Terms And Conditions
Last updated: June 22, 2021
Thank you for using Instacart! These Terms of Service (“Terms”) govern your use of the Instacart services, including this website, APIs, and any websites (or portions thereof) or mobile applications that are operated by Instacart (collectively, the “Services”), and are entered into by you and Maplebear Inc. (d/b/a Instacart), a Delaware corporation (“Instacart”). This Agreement applies to all visitors, users, and others who access the Services (each, hereafter, a “user”).
SECTION 10 (“DISPUTES & ARBITRATION”) OF THESE TERMS (THE “ARBITRATION AGREEMENT”) PROVIDES THAT ANY CLAIMS THAT YOU AND INSTACART HAVE AGAINST EACH OTHER, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED BEFORE THE EFFECTIVE DATE OF THESE TERMS, WILL, WITH LIMITED EXCEPTIONS, BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST INSTACART ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU ALSO WAIVE YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. PLEASE SEE SECTION 10 FOR MORE INFORMATION REGARDING THIS ARBITRATION AGREEMENT, THE POSSIBLE EFFECTS OF THIS ARBITRATION AGREEMENT, AND HOW TO OPT OUT OF THE ARBITRATION AGREEMENT.
The Services comprise a technology platform that presents you with a virtual storefront for Costco from which you can select goods for picking and packing by one or more personal shoppers and delivery to your location or, if available, for you to pick up in-store. In some cases, picking, packing, or delivery services may be performed by third parties, which may include independent contractors and third party logistics providers (collectively, “Third Party Providers”) or Costco personnel.
You acknowledge that services provided by Costco personnel or Third Party Providers are provided by Costco or third-party independent contractors, respectively, who are not employed by Instacart. You acknowledge that Instacart does not supervise, direct, or control the performance of services provided by Third Party Providers or Costco to you or for your benefit.
When you use the Services to place an order for goods, you authorize the purchase of those goods from Costco and, if you have selected delivery services, the delivery of those goods by Third Party Providers. Unless otherwise specified, you acknowledge and agree that Instacart and the Third Party Provider are collectively acting as your agents in the ordering, picking, packing, and/or delivery of goods purchased by you and Costco—not the Third Party Provider and not Instacart—is the seller of the goods to you. You agree that your purchase is being made from Costco, that Costco is the merchant of record, and that title to any goods passes to you when they are purchased at Costco’s warehouse. You agree that Instacart or Costco will obtain a credit card authorization for your credit card on file with Instacart to cover the cost of the goods you have purchased from Costco and any separate Instacart fees, and your card will be charged for the goods purchased by you and any applicable fees, taxes and/or tips.
Your card will be temporarily authorized for an amount greater than the total amount of the purchase appearing in the original check out. This higher authorized amount will be disclosed during the purchase process and is a temporary authorization charge on your order, to deal with situations where your total purchase amount turns out to be higher than the original amount due to special requests, added items, replacement items or weight adjustments.
Costco transmits its warehouse prices and item availability to Instacart; additional costs and fees are added to the price of items made available through the Services to compensate Instacart for its services. You can view Costco’s pricing policies on the Costco storefront.
Unless otherwise indicated, all prices and other amounts are in the currency of the jurisdiction where the delivery or pickup takes place.
Occasionally there may be information on the Services that contains typographical errors, inaccuracies, or omissions that may relate to pricing, product descriptions, promotional offers, and product availability. Instacart reserves the right to correct any errors, inaccuracies or omissions and to change or update information or refuse or cancel orders if any information on the Services is inaccurate at any time without prior notice (including after you have submitted your order and/or your credit card has been charged).
You also acknowledge and agree that, except as expressly provided for otherwise in these Terms or in a separate agreement between you and Instacart, Instacart does not form any employment or agency relationship with you and does not hold title to any goods that you order through the Services.
6/21 - 6/25 MEMBER PROMOTION TERMS:
Active Costco membership and sameday.costco.com account (with a valid form of payment on file) required for purchases. Valid only in the United States (excluding territories), on purchases at sameday.costco.com between 12:01 a.m. (PDT) 6/21/2021 and 11:59 p.m. (PDT) 6/25/2021, and a successful delivery must occur by 6/30/2021 (subject to availability). Minimum $150 merchandise subtotal (after discounts and before taxes and tip) in a single transaction is required. The $30 credit will appear in your sameday.costco.com account after a successful delivery has occurred and no later than 7/1/21. Credit is only redeemable at sameday.costco.com, is not valid on prior purchases, nor redeemable for cash. Credit will be applied to the total purchase price for all non-alcohol products, and excludes taxes. Credit expires 7/29/2021 and credit may not be sold, copied, modified, or transferred. Limit one credit per membership number. Selection and pricing may vary and is subject to availability; Instacart may not be available in all zip codes. Offer void where prohibited or restricted by law.
