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Friday, April 17, 2015

Darth Vader and the Contracts Clause

The Empire fell for want of judicially enforceable contracts


One of my few pedagogical innovations as a constitutional law professor is using Darth Vader’s “alteration” of his agreement with Lando Calrissian in the Empire Strikes Back to illustrate the importance of the Contracts Clause, which forbids state laws that “impair the obligation of contracts.”

A government that can renege on its contracts not only tramples the rights of the people, but ultimately harms itself, because many will become reluctant to work with it in the future.

Here is the dialogue from the relevant scenes. After the second scene, Lando turns against the Empire, which ultimately leads to its downfall. He helps Luke and Princess Leia escape Cloud City, thereby foiling Vader’s plan.

Later, in Return of the Jedi, it is Lando who leads the successful assault on the second Death Star. If the Imperial Constitution had had a judicially enforceable Contracts Clause, Lando could have vindicated his rights in court, and the rebellion would have been crushed.

Lando: Lord Vader, what about Leia and the Wookiee?

Darth Vader: They must never again leave this city.

Lando: [outraged] That was never a condition of our agreement, nor was giving Han to this bounty hunter!

Darth Vader: Perhaps you think you’re being treated unfairly?

Lando: [after a pause; nervously] No.

Darth Vader: Good. You know it would be unfortunate if I had to leave a garrison here.

Lando: [to himself] This deal is getting worse all the time!

[Later]

Darth Vader: Calrissian. Take the princess and the Wookie to my ship.

Lando: You said they’d be left at the city under my supervision!

Darth Vader: I am altering the deal. Pray I don’t alter it any further.

Interestingly, Goldwater Institute public interest lawyer Christina Sandefur informs me that she used the above quote from Vader in a recent brief in a Contracts Clause case.

Elsewhere, I have argued that much of the criticism of Emperor Palpatine’s management style is misplaced. But he and Vader blew it when it comes to the Contracts Clause.

Today marks the 110th anniversary of the infamous (and correctLochner decision, which vindicated the liberty of contract by striking down “unreasonable, unnecessary and arbitrary” regulations on commerce. Though that restriction on interference with contracts has been lost since the New Deal, the Contracts Clause still (mostly) stands to prevent states from violating their own contractual obligations.

Apropos, the trailer for the new Star Wars film has been released, and it seems the Empire has indeed fallen and been replaced by a new regime: the “First Order.” Vader should have honoured his contractual obligations — it’s just better business. -Ed.

This post originally appeared at the Volokh Conspiracy.


  • ILYA SOMIN is Professor of Law at George Mason University. His research focuses on constitutional law, property law, and the study of popular political participation and its implications for constitutional democracy.