Toro Solar Terms of Service

These Terms apply from the date the Company first creates an account or accesses the Service, whichever is earlier, and continue until terminated in accordance with section 14.

We may update these Terms from time to time. We will give at least 14 days' notice of a material change by posting a notice in the Service or emailing the Company Owner. Continued use of the Service after a change takes effect is acceptance of the updated Terms.

Company Owner means the individual(s) at a Company with administrative control of that Company's account, including billing and user management.

Company User means an individual authorised by a Company Owner to use the Service on the Company's behalf.

Platform Admin means a member of Toro Solar's own team responsible for onboarding and supporting Companies.

Customer means an end customer of a Company — the homeowner or business the Company is quoting — who is not a party to these Terms and does not directly access the Service.

Customer Data means personal information and other data about a Customer that a Company enters into or uploads to the Service.

Quote and Proposal mean, respectively, a priced system configuration and the customer-facing document or page generated from it.

Rule Set means the versioned data (rebate values, deeming periods, zone ratings, certificate prices, export limits, standards editions and similar figures) that Toro Solar applies when pricing a Quote.

Fees means the amounts payable by a Company for use of the Service under section 7.

The Service may only be used for the conducting of a solar and/or battery installation, design, sizing, quoting or sales business (the Approved Purpose). It is not intended for use by, or to collect information from, individual consumers browsing on their own behalf.

A Company must be lawfully able to enter into a binding contract and must provide accurate registration information.

Each individual user must be at least 18 years old and hold their own login; login credentials must not be shared between individuals.

The Company Owner is responsible for adding and removing Company Users and for all activity that occurs under the Company's account, whether or not authorised.

We may decline, suspend or close a registration at our reasonable discretion, including where we cannot verify the information provided.

Toro Solar provides tools for solar and battery system sizing, application of the current Rule Set, Quote and Proposal generation, roof design over map imagery, and (where enabled for a Company) in-app signature capture and deposit collection.

Roof designs are produced in two dimensions over satellite or aerial map imagery at an assumed roof pitch, with azimuth derived from the drawn roof plane. They are a planning-stage estimate, not a 3D model, shading study or site survey.

Each Rule Set value is maintained from a cited, dated primary source and recorded with the date it was checked. A Quote records and forever re-resolves to the Rule Set version that priced it. Regulatory rules change; the Company remains responsible for confirming current eligibility and compliance with its own Customer and any relevant authority before finalising a sale.

At general availability the Service supports New South Wales. Coverage of other jurisdictions is added over time and announced in the Service; the Company must confirm a jurisdiction is supported before relying on the Service to quote in it.

The Company must use the Service only for the Approved Purpose and must not, and must ensure its Company Users do not: reverse engineer, decompile or attempt to extract the source code, Rule Set data structure or catalogue of the Service, except to the extent applicable law prevents this restriction; resell, sublicense or provide access to the Service to a third party otherwise than in the ordinary course of quoting its own Customers; use bots, scrapers or other automated means to access the Service outside its documented API; use the Service to send unsolicited marketing to a Customer or a third party; or upload content that is unlawful, infringing, or that the Company does not have the right to provide.

The Company is responsible for the accuracy of information it enters (including site measurements, hardware selections and Customer Data) and for holding any licence, permit or accreditation its jurisdiction requires to carry out the work it quotes.

A Company may enter Customer Data into the Service to generate a Quote or Proposal. As between the Company and Toro Solar, the Company remains the controller of its own Customer Data; Toro Solar processes it only as needed to provide the Service and as instructed by the Company. See our Privacy Policy for how we handle personal information in more detail.

The Company warrants that it has all rights and consents necessary to provide Customer Data to Toro Solar and to have it processed as described in these Terms and our Privacy Policy.

The Company grants Toro Solar a non-exclusive licence to host, store, reproduce, and transmit the Company's catalogue, branding and Customer Data solely to provide the Service — including displaying it on a Customer-facing Proposal page or PDF, and transmitting payment-related data to Stripe to process a deposit.

Toro Solar may use data in de-identified, aggregated form, from which no individual or Company can reasonably be re-identified, to operate, benchmark and improve the Service and its Rule Sets.

The Service is billed on a usage basis: a Fee is charged for each Quote created through the Service or its API, at the rate published on the Company's account or order form (a standard rate of A$2.00 per Quote created applies at general availability, exclusive of GST, unless a different rate is agreed in writing).

Fees are charged to the Company's nominated payment method via Stripe on the billing cycle stated in the Company's account.

We may vary Fees on 30 days' written notice; continued use after the new rate takes effect is acceptance of it.

A failed, disputed or overdue payment may result in suspension of the Company's account until the amount owing is resolved.

A deposit or other amount a Company's own Customer pays on a signed Proposal is processed through the Company's own connected Stripe account, not a Toro Solar account. Toro Solar is a payment facilitator for that flow only, is not a party to the transaction between the Company and its Customer, and is not liable for its outcome, including a Customer's failure to pay.

