Any legal disputes with ClickUp that are not resolved through arbitration will be handled in California courts under California law, regardless of where you live.
This analysis describes what ClickUp's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
If you are not based in California, this clause means you would need to litigate in San Francisco, which is practically burdensome and could deter legitimate legal claims from non-California users.
Interpretive note: Enforceability of the exclusive jurisdiction clause for non-U.S. consumers and EU users may be significantly limited by mandatory consumer protection law in their home jurisdictions.
Non-California users who have a dispute with ClickUp that falls outside arbitration would need to pursue it in San Francisco courts, which may be prohibitively costly and inconvenient for individual users outside that jurisdiction.
How other platforms handle this
This Agreement will be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Each party irrevocably submits to the exclusive jurisdiction of the courts of Ontario, Canada for t...
These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. Any disputes not subject to arbitration shall be brought exclusively in the state or federal courts located in San Francisco County, California.
These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws provisions. Any disputes arising out of or relating to these Terms or the Services shall be subject to the exclusive jurisdiction of the state and federal court...
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"These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. Any legal proceedings arising out of or relating to these Terms or the Services that are not subject to arbitration will be subject to the exclusive jurisdiction of courts located in San Francisco County, California.— Excerpt from ClickUp's ClickUp Terms of Use
REGULATORY LANDSCAPE: Choice-of-law and exclusive jurisdiction clauses are generally enforceable between commercial parties but may not override mandatory consumer protection provisions in a user's home jurisdiction. EU users in particular retain rights to litigate in their home country courts under applicable EU consumer protection law, and a California choice-of-law provision cannot override GDPR or other mandatory EU law protections. UK users retain equivalent protections under UK consumer contract regulations. GOVERNANCE EXPOSURE: Low to Medium. For business customers, the California governing law and San Francisco jurisdiction are standard and generally enforceable. For individual consumers in the EU, UK, or states with mandatory jurisdiction provisions for consumer disputes, the clause's enforceability in its full form is uncertain. JURISDICTION FLAGS: EU Regulation Brussels I Recast preserves consumers' rights to litigate in their home country and may override the exclusive jurisdiction clause. UK consumers retain similar protections. Some U.S. states have restrictions on forum selection clauses in consumer contracts. The practical enforceability of the San Francisco exclusive jurisdiction for non-U.S. enterprise users should be assessed on a jurisdiction-by-jurisdiction basis. CONTRACT AND VENDOR IMPLICATIONS: Enterprise customers outside California should note that the choice of governing law means California contract law and courts will interpret any contractual disputes. Organizations accustomed to their home jurisdiction's commercial law frameworks should factor this in during contract review. COMPLIANCE CONSIDERATIONS: Legal teams in non-U.S. jurisdictions should confirm whether the California governing law provision is compatible with applicable mandatory law requirements and whether supplemental agreements governed by local law may be needed for compliant operations.
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If you are not based in California, this clause means you would need to litigate in San Francisco, which is practically burdensome and could deter legitimate legal claims from non-California users.
Non-California users who have a dispute with ClickUp that falls outside arbitration would need to pursue it in San Francisco courts, which may be prohibitively costly and inconvenient for individual users outside that jurisdiction.
ConductAtlas has identified this type of provision across 175 platforms. See the full comparison.
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