Twilio Alpha: AI Addendum

Last Updated: May 13, 2024

This Twilio Alpha: AI Addendum (“Addendum”) is effective as of the date you (“Customer” or “you”) initially enable the applicable Twilio Alpha AI/ML Feature(s) (as defined below) within your Twilio account. Twilio may update the terms of this Addendum from time to time, provided that Twilio provides Customer with reasonable prior written notice of any material updates. If Customer does not agree to the material updates to the terms of this Addendum, Customer will have the opportunity to discontinue its use of the applicable Twilio Alpha AI/ML Feature(s).

IF YOU DO NOT AGREE WITH THE TERMS OF THIS ADDENDUM, YOU SHOULD NOT ENABLE OR OTHERWISE USE ANY TWILIO ALPHA AI/ML FEATURES.

This Addendum is between Customer and the Twilio entity that has entered into the agreement (“Twilio”) covering Customer’s use of Twilio’s products and services (“Agreement”) and forms part of the Agreement.

1. Definitions

“controller” means the natural or legal person, public authority, agency, or other body which, alone or jointly with others, determines the purposes and means of the processing (as defined below) of Personal Data (as defined below).

“Documentation” means Twilio’s standard technical documentation for all Twilio Alpha AI/ML Features, the current version of which is available at https://www.twilio.com/docs/alpha.

“End User” means any user of (a) Twilio’s products and services or (b) any software application or other products and services provided by Customer and used in connection with Customer’s use of Twilio’s products and services under the Agreement.

“High Risk Activities” means any operation (a) of nuclear facilities, air traffic control, life support systems, or clinical purposes; (b) that is overseen by, or requires clearance or approval from, a regulatory authority; or (c) that could lead to death, personal injury, or environmental damage.

“Input” means any data or other information Customer provides to Twilio to be processed via a Twilio Alpha AI/ML Feature.

“Output” means any data or other information generated by a Twilio Alpha AI/ML Feature that is prompted by or generated from, as applicable, Input.

“Personal Data” means any data or other information relating to an identified or identifiable natural person.

“process” and “processing” means any operation or set of operations performed on Personal Data or on sets of Personal Data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination, or otherwise making available, alignment or combination, restriction, erasure, or destruction.

“processor” means the entity which processes Personal Data on behalf of the controller.

“Twilio Acceptable Use Policy” means the Twilio Acceptable Use Policy, the current version of which is available at https://www.twilio.com/legal/aup.

“Twilio Alpha AI/ML Content” means (a) any Input that is processed through a Twilio Alpha AI/ML Feature (as defined below) or (b) any Output prompted or generated by such Twilio Alpha AI/ML Feature.

“Twilio Alpha AI/ML Feature(s)” means Twilio’s or a third party’s artificial intelligence or machine learning technology, as applicable, that (a) uses Input to predict outcomes or is capable of generating new content and (b) is enabled by Customer within Customer’s account.

Any capitalized term not defined in this Section 1 will have the meaning provided in this Addendum.

2. Access to Twilio Alpha AI/ML Features.  Customer must actively choose to enable a Twilio Alpha AI/ML Feature if Customer elects to use such Twilio Alpha AI/ML Feature. Customer will ensure that Twilio Alpha AI/ML Content and Customer’s use of any Twilio Alpha AI/ML Feature comply with the Agreement, this Addendum, the Twilio Acceptable Use Policy, and the Documentation. All Twilio Alpha AI/ML Features are (a) considered alpha, beta, developer preview, or not generally available and (b) entirely optional and not required to use Twilio’s products and services generally.

3. Twilio Alpha AI/ML Features Use Restrictions.  Customer may not use a Twilio Alpha AI/ML Feature (a) to develop its own artificial intelligence or any machine learning models or technology; (b) to mislead anyone that an Output was solely human generated; and (c) for High Risk Activities.