Instacart is an independent business, separate from Costco. The Services, which include the operation of this site and delivery of groceries, is operated by Instacart and/or its subcontractors, not by Costco. These Terms govern this site and the services offered by Instacart. Costco is a trademark of Costco Wholesale Corporation and/or its affiliates; all rights reserved.
You understand that Costco may send you sales and marketing emails. You can opt-out of receiving such Costco sales and marketing emails at any time by following the unsubscribe instructions in those emails. Where permitted by applicable laws, Costco reserves the right to send you emails relating to your Costco account or use of its services, such as administrative and service announcements, and these transactional account messages may be unaffected if you choose to opt-out from receiving Costco’s marketing emails.
You understand that Costco is not responsible for any emails, texts or calls you receive from Instacart, and you explicitly disclaim any liability against Costco for any such emails, texts or calls.
Although Costco is not a party to these Terms, it is an intended third party beneficiary of all the rights and benefits derived by Instacart under this Section and Sections 2 through 17 of these Terms, with full right to enforce such sections of the Terms against you.
1. Your Use of the Services
Instacart grants you a limited, non-exclusive, non-transferable, and revocable license to use the Services for their intended purposes subject to your compliance with these Terms and Instacart’s policies. You may not copy, modify, distribute, sell, or lease any part of the Services. Unless such restriction is prohibited by law or you have Instacart’s written permission, you may not reverse engineer or attempt to extract the source code of the Services. You may only access the Services through the interfaces that Instacart provides for that purpose (for example, you may not “scrape” the Services through automated means or “frame” any part of the Services), and you may not interfere or attempt to disrupt the Services.
Some parts of the Services may allow you to upload or submit content (such as text, images, video, recipes, lists, links, and other materials). You retain all rights in any content that you upload or submit, and are solely responsible for that content. You grant Instacart a non-exclusive, royalty-free, worldwide, transferable, sub-licenseable, perpetual license to use, store, publicly display, publicly perform, reproduce, modify, create derivative works from, and distribute any such content for the purposes of operating, providing, and improving the Services. Instacart may, in its sole discretion, remove or take down any content that you upload or submit to the Services for any reason, including violation of these Terms or any other policies.
You may have the option of accessing the Services through downloadable software and this software may update itself automatically on your device. Some software, or portions of software, in the Services may be governed by open source licenses. In that case, Instacart will make such licenses available to you and, in the case of conflict between such a license and these Terms, the open source license will control but only with respect to the software, or portion of the software, to which it applies.
If you are using Instacart Services for its intended purposes on behalf of a business or other entity, you represent and warrant that you have the necessary authority to bind that business or entity to these Terms and that you are agreeing to these Terms on behalf of that business or entity.
In order to use the Services, you may need to create a user account. You agree that you are responsible for all conduct and transactions that take place on or using your account and that you will take precautions to keep your password and other account information secure. You also agree that you will comply with all applicable laws when accessing or using the Services and you will respect those who you encounter in your use of the Services, including Third Party Providers and Instacart personnel, including individuals who support Instacart’s Help Center. Instacart reserves the right to decline orders, refuse partial or full delivery, terminate accounts, and/or cancel orders at any time in its sole discretion.
We’re constantly modifying and improving the Services. Instacart may introduce new features, change existing features, or remove features from the Services at any time and without notice. If you provide Instacart with any feedback on or comments regarding the Services, you grant Instacart the right to use such feedback or comments for any purpose without restriction or payment to you.
If you have any requests for order cancellations, refunds, or returns, please visit your account to initiate such requests or review Instacart’s Help Center articles for Instacart’s policies regarding the same.
