federal tribunal into exercise, to bring about the condition of things to which the constitutional prohibition applies, the law-making and law-expounding authorities of the State must concur. The law of the State can in no way impair a contract, without the agency of the State judiciary. When the law is so applied, and adjudged to be valid by the State court, as to impair a contract, the case arises under the constitution. ”

“ It is not a legislative act, operating on the transactions of third parties, or entering into or forming part of their contracts, by the mere force of paramount legislation, but it is an agreement made by the State itself, as a party, for equivalents exacted and received by it from the corporation. It is, even more strongly than in the case of a charitable institution from which the State creating it receives no direct benefit, a contract to which the stockholders, the corporation, and the State are the original parties. ”

“ In the clause of the ordinance for the government of the Northwest Territory, intended to embrace the same object as that of the constitution, and adopted by the Continental Congress almost at the same time, it was declared that no such law ought ever to be made 'or have force,'-as if any enforcement of it, whether legislative, executive, or judicial, was as much to be guarded against as its formal enactment. ”

“ There is scarcely a prohibition of the constitution that might not be evaded by State laws, if the evasion must arise necessarily from the law itself, and not from its application by the State courts. ”

“ If the State have not attempted such interference by passing a law,-no matter what errors the courts may commit in their endeavour to ascertain the meaning of the parties, the terms and obligations of their contract,-the party aggrieved can find no protection, under this clause of the federal constitution. He must look for relief to the constitution and laws of his State, and if they fail him, it is his misfortune, to which he must submit ”

“ If the legislature cannot pass laws to operate, in futuro, upon charters subsequently granted, then, as it is conceded that corporations cannot be affected by any laws enacted after the grant of the charter, corporations are indeed supreme. ”

“ The only expression contained in it, which can be cited as at variance with this view, is the imposition of the increased interest as 'additional damages,' which, it is contended, should be construed to be in addition to that imposed by the act of 1824. ”