Terms

Last updated: October 8, 2026

ARBITRATION NOTICE: SECTION 10 REQUIRES YOU AND GUSTO TO RESOLVE DISPUTES THROUGH FINAL, BINDING ARBITRATION ON AN INDIVIDUAL BASIS. YOU WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION AND TO A JURY TRIAL, UNLESS YOU OPT OUT AS DESCRIBED IN SECTION 10(C).

These Gusto Pre-Payroll Terms of Service (“User Terms”) are between you and Gusto, Inc. and its affiliates (“Gusto,” “we,” “us,” or “our”). They govern your use of any pre-account product, feature, tool, pilot, promotion, or service Gusto provides via any channel (each, a “Program”) before you accept any Gusto terms of service that govern a Gusto account, including the Gusto Employer Terms of Service, Gusto Members Terms of Service, and Accountant Program Terms of Service (collectively, the “Account Terms”). These User Terms apply to every Program you use until Section 2 applies. By replying YES to a Program’s initial message, clicking to accept these User Terms, or otherwise using any Program, you represent you are at least 18 years old and agree to these User Terms, including the Arbitration Provision in Section 10. Gusto’s Privacy Notice (gusto.com/legal/terms/privacy) and Acceptable Use Policy (gusto.com/legal/terms/acceptable-use) are incorporated by reference.

1. Programs and Additional Terms

Gusto may modify, suspend, or discontinue any Program at any time. Certain Programs may involve third-party providers or additional terms that Gusto presents to you, or identifies as applying to a Program, at the point of access (“Additional Terms”). Additional Terms are incorporated here and control over these User Terms if a conflict arises.

2. Before Your Account Is Active

Using a Program does not create an active account relationship with Gusto. No payroll, tax filings, benefits, retirement plans, or payments will process until you accept the applicable Account Terms and complete onboarding. Once accepted, the Account Terms govern your account, platform use, and any ongoing Program use, and these User Terms cease to apply. Disputes (Section 10) arising after acceptance are governed by the Account Terms. The applicable Account Terms are those presented to you when you create or claim your Gusto account.

3. Information Only — No Professional Advice

Programs may provide automated or AI-generated materials, quotes, templates, or resources (“Program Content”). Program Content is for general informational purposes only, may be inaccurate, incomplete, or out of date, is not tailored to your business, and does not constitute legal, tax, HR, financial, or accounting advice. It is not an offer or binding guarantee of pricing or eligibility. Gusto is not a fiduciary. Verify all content and consult a professional before relying on it. Gusto grants you a limited, non-exclusive, non-transferable, revocable license to use Program Content for internal business purposes.

4. Authorizations

If you provide bank account information through a Program, you authorize Gusto to verify it, including by micro-deposit. You do not authorize any debit, credit, or payment until you sign a separate ACH authorization during account setup. If you ask a Program to submit a filing, application, or registration to a government authority (for example, an entity formation filing), you authorize Gusto and any third-party provider involved in the Program to prepare and submit it using the information you provide. You are responsible for choosing the appropriate entity type, filing, and jurisdiction. Gusto does not guarantee that any government authority will approve a filing or process it within any timeframe.

5. Your Information and Privacy

You agree that the information you provide through a Program is accurate and complete and that you are authorized to provide it. Some Programs may ask for sensitive information, such as Social Security numbers, tax identification numbers, or bank account details, and you are responsible for keeping that information confidential on your end. Gusto handles information you provide as described in the Privacy Notice.

6. Text Messages

6.1 Consent. When you provide your mobile number to a Program or text a Gusto number, Gusto will send an initial message asking for your consent. Gusto will not send further automated or AI-generated text messages to that number unless you reply YES to a Program's initial message or otherwise provide consent as described at the point of access. By doing so, you agree to these User Terms, including the Arbitration Provision in Section 10, and authorize Gusto to send automated and AI-generated text messages to that number about your inquiry, account setup, onboarding, and use of the Program, including assistant replies, verification codes, and service notifications.

6.2 Promotional Messages. Gusto will send promotional text messages only if you expressly agree to receive them at the point of access. That agreement is not required to use any Program or to purchase any Gusto product or service, and its scope is as described in the disclosure you agreed to.

6.3 Frequency and Rates. Message frequency varies. Message and data rates may apply. Wireless carriers are not liable for delayed or undelivered messages.

6.4 Revoking Consent. You may revoke consent at any time by any reasonable means, including replying STOP, QUIT, END, CANCEL, UNSUBSCRIBE, REVOKE, or OPT OUT to any message, or emailing [email protected]. Gusto will stop sending text messages to that number from the Gusto number you opted out of promptly, and in any event within the time required by law, except for one confirmation message. Revoking consent does not affect your access to any Program (other than SMS-based Programs, such as the Gusto Assistant) or Gusto account through other channels.

