by Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson, and Yoosun Koh
Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson, and Yoosun Koh (Photographs courtesy of Paul, Weiss)
On October 6, 2025, California enacted AB 325 and SB 763. These two legal guidelines amend the state’s main antitrust statute, the Cartwright Act, which usually prohibits combos or agreements between two or extra entities in restraint of commerce, comparable to agreements to repair costs or to restrict manufacturing. These amendments are efficient as of January 1, 2026.
Collectively, AB 325 and SB 763:
- Add two new Cartwright Act violations associated to the use or distribution of “widespread pricing algorithms.”
- Decrease the pleading normal for Cartwright Act claims.
- Set up civil penalties for violations of the Cartwright Act and enhance most legal penalties.
- Make cures and penalties for Cartwright Act violations cumulative.
Under, we offer a high-level overview of the brand new legal guidelines and provide some observations.
As A part of a Conspiracy to Restrain Commerce
AB 325 explicitly outlaws the use or distribution of a “widespread pricing algorithm as a part of a contract, mixture within the type of a belief, or conspiracy to restrain commerce or commerce.” A standard pricing algorithm is “any methodology, together with a pc, software program, or different know-how, utilized by two or extra individuals, that makes use of competitor information to suggest, align, stabilize, set, or in any other case affect a value or business time period.”
This prohibition is broad in a number of respects. First, AB 325 makes no distinction between public and private competitor information, however as an alternative merely prohibits utilizing “competitor information” in an algorithm that impacts value or a “business time period.” Second, the definition of “value” consists of “compensation,” elevating implications for California’s labor market and the style wherein salaries are set by employers. Third, the prohibition applies to a typical pricing algorithm that might “in any other case affect” a “business time period,” with out defining these phrases.
Coercion to Undertake a Beneficial Worth or Business Time period
AB 325 additionally prohibits an entity from utilizing or distributing a typical pricing algorithm if the entity “coerces one other particular person to set or undertake a really helpful value or business time period really helpful by the widespread pricing algorithm for a similar or comparable services or products within the jurisdiction of” California.
The brand new legislation additionally reforms the pleading normal for Cartwright Act violations which have the existence of an settlement as a component. In these cases, a “grievance shall not be required to allege info tending to exclude the potential of impartial motion.” Reasonably, “factual allegations demonstrating that the existence of a contract, mixture within the type of a belief, or conspiracy to restrain commerce or commerce is believable” are enough. This stands in distinction with the heightened pleading normal for claims introduced underneath Part 1 of the Sherman Act, pursuant to which a plaintiff should additionally allege proof that tends to exclude the potential of impartial conduct.[1] The upshot is that, all else being equal, California state courts are prone to be extra permissive venues for antitrust conspiracy claims.
Prison Penalties
SB 763 will increase legal penalties for each firms and people, although the ultimate laws didn’t go so far as earlier variations of the invoice had proposed.
- Firms: An organization discovered responsible of a legal Cartwright Act violation will now be topic to a high-quality of as much as $6 million (moderately than the previous $1 million or proposed $100 million) or double both the gross acquire derived from the violation or the gross loss suffered by the sufferer, whichever is bigger.
- People: A person discovered responsible of a legal Cartwright Act violation can be topic to imprisonment for one, two, or three years in a state jail (moderately than the proposed two, three, or 5 years), imprisonment for not multiple yr in a county jail, a high-quality of not more than $1 million (moderately than the previous $250,000) or double both the gross acquire or gross loss (whichever is bigger), or each a high-quality and imprisonment.
Civil Penalties
State legislation authorizes the California Legal professional Normal and county district attorneys to provoke civil actions for violations of the Cartwright Act and to hunt an injunction, cash damages on behalf of the state and its businesses, or as parens patriae on behalf of residents to safe financial aid.[2] An entity discovered to have violated the Cartwright Act in a civil motion introduced by both the California Legal professional Normal or county district attorneys will now even be topic to a particular Cartwright Act civil penalty of as much as $1 million for every violation.