2. Instacart Communications
By creating an Instacart user account, you agree to accept and receive communications from Instacart or Third Party Providers, including via email, text message, calls, and push notifications to the cellular telephone number you provided to Instacart. You understand and agree that you may receive communications generated by automatic telephone dialing systems and/or which will deliver prerecorded messages sent by or on behalf of Instacart, its affiliated companies and/or Third Party Providers, including but not limited to communications concerning orders placed through your account on the Services. Message and data rates may apply. If you do not wish to receive promotional emails, text messages, or other communications, you may opt out of such communications at any time in Your Account Settings. You may also opt-out of receiving text messages from Instacart by replying “STOP” from the mobile device receiving the messages.
If you use the Services to order a prescription drug product (where available), you understand and agree that user inquiries must be conducted via telephone. You also understand and agree that a Costco pharmacy and/or Instacart may send you unencrypted SMS messages, push notifications or other electronic notifications relating to prescription drug products that you order through the Services. There is some level of risk that information in such communications could be read by an unintended third party. By using the Services to order a prescription drug product, you explicitly disclaim any liability against Instacart, its affiliated companies, and Third Party Providers for any harm or damage arising out of or in connection with any SMS messages, push notifications and/or other electronic notifications.
3. Instacart Coupons
Instacart Coupons are manufacturers’ coupons that are automatically applied to qualifying products upon purchase to help users save money on the products they love. Instacart Coupons are not issued or sponsored by, nor affiliated with, Costco. Coupons are available for a limited time only and may be subject to certain restrictions and subject to related manufacturers’ terms. Coupons are subject to change, cancellation, or expiration at any time. If you do not purchase the qualifying items added to your cart while the coupon is still in effect, the coupon’s offer will not apply. Coupons apply only to qualifying items displaying the offer and may not be combined with other promotional offers or mail-in rebates. Instacart is not a retailer or seller. Coupons are issued and paid by the manufacturer of the advertised product and are valid only when applied to the qualifying product. You are responsible for, and you are required to pay any applicable tax or levy of any kind related to your use of the coupon and you acknowledge that Instacart has no obligation for payment of any such tax or levy of any kind in conjunction with the distribution or use of such coupons. When coupons are redeemed, sales tax may be charged on the undiscounted original price of the product(s). If you return via the Services any of the products purchased with a coupon, the coupon discount or value will be subtracted from the return credit. Coupons may not be sold, copied, modified, or transferred. Coupons have no cash value and may be limited to one per user unless otherwise disclosed. Coupons may not be combinable with mail-in rebates. Coupons are only good while supplies last and are void where restricted or prohibited by law.
You can find more information about Instacart Coupons and other promos and credits here.
4. Transactions involving Alcohol
You may have the option to order alcohol products in some locations and from Costco. You agree that you will comply with all applicable laws and not cause Instacart or any Third Party Provider or Costco to contravene any applicable laws. If you order alcohol products from Costco through the Services, you agree that you are of legal drinking age for purchasing, possessing, and consuming alcohol (i.e., 21 years of age or older in the United States, and the applicable legal drinking age for the purchasing and consumption of alcohol for the applicable Canadian province) or agree that, upon delivery of alcohol products by the Third Party Provider, the recipient will provide valid government-issued identification that will be scanned by the Third Party Provider proving their age to the Third Party Provider delivering the alcohol products, that the recipient will not be intoxicated when receiving delivery of such products, and that alcohol has not been purchased with the intent to resell the alcohol or provide the alcohol to someone who is not of legal drinking age. You agree that if any applicable legal requirements for the delivery of alcohol are not met, Instacart reserves the right to cancel the alcohol-related portion of your order. Special requests or substitutions for the purchase of alcohol products will not be honored; all requests for the purchase of alcohol products must be made through the catalog available through the Services at the time of submitting the order.
Users who purchase alcohol through the Services for delivery by Third Party Providers within the State of Hawaii acknowledge that IT IS ILLEGAL: (1) FOR A PERSON UNDER 21 YEARS OLD TO PURCHASE OR CONSUME LIQUOR, (2) TO USE FALSE IDENTIFICATION TO OBTAIN LIQUOR, (3) TO USE ANOTHER PERSON’S IDENTIFICATION TO OBTAIN LIQUOR, OR (4) TO PURCHASE LIQUOR FOR A PERSON UNDER 21 YEARS OLD. (Sections 281-78 & 101.5, Hawaii Revised Statutes.)
