The terms designate Massachusetts law as the governing law and Massachusetts courts as the forum for disputes arising under the agreement.
This analysis describes what Klaviyo'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
This provision establishes that disputes are governed by Massachusetts law and adjudicated in Massachusetts courts, which may require users located outside Massachusetts, including international users, to litigate in that jurisdiction.
Interpretive note: Exact verbatim governing law clause text was not available in the truncated document; interaction with mandatory EU/UK law provisions depends on enforcement context and jurisdiction.
Under this clause, any dispute between a Klaviyo user and Klaviyo will be governed by Massachusetts law, which may create practical and legal complexity for users based outside the US or in jurisdictions with mandatory local dispute resolution requirements.
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1) REGULATORY LANDSCAPE: Choice of law and forum selection clauses in B2B SaaS agreements are standard commercial practice and are generally enforceable under US contract law. However, EU users may be entitled to bring claims in their home jurisdiction under EU consumer protection principles, and mandatory provisions of EU or UK law may apply regardless of the contractual choice of law designation. 2) GOVERNANCE EXPOSURE: Low to Medium. For US-based business users, Massachusetts governing law is a standard commercial designation. For EU and UK users, the clause may interact with mandatory applicable law protections, and legal teams should assess whether Massachusetts law adequately protects their contractual interests under applicable local standards. 3) JURISDICTION FLAGS: EU member state users and UK users may have mandatory statutory rights that cannot be displaced by a contractual choice of Massachusetts law. Under Rome I Regulation, mandatory provisions of a consumer's habitual residence law may apply notwithstanding a governing law clause; the B2B context of this agreement reduces but does not eliminate this risk depending on the nature of the user entity. 4) CONTRACT AND VENDOR IMPLICATIONS: International enterprise customers should assess whether the Massachusetts governing law clause is acceptable under their standard vendor contracting requirements and whether local mandatory law provisions require any contractual addenda. 5) COMPLIANCE CONSIDERATIONS: Legal teams in EU and UK jurisdictions should confirm that the governing law clause does not displace any mandatory data protection or consumer protection obligations applicable to their operations.
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This provision establishes that disputes are governed by Massachusetts law and adjudicated in Massachusetts courts, which may require users located outside Massachusetts, including international users, to litigate in that jurisdiction.
Under this clause, any dispute between a Klaviyo user and Klaviyo will be governed by Massachusetts law, which may create practical and legal complexity for users based outside the US or in jurisdictions with mandatory local dispute resolution requirements.
ConductAtlas has identified this type of provision across 179 platforms. See the full comparison.
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