Terms of Service

Last updated: 21 May 2026

These Terms of Service (“Terms“) govern access to and use of the ValueText platform and related services. They are entered into between ValueText Pvt Ltd, an Indian private limited company with its registered office at Q City, Block A, 6th Floor, Survey No. 109, 110 & 111/2, Nanakramguda Village, Serilingampally Mandal, R.R. District, Hyderabad, Telangana 500032, India (“ValueText“, “we“, “us“, “our“), and the customer identified in the applicable Order Form (“Customer“, “you“, “your“).

By executing an Order Form, installing the ValueText managed package, or otherwise accessing or using the Service, Customer agrees to be bound by these Terms.

If Customer does not agree to these Terms, Customer must not access or use the Service.

1. Definitions

In these Terms, the following words have the meanings set out below.

“Affiliate” means, in relation to a party, any entity that directly or indirectly controls, is controlled by, or is under common control with that party.

“Agreement” means these Terms together with any Order Form executed between the parties.

“Customer Data” means all data, content, messages, recipients, metadata, conversations, attachments, and other information processed through or in connection with the Service on behalf of Customer, as further described in Section 4.

“Effective Date” means the date of execution of the applicable Order Form. 

“Fees” means the licence fees, setup fees, and any other charges payable by Customer to ValueText as set out in the applicable Order Form.

“Initial Term” means the term of an Order Form as stated in that Order Form.

“Managed Package” means the ValueText Salesforce-native managed package installed by Customer in its Salesforce environment to access the Service.

“Order Form” means a written ordering document executed by both parties that references these Terms and sets out the commercial terms applicable to Customer’s use of the Service, including products, pricing, term, and any negotiated provisions.

“Service” means the ValueText messaging platform as ordered by Customer under an Order Form, including the Managed Package, message delivery, related telephony and voice functionality, automation, AI features, reporting, and support, together with any other functionality identified in the Order Form. Where the Order Form includes WorkDial, the Service includes the WorkDial platform.

“Subprocessor” means a third party engaged by ValueText to process Customer Data in connection with the Service.

“Usage Charges” means charges for messaging delivery (including SMS, WhatsApp, and voice) and similar consumption-based costs, billed separately from licence Fees.

2. The Service

2.1 Salesforce-native architecture. The Service is delivered as a Salesforce-native managed package installed in Customer’s own Salesforce organisation. Customer accesses and uses the Service from within the Salesforce environment.

2.2 Licence grant. Subject to Customer’s compliance with these Terms and payment of Fees, ValueText grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the Initial Term, solely for Customer’s internal business purposes.

2.3 Licence restrictions. Customer shall not, and shall not permit any third party to:

(a) copy, modify, distribute, sell, lease, sublicense, or otherwise transfer the Service or any part of it;

(b) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service;

(c) use the Service to develop a competing product or service;

(d) remove or alter any proprietary notices, labels, or marks on or in the Service;

(e) provide access to the Service to any third party except as expressly permitted under an Order Form;

(f) use the Service in any manner that violates these Terms or applicable law.

2.4 Reservation of rights. ValueText and its licensors retain all right, title, and interest in and to the Service, the Managed Package, and all related intellectual property. No rights are granted to Customer other than those expressly set out in these Terms.

2.5 New features and enhancements. ValueText may from time to time release updates, patches, fixes, and enhancements to the Service. Routine updates are provided at no additional charge. Materially new functionality may be made available as a separate Order Form item.

3. Customer Responsibilities

3.1 Account and access. Customer is responsible for: (a) configuring and maintaining its Salesforce environment to support the Service; (b) provisioning and managing user accounts; (c) maintaining the security of credentials, tokens, and authentication mechanisms; and (d) all activity occurring under Customer’s accounts.

3.2 Messaging delivery. ValueText handles all message delivery as part of the Service. Customer’s licence Fees do not include messaging Usage Charges, which are invoiced separately as set out in Section 6.2. 

3.3 Compliance with law. Customer is solely responsible for ensuring that its use of the Service complies with all applicable laws, including telecommunications law, data protection law, consumer protection law, anti-spam law, and any applicable industry codes. This includes, where applicable, obtaining all necessary consents from message recipients before sending messages to them.

3.4 Acceptable use. Customer shall not use the Service to transmit content that is unlawful, harassing, abusive, defamatory, obscene, threatening, infringing, fraudulent, or otherwise objectionable. Customer shall not use the Service to send unsolicited bulk messages in violation of applicable law, transmit malware, or attempt to interfere with the operation of the Service or any third-party systems. 

