Terms of Service

OmniMessage is a messaging gateway offered under the GridStudio brand. The service is provided by the GridStudio group company named on your invoice (we, us, our). These Terms of Service (the Terms) form a binding agreement between us and the business or other organisation that creates an account (you, your).

The following documents are part of the agreement: the Acceptable Use Policy, the Data Processing Addendum and the prices published on the pricing page or agreed with you in writing. The Privacy Policy and the Cookie Policy explain how we handle personal data; they are not contractual terms.

By creating an account, or by using the service, you accept these Terms. If you accept them on behalf of an organisation, you confirm that you are authorised to bind it.

The service is intended for business use. It is not offered to consumers, and you confirm that you use it in the course of a trade, business or profession.

• Service: the OmniMessage API, the customer console, webhooks, the test mode and the documentation.
• Account: the workspace you create, with its members, API keys, channels, wallet and packages.
• Channel: a sender you connect to your Account, such as a WhatsApp Business number, a Telegram bot, an SMS number, a Facebook Page, an Instagram account or a TikTok business account.
• Channel Provider: the third party that operates a messaging network or supplies a Channel, such as Meta, Telegram, TikTok, Twilio, a mobile carrier or an SMS provider.
• Customer Data: the messages, recipient identifiers and other data that you or your recipients submit through the Service.
• Wallet: the prepaid balance of your Account, held in US dollars.
• Package: a prepaid block of message credits with a validity period.

You must provide accurate account information and keep it up to date, including a billing email address that you monitor. We send service and billing notices to the addresses on your Account.

You decide who becomes a member of your Account and which role each member has. You are responsible for everything that is done through your Account, by your members and with your API keys, whether or not you authorised it.

Keep passwords confidential and tell us without delay at support@omnimessage.co if you believe your Account or a key has been compromised.

API keys are secrets. Store them securely, give each key only the scopes it needs, restrict keys to known IP addresses where you can, and revoke a key as soon as you suspect that it has been exposed. We show a key only once, when it is created.

Live keys send real messages and are billed. Test keys use simulated channels: nothing is delivered and nothing is billed. Test mode is provided for integration and testing and does not predict how a Channel Provider will treat a real message.

The Service applies rate limits and other technical limits that are described in the documentation. You must not try to circumvent them. We may change limits to protect the Service, and we tell you in advance where a change is likely to affect normal use.

The Service is a bring-your-own-channel gateway. You connect Channels that are registered to you with the relevant Channel Provider, and you remain the owner and the sender of record of each Channel.

Your use of each Channel is governed by your own agreement with its Channel Provider and by that provider’s terms and policies, for example the WhatsApp Business terms and policies of Meta, the terms of Telegram and TikTok, and the terms of your SMS provider and the mobile carriers. You are responsible for entering into those agreements, for complying with them and for keeping your Channels in good standing.

Fees that a Channel Provider charges for a Channel, such as conversation fees, carrier fees, number rental or provider usage fees, are not part of our fees. They are charged by that provider and paid by you.

To connect a Channel you authorise it, by signing in with the Channel Provider or by entering credentials. You confirm that you are entitled to grant that access. Credentials, tokens and authorisation codes are passed to our delivery platform so that messages can be sent and received on your behalf.

We do not control Channel Providers. We are not responsible for their availability, for their decisions about your Channel, your templates or your messages, for delivery beyond the point at which a message is handed to the Channel Provider, or for changes they make to their platforms, prices or policies.

You alone decide who receives your messages and what they say. You are responsible for the content of every message sent through your Account and for its lawfulness in every country where it is sent or received.

In particular, you must:

• obtain and record the consent or opt-in that the law and the Channel Provider require before you message a recipient, and be able to show it on request;
• give recipients a clear way to stop receiving messages and act on opt-out requests promptly;
• identify yourself truthfully as the sender and not mislead recipients about who you are or why you are contacting them;
• comply with the laws that apply to electronic communications, marketing, consumer protection and data protection.

We do not review messages before they are sent and we are not the sender of your messages.

The Service is prepaid. You fund your Wallet or buy Packages before you send. We do not extend credit, and a message is accepted only if a Package credit or the Wallet can cover it.

