Any legal disputes that do proceed through the courts must be handled in California courts, applying California law, regardless of where the user is located.
This analysis describes what Square'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 designates a specific jurisdiction and governing law, which determines the substantive legal rules applicable to disputes and the court system where litigation may occur if permitted under the Agreement.
Users outside California who are permitted to pursue court proceedings must do so in San Francisco County, California, which adds cost and logistical burden for non-California users seeking legal remedies.
How other platforms handle this
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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"This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws rules. To the extent that any lawsuit or court proceeding is permitted hereunder, you and Square agree to submit to the personal jurisdiction of the state and federal courts located in San Francisco County, California, for the purpose of litigating all such disputes.— Excerpt from Square's Square Terms of Service
REGULATORY LANDSCAPE: Forum selection and choice-of-law clauses are generally enforceable in commercial agreements under the FAA and California contract law, though courts have occasionally declined to enforce forum selection clauses where they would effectively deny a party access to legal remedies. Consumer protection laws in some states provide that local law governs consumer agreements regardless of choice-of-law clauses. GOVERNANCE EXPOSURE: Low. Choice-of-California-law and San Francisco County jurisdiction are standard provisions in agreements issued by California-headquartered technology and financial services companies. The governance exposure is primarily operational rather than regulatory, relating to the cost and practicality of court proceedings for non-California users. JURISDICTION FLAGS: EU and UK users may find that applicable consumer protection directives require disputes to be resolved under local law or in local courts, which could render this clause unenforceable for those users. Some U.S. states have statutes that may override out-of-state forum selection clauses in consumer contracts. CONTRACT AND VENDOR IMPLICATIONS: Organizations headquartered outside California that use Square for payment processing should note that any court-based dispute resolution would require engagement with California courts and counsel, adding to the cost of litigation. This reinforces the practical significance of the arbitration opt-out decision. COMPLIANCE CONSIDERATIONS: Legal teams for non-California businesses should assess whether local law overrides this forum selection clause and, if so, document that analysis for contract review purposes.
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The clause designates a specific jurisdiction and governing law, which determines the substantive legal rules applicable to disputes and the court system where litigation may occur if permitted under the Agreement.
Users outside California who are permitted to pursue court proceedings must do so in San Francisco County, California, which adds cost and logistical burden for non-California users seeking legal remedies.
ConductAtlas has identified this type of provision across 174 platforms. See the full comparison.
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