The Saint Paul globe. (St. Paul, Minn.) 1896-1905, 1902-10-15
Clause of the Constitution and the

Clause of the Constitution and the
Trusts" Mr.. Knox said:
at is difficult to improve upon the
great unwritten code known as the com
mon law. Under it's salutary guarantees
and restraints the English-speaking peo-
pie have attained their wealth and pow
er. 1t condemns monopoly, and con-
tracts in restraint of trade as well. The
that are reasonable in view of all the cir
cumstances and those which are unrea-
sonable, is recognized and has been fol
lowed in this country by the courts. This
tically applied, and preserves the rational
mean between unrestrained commerce and
the absolute freedom Of contract.
Might Exclude Small Concerns.
"a law regulating interstate commerce
for its protection against restraint, SO
ness is conducted under agreements
which are in any way or to any extent
in restraint of trade, might exclude
thousands of small concerns conducting
industries in one state from marketing
their products in others; but law which
only covers contracts and combinations In
restraint of trade as defined by the COM
mon law would exclude all hurtful com
binations and conspiracies. Congress
can If it sees fit, adopt the scheme of
| that law. In the enforcement Of such
law each case as 1t arose would be con-
sidered upon it's own facts, and the rule
of guidance would be as laid down by the
supreme court of the United States; that
is, public welfare is first considered and
| If 1t be not involved and the restraint
upon one party is not greater than pro-
| lection to the other party requires, under
the. particular circumstances of the case
and the nature of the particular contract
| involved in it, the contract is or is not
| reasonable
LET me give you an illustration show
! ing the difference between a reasonable
and unreasonable arrangement or contract
| at common law. First, as to reason
| able one
A Good Illustration.
! "The case of sale of a business and
| its good will is good Illustration. Here
a restricted covenant upon the part of
| the vendor not to engage in competition
| in similar business is often the main
| consideration for the transaction. This
| covenant is. of course. in restraint OF
| trade, and interfereS with competition.
But to make a contract such as this IL
| legal is not only restrictive of the liberty
of contract. but it is depriving one of his
property. without due process of law.
! Good will is property capable of being
| appraised, bought and sold. In many
! cases it Is the main ingredient Of value.
1t represents all the struggle, industry,
tact, and Judgment that makes success.
In estimating the worth of a business 1t
is not infrequently reckoned more valu-
| able than the buildings and machinery
| that make up the physical plant. Such
a contract has been held reasonable and
| valid
| Now as to an unreasonable agreement
| let me quote an Illustration from the pen
Tn n Morris Run Coal Co. VS.. Barclay
| Coal Co. Tin the supreme court of Penn
| sylvanial the prinpipal question was as to
the validity Of a contract made between
| five coal corporations of Pennsylvania by
| which they divided between themselves
| two coal regions of which they had the
| control. The referee in the case found
| that those companies acquired under their
| arrangement the power to control the en-
tire market for bituminous coal in the
| northern part of the state and their COM
trade and against public policy In re-
| Spouse to the suggestion that the real
purpose Of the combination was to lessen
expenses, to advance the quality of coal
| and to deliver 1t in the markets intended
| to be supplied in the best order to the
| consumer, the supreme court of Penn
| sylvania said:
Against Public Policy.
This is denied by the defendants;
| but 1t seems to us it is immaterial
whether these positions are sustained OF
not. Admitting their correctness, it does
| not follow that these advantages redeem
the contract from the obnoxious effects SC
strikingly presented by the referee. The
| important fact is that these companies
control this immense Goa! field; that it is
the great source of supply of bituminous
! coal to the state of New York. and large
territories westward; that by this con-
tract they contfOi the price OF coal In this
extensive market, and make it bring sums
| it would not command if left to the nat
| ural laws of trade; that it concerns an
article of prime necessity for many uses;
that its operation is general in this large
region, and affects all who use coal as
| fuel. and this is accomplished by a com
bination of all the comapnies engaged in
! this branch Of business in the large region
where they operate. The combination is
wide In scope, general In Its influence,
and injurious in effects. These being its
| features, the contract is against public
| policy, Illegal, and therefore void
"The question of reasonableness is thus
| one for the courts to determine, and 1t
is manifest that this doctrine gives NAV
to Just considerations of the freedom and
inviolability of contracts with proper ju-
| dicial safeguards against uncomfortable