3.5 Customer content. Customer is solely responsible for the accuracy, quality, integrity, and legality of all content sent through the Service, and for ensuring it has the right to send that content to its intended recipients.

4. Customer Data and Data Architecture

4.1 Data location. Customer Data, including all messages, recipients, metadata, conversation history, and attachments processed through the Service, is stored within Customer’s Salesforce organisation. ValueText does not maintain external databases, file servers, cloud storage, or other infrastructure for the persistent storage of Customer Data.

4.2 ValueText’s access. ValueText has no independent access to Customer Data outside of Customer’s Salesforce organisation. ValueText personnel may access Customer’s Salesforce organisation only where Customer has explicitly granted such access for support, onboarding, or configuration purposes, and only for the duration and scope of the specific request.

4.3 Customer ownership. As between the parties, Customer owns all right, title, and interest in and to Customer Data. Customer grants ValueText a limited, non-exclusive licence to access and process Customer Data solely to provide the Service.

4.4 Customer responsibility for data management. Because Customer Data resides within Customer’s Salesforce organisation, Customer’s existing Salesforce security model, permissions, sharing rules, retention policies, access controls, and backup arrangements apply to Customer Data automatically. Customer is responsible for managing those settings.

4.5 Salesforce incidents. Any security incident, outage, or data loss affecting Customer’s Salesforce environment falls under the contractual relationship between Customer and Salesforce. ValueText’s responsibility under these Terms is limited to the security of the Managed Package itself.

4.6 Data deletion. On termination or expiry of the Agreement, Customer remains in control of Customer Data within its Salesforce organisation. Customer may uninstall the Managed Package at any time, which removes ValueText’s access to Customer Data. Customer Data itself is deleted only by Customer’s action within Salesforce.

4.7 Personal data and data protection. Where Customer Data includes personal data, the parties’ respective obligations under applicable data protection law (including the General Data Protection Regulation and the UK General Data Protection Regulation, where applicable) are set out in a separate Data Processing Addendum, which is incorporated into the Agreement on request from Customer. Audit rights, subprocessor changes, international transfers, and personal data deletion are governed by the Data Processing Addendum.

4.8 Security incident notification. Where ValueText becomes aware of a confirmed security incident affecting the Managed Package and resulting in unauthorised access to Customer Data, ValueText will notify Customer without undue delay and provide reasonable cooperation in investigating and responding to the incident. For the avoidance of doubt, incidents affecting Customer’s Salesforce environment but not caused by the Managed Package fall under Section 4.5.

5. Subprocessors

5.1 Authorised subprocessors. ValueText engages the following subprocessors in connection with the delivery of the Service:

(a) Twilio Inc. — telecommunications and messaging gateway for SMS and voice delivery;

(b) Meta Platforms, Inc. — WhatsApp Business message delivery and template approval.

For clarity, Salesforce is the platform on which Customer’s data resides under a contractual relationship between Customer and Salesforce. Salesforce is not ValueText’s subprocessor in respect of Customer Data.

5.2 Updates. ValueText may engage additional or alternative subprocessors from time to time to deliver the Service. Material changes affecting the processing of Customer Data will be communicated to Customer in accordance with the Data Processing Addendum. 

6. Fees and Payment

6.1 Licence Fees. Customer shall pay the licence Fees set out in the applicable Order Form. Licence Fees are payable in advance in accordance with the billing cycle stated in the Order Form.

6.2 Usage Charges. Usage Charges, including SMS, WhatsApp, and voice consumption costs, are billed separately from licence Fees. ValueText invoices Usage Charges at ValueText’s published rates, which are set on a per-country and per-channel basis and are available on request or as set out in the applicable Order Form. ValueText’s published Usage Charges are subject to change in line with carrier and platform pricing updates; changes will not apply retroactively to consumption already billed. 

6.3 Order Form prevails on pricing. Where an Order Form specifies a fixed Fee, locked rate, or other price commitment, that Order Form term governs for the duration of the Initial Term notwithstanding any other provision of these Terms. ValueText will not unilaterally vary the licence Fees stated in an executed Order Form during the Initial Term.

6.4 Invoicing and payment terms. Invoices are payable within 30 days of issue, unless otherwise stated in the Order Form. Amounts not disputed in good faith and not paid by the due date may accrue interest at the rate of 1.5% per month or the maximum permitted by law, whichever is lower. 

6.5 Taxes. All Fees are exclusive of taxes. Customer is responsible for all applicable taxes (other than taxes on ValueText’s net income), including sales tax, VAT, GST, or equivalent. Where ValueText is required to collect such taxes, they will be added to the invoice.

6.6 Refunds. Except where expressly provided under Section 9 (Termination) or in an Order Form, Fees paid are non-refundable.