Each outbound message that the API accepts is charged at the moment it is accepted: one credit from an applicable Package, or otherwise the per-message price of the channel type from the Wallet. The prices are those shown on the pricing page and in the console at that time, or the prices agreed for your Account. Inbound messages and test-mode messages are not charged.

A Package gives you the number of message credits and the validity period stated when you buy it. Credits are used before the Wallet, and when you hold several Packages the one that expires first is used first. Credits that are unused when the validity period ends expire and cannot be restored, extended, transferred or exchanged for money.

The Wallet balance does not expire while your Account is open. It can be used only to pay for the Service; it is not a deposit or an electronic money account, it earns no interest and it cannot be transferred or withdrawn except as set out in section 8.

Free or promotional credits, such as credits granted when you sign up, have no cash value, expire as stated when they are granted and may be withdrawn if they were obtained by misuse.

Payments are processed by our payment processor, Stripe. If you turn on auto-recharge, you authorise us to charge your saved payment method for the amount you chose whenever the Wallet falls below your threshold, until you turn it off.

Prices are stated in US dollars and, unless we say otherwise, exclude taxes, duties and bank or currency-conversion charges. Where we are required to collect a tax it is added to your payment; otherwise you are responsible for the taxes that apply to your purchases.

We may change prices for future purchases and future messages. We announce a price increase before it takes effect. A price change does not affect Packages you have already bought.

When a message ends with the status failed, its charge is reversed automatically: a credit is returned to the Package it came from, provided that Package has not expired, and an amount charged to the Wallet is returned to the Wallet. Messages that were delivered to the Channel Provider and not reported as failed are not refunded, even if the recipient did not read them.

Apart from that, payments are non-refundable. Wallet top-ups, Package purchases and unused credits are not refunded to your payment method and cannot be converted to cash.

The exceptions are:

• where a refund is required by law;
• where you were charged twice or by mistake because of an error on our side;
• where we end the agreement for convenience or permanently discontinue the Service: we then refund the unused Wallet balance that you paid for, and the unused part of unexpired Packages you bought, calculated pro rata.

No refund is due where we suspend or close an Account because of a breach of these Terms or of the Acceptable Use Policy.

If you believe a charge is wrong, contact us first at support@omnimessage.co so that we can correct it. If a payment is reversed by a chargeback or payment dispute, we may suspend the Account, remove the balance or credits that the payment funded and recover any amount already used, together with the fees the dispute caused us.

You must use the Service in accordance with the Acceptable Use Policy. It forms part of these Terms.

As between you and us, you keep all rights in Customer Data. You grant us, and those who process data for us, the right to host, transmit and otherwise process Customer Data only as needed to provide and secure the Service, to bill for it, to prevent abuse and to comply with the law.

Where Customer Data contains personal data, you are the controller and we process it on your behalf under the Data Processing Addendum, which forms part of these Terms. You confirm that you have the legal basis and have given the notices needed for us to process that data as described.

The message log and delivery history in the console and the API are provided for your operations. You are responsible for keeping your own records where you need them.

We may suspend sending, a Channel, an API key or the whole Account, in whole or in part, if:

• you breach these Terms or the Acceptable Use Policy;
• your use creates a security risk, or a legal or reputational risk, for the Service, for other customers or for a Channel Provider;
• a Channel Provider or a public authority requires it;
• a payment is disputed, reversed or suspected to be fraudulent.

Where it is practicable and lawful we tell you beforehand and give you the chance to remedy the problem; otherwise we tell you as soon as we can afterwards. While an Account is suspended, API requests are rejected and no charges are made for rejected requests.

We work to keep the Service available and to deliver messages promptly, but we do not promise that it will be uninterrupted or error-free, and no service level applies unless we have agreed one with you in writing. Delivery depends on Channel Providers and networks that we do not control.

We may carry out maintenance, and we may add, change or remove features. We announce changes to the public API that are likely to break existing integrations in advance. Features marked as beta or preview may change or end at any time.

Support is provided by email at support@omnimessage.co.

