US-based merchants give up their right to sue Shopify in court or join a class action lawsuit. Instead, any dispute must go through binding arbitration decided by a private arbitrator.
This analysis describes what Shopify'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 clause removes merchants' ability to band together in class action litigation against Shopify, which is often the only economically viable path for smaller claims, and replaces court proceedings with a private arbitration process.
US merchants who experience disputes with Shopify over fees, account terminations, or service failures cannot pursue those claims in court or as part of a class action; each claim must be arbitrated individually, which may be cost-prohibitive for smaller merchants with modest losses.
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YOU AND UNITY AGREE THAT ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF OR THE USE OF THE SERVICES (COLLECTIVELY, "DISPUTES") WILL BE SETTLED BY BINDING ARBITRATION, EXCEPT THAT EACH PARTY RETAIN...
Any Dispute will be determined in English by final, binding arbitration according to the region-specific processes below. Judgment on any award issued through the arbitration process in this Section J.2 (Arbitration) may be entered in any court having jurisdiction. EACH PARTY AGREES THEY ARE WAIVING...
You and Stripe agree to resolve any disputes, controversies, or claims arising out of or relating to this agreement or the Services through binding individual arbitration instead of in court, except that either party may bring claims in small claims court if they qualify. There will be no right or a...
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"If you are a United States merchant, you and Shopify agree to resolve any disputes through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below. You agree that by entering into this Agreement, you and Shopify are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury.— Excerpt from Shopify's Shopify Terms of Service
REGULATORY LANDSCAPE: The Federal Arbitration Act (FAA) governs the enforceability of this clause in the US, and the FTC has scrutinized mandatory arbitration clauses under its unfair or deceptive practices authority. EU and UK consumer and procedural law frameworks generally render such clauses unenforceable against consumers and, in some member states, against small business operators; merchants in those jurisdictions should not assume this clause applies to them without legal review. GOVERNANCE EXPOSURE: High. The class action waiver combined with mandatory arbitration is a significant restriction on collective legal recourse. While common in US SaaS agreements, the clause requires individual arbitration of all disputes including those relating to fee disputes, account suspensions, and data incidents, which may deter legitimate claims due to cost asymmetry. JURISDICTION FLAGS: This clause is explicitly limited to United States merchants per the document language. It is likely unenforceable in EU/EEA jurisdictions under Directive 93/13/EEC on unfair contract terms, in the UK under the Unfair Contract Terms Act, and may face limitations in certain US states including California under specific consumer protection statutes. Quebec merchants may also have additional protections under the Consumer Protection Act. CONTRACT AND VENDOR IMPLICATIONS: Enterprise merchants and B2B procurement teams should flag this clause as a limitation on dispute resolution options. Vendor assessments should note that no jury trial or class participation is available for US-based entities. The clause may affect indemnification and liability calculations in downstream contracts where Shopify's liability is already capped. COMPLIANCE CONSIDERATIONS: Legal teams should document the 30-day opt-out window from account creation and create a process to exercise that right if organizational policy requires court access. Teams operating in multiple jurisdictions should confirm which version of the terms (Ontario law vs. local law variants) applies to their accounts and whether the arbitration clause is incorporated in those regional variants.
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This clause removes merchants' ability to band together in class action litigation against Shopify, which is often the only economically viable path for smaller claims, and replaces court proceedings with a private arbitration process.
US merchants who experience disputes with Shopify over fees, account terminations, or service failures cannot pursue those claims in court or as part of a class action; each claim must be arbitrated individually, which may be cost-prohibitive for smaller merchants with modest losses.
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