A CONTRACT IN RESTRAINT OF MARRIAGE IS VOID STERLING V. SINNICKSON 2 Southard 5 N. J. L., 756 (1820) Declaration in debt on a sealed bill, which was as follows: "I, Seneca Sinnickson, am hereby bound to Benjamin Sterling, for the sum of one thousand dollars, provided he is not lawfully married in the course of six months from the date hereof. Witness my hand and seal. Burlington, May 16, 1816. "Witness, James S. Budd." "SENECA SINNICKSON (Seal) Defendant demurred generally, and plaintiff joined in demurrer. and nugatory, but it was contrary to the public policy. Marriage lies at the foundation, not only of individual happiness, but also of the prosperity, if not the very existence, of the social state; and the law, therefore, frowns upon, and removes out of the way, every rash and unreasonable restraint upon it, whether by way of penalty or inducement. If these parties had entered into mutual obligations, the plaintiff not to marry within six months, and the defendant to pay him therefor this sum of $1000, there can be no doubt, I think, but that both the obligations would have been void. In the case of Baker v. White (2 Vern 215), A gave her bond to B for £100 if she should marry again, and B gave her his bond for the same sum, to go towards the advancement of her daughter's portion, in case she should not marry. It was, as Lord Mansfield says in Lowe v. Peers (Bur. 2231), a mere wager, and nothing unfair in it; and yet A was relieved against her bond, because it was in restraint of marriage, which ought to be free. A bond, therefore, to marry, if there be no obligation on the other side, no mutual promise, or a bond not to marry, are equally against the law. They are both restraints upon the freedom of choice and of action, in a case where the law wills that all shall be free. If the consideration for which this money was to be paid, then, was the undertaking of the plaintiff not to marry, that consideration was unlawful. He would have been relieved against it, either at law or in equity; and if so, the corresponding obligation to pay, according to the principle above stated, is void. It has been spoken of by the plaintiff, as if it were an obligation to pay money upon a future contingency, which any man has a right to make, either with or without consideration, and as if the not marrying of the plaintiff were not the consideration of the obligation, but the contingent event only, upon which it became payable. But I think this is not the correct view of the case. Where the event upon which the obligation becomes payable is in the power of the obligee, and is to be brought about by his doing or not doing a certain thing, it cannot be so properly called a contingency; it is rather the condition meritorious, upon which the obligation is entered into, the moving consideration for which the money is to be paid. It is not therefore, to be considered as a mere contingency, but as a consideration, and it must be such consideration as the law regards. Nor does it at all vary the case that the restraint was for six months only. It was still a restraint, and the law has made no limitation as to the time. Neither can the plaintiff's performance, on his part, help him. It imposed no obligation upon the defendant; it was wholly useless to him; the contract itself was void from the beginning. Therefore, in my opinion, let there be judgment for the defendant. Judgment for the defendant. REASONABLE AGREEMENTS IN RESTRAINT OF TRADE ARE LEGAL OREGON STEAM NAVIGATION COMPANY V. WINSOR 20 Wal. (U. S.) 64 (1874) The Oregon Steamship Company owed Winsor $75,000, as stipulated damages for breach of contract. In 1864 the California Steam Navigation Company being engaged in steam and other transportation on the several routes of travel on rivers, bays, and waters of California, sold the plaintiff (the Oregon Steam Navigation Company) which was engaged in a like business on the Columbia River, the steamer "New World" for $75,000, subject to a stipulation that the company should not run the said steamer on the rivers of California for a period of ten years. On February 18, 1867, the Oregon Steamship Company sold the same steamer to Winsor subject to the stipulation that the steamer should not be run on the waters of California or the Columbia River, and that on a breach of said covenant the vendees should pay $75,000 as actual liquidated damages. Winsor was engaged in the navigation business on Puget Sound. He used the steamer on the waters of California and the Oregon Steamship Company brought this suit. Defendant demurred. The demurrer was sustained and the suit dismissed. Plaintiff brought the case to the supreme court on a writ of error. BRADLEY, J. It is a well settled rule of law that an agreement in general restraint of trade is illegal and void; but an agreement which operates merely in partial restraint of trade is good, provided it be not unreasonable and there be a consideration to support it. Chit. Cont. 576, 8th Am. ed. In order that it may not be unreasonable, the restraint imposed must not be larger than is required for the necessary protection of the party with whom the contract is made. Id. Tindal, Ch. J., in Horner v. Graves, 7 Bing. 743. A contract, even on good consideration, not to use a trade anywhere in England, is held void in that country, as being too general a restraint of trade; but a contract not to use a trade at a particular place, if it be founded on a good consideration, and be made for a proper and useful purpose, is valid. 2 Wms. Saund. 