1. Agreement and business use

These Terms of Service are a binding agreement between Todall, a Texas company (Todall, we, us, or our), and the business or other legal entity accepting them (Customer, you, or your). By creating an account, accepting an order form, clicking to accept, or accessing or using the Service, you agree to these Terms. If you accept for an organization, you represent that you have authority to bind it.

The Service is offered for business use by collision repair businesses and their authorized personnel. You must be at least 18 years old and legally capable of entering into a binding agreement. If an order form, subscription confirmation, or other written agreement signed by Todall conflicts with these Terms, that signed agreement controls for the conflicting provision.

2. The Service

Todall provides hosted software and related services that help collision repair businesses organize customers, vehicles, repairs, workfiles, production, parts, communications, documents, payments, reporting, and other operational workflows. We may improve, modify, add, or discontinue features over time. We will not materially reduce the core functionality of a paid subscription during its then-current billing period without reasonable notice, except when required for security, legal compliance, or protection of the Service.

Todall is an operational tool. It does not replace professional repair judgment, OEM procedures, estimating system requirements, insurer obligations, legal or accounting advice, workplace safety practices, or your responsibility for repairs, records, communications, and regulatory compliance.

3. Accounts and authorized users

You are responsible for accurate account information, all activity under your account, the users you authorize, and assigning appropriate roles and permissions. Keep credentials confidential, use reasonable security practices, promptly remove access when a user no longer needs it, and notify us at support@todall.com if you suspect unauthorized access.

You may use the Service only for your internal business operations. You are responsible for personnel and contractors using the Service through your account and for their compliance with these Terms.

4. Acceptable use

You will use the Service lawfully and will not misuse, disrupt, or attempt to gain unauthorized access to the Service or data.

  • Do not access another account, system, or data without authorization
  • Do not upload malware, harmful code, or content you do not have the right to use
  • Do not probe, scan, bypass, or interfere with security, authentication, rate limits, or availability
  • Do not use communications features for unlawful messages, spam, harassment, or deceptive practices
  • Do not scrape, copy, resell, sublicense, or provide the Service as a service bureau unless Todall agrees in writing
  • Do not reverse engineer or attempt to discover source code except where applicable law expressly permits
  • Do not use the Service to violate privacy, consumer protection, employment, insurance, repair, safety, export, sanctions, or other applicable laws

5. Customer data and privacy

Customer Data means information, files, communications, images, records, and other content submitted to the Service by or for you. As between the parties, you retain your rights in Customer Data. You grant Todall a worldwide, non-exclusive license to host, copy, transmit, display, modify, and otherwise process Customer Data only as reasonably necessary to provide, secure, maintain, support, and improve the Service, comply with law, and enforce these Terms.

You are responsible for the accuracy and legality of Customer Data and for providing required notices and obtaining required permissions from customers, employees, vendors, insurers, and other individuals. Our Privacy Policy explains how Todall handles personal information. If a separate data processing agreement applies, it controls for the processing it covers.

6. Communications and electronic records

If you use Todall to send text messages, emails, review requests, forms, authorizations, estimates, invoices, or other communications, you are responsible for the message, recipient, timing, required consent, opt-out handling, and compliance with applicable law. Todall does not guarantee delivery, receipt, legal sufficiency, or acceptance of a communication or electronic record.

You agree that electronic records, notices, signatures, and acceptance may be used in connection with the Service. You are responsible for retaining copies of records required for your business.

7. Subscriptions, fees, and taxes

Paid access is provided according to the plan, price, billing frequency, usage limits, and terms presented at purchase or stated in an applicable order form. Unless otherwise stated, subscriptions automatically renew for successive periods equal to the initial billing period until canceled. You authorize Todall and its payment processor to charge the payment method on file for recurring fees and applicable taxes.

Fees are due in advance and are non-refundable except when required by law or expressly stated in a signed agreement. Prices may change for a future renewal period after reasonable advance notice. You are responsible for applicable sales, use, excise, and similar taxes, excluding taxes based on Todall’s net income. Overdue amounts may result in suspension after reasonable notice.

8. Cancellation and refunds

You may cancel at any time through an available account control or by emailing support@todall.com. Cancellation stops the next renewal and becomes effective at the end of the current paid billing period. You may continue using the paid Service through that date unless access is suspended or terminated for cause.

Todall does not issue refunds or credits for completed billing periods, partial billing periods, unused time, downgrades, or unused features, except when required by law or expressly agreed in writing. Cancel before the renewal date to avoid the next charge. If Todall discontinues a paid Service without offering a reasonable replacement, Todall may provide a prorated refund for prepaid unused time.

9. Intellectual property and feedback

Todall and its licensors own all rights in the Service, software, technology, interfaces, documentation, branding, and related materials, excluding Customer Data. Subject to these Terms and payment of applicable fees, Todall grants you a limited, non-exclusive, non-transferable, revocable right during your subscription to access and use the Service for your internal business purposes.

If you provide ideas, suggestions, or feedback, you grant Todall a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or obligation. This does not authorize Todall to disclose Customer Data or your confidential information.