Cumulative Cures and Penalties
SB 763 clarifies that except in any other case offered, the Cartwright Act’s cures and penalties are cumulative to one another in addition to different cures and penalties accessible underneath different state legislation, comparable to California’s Unfair Competitors Legislation, which authorizes civil penalties for conduct constituting “unfair competitors” within the quantity of $2,500 per violation.[3]
AB 325 and SB 763 collectively make authorities enforcement and personal litigation extra seemingly underneath the Cartwright Act and should have far reaching results on how companies design and deploy algorithms, that are more and more widespread instruments used to spice up effectivity and responsiveness to market situations, in addition to on how companies reply to modifications in provide and demand.
AB 325’s breadth in reaching algorithms that depend on public information is in distinction to the creating federal legislation on this challenge. Courts are presently grappling with whether or not legal responsibility can connect underneath the Sherman Act if the algorithm at challenge isn’t alleged to have relied on private information. In a single current instance, the Ninth Circuit affirmed the dismissal of a putative class motion grievance, framing the query posed as “whether or not Plaintiffs sufficiently state a Part 1 declare once they allege that the competing inns independently bought licenses for a similar software program, which software program is alleged to have offered pricing suggestions, and which software program didn’t share any licensing lodge’s confidential data among the many competing licensees.”[4] The courtroom concluded that this was inadequate to state a Sherman Act Part 1 declare, however famous that the evaluation may change if plaintiffs allege that the software program supplier shared the confidential private data of every lodge with the opposite competing inns.
AB 325 additionally goes additional than legal guidelines handed by some cities, together with San Francisco, which have targeted on algorithms fueled by private information within the housing sector. Certainly, different pending pricing algorithm laws is considerably narrower than California’s new legislation. For instance, New York’s S.7882 would solely regulate using algorithms within the residential housing context, whereas U.S. Senate Invoice S.232 (Klobuchar) would solely prohibit pricing algorithms utilizing private competitor information (whereas creating an audit course of for customers or distributors of pricing algorithms).
AB 325 can also be noteworthy as a result of it creates a brand new foundation of legal responsibility for data providers firms and different algorithm suppliers, comparable to e-commerce platforms, that allegedly coerce their customers into implementing really helpful costs. The laws doesn’t outline “coercion,” and it may attain a spread of widespread incentive constructions and business phrases together with “give-to-get” information preparations the place firms agree to supply their very own information to information aggregators in trade for industry-wide information.
AB 325’s rejection of a heightened pleading requirement excluding impartial conduct may dramatically enhance the variety of Cartwright Act claims that make it previous demurrer in state courtroom, opening defendants as much as full and costly civil discovery.
SB 763’s elevated legal high-quality thresholds and novel civil penalty will increase the choices accessible to state enforcers, that are already fairly broad underneath the Cartwright Act, with some California courts having discovered a number of violations arising out of a single course of conduct the place a number of persons are affected by separate acts, and even the place a single act impacts a number of victims.[5]
In opposition to the backdrop of the Cartwright Act’s amendments and state officers’ requires elevated state antitrust enforcement, companies ought to evaluate the design and deployment of any algorithms used of their price-setting processes to mitigate the danger of elevated California-based antitrust enforcement and litigation.
[1] Cf. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 554–57 (2007).
[2] Id. §§ 16750(c), 16754, 16754.5, 16760.
[3] Id. § 17206(a).
[4] Gibson v. Cendyn Grp., 148 F.4th 1069, 1076 (ninth Cir. 2025) (emphasis added).
[5] See Folks v. Nat’l Ass’n of Realtors, 155 Cal. App. 3d 578, 584–86 (1984); Folks v. Tremendous. Ct. (Olson), 96 Cal. App. 3d 181, 197–98 (1979).
Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson are Companions and Yoosun Koh is a Senior Affiliate at Paul, Weiss, Rifkind, Wharton & Garrison LLP. Follow Administration Legal professional Mark R. Laramie and Affiliate Russell A.S. Wirth additionally contributed to this text. An extended model of this put up first appeared as a shopper alert for the agency.
The views, opinions and positions expressed inside all posts are these of the writer(s) alone and don’t characterize these of the Program on Company Compliance and Enforcement (PCCE) or of the New York College College of Legislation. PCCE makes no representations as to the accuracy, completeness and validity or any statements made on this web site and won’t be liable any errors, omissions or representations. The copyright of this content material belongs to the writer(s) and any legal responsibility with reference to infringement of mental property rights stays with the writer(s).