4. Twilio Alpha AI/ML Content

(a) Processing of Twilio Alpha AI/ML Content.  Customer grants Twilio and its affiliates the right to process Twilio Alpha AI/ML Content to develop, improve, and train Twilio’s products, services, Twilio Alpha AI/ML Features, and Twilio’s artificial intelligence or machine learning technology and any related models, including any models provided by third party service providers (collectively, “Permitted Purpose”). Customer will ensure that it has, and will continue to have, the right to disclose or provide access to Twilio Alpha AI/ML Content to Twilio and its affiliates for processing in accordance with this Addendum. To the extent Twilio Alpha AI/ML Content contains Personal Data, Twilio and its affiliates will process such Personal Data as a controller, and not as a processor for, nor as a joint controller with, Customer or any user of Customer’s products and services.

(b) Output.  Twilio Alpha AI/ML Features use emerging technology that may provide Output that is inaccurate, is offensive, poses a threat to public safety, or is not designed or intended to meet Customer’s needs, expectations, or legal, regulatory, or compliance obligations. Customer is solely responsible for reviewing, editing, and amending any Output before publishing, using, or relying on such Output. Due to the nature of artificial intelligence or machine learning technology, Output may not be unique, and a Twilio Alpha AI/ML Feature may generate the same or similar Output for other customers. Twilio does not guarantee the generation of Output by any Twilio Alpha AI/ML Feature.

5. Anonymized Data.  Where deemed appropriate by Twilio for the Permitted Purpose, Customer further authorizes and instructs Twilio and its affiliates to anonymize, de-identify, and/or aggregate any Personal Data within Twilio Alpha AI/ML Content in a manner that such Twilio Alpha AI/ML Content can no longer directly or indirectly identify a natural person to whom the Twilio Alpha AI/ML Content  relates (“Anonymized Data”).

6. Third Party AI/ML Technology.  Twilio may use artificial intelligence or machine learning technology provided by a third party (“Third Party Technology”) to provide some or all of the functionality for any Twilio Alpha AI/ML Features. By using a Twilio Alpha AI/ML Feature, Customer acknowledges and permits Twilio to disclose any Input, as determined by Twilio, in its sole discretion, with a Third Party Technology provider. Twilio Alpha AI/ML Features that use any Third Party Technology are identified in Exhibit A attached hereto. If applicable, Customer will comply with the applicable Third Party Technology provider’s terms identified in Exhibit A attached hereto.

7. Consents Records and Audit.  Some Twilio Alpha AI/ML Features may provide automatic speech recognition technology, speech-to-text capabilities, or natural language understanding and involve the monitoring or capture of real-time transcription of End User communications by Twilio that requires informed consent from End Users in accordance with applicable law or regulation (“Consents”). Customers will obtain Consents prior to an End User’s use of, or interaction with, the applicable Twilio Alpha AI/ML Feature(s), maintain appropriate records of all Consents it has obtained, and promptly provide evidence of such Consents to Twilio upon Twilio’s written request. Twilio will have the right to audit Customer’s consent records upon thirty (30) days prior written notice, and Customer will reasonably cooperate with Twilio in connection with such audit.

8. Ownership and Licenses.  As between the parties, and subject to Section 4(a) (Processing of Twilio Alpha AI/ML Content) of this Addendum, Customer exclusively owns all right, title, and interest in and to Twilio Alpha AI/ML Content that is unique solely to Customer. As between the parties, Twilio exclusively owns all right, title, and interest in and to (a) the Anonymized Data; (b) Twilio’s artificial intelligence or machine learning technology and any related models; and (c) any improvements to any of Twilio’s products and services and Twilio’s artificial intelligence or machine learning technology and any related models, in both cases, resulting from the processing of Twilio Alpha AI/ML Content or Anonymized Data. As between the parties, Twilio exclusively owns, or its Third Party Technology providers exclusively own, as applicable, all right, title, and interest in and to the Twilio Alpha AI/ML Features, including any improvements thereto.

9. Conflict.  In the event of any conflict or inconsistency between the terms of the Agreement, including any personal data processing terms set forth therein, and the terms of this Addendum, the terms of this Addendum will prevail with respect to the use of any Twilio Alpha AI/ML Feature.

10. Survival.  The terms of this Addendum will survive the expiration or termination of the Agreement.

Exhibit A

Third Party Technology