5. Delivery of Prescription Drug Products (Instacart Rx)
In certain geographic areas, you may order prescription drug products through Instacart Rx. This service is not eligible for Instacart Express. You agree that Instacart is not a pharmacy and that we make no referrals or recommendations as to which pharmacies you should use for prescription processing. You also agree that you are solely responsible for the selection of the pharmacy dispensing the prescription. Instacart makes no warranties regarding the quality of the prescription drug products or the services provided by the pharmacy. If you have any issues with the processing of your prescription, you should contact the pharmacy directly.
You agree that, upon delivery of prescription drug products by a Third Party Provider, the recipient will provide valid government-issued identification that will be scanned by the Third Party Provider proving their age to the Third Party Provider delivering the prescription drug products, that the recipient will indicate their relationship to you (if the recipient is not you), and that any prescription drug product ordered through the Services has not been purchased with the intent to resell the prescription drug product or provide the prescription drug product to someone other than to whom it is prescribed.
You also agree that Instacart does not provide any medical advice, diagnosis or treatment, and that no pharmacy-patient relationship nor physician- patient relationship exists between Instacart and you as a result of your use of the Services. We encourage you to consult with your healthcare professional or pharmacist regarding all health-related issues.
By using the Services to order a prescription drug product for a child or other member of your household, you represent and warrant that it is your intention not to consume or use the medication but instead to transfer the medication to the ultimate consumer or user for their consumption.
IF YOU ARE HAVING A MEDICAL EMERGENCY, CALL 911 OR CONTACT YOUR LOCAL EMERGENCY ASSISTANCE SERVICE IMMEDIATELY.
6. Third-party Products and Content
You agree that Instacart does not assume responsibility for any products, content, services, websites, advertisements, offers, or information that is provided by third parties and made available through the Services, nor does Instacart assume responsibility for your interactions with any Third Party Provider or with Costco. If you purchase, use, or access any such products, content, services, advertisements, offers, or information through the Services or you engage with any Third Party Provider or with Costco, you agree that you do so at your own risk and that Instacart will have no liability based on such purchase, use access, or engagement.
7. SERVICE PROVIDED AS-IS AND RELEASE OF CLAIMS
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." INSTACART DISCLAIMS ALL REPRESENTATIONS, CONDITIONS, AND WARRANTIES, EXPRESS, LEGAL, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT. IN ADDITION, INSTACART MAKES NO REPRESENTATION, WARRANTY, CONDITIONS, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES FROM COSTCO, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. INSTACART DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS, OR COSTCO. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU, REMAINS SOLELY WITH YOU. THE SERVICES, WEBSITE, AND SOFTWARE ARE SUBJECT TO PERIODIC CHANGES, WHICH MAY BE MADE AT ANY TIME AND WITHOUT NOTICE TO YOU.
INSTACART DOES NOT GUARANTEE THAT THE SERVICES, WEBSITE, AND SOFTWARE WILL OPERATE WITHOUT ERRORS OR THAT THE SERVICES, WEBSITE, AND SOFTWARE ARE FREE OF COMPUTER VIRUSES OR OTHER MALWARE. YOU AGREE THAT INSTACART WILL NOT BE RESPONSIBLE FOR ANY ECONOMIC COSTS RELATING TO YOUR USE OF THE SERVICES, WEBSITE, OR SOFTWARE.
YOU AGREE THAT NEITHER INSTACART NOR ITS AFFILIATES, RETAILERS, LICENSORS, SUPPLIERS, OR COSTCO IS RESPONSIBLE FOR THE FITNESS OR CONDUCT OF ANY THIRD PARTY PROVIDER OR FOR ANY SERVICES PROVIDED BY ANY THIRD PARTY PROVIDER. NEITHER INSTACART NOR ITS AFFILIATES, RETAILERS, LICENSORS, SUPPLIERS, OR COSTCO WILL BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH THE ACTS OR OMISSIONS OF ANY THIRD PARTY PROVIDER.
If you have a dispute with one or more Third Party Providers, you agree to release Instacart and Costco(including their respective affiliates, and each of their respective officers, directors, employees, agents, shareholders, retailers, licensors, and suppliers) from any claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected to such disputes.
Furthermore, you expressly waive any rights you may have under California Civil Code Section 1542 (or analogous laws of other jurisdictions), which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that, if known by him or her must, would have materially affected his or her settlement with the debtor or released party.”