6.5 Help and Your Number. Reply HELP for assistance. Do not send sensitive information, such as Social Security numbers, tax identification numbers, or bank account details, by text message. You represent that you are the subscriber or an authorized user of the number you provide, and you will tell us if you stop using it. Gusto does not share text message opt-in data or consent records with third parties for marketing purposes.

7. Acceptable Use

You will not use any Program to: (a) violate any law; (b) submit false, misleading, or fraudulent information; (c) misrepresent Program Content as prepared or reviewed by a human professional; (d) interfere with or circumvent a Program’s operation or safety features; (e) resell, redistribute, or sublicense Program Content; or (f) otherwise violate the Acceptable Use Policy.

8. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY LAW, EACH PROGRAM AND ALL PROGRAM CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR NON-INFRINGEMENT. GUSTO DOES NOT WARRANT THAT ANY PROGRAM WILL BE AVAILABLE, UNINTERRUPTED, OR ERROR-FREE. YOUR USE OF ANY PROGRAM AND RELIANCE ON ANY PROGRAM CONTENT IS AT YOUR OWN RISK.

9. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, GUSTO AND ANY PARTY INVOLVED IN DELIVERING A PROGRAM WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS OR GOODWILL, ARISING OUT OF OR RELATING TO ANY PROGRAM, INCLUDING DAMAGES ARISING FROM ERRORS IN OR RELIANCE ON PROGRAM CONTENT, INTERRUPTION OR DISCONTINUATION OF A PROGRAM, OR THE ACTS OR OMISSIONS OF ANY THIRD-PARTY PROVIDER, UNDER ANY LEGAL THEORY, EVEN IF GUSTO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THESE LIMITATIONS, SO THEY MAY NOT APPLY TO YOU.

10. Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND INCLUDES A CLASS ACTION WAIVER. YOU HAVE THE RIGHT TO REJECT THIS PROVISION AS PROVIDED IN SECTION 10(C).

(A) Informal Dispute Resolution. “Dispute” means any past, present, or future dispute, claim (including initial claims, counterclaims, and third-party claims), or controversy relating to or arising out of these User Terms or any Program, whether in law, equity, or otherwise, including the validity or enforceability of this Section 10 or these User Terms. Before filing any Dispute in arbitration or, for an excluded matter, in court, you will try to resolve it informally by contacting our customer service team, and we will make reasonable efforts to contact you to do the same. If the Dispute is not resolved within sixty (60) days after you contact us, either party may initiate a formal action under this Section 10.

(B) Election to Arbitrate. You and Gusto agree that the sole and exclusive forum for resolving a Dispute is final and binding arbitration under this Section 10 (the “Arbitration Provision”), unless you opt out under Section 10(C). This Arbitration Provision is to be given the broadest enforceable interpretation. Either party may still (1) bring an individual action in small claims court (a “Small Claims Action”) or (2) seek injunctive or other equitable relief in court to prevent the actual or threatened infringement, misappropriation, or violation of its intellectual property rights (an “IP Protection Action”).

(C) Opt-Out. You may opt out of this Arbitration Provision by emailing an Arbitration Opt-Out Notice (form available at gusto.com/legal/terms/opt-out), including your name and the contact information you used to access the Program, to [email protected] within thirty (30) days of the date you accept these User Terms or, if Gusto makes a change that materially affects this Arbitration Provision, within thirty (30) days of Gusto’s notice of that change under Section 11. If you do not timely opt out, you knowingly and intentionally waive your right to litigate any Dispute except a Small Claims Action or IP Protection Action. Your opt-out applies only to Disputes arising after your acceptance of these User Terms or the effective date of the change for which you opted out, whichever is later.

(D) Judicial Forum. If (i) either party brings a Small Claims Action or IP Protection Action, (ii) you timely opt out, or (iii) this Section 10 is found not to apply, the exclusive jurisdiction and venue for any Dispute will be the state and federal courts located in the County of San Francisco, California, and you and Gusto waive any objection to jurisdiction and venue there. YOU AND GUSTO KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO A JURY TRIAL AND, UNLESS YOU TIMELY OPT OUT, ANY RIGHT TO LITIGATE DISPUTES IN COURT, EXCEPT AS PROVIDED IN SECTION 10(B).