7. Service Levels and Support

7.1 Service levels. ValueText provides support and service levels in accordance with the response and resolution targets set out in the applicable Order Form. Where an Order Form is silent on service levels, the coverage in this Section 7 applies. 

7.2 Coverage. Priority 1 (P1) issues are covered 24 hours per day, 7 days per week. Priority 2 (P2) and Priority 3 (P3) issues are covered Monday to Friday from 08:00 to 24:00 India Standard Time (IST), which provides extended-business-hours coverage across UK, EU, US East Coast, and US West Coast working hours, excluding Indian public holidays. 

7.3 Service credits. Where an Order Form provides for service credits in respect of missed service levels, those service credits are Customer’s sole and exclusive remedy for any failure by ValueText to meet the applicable service levels.

7.4 Exclusions. Service level commitments exclude downtime, delay, or unavailability attributable to: (a) Customer’s own Salesforce configuration or use; (b) outages of the Salesforce platform or any underlying telecommunications or messaging platform; (c) scheduled maintenance windows notified in advance; or (d) force majeure events. 

7.5 Maintenance. ValueText may suspend the Service from time to time for scheduled maintenance. ValueText will use reasonable efforts to provide advance notice of scheduled maintenance and to schedule it outside of Customer’s normal business hours where practicable.

8. Term

8.1 Term of the Agreement. The Agreement commences on the Effective Date and continues for the Initial Term stated in the Order Form.

8.2 Renewal. Unless the Order Form provides otherwise, the Agreement automatically renews as follows: monthly subscriptions renew for successive monthly periods; annual subscriptions renew for successive 12-month periods. Where the Order Form specifies any other renewal term, that term applies. Either party may serve written notice of non-renewal at least 30 days before the end of the then-current term. 

8.3 Effect of expiry. On expiry of the Agreement, Customer’s right to access and use the Service ceases. Customer remains in control of Customer Data within its Salesforce organisation.

9. Termination

9.1 Termination for convenience. Except where an Order Form provides otherwise, neither party may terminate the Agreement for convenience during the Initial Term.

9.2 Termination for material breach. Either party may terminate the Agreement for material breach by the other party by giving 14 days’ written notice specifying the alleged breach. If the breach is not cured within 14 days of receipt of notice, the non-breaching party may terminate the Agreement with immediate effect by written notice.

9.3 What constitutes material breach by ValueText. Without limiting Section 9.2, the following constitute material breach by ValueText:

(a) Service unavailability. The Service is fully unavailable for 72 or more consecutive hours, or partially unavailable for 10 or more business days within any rolling 30-day period, in each case excluding force majeure and any unavailability attributable to Salesforce, underlying telecommunications or messaging platforms, or Customer’s own Salesforce configuration. “Fully unavailable” means complete inability to send or receive messages through the Service affecting all Customer users, attributable to ValueText.

(b) Security incident. A confirmed security incident, demonstrably caused by ValueText, that results in material harm to Customer.

(c) Insolvency. ValueText becomes insolvent, enters administration or liquidation, or ceases trading.

(d) Service withdrawal. ValueText announces discontinuation of the Service.

9.4 Customer breach. Without limiting Section 9.2, Customer’s failure to pay Fees within 30 days of a written reminder constitutes material breach by Customer. ValueText may suspend the Service in addition to or instead of terminating in the event of non-payment.

9.5 Refund on termination for ValueText breach. On termination by Customer for uncured material breach by ValueText under Section 9.2 (where the underlying breach is one of those specified in Section 9.3), Customer is entitled to a pro-rata refund of all prepaid but unused licence Fees from the effective date of termination forward. Fees relating to the period before termination, and Fees paid otherwise than in respect of material breach by ValueText, are non-refundable. For the avoidance of doubt, Customer is not entitled to a refund for terminating for convenience or for any reason other than uncured material breach by ValueText. 

9.6 Survival. Sections 1 (Definitions), 4.3 (Customer ownership), 10 (Confidentiality), 11 (Intellectual Property), 12 (Limitation of Liability), 13 (Indemnification), 15 (Governing Law), and 16 (General Provisions) survive termination or expiry of the Agreement.

10. Confidentiality

10.1 Confidential Information. “Confidential Information” means all non-public information disclosed by one party (the “Discloser”) to the other (the “Recipient”) in connection with the Agreement, whether marked as confidential or reasonably understood to be confidential from the circumstances of disclosure.

10.2 Obligations. The Recipient shall: (a) use Confidential Information solely to perform its obligations or exercise its rights under the Agreement; (b) protect Confidential Information with the same standard of care it uses for its own confidential information, and in any event no less than reasonable care; and (c) not disclose Confidential Information to any third party except to its employees, contractors, and advisors who have a need to know and are bound by confidentiality obligations no less protective than those in this Section.