10. Third-party services

The Service may interoperate with payment processors, communications providers, cloud platforms, estimating systems, or other third-party services. Those services are governed by their own terms and privacy practices. Todall is not responsible for third-party services, their availability, or changes they make. You authorize Todall to exchange Customer Data with a third-party service when you enable or direct that integration.

11. Confidentiality

Each party may receive non-public business, technical, or financial information from the other. The receiving party will use confidential information only to perform or receive the Service, protect it with reasonable care, and disclose it only to personnel and providers who need it and are bound by appropriate obligations. These duties do not cover information that is public through no breach, already lawfully known, independently developed, or rightfully received without restriction. A party may disclose information when legally required after giving notice when permitted.

12. Availability, support, and beta features

Todall works to provide a reliable Service but does not guarantee uninterrupted or error-free operation. Maintenance, emergencies, internet conditions, third-party failures, and events beyond reasonable control may affect availability. Support is available through support@todall.com. Any response-time statement is a service goal, not a service-level guarantee, unless a signed agreement expressly states otherwise.

Preview, beta, trial, or evaluation features may be changed or discontinued at any time and are provided as available without commitments regarding support, availability, or continued operation.

13. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED AS IS AND AS AVAILABLE. TODALL DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. TODALL DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SUITABLE FOR EVERY LEGAL, INSURANCE, REPAIR, SAFETY, ACCOUNTING, OR RECORDKEEPING REQUIREMENT.

You remain solely responsible for repair decisions, repair quality, estimates, supplements, parts decisions, authorizations, customer communications, payment collection, taxes, employee matters, regulatory compliance, record retention, and vehicle safety. Some jurisdictions do not allow certain warranty exclusions, so some exclusions may not apply to you.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.

EXCEPT FOR YOUR PAYMENT OBLIGATIONS, A PARTY’S INDEMNIFICATION OBLIGATIONS, VIOLATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR FRAUD, WILLFUL MISCONDUCT, OR LIABILITY THAT CANNOT LEGALLY BE LIMITED, EACH PARTY’S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY YOU TO TODALL FOR THE SERVICE DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. These limitations apply regardless of the legal theory.

15. Indemnification

You will defend, indemnify, and hold harmless Todall and its owners, officers, employees, contractors, and affiliates from third-party claims, damages, judgments, penalties, costs, and reasonable legal fees arising from Customer Data, your repair or business operations, your communications, your violation of law, your misuse of the Service, or your breach of these Terms. Todall will promptly notify you of a covered claim and reasonably cooperate at your expense. You may control the defense, but may not settle a claim in a way that admits fault by or imposes obligations on Todall without Todall’s written consent.

16. Suspension and termination

Todall may suspend access when reasonably necessary to address a security threat, prevent harm, comply with law, respond to nonpayment, or investigate a material breach. When practical, Todall will provide notice and an opportunity to cure. Either party may terminate for a material breach that remains uncured 30 days after written notice, or immediately if the breach cannot be cured.

When the agreement ends, your right to use the Service ends and outstanding fees become due. You are responsible for exporting Customer Data before access ends. Todall may retain or delete Customer Data according to the Privacy Policy, applicable law, backup practices, and any signed agreement. Provisions that by their nature should survive will survive termination.

17. Governing law and disputes

These Terms are governed by the laws of the State of Texas, without regard to conflict-of-law rules. Before filing a claim, each party will give the other written notice describing the dispute and will attempt in good faith for 30 days to resolve it informally. Notices to Todall must be sent to support@todall.com with the subject “Legal Notice.”

If a dispute is not resolved informally, the parties consent to exclusive jurisdiction and venue in the state or federal courts serving the Texas county where Todall maintains its principal place of business. EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY TO THE MAXIMUM EXTENT PERMITTED BY LAW. Either party may seek temporary or injunctive relief to protect confidential information, intellectual property, data, or system security.

18. Changes to these Terms

Todall may update these Terms to reflect changes in the Service, law, security needs, or business practices. Updated Terms will be posted with a revised effective date. If a change materially reduces your rights during a paid subscription, Todall will provide reasonable advance notice when required by law. Continued use after updated Terms become effective constitutes acceptance, except that a signed agreement will continue to control where applicable.

19. General terms

Neither party is liable for delay caused by events beyond its reasonable control. You may not assign these Terms without Todall’s written consent, except in connection with a merger or sale of substantially all relevant assets if the assignee agrees to these Terms. Todall may assign these Terms as part of a reorganization, financing, merger, acquisition, or asset sale. The parties are independent contractors.

If any provision is unenforceable, it will be modified only as necessary and the remaining provisions will continue. Failure to enforce a provision is not a waiver. These Terms, the Privacy Policy, applicable order forms, and signed agreements are the entire agreement concerning the Service and supersede prior discussions on that subject.

20. Contact

Questions, cancellation requests, and legal notices may be sent to support@todall.com. Todall may provide operational or legal notices through the Service or to the email address associated with your account. You are responsible for keeping that address current.