We and our licensors own the Service, including its software, documentation and brands. Subject to these Terms, we grant you a non-exclusive, non-transferable right to use the Service for your own business purposes for as long as the agreement lasts.

You must not copy, modify, reverse engineer or resell the Service, or use it to build a competing product, except where the law does not allow that restriction.

If you send us suggestions about the Service, we may use them without any obligation to you.

Each party must keep confidential the non-public information it receives from the other in connection with the Service, use it only to perform the agreement and protect it with reasonable care. This does not apply to information that is or becomes public without a breach, that the recipient already knew or lawfully obtains from someone else, or that must be disclosed by law, in which case the recipient tells the other party where it is allowed to.

We provide the Service with reasonable skill and care. Beyond that, and to the fullest extent permitted by law, the Service is provided as it is and as available, and we exclude all other warranties, conditions and representations, whether express or implied, including implied warranties of satisfactory quality, fitness for a particular purpose and non-infringement.

We do not warrant that a message will be delivered, delivered within a particular time or accepted by a Channel Provider. The Service is not designed for emergency communications or for uses in which a failure could lead to death, personal injury or serious damage, and you must not rely on it for them.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded by law, such as liability for fraud or for death or personal injury caused by negligence.

Subject to that, neither party is liable to the other for loss of profit, revenue, business, goodwill or data, or for any indirect or consequential loss, however it arises.

Subject to the first paragraph of this section, our total liability arising out of or in connection with the agreement, in contract, tort or otherwise, is limited to the amounts you paid us for the Service in the twelve months before the event that gave rise to the claim.

These limits do not apply to your obligation to pay for the Service or to your obligations under section 17.

You will defend us, and compensate us for the losses, costs and penalties we incur, in respect of any claim or proceeding brought by a third party, including a recipient, a Channel Provider or a public authority, that arises from:

• the content of your messages or your Customer Data;
• messages sent without the consent or legal basis that was required;
• your breach of a Channel Provider’s terms or policies;
• your breach of the Acceptable Use Policy or of the law.

We will tell you promptly about any such claim, let you conduct the defence and give you reasonable help at your cost.

The agreement starts when you create your Account and continues until it is ended by you or by us.

You may stop using the Service at any time and ask us to close your Account by writing to support@omnimessage.co from an owner of the Account.

We may end the agreement for convenience by giving you at least thirty days’ notice by email. Either party may end it with immediate effect if the other commits a material breach and, where the breach can be remedied, does not remedy it within fourteen days of being asked to.

When the agreement ends, your right to use the Service stops, your API keys are disabled and your Channels are disconnected from the Service. Section 8 sets out whether any amount is refunded. We delete or return Customer Data as described in the Data Processing Addendum. Terms that by their nature should survive, including those on fees, confidentiality, liability and indemnity, continue to apply.

We may change these Terms. When a change is material we notify the owners of your Account by email a reasonable time before it takes effect. If you do not agree with a change you may end the agreement before it takes effect; continuing to use the Service after that date means that you accept it. The current version is always published on this page.

These Terms, and any dispute or claim arising out of or in connection with them, are governed by the laws of the country in which the GridStudio group company that provides the Service to you is established, and the courts of that country have exclusive jurisdiction, without prejudice to our right to seek urgent relief or to recover unpaid amounts before any competent court.

We send notices to the email addresses on your Account. You send notices to us at support@omnimessage.co.

You may not transfer the agreement without our written consent. We may transfer it to another company of the GridStudio group or to a successor to the business, and we tell you if we do.

Neither party is liable for a failure or delay caused by events beyond its reasonable control, including failures of Channel Providers, networks, hosting or payment providers, and acts of public authorities.

You confirm that you are not subject to sanctions that prohibit us from providing the Service to you, and that you will not use the Service in breach of export-control or sanctions laws.

These Terms and the documents they refer to are the entire agreement between you and us about the Service and replace any earlier understanding. If a provision is found to be unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of it.

These Terms are written in English. Translations are provided for convenience; if a translation differs from the English version, the English version prevails.

The Service is provided by the GridStudio group company named on your invoice. You can reach us at support@omnimessage.co.

Our company registration details are stated on your invoices.

Our registered address is stated on your invoices and is available on request.