In the case of Ingram-Day Lumber Company v. McLouth, the U.S Supreme Court was tasked with determining whether a contract for sale of lumber violated antitrust laws. The plaintiff, Ingram-Day Lumber Company, had entered into an agreement to sell its entire stock of lumber to defendant McLouth over a period of time at fixed prices. However, when market prices rose significantly above those agreed upon in their contract and the company refused to deliver any more lumber unless higher prices were paid, McLouth sued for breach of contract. In response, Ingram-Day argued that enforcing such contracts would violate federal anti-trust law by restricting competition in the marketplace. The court ruled against this argument stating that while it is true that certain types of agreements can be deemed illegal if they restrain trade or commerce among states under Sherman Act (an antitrust law), not all contracts which affect interstate commerce fall within this prohibition. It held that private sales contracts like these do not have sufficient impact on general market conditions so as to constitute restraint on trade or commerce among several states.

The dissenting opinion in the Ingram-Day Lumber Company v. McLouth case argued that the majority's decision was flawed because it failed to consider key aspects of contract law and misinterpreted existing precedents. The dissent contended that a contract, once made, cannot be unilaterally altered by one party without consent from the other party involved. They believed this principle should apply even when there is an alleged mistake or misunderstanding about terms at the time of agreement formation. Furthermore, they disagreed with how previous cases were applied to justify altering contractual agreements post-formation due to supposed errors or misunderstandings during negotiations. In their view, these past decisions did not support such broad reinterpretation and modification powers for courts over private contracts as suggested by the majority ruling.