Choice of law for commercial use8This table shows the number of ToS with a choice of law clause that applied to commercial use of the service per each jurisdiction. The total count for the table is 14. It does not include Alibaba Qwen Chat or Ernie Bot, since the services were for non-commercial use only, nor does it include the consumer ToS for Le Chat, Claude, Copilot (basic), Grok, and Perplexity, since these only apply to consumer use of the service. Further, MetaAI appears twice, since it had separate choices of law for commercial use in the UK (California) and in Europe (Ireland).
| # | Jurisdiction | Count | Services |
| 1. | Ireland | 4 | ChatGPT Enterprise, Claude (commercial), Meta AI (EU), Microsoft 365 Copilot |
| 2. | California | 4 | ChatGPT (basic), Gemini Workspace, Meta AI (UK), Perplexity (commercial) |
| 3. | China | 1 | DeepSeek |
| 4. | France | 1 | Le Chat (commercial) |
| 5. | Luxembourg | 1 | Amazon Q |
| 6. | Tennessee | 1 | Grok (commercial) |
| 7. | Switzerland | 1 | Lumo |
| 8. | Customer's local law | 1 | Gemini (basic) |
Choice of law for consumer use9This table shows the number of providers with a choice of law clause that applied to consumer use of the service per each jurisdiction. The total count for the table is 12, as it does not include Amazon Q, Microsoft 365 Copilot, Gemini Workspace, or Chat-GPT Enterprise since these services were aimed at non-consumer use. Nor does it include the commercial ToS for Claude, Grok, Le Chat, or Perplexity since these only applied to commercial use.
| # | Jurisdiction | Count | Services |
| 1. | Customer's local law | 3 | Gemini (basic), ChatGPT (basic), Meta AI |
| 2. | Singapore | 2 | Qwen Chat, Ernie Bot |
| 3. | China | 1 | DeepSeek |
| 4. | England | 1 | Claude (consumer) |
| 5. | France | 1 | Le Chat (consumer) |
| 6. | Ireland | 1 | Copilot (basic) |
| 7. | Switzerland | 1 | Lumo |
| 8. | Texas | 1 | Grok (consumer) |
| 9. | California | 1 | Perplexity (consumer) |
Details
- Overview: All the ToS we surveyed asserted that any disputes arising under the contract would be governed by the laws of a particular jurisdiction. Overall, Irish and California law were popular choices, especially for clauses that applied to business customers.
- Common approach. The choice of law often matched the location of the provider's contracting party. For example, the ToS for Amazon Q chose the laws of Luxembourg;10Amazon Q CA, S.11(4), Table "Governing Laws and Governing Courts". while the ToS for both Microsoft's Copilot (basic) and Microsoft 365 Copilot chose Irish law.11Copilot MSA, S.10; Copilot MCA, under "Miscellaneous"(i). Similarly, the ToS for DeepSeek chose the laws of China, while those of Alibaba Cloud's Qwen Chat and Baidu's Ernie Bot chose the laws of Singapore.12DeepSeek ToU, S.9(1); Ernie Bot ToS, S.9(1); Qwen Chat ToS, S.XII. Further, the ToS for Mistral's Le Chat and Proton's Lumo chose the laws of France and Switzerland, respectively.13Le Chat ToS (consumer), S.11; Le Chat ToS (commercial), S.14(12)(3); Lumo ToS, S.10.
- Perplexity and Grok. Other providers had choice of law clauses that did not match the location of the provider's contracting party. For example, the Perplexity ToS had a contracting party in Delaware, but chose California law.14Perplexity ToS-C, S.11(7); Perplexity ToS-E, S.10(1). Further, the Grok ToS also had a contracting party in Delaware, but the ToS (consumer) chose the laws of the State of Texas, while the ToS (commercial) chose those of the State of Tennessee.15Grok ToS-C, under "Governing law", "Europe Specific Terms"; Grok ToS-E, S.14(6).
- Consumer v. commercial use. In some cases, the choice of law differed between consumer and commercial use. For example, Anthropic's Claude had different terms for UK consumer and for UK commercial use. The ToS for Claude (consumer) were governed by English law, while those for Claude (commercial) were governed by Irish law.16Claude Consumer ToS, S.13; Claude Commercial ToS, S.M(7). The situation was more complicated for Meta AI, since the choice of law depended on both the customer's location (in the UK or elsewhere in Europe) and their status (as a consumer or a business). The Meta AI ToS (consumer) chose the local laws of the consumer's residence for UK and EU consumers.17Meta AIs UK ToS, S.7; Meta AIs EU ToS, S.7. By contrast, the MetaAI ToS (commercial) chose California law for UK customers, but Irish law for EU customers.18Meta AIs UK ToS, S.7; Meta AIs EU ToS, S.7. This applied to use "in any other capacity", which included "business or commercial" purposes.
- ChatGPT. The situation was also complicated for ChatGPT. As noted above, OpenAI offered separate services: ChatGPT (basic) and ChatGPT Enterprise.19See e.g. OpenAI, "Introducing ChatGPT Enterprise", https://openai.com/index/introducing-chatgpt-enterprise/. The ToS for ChatGPT (basic) chose local law for consumer use; but California law for "commercial or business use".20Chat-GPT Europe ToU, under "General Terms" and "Business use of the Services addendum". By contrast, the ToS for ChatGPT Enterprise chose Irish law for all enterprise customers in the EEA and the UK.21Chat-GPT Enterprise OpenAI SA S.16(3), 17 under "Governing Laws". Thus OpenAI's ToS contained three different choice of law clauses: they chose the consumer's local laws for consumer use of ChatGPT (basic); California law for commercial use of ChatGPT (basic); and Irish law for ChatGPT Enterprise users. The ToS for Google's Gemini took a slightly simpler approach. The ToS for Google Gemini (basic) chose the customer's local laws for all customers (both consumers and businesses).22Gemini UK ToS and Gemini EU ToS under "Settling disputes, governing law, and courts". This term stood out from the others we surveyed, since it applied the customer's local law to customers who used the service for commercial purposes. In other ToS, this approach was typically restricted to consumers. By contrast, the ToS for Google Gemini Workspace chose California law for all European customers.23Gemini RM, S.I.
- Analysis. For an analysis of the choice of law clauses under European consumer protection law, download our full paper free from SSRN at https://papers.ssrn.com/sol3/papers.cfm?abstract_id=6350698.