The agreement limits each party's liability for indirect, consequential, and similar damages, and caps total aggregate liability at the greater of fees paid in the preceding twelve months or $500, with exceptions for customer indemnification obligations, payment obligations, and confidentiality breaches.
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
This provision caps Twilio's total liability to the customer at twelve months of fees paid or $500, whichever is greater, and excludes consequential and indirect damages entirely, including loss of profits, revenue, and business. The cap exceptions apply to customer obligations but not symmetrically to Twilio's obligations in all circumstances.
Interpretive note: Enforceability of the liability cap and consequential damages exclusion may vary by jurisdiction, particularly in EU and UK commercial contexts and for claims arising from gross negligence or statutory rights.
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 →Changed from one-way (Twilio-only) to bilateral liability cap; added loss of revenue and loss of business; removed exemplary and punitive damages; added carve-outs for indemnification, payment obligations, and confidentiality breach; added aggregate liability cap language.
View full change record →This new standalone provision caps Twilio's liability for indirect and consequential damages with explicit carve-outs for loss of profits, goodwill, and data, whereas the previous version capped total aggregate liability to 12 months of fees.
View full change record →Under this clause, each party's aggregate liability is capped at the greater of twelve months of fees paid or $500, and indirect or consequential damages including lost profits and lost revenue are excluded from recoverable damages under the agreement.
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A party's liability for any Liability under these Terms will be reduced proportionately to the extent the relevant Liability was caused or contributed to by the actions (or inactions) of the other party...
The Netflix service and/or some of the Netflix content may not be available at any time as a result of events beyond our reasonable control...we will not be held liable should such events occur.
"IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS, LOSS OF GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, IN EACH CASE ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ... EXCEPT FOR YOUR INDEMNIFICATION OBLIGATIONS, CUSTOMER'S PAYMENT OBLIGATIONS, OR BREACH OF SECTION 4.3 (CONFIDENTIALITY), EACH PARTY'S TOTAL AGGREGATE LIABILITY TO THE OTHER ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID OR PAYABLE BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR (B) $500.Excerpt from Twilio's Terms of Service
(1) REGULATORY LANDSCAPE: Liability limitation clauses in B2B SaaS and communications platform agreements are standard commercial practice and are generally enforceable under U.S.
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This provision caps Twilio's total liability to the customer at twelve months of fees paid or $500, whichever is greater, and excludes consequential and indirect damages entirely, including loss of profits, revenue, and business. The cap exceptions apply to customer obligations but not symmetrically to Twilio's obligations in all circumstances.
Under this clause, each party's aggregate liability is capped at the greater of twelve months of fees paid or $500, and indirect or consequential damages including lost profits and lost revenue are excluded from recoverable damages under the agreement.
ConductAtlas has identified this type of provision across 287 platforms. See the full comparison.
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