California law governs these terms, and any non-arbitration disputes must be brought in courts in San Francisco, California.
This analysis describes what Instacart'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
The clause establishes the substantive legal framework and exclusive venue for non-arbitrated disputes, meaning applicable law and procedural rules are determined by California jurisdiction rather than the user's home jurisdiction.
Instacart rewrote its entire Terms of Service, adding 367 new sentences including sections on AI-powered services, updated arbitration procedures, and revised data handling practices. The restructuring makes it harder to compare what changed because the entire document was reorganized.
View change record →For any disputes that fall outside the arbitration clause, users must litigate in San Francisco County courts under California law, regardless of where the user is located. This may create logistical and cost barriers for users in other states or Canada.
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These Terms shall be governed by the laws of the State of California, without regard to conflict of law principles. Any disputes not subject to arbitration shall be resolved exclusively in the state or federal courts located in San Francisco County, California, and you consent to the personal jurisd...
These Terms shall be governed by and construed in accordance with the laws of the State of Michigan, without regard to its conflict of law provisions. To the extent that any lawsuit or court proceeding is permitted hereunder, you and StockX agree to submit to the personal and exclusive jurisdiction ...
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...
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"These Terms are governed by the laws of the State of California, without regard to conflict of law principles. For disputes not subject to arbitration, you consent to the exclusive jurisdiction of the state and federal courts located in San Francisco County, California.— Excerpt from Instacart's Instacart Terms of Service
1. REGULATORY LANDSCAPE: Forum selection clauses in consumer contracts are subject to enforceability review under federal and state law. Some courts decline to enforce mandatory forum selection in consumer adhesion contracts where the designated forum creates a significant barrier to access to justice. Canadian provincial courts may decline to enforce forum selection clauses that require Canadian residents to litigate in a U.S. jurisdiction. 2. GOVERNANCE EXPOSURE: Low. California governing law and San Francisco forum are standard choices for a Delaware-incorporated, California-headquartered company. The practical impact is limited given that the vast majority of disputes are directed to arbitration, leaving relatively few claims subject to court jurisdiction. 3. JURISDICTION FLAGS: Canadian residents may face enforceability issues with the forum selection clause under provincial consumer protection law, particularly in Quebec, Ontario, and British Columbia, where courts may apply local consumer protection statutes regardless of a contractual choice of law provision. 4. CONTRACT AND VENDOR IMPLICATIONS: For retail and technology partners, the governing law and forum selection terms in customer-facing terms may differ from those in commercial partnership agreements; legal teams should confirm which set of terms governs B2B disputes. 5. COMPLIANCE CONSIDERATIONS: The interaction between California governing law and the Canadian resident provisions of these terms should be reviewed to confirm that the choice of law clause does not override mandatory consumer protection provisions applicable under Canadian provincial law.
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The clause establishes the substantive legal framework and exclusive venue for non-arbitrated disputes, meaning applicable law and procedural rules are determined by California jurisdiction rather than the user's home jurisdiction.
For any disputes that fall outside the arbitration clause, users must litigate in San Francisco County courts under California law, regardless of where the user is located. This may create logistical and cost barriers for users in other states or Canada.
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