§ 257. Grant of Exclusive Franchises, Rights or Privileges Street Construction.-Grants of exclusive franchises, rights or privileges to corporations or individuals do not pass except by plain and express words or necessary implication, and are to be strictly construed. If the terms of such contract between the corporation or individual and the State are ambiguous such ambiguity must operate in favor of the public or State; exclusive rights or privileges under public franchises are not favored. A special franchise to be exclusive ought to be 1 United States: Long Island Ct. 427, rev'g 132 Fed. 848; Vincennes Water Supply Co. v. Brooklyn, 166 v. Citizens' Gaslight Co., 132 Ind. U. S. 685, 696, 17 Sup. Ct. 718, 41 114, 16 L. R. A. 485, 31 N. E. 573; L. ed. 1165; Wright v. Nagle, 101 Hamilton & L. E. T. Co. v. Hamilton, U. S. 791, 796, 25 L. ed. 921, per 1 Ohio N. P. 366. See §§ 22-24, Waite, C. J.; Citizens' Street R. Co. v. herein, also chapter herein as to exJones (C. C.), 34 Fed. 579. clusive franchises. District of Columbia: United States Elec. L. Co. v. Ross, 9 App. D. C. 558, 24 Wash. L. Rep. 775, appeal denied, 24 Wash. L. Rep. 838. Georgia: McLeod v. Burroughs, 9 Ga. 213. Maryland: North Baltimore Pass. Ry. Co. v. North Ave. Ry. Co., 75 Md. 233, 4 Am. Elec. Cas. 1, 9, 29 Atl. 466, per Alvey, C. J. Pennsylvania: West Manayunk Gas Light Co. v. New Gas Light Co., 21 Pa. Co. Ct. Rep. 379. Texas: Victoria County v. Victoria Bridge, 68 Tex. 62, 4 S. W. 140. Examine Blair v. City of Chicago, 201 U. S. 400, 50 L. ed. 801, 26 Sup. Charles River bridge; powers expressly granted; exclusive privileges not regarded; implications as to. The act of incorporation of the proprietors of the Charles River bridge, is in the usual form, and the privileges such as are commonly given to corporations of that kind; it confers on them the ordinary faculties of a corporation, for the purpose of building the bridge, and establishes certain rates of toll which the company are authorized to take. This is the whole grant; there is no exclusive privilege given to them over the waters of Charles River, above or below their bridge; no right to erect free from ambiguity, and the precise territorial limitations of a charter should not be uncertain and incapable of accurate determination so that the grantee may elect to exercise its rights in one district one year and abandon that locality the next. So where an exclusive right is granted to a corporation for a period of years that interpretation will govern which is most favorable to the State, and the right will be held to expire at the termination of the period specified, even though under another statute such grant might be construed as for an unlimited period. But it is held that the rule requiring all gratuitous grants by the sovereign of exclusive privileges and franchises to be construed strictly, and that any ambiguity therein must operate against the grantee, is not in its strictness fully applicable to the grant of a ferry franchise. Such a grant being never without a consideration, as it imposes upon the grantee the obligation of maintaining a ferry with suitable accommodations for the convenience of the public.1 $258. Separate Grants of Franchises-Rule of Construction. If the franchise of a ferry and that of a bridge are different in their nature and are each established by separate grants which have no words to connect the privileges of the one with the privileges of the other, there is no rule of legal interpretation, which will authorize a court to associate such another bridge themselves, nor to must be implied simply from the prevent other persons from erecting nature of the grant, and cannot be inone; no engagement from the State, ferred from the words by which the that another shall not be erected; grant is made. Charles River Bridge and no undertaking not to sanction v. Warren Bridge, 11 Pet. (36 U. S.) competition, nor to make improve- 420, 9 L. ed. 773. ments that may diminish the amount of its income. Upon all these subjects, the charter is silent, and nothing is said in it about a line of travel, so much insisted on in the argument, in which they are to have exclusive privileges; no words are used, from which an intention to grant any of these rights can be inferred; if the plaintiffs are entitled to them, it 2 West Manayunk Gas Light Co. v. New Gas Light Co., 21 Pa. Co. Ct. Rep. 379. 3 Coosaw Mining Co. v. South Carolina, 144 U. S. 550, 36 L. ed. 537, 12 Sup. Ct. 689. 