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by Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson, and Yoosun Koh
Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson, and Yoosun Koh (Photographs courtesy of Paul, Weiss)
On October 6, 2025, California enacted AB 325 and SB 763. These two legal guidelines amend the state’s main antitrust statute, the Cartwright Act, which usually prohibits combos or agreements between two or extra entities in restraint of commerce, comparable to agreements to repair costs or to restrict manufacturing. These amendments are efficient as of January 1, 2026.
Collectively, AB 325 and SB 763:
- Add two new Cartwright Act violations associated to the use or distribution of “widespread pricing algorithms.”
- Decrease the pleading normal for Cartwright Act claims.
- Set up civil penalties for violations of the Cartwright Act and enhance most legal penalties.
- Make cures and penalties for Cartwright Act violations cumulative.
Under, we offer a high-level overview of the brand new legal guidelines and provide some observations.
As A part of a Conspiracy to Restrain Commerce
AB 325 explicitly outlaws the use or distribution of a “widespread pricing algorithm as a part of a contract, mixture within the type of a belief, or conspiracy to restrain commerce or commerce.” A standard pricing algorithm is “any methodology, together with a pc, software program, or different know-how, utilized by two or extra individuals, that makes use of competitor information to suggest, align, stabilize, set, or in any other case affect a value or business time period.”
This prohibition is broad in a number of respects. First, AB 325 makes no distinction between public and private competitor information, however as an alternative merely prohibits utilizing “competitor information” in an algorithm that impacts value or a “business time period.” Second, the definition of “value” consists of “compensation,” elevating implications for California’s labor market and the style wherein salaries are set by employers. Third, the prohibition applies to a typical pricing algorithm that might “in any other case affect” a “business time period,” with out defining these phrases.
Coercion to Undertake a Beneficial Worth or Business Time period
AB 325 additionally prohibits an entity from utilizing or distributing a typical pricing algorithm if the entity “coerces one other particular person to set or undertake a really helpful value or business time period really helpful by the widespread pricing algorithm for a similar or comparable services or products within the jurisdiction of” California.
The brand new legislation additionally reforms the pleading normal for Cartwright Act violations which have the existence of an settlement as a component. In these cases, a “grievance shall not be required to allege info tending to exclude the potential of impartial motion.” Reasonably, “factual allegations demonstrating that the existence of a contract, mixture within the type of a belief, or conspiracy to restrain commerce or commerce is believable” are enough. This stands in distinction with the heightened pleading normal for claims introduced underneath Part 1 of the Sherman Act, pursuant to which a plaintiff should additionally allege proof that tends to exclude the potential of impartial conduct.[1] The upshot is that, all else being equal, California state courts are prone to be extra permissive venues for antitrust conspiracy claims.
Prison Penalties
SB 763 will increase legal penalties for each firms and people, although the ultimate laws didn’t go so far as earlier variations of the invoice had proposed.
- Firms: An organization discovered responsible of a legal Cartwright Act violation will now be topic to a high-quality of as much as $6 million (moderately than the previous $1 million or proposed $100 million) or double both the gross acquire derived from the violation or the gross loss suffered by the sufferer, whichever is bigger.
- People: A person discovered responsible of a legal Cartwright Act violation can be topic to imprisonment for one, two, or three years in a state jail (moderately than the proposed two, three, or 5 years), imprisonment for not multiple yr in a county jail, a high-quality of not more than $1 million (moderately than the previous $250,000) or double both the gross acquire or gross loss (whichever is bigger), or each a high-quality and imprisonment.
Civil Penalties
State legislation authorizes the California Legal professional Normal and county district attorneys to provoke civil actions for violations of the Cartwright Act and to hunt an injunction, cash damages on behalf of the state and its businesses, or as parens patriae on behalf of residents to safe financial aid.[2] An entity discovered to have violated the Cartwright Act in a civil motion introduced by both the California Legal professional Normal or county district attorneys will now even be topic to a particular Cartwright Act civil penalty of as much as $1 million for every violation.
Cumulative Cures and Penalties
SB 763 clarifies that except in any other case offered, the Cartwright Act’s cures and penalties are cumulative to one another in addition to different cures and penalties accessible underneath different state legislation, comparable to California’s Unfair Competitors Legislation, which authorizes civil penalties for conduct constituting “unfair competitors” within the quantity of $2,500 per violation.[3]
AB 325 and SB 763 collectively make authorities enforcement and personal litigation extra seemingly underneath the Cartwright Act and should have far reaching results on how companies design and deploy algorithms, that are more and more widespread instruments used to spice up effectivity and responsiveness to market situations, in addition to on how companies reply to modifications in provide and demand.