10.3 Exclusions. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Recipient; (b) was known to the Recipient before disclosure without obligation of confidentiality; (c) is independently developed by the Recipient without reference to the Discloser’s Confidential Information; or (d) is rightfully received from a third party without obligation of confidentiality.

10.4 Compelled disclosure. A Recipient may disclose Confidential Information to the extent required by law or court order, provided the Recipient gives the Discloser prompt prior written notice (where lawful) and reasonable cooperation in seeking to limit or contest the disclosure.

10.5 Customer Data. Customer Data is Customer’s Confidential Information. Notwithstanding any other provision of this Section 10, Customer Data is treated in accordance with Section 4 and the Data Processing Addendum. 

11. Intellectual Property

11.1 ValueText IP. ValueText and its licensors retain all right, title, and interest in and to the Service, the Managed Package, all underlying technology, and all related intellectual property rights. Nothing in the Agreement transfers any ownership of ValueText IP to Customer.

11.2 Customer IP. Customer retains all right, title, and interest in and to Customer Data and any materials provided by Customer to ValueText in connection with the Service. Nothing in the Agreement transfers any ownership of Customer IP to ValueText.

11.3 Feedback. Where Customer provides ValueText with feedback, suggestions, or ideas regarding the Service, Customer grants ValueText a perpetual, irrevocable, royalty-free, worldwide licence to use that feedback to improve the Service, without obligation of attribution or compensation. ValueText shall not identify Customer in connection with such feedback without Customer’s prior written consent.

11.4 Marks. Each party grants the other a limited, non-exclusive, non-transferable, revocable licence to use the other party’s name and logo solely for the purpose of identifying the parties’ commercial relationship, in accordance with the other party’s brand guidelines as may be provided from time to time. This licence ends on termination of the Agreement.

12. Limitation of Liability

12.1 Cap. Subject to Section 12.3, each party’s total aggregate liability arising out of or in connection with the Agreement, whether in contract, tort (including negligence), under statute, or otherwise, is limited to the total licence Fees paid by Customer to ValueText in the 12 months preceding the event giving rise to the claim.

12.2 Excluded losses. Subject to Section 12.3, neither party is liable to the other for any indirect, consequential, special, incidental, or punitive damages, including without limitation loss of profits, loss of revenue, loss of business, loss of goodwill, loss of anticipated savings, or loss of or damage to data, however arising and whether or not the party was advised of the possibility of such damages.

12.3 Exceptions to the cap and exclusions. Sections 12.1 and 12.2 do not apply to:

(a) breach of Section 10 (Confidentiality);

(b) a party’s indemnification obligations under Section 13;

(c) gross negligence or wilful misconduct of a party;

(d) Customer’s obligation to pay Fees under Section 6.

12.4 Mandatory law. Nothing in the Agreement excludes or limits either party’s liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any other liability which cannot be lawfully excluded.

12.5 Allocation of risk. Customer acknowledges that the limitations and exclusions in this Section reflect an allocation of risk that is reasonable in light of the Fees payable under the Agreement and the nature of the Service.

13. Indemnification

13.1 ValueText indemnity. Subject to Section 13.4, ValueText shall defend, indemnify, and hold Customer harmless from and against any third-party claim alleging that the Service, as used by Customer in accordance with the Agreement, infringes any third party’s intellectual property rights, and shall pay all damages, costs, and reasonable attorneys’ fees finally awarded against Customer or agreed in settlement.

13.2 Customer indemnity. Customer shall defend, indemnify, and hold ValueText harmless from and against any third-party claim arising out of: (a) Customer Data or content sent through the Service; (b) Customer’s breach of Section 3.3 (Compliance with law) or Section 3.4 (Acceptable use); or (c) Customer’s violation of any applicable law in connection with its use of the Service.

13.3 ValueText’s options. If the Service becomes, or in ValueText’s reasonable opinion is likely to become, the subject of an infringement claim, ValueText may, at its option and expense: (a) obtain for Customer the right to continue using the Service; (b) modify the Service to make it non-infringing while preserving substantially equivalent functionality; or (c) terminate the affected Order Form and refund any prepaid Fees for the period after termination.

13.4 Exclusions. ValueText has no indemnification obligation under Section 13.1 in respect of any claim arising from: (a) Customer’s use of the Service in combination with products or services not provided or approved by ValueText; (b) modifications to the Service not made by ValueText; or (c) Customer’s use of the Service in violation of the Agreement.