U.S. FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATION OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE DISCLAIMERS AND EXCLUSIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
8. LIMITATION OF LIABILITY
IN NO EVENT SHALL INSTACART OR COSTCO (INCLUDING THEIR RESPECTIVE AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, RETAILERS, LICENSORS, AND SUPPLIERS) BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE SERVICES, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE SERVICES, OR THESE TERMS, HOWEVER ARISING INCLUDING NEGLIGENCE, EVEN IF INSTACART OR INSTACART’S AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL INSTACART OR COSTCO (INCLUDING THEIR RESPECTIVE AFFILIATES, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SHAREHOLDERS, RETAILERS, LICENSORS, AND SUPPLIERS) BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY AND/OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO PHYSICAL DAMAGES, BODILY INJURY, DEATH AND/OR EMOTIONAL DISTRESS AND DISCOMFORT) ARISING OUT OF YOUR USE OF THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU, EVEN IF INSTACART OR INSTACART’S AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
INSTACART, COSTCO, THEIR AFFILIATES, RETAILERS, LICENSORS, SUPPLIERS AND DISTRIBUTORS WILL NOT BE LIABLE FOR AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES, ANY SERVICES PROVIDED BY THIRD PARTY PROVIDERS, OR ANY PRODUCTS REQUESTED BY YOU OR DELIVERED TO YOU FOR MORE THAN THE GREATER OF $100 OR THE AMOUNTS PAID BY YOU TO INSTACART DURING THE PAST 12 MONTHS IN CONNECTION WITH THE SERVICES.
U.S. FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATION OF CERTAIN LIABILITIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THESE TERMS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM JURISDICTION TO JURISDICTION. THE EXCLUSIONS AND LIMITATIONS UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
You agree to defend, indemnify and hold harmless Instacart and its officers, directors, employees, agents, shareholders, affiliates, and Costco (each, an "Indemnified Party") from and against any losses, claims, actions, costs, damages, penalties, fines and expenses, including without limitation attorneys’ and experts’ fees and expenses, that may be incurred by an Indemnified Party arising out of, relating to or resulting from: (i) your unauthorized use of the Services or from any breach by you of these Terms, including without limitation any actual or alleged violation of any law, rule or regulation; (ii) any third party’s access or use of the Services using your Instacart user account; or (iii) any dispute or issue between you and any third party, including without limitation Costco or other Third Party Provider.
10. Disputes & Arbitration
This Section 10 (the “Arbitration Agreement”) applies to and governs any dispute, controversy, or claim between you and Instacart that arises out of or relates to: (a) these Terms, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (b) access to or use of the Services, including receipt of any advertising or marketing communications; (c) any transactions through, by, or using the Services, including any goods or services purchased or sold through, by, or using the Services; or (d) any other aspect of your relationship or transactions with Instacart as a consumer.
Before initiating proceedings against Instacart, you agree to contact Instacart first and attempt to work out any such dispute amicably.
For residents of the United States, you agree to the following mandatory arbitration provisions:
Mandatory Arbitration: If we’re unable to work out a solution amicably, both you and Instacart agree to resolve through binding arbitration, rather than in court, any dispute, controversy, or claim arising at any time out of or relating to: (i) these Terms, including the formation, existence, breach, termination, enforcement, interpretation, validity, or enforceability thereof; (ii) access to or use of the Services, including receipt of any advertising or marketing communications; (iii) any transactions through, by, or using the Services, including any goods or services purchased or sold through, by, or using the Services; or (iv) any other aspect of your relationship or transactions with Instacart as a consumer.
Notwithstanding this mandatory arbitration provision, (a) you may assert claims in small claims court, if your claims qualify and so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis, and (b) you and Instacart each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of a party’s intellectual property rights.
This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of these Terms.
The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), governs the interpretation and enforcement of this Arbitration Agreement and preempts all state laws to the fullest extent permitted by law. If the FAA is found to not apply to any issue that arises from or relates to this Arbitration Agreement, then that issue shall be resolved under and governed by the law of the claimant’s state of residence.
TRIAL BY JURY WAIVER: BY ENTERING INTO THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT, YOU AND INSTACART ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY.