AB 325’s breadth in reaching algorithms that depend on public information is in distinction to the creating federal legislation on this challenge. Courts are presently grappling with whether or not legal responsibility can connect underneath the Sherman Act if the algorithm at challenge isn’t alleged to have relied on private information. In a single current instance, the Ninth Circuit affirmed the dismissal of a putative class motion grievance, framing the query posed as “whether or not Plaintiffs sufficiently state a Part 1 declare once they allege that the competing inns independently bought licenses for a similar software program, which software program is alleged to have offered pricing suggestions, and which software program didn’t share any licensing lodge’s confidential data among the many competing licensees.”[4] The courtroom concluded that this was inadequate to state a Sherman Act Part 1 declare, however famous that the evaluation may change if plaintiffs allege that the software program supplier shared the confidential private data of every lodge with the opposite competing inns.
AB 325 additionally goes additional than legal guidelines handed by some cities, together with San Francisco, which have targeted on algorithms fueled by private information within the housing sector. Certainly, different pending pricing algorithm laws is considerably narrower than California’s new legislation. For instance, New York’s S.7882 would solely regulate using algorithms within the residential housing context, whereas U.S. Senate Invoice S.232 (Klobuchar) would solely prohibit pricing algorithms utilizing private competitor information (whereas creating an audit course of for customers or distributors of pricing algorithms).
AB 325 can also be noteworthy as a result of it creates a brand new foundation of legal responsibility for data providers firms and different algorithm suppliers, comparable to e-commerce platforms, that allegedly coerce their customers into implementing really helpful costs. The laws doesn’t outline “coercion,” and it may attain a spread of widespread incentive constructions and business phrases together with “give-to-get” information preparations the place firms agree to supply their very own information to information aggregators in trade for industry-wide information.
AB 325’s rejection of a heightened pleading requirement excluding impartial conduct may dramatically enhance the variety of Cartwright Act claims that make it previous demurrer in state courtroom, opening defendants as much as full and costly civil discovery.
SB 763’s elevated legal high-quality thresholds and novel civil penalty will increase the choices accessible to state enforcers, that are already fairly broad underneath the Cartwright Act, with some California courts having discovered a number of violations arising out of a single course of conduct the place a number of persons are affected by separate acts, and even the place a single act impacts a number of victims.[5]
In opposition to the backdrop of the Cartwright Act’s amendments and state officers’ requires elevated state antitrust enforcement, companies ought to evaluate the design and deployment of any algorithms used of their price-setting processes to mitigate the danger of elevated California-based antitrust enforcement and litigation.
[1] Cf. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 554–57 (2007).
[2] Id. §§ 16750(c), 16754, 16754.5, 16760.
[3] Id. § 17206(a).
[4] Gibson v. Cendyn Grp., 148 F.4th 1069, 1076 (ninth Cir. 2025) (emphasis added).
[5] See Folks v. Nat’l Ass’n of Realtors, 155 Cal. App. 3d 578, 584–86 (1984); Folks v. Tremendous. Ct. (Olson), 96 Cal. App. 3d 181, 197–98 (1979).
Eyitayo “Tee” St. Matthew-Daniel, Joshua Hill Jr., Christopher M. Wilson are Companions and Yoosun Koh is a Senior Affiliate at Paul, Weiss, Rifkind, Wharton & Garrison LLP. Follow Administration Legal professional Mark R. Laramie and Affiliate Russell A.S. Wirth additionally contributed to this text. An extended model of this put up first appeared as a shopper alert for the agency.
The views, opinions and positions expressed inside all posts are these of the writer(s) alone and don’t characterize these of the Program on Company Compliance and Enforcement (PCCE) or of the New York College College of Legislation. PCCE makes no representations as to the accuracy, completeness and validity or any statements made on this web site and won’t be liable any errors, omissions or representations. The copyright of this content material belongs to the writer(s) and any legal responsibility with reference to infringement of mental property rights stays with the writer(s).