13.5 Indemnification procedure. The party seeking indemnification shall: (a) promptly notify the indemnifying party of the claim; (b) give the indemnifying party sole control of the defence and settlement of the claim; and (c) provide reasonable cooperation in the defence of the claim at the indemnifying party’s expense.

14. Order of Precedence and Modifications

14.1 Order of precedence. These Terms govern the Agreement by default. An Order Form may vary these Terms, but only with respect to the specific commercial provisions listed in Section 14.2, and only where the Order Form expressly addresses the relevant matter. In the event of any conflict between an Order Form and these Terms in respect of a matter listed in Section 14.2, the Order Form prevails for the duration of the Initial Term. In all other respects, these Terms prevail and may not be varied or overridden by an Order Form.

14.2 Order Form-negotiable matters. The following matters may be addressed in an Order Form and, where they are, prevail over these Terms for the duration of the Initial Term:

(a) licence Fees, pricing structures, and price commitments;

(b) the length of the Initial Term;

(c) Service Level commitments, including response and resolution targets and service credits;

(d) material breach thresholds and cure periods under Section 9;

(e) governing law and jurisdiction (overriding Section 15);

(f) the amount of the liability cap under Section 12.1;

(g) payment terms and invoicing cycles;

(h) auto-renewal terms, including length and notice periods;

(i) billing cycles.

14.3 Non-negotiable provisions. Provisions of these Terms relating to intellectual property (Section 11), confidentiality (Section 10), Customer Data and data architecture (Section 4), subprocessors (Section 5), the structure of indemnification (Section 13), force majeure (Section 16.1), and the other General Provisions (Section 16) may not be varied or overridden by an Order Form.

14.4 Modifications to these Terms. ValueText may update these Terms from time to time. The version of these Terms in effect on the Effective Date of a Customer’s Order Form governs that Order Form for the duration of the Initial Term. Material changes to these Terms during a Customer’s Initial Term will not apply to that Customer’s Order Form without the Customer’s prior written consent.

14.5 Notice of changes. Updates to these Terms are published at https://valuetext.io/terms-of-service/. Material updates are also notified to Customer by email to the address on file.

15. Governing Law and Jurisdiction

15.1 Default governing law. Except as expressly agreed in an Order Form in accordance with Section 14.2(e), the Agreement is governed by and construed in accordance with the laws of India.

15.2 Default jurisdiction. Except as expressly agreed in an Order Form in accordance with Section 14.2(e), the courts of Hyderabad, Telangana, India have exclusive jurisdiction over any dispute arising out of or in connection with the Agreement.

15.3 Order Form override. Where an Order Form expressly specifies an alternative governing law or jurisdiction in accordance with Section 14.2(e), that alternative governs for that Order Form only. 

16. General Provisions

16.1 Force majeure. Neither party is liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, war, terrorism, civil unrest, pandemic, natural disaster, failure of telecommunications networks, government action, or the act or omission of any third party not under that party’s control (including Salesforce, underlying telecommunications providers, or messaging platforms). 

16.2 Assignment. Neither party may assign or transfer the Agreement without the other party’s prior written consent, except that either party may assign the Agreement to an Affiliate or in connection with a merger, acquisition, or sale of all or substantially all of its assets, on written notice to the other party.

16.3 Notices. Notices under the Agreement must be in writing and sent to the address stated in the Order Form. Notices to ValueText must be sent to legal@valuetext.io with a copy to the registered office. 

16.4 Entire agreement. The Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations, and understandings, whether written or oral.

16.5 Severability. If any provision of the Agreement is held to be invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid provision shall be replaced with a valid provision that most closely reflects the parties’ original intent.

16.6 No waiver. A party’s failure to enforce any provision of the Agreement does not constitute a waiver of that provision or any other provision.

16.7 No third-party beneficiaries. The Agreement is for the benefit of the parties only and confers no rights on any third party.

16.8 Counterparts. An Order Form may be executed in counterparts, including by electronic or digital signature, each of which is deemed an original and all of which together constitute a single agreement.

16.9 Relationship of the parties. The parties are independent contractors. Nothing in the Agreement creates a partnership, joint venture, agency, or employment relationship between them.

16.10 Export and trade compliance. Each party shall comply with all applicable export control, sanctions, and trade compliance laws in its use of the Service.

16.11 Contact. For questions about these Terms, contact ValueText at:

• Email: info@valuetext.io
• Address: ValueText Pvt Ltd, Q City, Block A, 6th Floor, Survey No. 109, 110 & 111/2, Nanakramguda Village, Serilingampally Mandal, R.R. District, Hyderabad, Telangana 500032, India