(E) No Class Actions. Arbitration of any Dispute will proceed only on an individual basis. Neither you nor Gusto may bring a Dispute as part of a class, group, collective, coordinated, consolidated, or mass arbitration (each, a “Collective Arbitration”). A Dispute against Gusto will be deemed a Collective Arbitration if (i) two (2) or more similar Disputes are filed concurrently (meaning both are pending at the same time) by or on behalf of one or more claimants, and (ii) counsel for the claimants are the same, share fees, or coordinate across the arbitrations. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER YOU NOR GUSTO MAY CONSOLIDATE, JOIN, OR COORDINATE DISPUTES WITH THOSE OF OTHERS, OR ARBITRATE OR LITIGATE ANY DISPUTE IN A REPRESENTATIVE CAPACITY, INCLUDING AS A CLASS MEMBER OR PRIVATE ATTORNEY GENERAL, AND ALL SUCH RIGHTS ARE EXPRESSLY WAIVED. ANY CHALLENGE TO THE VALIDITY OF THIS SECTION 10(E) WILL BE DECIDED EXCLUSIVELY BY THE ARBITRATOR.

(F) Procedures. Arbitration will be administered by Judicial Arbitration and Mediation Services (“JAMS”) under its Streamlined Arbitration Rules for Disputes with an amount in controversy under $250,000 (excluding attorneys’ fees and interest) and its Comprehensive Arbitration Rules and Procedures for all other Disputes, in each case the most current version (the “JAMS Rules,” available at www.jamsadr.com or 1-800-352-5267). If the JAMS Rules conflict with this Arbitration Provision, this Arbitration Provision controls, subject to countervailing law, unless all parties agree otherwise. The initiating party must provide a written Demand for Arbitration as specified in the JAMS Rules. The arbitration will be heard by a sole arbitrator, mutually selected by you and Gusto, who is (i) a practicing attorney licensed in California or a retired judge and (ii) selected from the JAMS roster of commercial dispute arbitrators with a background in payroll, health insurance, human resources, and/or online commerce law (or, if none, from the JAMS roster of commercial dispute arbitrators) (the “Arbitrator Requirements”). If the parties cannot agree within ten (10) days after receipt of the Demand for Arbitration, JAMS will appoint an arbitrator who meets the Arbitrator Requirements. If a party seeks injunctive relief that would significantly impact other users of a Program, as reasonably determined by either party, the arbitration will proceed on an individual basis before a panel of three (3) arbitrators: each party selects one, and the two party-selected arbitrators select a third, who will chair the panel and must meet the Arbitrator Requirements. Any disagreement over whether that threshold is met will be decided by the sole arbitrator, who may serve on the panel if selected. Except as required by law, the arbitration and any award are confidential. This Arbitration Provision is governed by the Federal Arbitration Act.

(G) Hearings, Fees, and Award. Arbitration may be conducted by videoconference, telephone, or other remote means unless the arbitrator requires an in-person hearing or the parties agree otherwise. If your Dispute does not exceed $10,000 (excluding attorneys’ fees and interest), it will be decided on written submissions unless the arbitrator determines a hearing is necessary; otherwise, your right to a hearing is determined by the JAMS Rules. If Gusto initiates arbitration, Gusto will pay all filing and administrative fees (other than hearing fees). If you initiate arbitration, those fees will be paid as provided in the JAMS Rules or countervailing law. The arbitrator will issue an award, with essential findings and conclusions, within the time required by the JAMS Rules, and judgment on the award may be entered in any court with jurisdiction.

(H) Survival and Severability. This Arbitration Provision survives termination of these User Terms and your acceptance of the Account Terms with respect to Disputes arising before that acceptance. Except for Section 10(E), if any part of this Arbitration Provision is found invalid or unenforceable, the remainder stays in effect. If all or any part of Section 10(E) is found invalid or unenforceable, this entire Arbitration Provision is void and any remaining Dispute must be litigated in court under Section 10(D).

11. Changes to These User Terms

Gusto may update these User Terms by posting a revised version at gusto.com/legal/terms/pre-payroll and updating the “Last updated” date. Changes apply going forward from the date they are posted, and your continued use of any Program after that date means you accept them. If a change materially affects the Arbitration Provision, Gusto will provide notice and the opt-out period in Section 10(C) will reopen for thirty (30) days from that notice.

12. General

These User Terms, together with the documents incorporated by reference, are the entire agreement between you and Gusto regarding the Programs before you accept the Account Terms. If there is a conflict, Additional Terms control, then these User Terms. These User Terms are governed by California law, without regard to conflict of laws principles. If any provision is found unenforceable, it will be modified to the minimum extent necessary and the rest will remain in effect. Sections 3, 5, 8, 9, 10, and 12 survive any termination of your access to a Program. Questions about these User Terms can be sent to [email protected].