carefully circumscribed circumstances—to accommodate impossibility, to allow for the exigencies of war, to correct mistakes in reducing an agreement to writing, and to remedy fraud or duress, for example—but promisor’s remorse has been a defense to breach. If you never promise to pay on your mortgage, or on your car loan, or on your student loan, or on your obligations to compensate retirees for a lifetime of labor, you are supposed to keep your promise, even in hard times. This is so even if the housing market tanks, your rear bumper falls off, your Spanish literature degree equips you only to work at Taco Bell, and healthcare inflation exceeds the CPI. The result—permitting CNH to litigate over the of unilateral Reese “reasonableness” reductions based on standards that have nothing to do with the bargain made by the be derived from any plausible CBA construction. If the result were to be given Reese universal application independent of and the intent of the contracting parties in “facts” “context,” case will be subservient to the will of the judiciary, contrary to traditional every “evolving” “the rules for contractual interpretation.” Legal Principles, Not Social and Economic Policies, Govern Contract Enforcement The majority disregards what the CBA says and what the evidence proves about Reese II the parties’ intent—as Judge Donald’s dissent points out—in an effort resolve the case “to equitably.” But, as Judge Donald points out, the court one of law and not equity.” She “is observes that the majority offers analysis of the policy issues” when is the law “thoughtful “it that should determine the outcome of this case.” As a matter of law, one contracting party cannot escape its obligations because those obligations unexpectedly become more onerous due to events. As the Sixth Circuit stated over a hundred years ago: “evolving” The reasonableness of a contract, its fairness and justice, are to be determined as of the time when the parties entered into it, and so of the intentions involved in the
carefully circumscribed circumstances—to accommodate impossibility, to allow for the exigencies of war, to correct mistakes in reducing an agreement to writing, and to remedy fraud or duress, for example—but promisor’s remorse has never been a defense to breach. If you promise to pay on your mortgage, or on your car loan, or on your student loan, or on your obligations to compensate retirees for a lifetime of labor, you are supposed to keep your promise, even in hard times. This is so even if the housing market tanks, your rear bumper falls off, your Spanish literature degree equips you only to work at Taco Bell, and healthcare inflation exceeds the CPI. The Reese result—permitting CNH to litigate over the “reasonableness” of unilateral reductions based on standards that have nothing to do with the bargain made by the be derived from any plausible CBA construction. If the Reese result were to be given universal application independent of “facts” and “context,” the intent of the contracting parties in every case will be subservient to the “evolving” will of the judiciary, contrary to “the traditional rules for contractual interpretation.” Legal Principles, Not Social and Economic Policies, Govern Contract Enforcement The Reese II majority disregards what the CBA says and what the evidence proves about the parties’ intent—as Judge Donald’s dissent points out—in an effort “to resolve the case equitably.” But, as Judge Donald points out, the court “is one of law and not equity.” She observes that the majority offers “thoughtful analysis of the policy issues” when “it is the law that should determine the outcome of this case.” As a matter of law, one contracting party cannot escape its obligations because those obligations unexpectedly become more onerous due to “evolving” events. As the Sixth Circuit stated over a hundred years ago: The reasonableness of a contract, its fairness and justice, are to be determined as of the time when the parties entered into it, and so of the intentions involved in the
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