All Fees are exclusive of GST and any other applicable tax unless stated otherwise. The Company is responsible for any tax arising from its use of the Service and from its own transactions with its Customers.

Toro Solar and its licensors own all right, title and interest in the Service, including its software, the Rule Set data structure and versioning mechanism, the curated equipment catalogue schema, and the Toro Solar name and marks. Nothing in these Terms transfers any of that ownership to the Company.

Subject to these Terms, Toro Solar grants the Company a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for the Approved Purpose during the term of these Terms.

The Company retains ownership of its own catalogue content, branding, templates and Customer Data, subject to the licence granted to Toro Solar in section 6.

If the Company provides feedback or suggestions about the Service, Toro Solar may use them without restriction or any obligation to compensate the Company.

The Service relies on third-party infrastructure and services, including cloud hosting and database providers, mapping and imagery providers, payment processing (Stripe) and email or SMS delivery providers. Toro Solar is not responsible for an outage, error or act or omission of a third-party provider, though we will use reasonable efforts to maintain continuity of the Service.

Each party must keep the other's confidential information confidential and use it only to perform its obligations under these Terms, both during the term and for a reasonable period afterward. This obligation does not apply to information that is or becomes public other than through breach of this clause, was already known to the receiving party, or must be disclosed by law.

The Service is provided on an “as is” and “as available” basis. Quotes, sizing outputs, Rule Set figures and Proposals are estimates prepared from the Rule Set current at the time of the Quote. They are not a substitute for the Company's own professional judgement, site verification, or advice from a suitably licensed practitioner, and must be confirmed by the Company before being relied on in a binding sale.

Toro Solar does not warrant that the Service will be error-free or uninterrupted, or that every Rule Set value is free of error, though each value is maintained from a cited, dated source and corrected promptly on becoming aware of an error.

To the extent permitted by law, all other warranties and conditions, whether express or implied, are excluded, except a consumer guarantee under the Australian Consumer Law that cannot lawfully be excluded.

To the maximum extent permitted by law, Toro Solar's total aggregate liability arising out of or in connection with these Terms or the Service, whether in contract, tort (including negligence) or otherwise, is limited to the Fees paid by the Company in the 12 months before the event giving rise to the claim.

Neither party is liable to the other for indirect, special or consequential loss, or for loss of profits, revenue, data or goodwill, arising out of or in connection with these Terms.

Nothing in these Terms excludes or limits a liability that cannot be excluded or limited under the Australian Consumer Law or any other applicable law, including liability for a failure to meet a consumer guarantee.

Toro Solar is not liable for any dispute, loss or non-payment arising between a Company and its own Customer, including in connection with a signed Proposal or a deposit processed through the Company's own Stripe account.

The Company indemnifies Toro Solar against losses, liabilities, claims and reasonable costs (including legal costs) arising from: the Company's breach of these Terms; the Company's Customer Data or other content; a Quote, design, Proposal or advice the Company provides to its own Customer; or the Company's breach of any law, including privacy or consumer protection law, in its dealings with its own Customers.

Either party may terminate these Terms for convenience on 30 days' written notice.

Toro Solar may suspend or terminate a Company's access immediately where: a payment is overdue and not resolved within a reasonable period after notice; the Company materially breaches these Terms and does not cure the breach within 14 days of being notified; we reasonably suspect fraud or misuse of the Service; or we are required to do so by law.

On termination, the Company's access to the Service ends. We will make the Company's own account data available for export for 30 days on request, after which it may be deleted — except Quote and Proposal records that Toro Solar reasonably retains to meet legal, audit, tax or dispute-resolution obligations.

Provisions that by their nature are intended to survive termination — including intellectual property, confidentiality, fees already owing, indemnity, limitation of liability, dispute resolution and governing law — survive termination of these Terms.

Before starting court proceedings (other than to seek urgent injunctive relief), a party must give the other written notice describing the dispute, and the parties must negotiate in good faith for 30 days.

If the dispute is not resolved within that period, either party may refer it to mediation administered by a mediator agreed between the parties (or, failing agreement, appointed by the Law Society of New South Wales), to be held in New South Wales, with the mediator's fees and venue costs shared equally between the parties.

These Terms, together with any order form and our Privacy Policy, are the entire agreement between the parties on their subject matter and supersede all prior discussions on it.

Toro Solar may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its relevant business. The Company may not assign these Terms without Toro Solar's prior written consent.

If a provision of these Terms is found unenforceable, the remainder continues in full force.

A failure to enforce a right under these Terms is not a waiver of that right.

Notices to Toro Solar must be sent to legal@threebulls.com.au. Notices to a Company will be sent to the contact details on its account.

These Terms are governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of the courts of New South Wales and courts entitled to hear appeals from those courts.