4 Mayor, etc., of New York v. Starin, 106 N. Y. 1, 8 N. Y. St. R. 655, 27 Wkly. Dig. 124, 12 N. E. 631. grants together, and to infer that any privilege was intended. to be given to the bridge company merely because it had been conferred upon the other; the charter being a written instrument it must speak for itself and be interpreted by its own terms.5 § 259. Settled Judicial Construction.-It is a well-settled principle of construction that language used in a statute which has a settled and well-known meaning, sanctioned by judicial decision, is presumed to be used in that sense by the legislative body. And if the courts of a State have, when an agreement is made, construed their constitution and laws so as to give the agreement force and vitality, the same courts cannot, by a subsequent and contrary construction, render it invalid," for the settled judicial construction of a statute, so far as contract rights are acquired thereunder, is as much a part of the statute as the text itself, and a change of decision is the same in effect on pre-existing contracts as a repeal or amendment by legislative enactment. But the construction placed by a state court upon one statute implies no obligation on its part to put the same construction upon a different statute though the language of the two may be similar." 8 § 260. Practical Construction by Parties.-The practical interpretation or construction of ambiguous language of a charter of a corporation or of a grant of a franchise or privilege, by the subsequent acts of the parties, and continued uniformly for a number of years and acquiesced in by the public or officials charged with the duty to object in the premises, is, in case where such construction is permissible, entitled to Charles River Bridge v. Warren Bridge, 11 Pet. (36 U. S.) 420, 9 L. ed. 773. Kepner v. United States, 195 U. S. 100, 49 L. ed. 114, 24 Sup. Ct. 797. 'Thomson v. Lee County, 3 Wall. (70 U. S.) 327, 18 L. ed. 177. German Sav. Bank v. Franklin County, 128 U. S. 526, 9 Sup. Ct. 159, 32 L. ed. 519 (a case of county bonds; railroad aid; conditions precedent; invalidity; innocent holders); Douglass v. County of Pike, 101 U. S. 677, 25 L. ed. 968. Wood v. Brady, 150 U. S. 18, 37 L. ed. 981, 14 Sup. Ct. great weight as evidencing the right interpretation, but if such acts, conduct or acquiescence have not been uniform, and indicate conflicting views, they furnish no aid in arriving at the meaning.10 The omission, however, of a city to assert its rights, or its passive submission to the invasion thereof is held to have but little bearing in the construction of a grant, although the acts of a city in asserting and exercising its rights from time to time, claiming an exclusive franchise, conclusively shows its understanding under the charter.11 Practical construction by a common carrier and officials to whom passes have been given cannot operate to modify a law clearly prohibiting transportation of favored passengers.12 § 261. Effect of Interpretation-Beneficial ReasonsNatural Justice and Equity-Inconvenience-Injury or Hardship.-Effect of interpretation may be considered to ascertain intent.13 If two laws interfere in their application to particular facts that interpretation should be followed which is recommended by the most beneficial reasons.14 In case of ambiguity a statute should be so construed as to be consistent with natural justice if not contrary to settled legal principles, 15 and, keeping in view the object or purpose of the act, it may be construed according to its equity.16 But if Congress, or a state legislature, pass a law within the general 13 Bowers v. Smith, 111 Mo. 45, 16 L. R. A. 754, 35 Cent. L. J. 305, 46 Alb. L. J. 204. 10 Port of Mobile v. Louisville & 12 State v. Southern R. Co., 122 Nashville R. Co., 84 Ala. 115, 4 So. N. C. 1052, 30 S. E. 133, 41 L. R. A. 106, 5 Am. St. Rep. 342; Clark's Run 246, 11 Am. & Eng. R. Cas. (N. S.) & S. R. Turnpike Road Co. v. Com- 228. monwealth, 16 Ky. L. Rep. 681, 29 S. W. 360; Mayor, etc., of New York v. Starin, 106 N. Y. 1, 8 N. Y. St. R. 655, 27 Wkly. Dig. 124, 12 N. E. 631; Jones v. Erie & W. V. R. Co., 169 Pa. 333, 32 Atl. 535, 36 W. N. C. 441 (construction of railroad and occupation of city streets as interpretation of grant). 11 Mayor, etc., of New York v. Starin, 106 N. Y. 1, 8 N. Y. St. R. 655, 27 Wkly. Dig. 124, 12 N. E. 631. 14 Kane v. Kansas City, Ft. Smith & Memphis Ry. Co., 112 Mo. 34, 39, citing Rutherforth's Inst. (2d Am. ed.), p. 432. 15 Plum v. Kansas City, 101 Mo. 525, 14 S. W. 657, 10 L. R, A. 371. 16 Harrison v. Commonwealth, 83 Ky. 162. |