Case Study: CampbellSoupCo. v. Wentz 172 F.2d 80 (3rd Cir. 1949) Facts: Per a written contract betweenCampbellSoup Company (a New Jersey company) and the Wentzes (carrot farmers inPennsylvania), the Wentzes would deliver toCampbell all the Chantenay red cored carrots to be grown on the Wentz farm during the1947 season. The co ntract price for the carrots was $30 per ton. The contract betweenCampbellSoup and all sell ers of carrots wasdrafted byCampbell and it had a provision that prohibited farmers/sellers from selling their carrots to anyone else, except thosecarrots that were rejected byCampbell . The contract also had a liquidated damages provision of $50 per ton if the seller breached, but it had no similar provision in the eventCampbell breached. The contract not only allowe dCampbell to reject nonconformingcarrots, but gaveCampbell the right to determine who c ould buy the carrots it had rejected. The Wentzes harvested 100 tons ofcarrots, but because the market price at the time of harvesting was $90 per ton for these rare carrots, the Wentz es refused to deliverthem toCampbell and sold 62 tons of their carrots to a farmer who sold some of those carrots toCampbell.Campbell sued theWentzes, asking for the court's order t o stop further sale of the contracted carrots to others and to compel specific performance of the contract. The trial court ruled for the Wentzes andCampbell appealed. Issues: Is specific performance an appropriate legal remedy in this case or is the contract u nconscionable? Discussion: In January 1948, it was virtually impossible to obtain Chantenay carrots in the open market.Campbell used Chantenaycarrots (which are easier to process forsoup making than other carrots) in large quantities and furnishes the seeds to farmers withwhom it cont racts.Campbell contracted for carrots long ahead, and farmers entered into the contract will ingly. If the facts of this casewere this simple, specific performance should have been grante d. However, the problem is with the contract itself, which was one-sided. According to the app ellate court, the most direct example ofunconscionability was the provision that, under cert ain circumstances,Campbell may reject carrots, but farmers cannot sell themanywhere with outCampbell's permission. Though the contract was legal, it was wrong forCampbell to ask f or the court's help inenforcing this unconscionable bargain (one that "shocks the conscienc e of the court"). The court said that the sum of the contract'sprovisions "drives too hard a b argain for a court of conscience to assist." Holding: The judgment of the trial court in favor of the farmers is affirmed