156, note I. Of course, a contract not to exercise a trade generally would be obnoxious to the rule, and would be void. The application of the rule is more difficult than a clear understanding of it. In this country especially, where state lines interpose such a slight barrier to social and business intercourse, it is often difficult to decide whether a contract not to exercise a trade in a particular state is or is not within the rule. It has generally been held to be so on the ground that it would compel a man thus bound to transfer his residence and allegiance to another state in order to pursue his avocation. Taylor v. Blancard, 13 Allen (Mass.) 375; Dunlop v. Gregory, 10 N. Y. 241. But this mode of applying the rule must be received with some caution. This country is substantially one country, especially in all matters of trade and business; and it is manifest that cases may arise in which it would involve too narrow a view of the subject to condemn as invalid a contract not to carry on a particular business within a particular state. Suppose the case of two persons associated in business as partners, and engaged in a manufacture by which they supply the country with a certain article, but the process of manufacture is a secret; and they agree to separate, and one of the terms of their separation is, that one of the parties shall not sell the manufactured article in Massachusetts, where the other resides and carries on business; and that the latter shall not sell the articles in New York, where his associate is to reside and carry on business. Can there be any doubt that such an agreement would be valid and binding? Cases must be judged according to their circumstances, and can only be rightly judged when the reason and grounds of the rule are carefully considered. There are two principal grounds on which the doctrine is founded, that a contract in restraint of trade is void as against public policy. One is, the injury to the public being deprived of the restricted party's industry; the other is the injury to the party himself by being precluded from pursuing his occupation and thus being prevented from supporting himself and his family. It is evident that both these evils occur when the contract is general, not to pursue one's trade at all, or not to pursue it in the entire realm or country. The country suffers the loss in both cases; and the party is deprived of his occupation, or is obliged to expatriate himself in order to follow it. A contract that is open to such grave objection is clearly against public policy. But if neither of these evils ensue, and if the contract is founded on a valid consideration and a reasonable ground of benefit to the other party, it is free from objection, and may be enforced. In accordance with these principles it is well settled that a stipulation by a vendee of any trade, business or establishment, that the vendor shall not exercise the same trade or business, or erect a similar establishment within a reasonable distance, so as not to interfere with the value of the trade, business or thing purchased, is reasonable and valid. In like manner a stipulation by the vendor of an article to be used in a business or trade, in which he is himself engaged, that it shall not be used within a reasonable region or distance, so as not to interfere with his said business or trade, is also valid and binding. The point of difficulty in these cases is to determine what is a reasonable distance within which the prohibitory stipulation may lawfully have effect. And it is obvious, at first glance, that this must depend upon the circumstances of the particular case; although, from the uncertain character of the subject, much latitude must be allowed to the judgment and discretion of the parties. It is clear that a stipulation that another shall not pursue his trade or employment at such a distance from the business of the person to be protected, as that it could not possibly affect or injure him, would be unreasonable and absurd. On the other hand, a stipulation is unobjectionable and binding which imposes the restraint to only such an extent of territory as may be necessary for the protection of the party making the stipulation, provided it does not violate the two indispensable conditions, that the other party be not prevented from pursuing his calling, and that the country be not deprived of the benefit of his exertions. To apply these principles to the case before us; the California Steam Navigation Company, being engaged in the business of transportation on the rivers, bays and waters of California, was willing to sell one of their steamers to the Oregon Steam Navigation Company, which was engaged in similar business on the Columbia River and its tributaries, provided the latter company would agree that the steamer should not be used in the California waters for the period of ten years from the first day of May, 1864. This stipulation was necessary to protect the former company from interference with its own business. It had no tendency to destroy the usefulness of the steamer, and did not deprive the country of any industrial agency. The transaction merely transferred the steamer from the employment of one company to that of another situated and doing business in another state. It involved no transfer of residence or allegiance on the part of the vendee in order to pursue its employment, nor any cessation or diminution of its business to both companies, and that it promoted the general interests of commerce on the Pacific coast. Judgment reversed. DISCHARGE OF CONTRACTS ANDERSON V. MAY 50 Minn., 280 (1892) Appeal by defendant, L. L. May, from an order of the District Court of Ramsey County, Kelly, J., made January 2, 1892, refusing a new trial. The plaintiff, G. W. Anderson, was in the business of raising and selling seeds at Red Wing, Minn. On March 7, 1890, May, a seedsman at St. Paul, ordered 591 bushels of beans of different varieties, to be raised by Anderson and delivered to May at St. Paul by November 15, 1890. After some correspondence as to price and seed and time of delivery, the order was accepted. Anderson delivered but 152 bushels and brought this action to recover $287.66 the price, less $63.14, the value of seed he had received from May. The defendant answered setting up the contract and plaintiff's failure to perform, and claimed $1,100 damages. At the trial plaintiff contended that he was excused from performance on the ground that an early and unusual frost in the month of September had destroyed most of his crop, and for that reason he was unable to furnish the full amount of beans ordered. He contended that he was thus without fault on his part prevented from performing, by the act of God. The jury gave plaintiff a verdict for $234.80. Defendant moved for a new trial, and being denied, appealed. GILFILLAN, C. J. The defendant having alleged as a counterclaim a contract in June, 1890, between him and plaintiff, whereby the latter agreed to sell and deliver to the former, on or before November 15 certain quantities of specified kinds of beans, and that he failed to do so except as to a part thereof, the plaintiff, in his reply, alleged in substance that the contract was to deliver the beans from the crop that he should |