American Software, Inc. v. Ali
California Court of Appeal
54 Cal. Rptr. 2d 477 (Cal. Ct. App. 1996)
Ali (plaintiff), a saleswoman, reviewed her employment contract with a lawyer and negotiated changes before signing; the contract provided that commissions were earned only when payment was received and were forfeited if the employee voluntarily quit and payment arrived more than 30 days later. After Ali quit and American Software (defendant) received payment on two deals just past that 30-day window, it withheld those commissions, and the trial court found the clause unconscionable.
Whether a contract can be deemed unconscionable if it was not negotiated from a position of unequal bargaining power and its terms did not shock the conscience at the time the contract was entered into.