Blackrock Capital Investment Corp. v. Jerry Fish

Justice Ketchum:

In this appeal from the Circuit Court of Hancock County, we examine the equitable doctrine of unconscionability. Before the circuit court, a subsidiary company sought a declaratory judgment against its parent companies. The subsidiary challenged three management agreements by which the parent companies managed, controlled and participated in the affairs of the subsidiary.

The subsidiary company claimed that two clauses in the agreements were unconscionable. One clause said the parent companies could never be liable to the subsidiary; the *92other clause required the subsidiary to…