CLASS, COLLECTIVE, REPRESENTATIVE ACTION WAIVER: BY ENTERING INTO THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT, WITH RESPECT TO ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT, YOU AND INSTACART ARE EACH WAIVING THE RIGHT TO BRING, JOIN, OR PARTICIPATE IN, EITHER AS A PLAINTIFF OR CLASS MEMBER, IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION OR PROCEEDING. YOU ALSO ACKNOWLEDGE AND AGREE THAT, UNLESS YOU AND INSTACART OTHERWISE AGREE IN WRITING, ANY ARBITRATION OF ANY CLAIM(S) WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. YOU FURTHER ACKNOWLEDGE THAT THE ARBITRATOR MAY AWARD RELIEF ONLY IN YOUR FAVOR AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY YOUR INDIVIDUAL CLAIM(S), AND ANY RELIEF AWARDED CANNOT AFFECT OTHER INSTACART USERS. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR ENGAGE IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ARBITRATION.
Opt-out of Mandatory Arbitration: You can reject and opt-out of this Arbitration Agreement within 30 days of first accepting these Terms by emailing Instacart at firstname.lastname@example.org with your first and last name and the email address associated with your account and stating your intent to opt-out of the Arbitration Agreement. Note that opting out of this Arbitration Agreement does not affect any other part of these Terms, including the provisions regarding controlling law or in which courts any disputes must be brought.
Except as described below for California residents, the arbitration shall be administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “Rules”) in effect at the time the arbitration demand is made. The Rules are available at www.adr.org. In the event of any conflict between the Rules and this Arbitration Agreement, this Arbitration Agreement shall apply.
The Parties agree to submit to the jurisdiction of a single neutral arbitrator (the “Arbitrator”) selected in accordance with the Rules. The Arbitrator will decide the rights and liabilities, if any, of you and Instacart. The Arbitrator will have the authority to award the same damages and relief on an individual basis that a judge in a court of law can award to an individual. The Arbitrator shall follow the applicable law. The Arbitrator’s decision is final and binding on you and Instacart.
You and Instacart agree that the Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, unconscionability, or estoppel.
The arbitration will be held in the United States county where you live or use the Services, or a location you and Instacart mutually agree upon in writing. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and Instacart submit to the arbitrator, unless the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the Rules.
The Rules will govern the payment of all filing, administrative or arbitrator fees (“Arbitration Fees”) and each party will be responsible for their own Arbitration Fees under those Rules or to the maximum extent permitted by law.
For California residents, the arbitration shall be administered by ADR Services, Inc. (“ADR Services”) under its Arbitration Rules (the “ADR Services Rules”) in effect at the time the arbitration demand is made. The ADR Services Rules are available at: https://www.adrservices.com/services/arbitration-rules/. In the event of any conflict between the ADR Services Rules and this Arbitration Agreement, this Arbitration Agreement shall apply.
For California residents, the Parties agree to submit to the jurisdiction of a single neutral arbitrator selected in accordance with the ADR Services Rules (the “ADR Arbitrator”). The ADR Arbitrator will decide the rights and liabilities, if any, of you and Instacart. The ADR Arbitrator will have the authority to award the same damages and relief on an individual basis that a judge in a court of law can award to an individual. The ADR Arbitrator shall follow the applicable law. The ADR Arbitrator’s decision is final and binding on you and Instacart.
For California residents, you and Instacart agree that the ADR Arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The ADR Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, unconscionability, or estoppel.
For California residents, the arbitration will be held in the California county where you live or use the Services, San Francisco, California, or any other location you and Instacart mutually agree upon in writing.
For California residents, the ADR Services Rules will govern the payment of all filing, administrative or arbitrator fees (“ADR Services Arbitration Fees”), but in no event will you be responsible for any portion of those fees in excess of the initial filing fee. After you pay your portion of any initial filing fee, Instacart shall pay any remaining costs and expenses unique to arbitration, including, without limitation, the arbitrator’s fees and any ADR Services administrative or case management expenses.
If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, shall be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, shall have no impact on the remaining provisions of the Arbitration Agreement, which shall remain in force, or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to the Arbitration Agreement. Notwithstanding the foregoing, if the Class, Collective, Representative Action Waiver above is found to be void, unenforceable, or unlawful, in whole or in part, because it would prevent you from seeking public injunctive relief, then any dispute regarding the entitlement to such relief (and only that relief) must be severed from arbitration and may be litigated in a civil court of competent jurisdiction. All other claims for relief subject to arbitration under this Arbitration Agreement shall be arbitrated under its terms, and the parties agree that litigation of any dispute regarding the entitlement to public injunctive relief shall be stayed pending the outcome of any individual claims in arbitration. Notwithstanding the above, Costco or Instacart may bring court proceedings or claims against each other solely as part of separate litigation commenced by an unrelated third party.
