News & Analysis as of

Unconscionable Contracts

Littler

California High Court Limits Use of Formatting and “Fine Print” Arguments to Defeat Arbitration

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The California Supreme Court (the “Court”) has confirmed that an arbitration agreement’s formatting—standing alone—does not render its terms substantively unconscionable, even where the text is difficult to read.1 The Court...more

Thompson Coburn LLP

Fuentes v. Empire Nissan: Heightened Scrutiny for Arbitration Agreement Unconscionability

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In Fuentes v. Empire Nissan, Inc., the California Supreme Court recently issued an opinion calling on courts to “closely scrutinize” arbitration agreements for substantive unconscionability where there is extreme procedural...more

Seyfarth Shaw LLP

California High Court Says Contract Illegibility Warrants Increased Substantive Scrutiny

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The California Supreme Court held that illegibility and tiny font are matters of procedural, not substantive, unconscionability. However, courts must closely scrutinize the terms of hard-to-read agreements for unfairness, and...more

CDF Labor Law LLP

California Supreme Court “Clarifies” Standard for Enforcement of Illegible Arbitration Agreements

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In employment cases, Plaintiff’s claim that arbitration agreements with small or blurry print should not be enforced as substantively and procedurally unconscionable due to the difficulty in reading the words in the contract....more

Quarles & Brady LLP

California Supreme Court Addresses Enforceability of “Visually Impenetrable” Arbitration Provision

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On February 3, 2026, the California Supreme Court issued its decision in Fuentes v. Empire Nissan, Inc. In this decision, which dealt with an illegible arbitration provision, the Supreme Court reversed the lower court and...more

Jackson Lewis P.C.

Arbitration Agreement’s Illegible Print Not Automatically Invalid as Unfair

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The California Supreme Court held in Fuentes v. Empire Nissan, Inc. (Feb. 2, 2026) that small or blurry print in an arbitration agreement does not automatically invalidate the agreement as unconscionable. Instead, the Court...more

Ervin Cohen & Jessup LLP

Why Collateral Terms in Your Non-Disclosure Agreement May - or May Not - Tank Your Arbitration Policy

Just in time for the new year, Wise v. Tesla Motors, Inc. (2025) offers fresh guidance on how California courts should treat allegedly unconscionable terms in collateral employment agreements when deciding whether to enforce...more

Sheppard Mullin Richter & Hampton LLP

New York Legislature Moves Quickly to Clarify The Trapped at Work Act

In response to concerns raised by Governor Kathy Hochul and stakeholders in the employment sector regarding ambiguities in the Trapped at Work Act, the New York Legislature has quickly introduced Chapter Amendments...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

Emerging Trends in Employment Arbitration in 2026: What Employers Need to Know

Employment arbitration agreements provide employers and employees with a fair and efficient way to resolve disputes outside of court litigation. The legal requirements for and best practices surrounding employment arbitration...more

Fisher Phillips

Recent California Court Decision is a Reminder to Review Your Online Service Arbitration Agreements

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If your business has an online presence, chances are you have an online service agreement or terms of use that include an arbitration agreement. But simply having such an agreement in place doesn’t necessarily mean it will be...more

K&L Gates LLP

California Court of Appeal Affirms Severability of Collateral NDA Provisions and Enforces Arbitration Agreement in Wise v. Tesla...

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In Wise v. Tesla Motors, Inc. (Wise), the California Court of Appeal sent a clear signal that courts may not use collateral defects in related employment agreements to invalidate an otherwise enforceable arbitration...more

Offit Kurman

Penalty Clauses in Prenuptial Agreements: Lessons from the Reported “Cocaine Clause”

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Prenuptial agreements have long evolved beyond simple asset division roadmaps. Modern prenups address conduct during marriage, incorporating so-called “penalty” or “incentive” provisions that attach financial consequences to...more

Sheppard Mullin Richter & Hampton LLP

New York’s Trapped at Work Act: Immediate Prohibition of “Stay-or-Pay” Employment Provisions

On December 19, 2025, Governor Kathy Hochul signed the Trapped at Work Act (the “Act”), introducing sweeping new restrictions on certain employment-related repayment agreements. Effective immediately, the Act prohibits...more

BakerHostetler

No More Stay-or-Pay for New York Employees: New York Enacts Trapped at Work Act…And Already Proposes Amendments

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New York has joined California in banning the use of almost all “stay-or-pay” agreements in employment. Often called “TRAPs” (Training Repayment Agreement Provisions), these obligations require workers to pay back their...more

Bradley Arant Boult Cummings LLP

Stay-or-Pay or Prey? States Restricting Retention Employment Contract Provisions

New Year, new legislation — California and New York are leading the way in restricting certain “stay-or-pay” provisions in employment contracts. These types of provisions are relatively common....more

Womble Bond Dickinson

Navigating California’s New Arbitration Landscape: Understanding SB 82 and Its Potential Impact

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California Governor Gavin Newsom recently signed Senate Bill (SB) 82 into law, introducing significant changes that could reshape the enforcement of arbitration clauses in California consumer agreements. This legislation,...more

Jackson Lewis P.C.

California Supreme Court Cases Employers Should Watch in 2026

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Several employment-related cases are currently pending before the California Supreme Court, and their outcomes could have a significant impact on workplace policies and risk management for employers and HR professionals....more

Parker Poe Adams & Bernstein LLP

Fourth Circuit Affirms High Bar for Holding Decades-Old Agreements Unconscionable

In the world of commercial real estate litigation, we deal frequently with agreements — leases, licenses, reciprocal easement agreements — made decades ago that may not correspond to contemporary practices....more

Lathrop GPM

Tenth Circuit Affirms Stay of Petition to Compel Arbitration Pending Washington State Court Proceedings

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The Tenth Circuit recently affirmed a federal district court decision staying a supplier’s action to compel arbitration under the Federal Arbitration Act (FAA) while related litigation proceeded in Washington state court. Nu...more

Lewitt Hackman

Franchisee 101: Double Parked

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The federal district court in Maryland granted in part and denied in part franchisor Spiffy Franchising, LLC’s motion to compel arbitration in a lawsuit brought by a franchisee. The court compelled arbitration for the...more

King & Spalding

Southern District of Mississippi Rejects Argument That Broad Waiver Provisions in Guaranty Agreements Are Unconscionable

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On September 16, 2025, the U.S. District Court for the Southern District of Mississippi declined to dismiss a claim for breach of guaranty agreements, rejecting the defendants’ argument that the contracts are “so...more

Lathrop GPM

California Federal Court Denies Summary Judgment, Finding Release Unenforceable

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A federal court in California recently found that releases executed by former distributors were unenforceable and therefore denied a summary judgment motion filed by distributors Earthgrains Distribution, LLC and Bimbo...more

Cozen O'Connor

NJ AG Shuts the Door on Predatory Homeowner Contracts

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New Jersey AG Matthew J. Platkin and the Division of Consumer Affairs announced a $2.8 million settlement with MV Realty PBC, LLC and affiliates (collectively, “MV Realty”), resolving a 2023 lawsuit alleging that the company...more

A&O Shearman

Clause for Concern: The Penalty Rule, Default Interest and Extortion

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Default interest, in a loan agreement, at a rate of 4% compounded monthly, was not extortionate given the legitimate interests at play and so was not an unenforceable penalty, according to the High Court. This, third...more

Felicello Law PC

When a Contract Comes Back to Bat: Defenses to Voiding Contracts

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In 2017, then-teenage baseball prospect Fernando Tatis Jr. signed a contract with Big League Advance (“BLA”). BLA is a company that provides upfront cash to minor league baseball players in exchange for a percentage of their...more

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