Twilio limits its liability to you by excluding consequential, punitive, and similar damages, meaning you generally cannot recover lost profits or other indirect losses from Twilio even if their service fails.
This analysis describes what Twilio'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 establishes a categorical exclusion from liability for specified damage categories, limiting Twilio's financial exposure for service failures, interruptions, or data incidents to direct damages only. This allocation of risk shapes the remedies available through the contractual relationship.
Interpretive note: Enforceability of consequential damages exclusions varies by jurisdiction; EU/EEA and UK law may impose limits on such exclusions that qualify their effect in those markets.
The updated terms establish a different dispute resolution process for customers domiciled or registered in Mexico. Previously, Mexico was subject to the standard arbitration venue clause routing disputes to San Francisco, California. Under the revised agreement, Mexican customers must first engage in good faith negotiations with Twilio's senior representatives for 30 days; if unresolved, disputes proceed to binding arbitration under Centro de Arbitraje de México (CAM) rules, conducted in English in Mexico City before a sole arbitrator. The agreement also explicitly states that Mexican consumer protection law (Ley Federal de Protección al Consumidor) does not apply to the commercial relationship between the parties. Mexico-domiciled customers should review the updated dispute resolution procedures and understand that consumer protection law carve-out before continuing use.
View change record →The updated terms establish two new regional service entities: CISA Telecomunicaciones for Mexico and Teravoz Telecom for Brazil, meaning customers in those jurisdictions will contract with the local entity rather than Twilio Inc. The agreement now permits orders to be placed through Twilio's online self-service purchasing workflow in addition to traditional written order forms, streamlining how purchase terms can be documented. The updated language also removes the prior commitment that Twilio will not materially decrease overall service functionality, replacing it with a general statement that services may change over time without specific protections on functionality levels.
View change record →The updated terms now route Twilio service agreements for Mexico and Brazil customers to new regional entities rather than Twilio Inc., which may affect service delivery, dispute resolution venue, and applicable local law. The definition of Order Form was expanded to explicitly include self-service online purchases, clarifying that terms negotiated through Twilio's account interface carry the same contractual weight as traditional executed agreements. The terms also removed language stating that Twilio would not materially decrease overall service functionality, replacing it with a simpler statement that services may change over time, which narrows the operational commitment Twilio makes regarding service stability. You can review the separate agreements that now govern your use based on your regional location.
View change record →Business customers and developers who suffer lost revenue, reputational harm, or data loss due to Twilio service issues are contractually limited in their ability to recover those damages from Twilio, as the agreement excludes consequential and indirect damages.
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In no event will either party's aggregate liability arising out of or related to this Agreement exceed the total fees paid or payable by Customer in the twelve (12) months preceding the claim. In no event will either party be liable for any indirect, incidental, special, consequential, or punitive d...
IN NO EVENT WILL DEEPSEEK OR ITS AFFILIATES BE LIABLE UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, PRODUCTS LIABILITY, OR OTHERWISE, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOST PROFITS, EVEN IF DEEPSEEK OR ITS AFFILIATES HAVE ...
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL PERPLEXITY, ITS AFFILIATES, LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS O...
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"IN NO EVENT WILL TWILIO, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF TWILIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICES.— Excerpt from Twilio's Twilio Terms of Service
(1) REGULATORY LANDSCAPE: Limitation of liability clauses excluding consequential damages are standard in commercial software and API agreements and are generally enforceable under US contract law, subject to exceptions for gross negligence, willful misconduct, or statutory obligations. Enforceability varies by jurisdiction; some EU member states limit the extent to which liability can be excluded for certain categories of loss. (2) GOVERNANCE EXPOSURE: Medium. The exclusion of consequential damages including loss of profits and data losses may create a significant gap between actual business harm from a service outage or failure and recoverable damages. Organizations with high-revenue dependencies on Twilio should factor this limitation into their vendor risk assessments. (3) JURISDICTION FLAGS: UK and EU jurisdictions may not permit exclusion of liability for certain categories of loss, particularly where the exclusion is considered unreasonable under the Unfair Contract Terms Act (UK) or the Unfair Contract Terms Directive (EU). (4) CONTRACT AND VENDOR IMPLICATIONS: Enterprise customers should assess whether the liability cap in the full agreement (typically tied to fees paid) is adequate given their operational dependency on Twilio. Negotiating a higher cap or specific carve-outs for data breaches or material service failures is advisable for high-dependency deployments. (5) COMPLIANCE CONSIDERATIONS: Legal teams should review the full liability cap provision alongside this consequential damages exclusion to understand the practical ceiling on recoverable damages. Business continuity and insurance programs should be calibrated to account for the limitations on contractual recovery from Twilio.
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The clause establishes a categorical exclusion from liability for specified damage categories, limiting Twilio's financial exposure for service failures, interruptions, or data incidents to direct damages only. This allocation of risk shapes the remedies available through the contractual relationship.
Business customers and developers who suffer lost revenue, reputational harm, or data loss due to Twilio service issues are contractually limited in their ability to recover those damages from Twilio, as the agreement excludes consequential and indirect damages.
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