You can stop using the Services at any time and without notice to us. Similarly, Instacart may terminate access to the Services to you or any other users or stop offering the all or part of the Services at any time without notice. In the event of Termination, Section 1 and Sections 4-17 survive and continue to apply to you.
12. Controlling Law
To the extent permitted by applicable law, these Terms will be governed by the laws of the State of Delaware for residents of the United States and by the laws of the Province of Ontario for residents of Canada (except Quebec), without respect to its conflicts of laws principles, except the Arbitration Agreement, which is governed by the laws outlined in Section 10 of these Terms. To the extent permitted by applicable law, any claims arising out of or relating to these Terms or use of the Services that are not subject to Section 10 (Disputes & Arbitration) of these Terms shall be brought exclusively in the federal or state courts of New Castle County, Delaware, USA, for the residents of the United States, and the courts of competent jurisdiction in the City of Toronto for residents of Canada (except Quebec), and you and Instacart consent to the personal jurisdiction of those courts.
For Quebec residents only, to the extent permitted by law, these Terms will be governed by the laws of the Province of Quebec without respect to its conflicts of laws principles. To the extent permitted by applicable law, any claims arising out of or relating to these Terms or use of the Services that are not subject to Section 10 (Disputes & Arbitration) of these Terms shall be brought exclusively in the courts of competent jurisdiction in the City of Montreal, and you and Instacart consent to the personal jurisdiction of those courts.
13. Entire Agreement & Severability
These Terms, subject to any amendments, modifications, or additional agreements you enter into with Instacart, shall constitute the entire agreement between you and Instacart with respect to the Services and any use of the Services. If any provision of these Terms is found to be invalid by a court competent jurisdiction, that provision only will be limited to the minimum extent necessary and the remaining provisions will remain in full force and effect.
14. No Waiver
Instacart’s failure to monitor or enforce a provision of these Terms does not constitute a waiver of its right to do so in the future with respect to that provision, any other provision, or these Terms as a whole.
You may not assign any of your rights, licenses, or obligations under these Terms. Any such attempt at assignment by you shall be void. Instacart may assign its rights, licenses, and obligations under these Terms without limitation.
16. Changes to the Terms
We may make changes to these Terms from time to time. When Instacart does so, Instacart will post the most current version of the Terms on Instacart’s website and, if a revision to the Terms is material, Instacart will notify you of the new Terms (for example, by email or a notification on the Services). Changes to these terms will not apply retroactively. If you do not agree to the modified terms, you should discontinue your use of the Services.
17. Copyright Policy
Instacart respects the intellectual property rights of others and has implemented a copyright and trademark policy in accordance with the Digital Millennium Copyright Act and other applicable laws. Instacart will respond to valid notices of copyright or trademark infringement and reserves the right to terminate any users, at Instacart’s sole discretion and without notice, who repeatedly infringe copyrights or other intellectual property rights.
If you believe any content posted or made available on the Services constitutes infringement of your copyright rights, you may send a written notice of infringement to Instacart’s designated Copyright Agent using the contact information listed below. In your notice, please specify the nature of the copyright infringement and include the following information: (a) an electronic or physical signature of the owner of the copyright in question or a person authorized to act on behalf of the owner of the copyright; (b) a description of the claimed infringing material as well as identification of the claimed infringing material, including the location of such material on the Services (e.g., the URL of the claimed infringing material if applicable or other means by which Instacart may locate the material); (c) complete contact information, including the name of the owner of the copyright and your name, title, address, telephone number, and email address; (d) a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (e) a statement, made under penalty of perjury, that the information provided in your notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner.
ATTN: Copyright Agent
50 Beale St. Suite 600
San Francisco, CA 94105
If you believe any content posted or made available on the Services constitutes infringement of your trademark rights, you may also send your notice to Instacart's designated Copyright Agent using the contact information listed above. Please include as much detail as possible so that Instacart may respond to your notice in a timely manner, including but not limited to description(s) of your trademark(s), your trademark registration number(s), description(s) of the products allegedly using your trademark(s) without authorization, and the location of such allegedly infringing product(s).
18. Contact Information
If you have any questions, or comments about these Terms please contact Instacart at:
50 Beale St. Suite 600
San Francisco, California 94105
If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 N. Market Blvd., Ste. N 112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.