If Shopify gets sued because of something you did as a merchant (such as selling prohibited goods, violating someone's intellectual property rights, or breaking the law), you are responsible for paying Shopify's legal costs and any resulting damages.
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
The indemnification obligation establishes that merchants bear financial and legal responsibility for defending Shopify against claims stemming from the merchant's own contractual violations or legal non-compliance. This allocates risk and dispute costs to the party whose conduct triggers third-party claims.
The updated terms clarify the legal identity of the Shopify entity you contract with and establish which courts have exclusive jurisdiction to resolve disputes, depending on your store's billing address. Previously, the terms specified exclusive jurisdiction by region (Ontario for US/Canada, Singapore for Asia Pacific, Ireland for EMEA and other areas). The revised structure presents this information in a table format and adds explicit language stating that disputes can only be brought in the courts listed for your region, with those courts having exclusive jurisdiction. Shopify Inc. may act as a billing agent for other Shopify entities to collect fees and remit taxes in some jurisdictions. You can review the contracting party and forum table in Section 13 to confirm which entity and courts apply to your store based on your billing address.
View change record →If a merchant's products cause a consumer harm or violate a third party's rights, and that third party sues Shopify, the merchant is contractually obligated to cover Shopify's legal costs and damages, which could be substantial depending on the nature of the claim.
How other platforms handle this
Any access to or use of the Services or goods through your account by others, including your spouse, dependents, Recipients, and any access by AI Agents you enable or that operate on your behalf...
You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Services.
These indemnity obligations shall survive any expiration or termination of your relationship with Chegg.
"You agree to indemnify and hold harmless Shopify and (as applicable) our parent, subsidiaries, affiliates, partners, officers, directors, agents, employees, and suppliers from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third party.Excerpt from Shopify's Terms of Service
REGULATORY LANDSCAPE: Merchant indemnification clauses are standard in marketplace and platform agreements and are generally enforceable in commercial B2B contexts.
Enforcement risk, jurisdiction flags, contract triggers, and due diligence action items.
Get the research letter
Companies change their terms quietly. We read every version and catch what actually changed. One email a week on the changes that matter and what they mean.
The indemnification obligation establishes that merchants bear financial and legal responsibility for defending Shopify against claims stemming from the merchant's own contractual violations or legal non-compliance. This allocates risk and dispute costs to the party whose conduct triggers third-party claims.
If a merchant's products cause a consumer harm or violate a third party's rights, and that third party sues Shopify, the merchant is contractually obligated to cover Shopify's legal costs and damages, which could be substantial depending on the nature of the claim.
ConductAtlas has identified this type of provision across 228 platforms. See the full comparison.
No. ConductAtlas is an independent monitoring service. We are not affiliated with, endorsed by, or sponsored by Shopify.