In the case of Lathrop, Shea & Henwood Company v. Interior Construction and Improvement Company in 1909, the U.S Supreme Court was asked to determine whether a contract for excavation work could be considered completed if some parts were left unfinished due to unforeseen circumstances. The plaintiff, Lathrop, Shea & Henwood Company had been contracted by the defendant, Interior Construction and Improvement Company to excavate land for a building project but encountered unexpected rock formations which made it impossible to complete all aspects of their contractual obligations. Despite this impediment, they argued that they had substantially fulfilled their duties under the contract and should therefore receive full payment. The court ruled in favor of Lathrop stating that substantial performance is sufficient when completion has been prevented by an act of God or other circumstance beyond control. It held that contracts are not expected to be performed with absolute exactness but rather with reasonable approximation given prevailing conditions at time of execution.

In the dissenting opinion for Lathrop, Shea & Henwood Company v. Interior Construction and Improvement Company, Justice Harlan argued that the majority's decision was inconsistent with established legal principles regarding contract law. He contended that a party should not be allowed to escape liability simply because they had assigned their contractual obligations to another entity without obtaining explicit consent from all involved parties. In his view, this would undermine the fundamental principle of privity of contract - which holds that only those who are party to a contract can sue or be sued on it - and could lead to unjust outcomes if applied broadly. Furthermore, he disagreed with the majority's interpretation of certain key facts in the case, suggesting instead that there was sufficient evidence available to hold Lathrop liable for breach of contract despite its assignment of duties.