1. Introduction

These Platform Terms ("Terms") govern your access to and use of the Tamgrow marketplace platform ("Platform") operated by TAMGROW PTY LIMITED (ACN 689 003 601) ("Tamgrow", "we", "us", "our"). By registering for or using the Platform, you agree to be bound by these Terms. If you do not agree, you must not use the Platform.

These Terms should be read together with our Privacy Policy and, where applicable, any Subscription Agreement, Master Service Agreement, or Direct Contract entered into between you and another Platform user.

2. Definitions

• "Agreement" means a binding service contract formed when a Customer accepts a Provider's Proposal on the Platform.
• "Customer" means a business or individual who uses the Platform to source services from Providers.
• "Delivery Unit" means a scheduled service visit, milestone, or deliverable under an Agreement.
• "Dispute" means a formal dispute raised by either party through the Platform's dispute resolution system.
• "Held Payment" means a Customer payment that has been authorised and held by the third-party payment processor, and which is captured and disbursed once the release conditions in the Agreement are met. Tamgrow does not hold, control or take custody of these funds at any time.
• "Platform Fee" means the commission or subscription fee charged by Tamgrow for use of the Platform.
• "Provider" means a business or individual who offers services to Customers through the Platform.
• "Request" means a Customer's public listing of a service requirement to which Providers may submit Proposals.

3. Eligibility and Registration

You must be at least 18 years of age and have legal capacity to enter binding contracts to use the Platform. Business users must hold a valid Australian Business Number (ABN) or equivalent registration. By registering, you represent and warrant that all information you provide is accurate, current, and complete, and you agree to keep your account information up to date.

Tamgrow reserves the right to verify your identity, ABN, and any professional licences or qualifications you claim and to suspend or terminate your account if verification fails or if false information is provided.

4. Platform Role and Limitations

Tamgrow operates as a marketplace intermediary only. We are not a party to any Agreement formed between Customers and Providers. We do not employ Providers, guarantee the quality of any services, or accept liability for the acts or omissions of Platform users.

Agreements are formed directly between Customers and Providers. Tamgrow provides the Platform infrastructure, payment facilitation, document management, dispute resolution, and related tools, but the contractual relationship for services is solely between the Customer and Provider.

5. Agreements Between Customers and Providers

When a Customer accepts a Proposal, a legally binding Agreement is formed on the terms set out in that Proposal and any associated documents. The Agreement is governed by the law of the state or territory specified in the Proposal, or if not specified, New South Wales, Australia.

Providers must deliver services in accordance with the agreed scope, timeline, and quality standards. Customers must pay the agreed fees by the agreed due dates. Both parties must communicate through the Platform wherever possible to maintain a clear record.

6. Payments

All payments for services booked through the Platform must be made through the Platform's payment facility. Payments are processed by a third-party payment processor, and may be authorised and held by that processor pending delivery confirmation. Tamgrow does not hold or take custody of Customer funds. Platform Fees are deducted by the payment processor before disbursement to Providers.

Customers must not pay Providers outside the Platform for work sourced through the Platform during the term of any Agreement and for a period of 12 months following the conclusion of that Agreement, except where Tamgrow has provided written consent.

Tamgrow will instruct the payment processor to disburse the Held Payment to the Provider upon Customer confirmation of satisfactory delivery, or automatically after the review window specified in the Agreement has elapsed without a Dispute being raised.

7. Dispute Resolution

7.1 Direct Resolution First

Both parties are required to attempt to resolve any dispute directly through Platform messaging before escalating to Tamgrow. Tamgrow may require evidence that direct resolution was attempted before accepting a formal Dispute.

7.2 Raising a Dispute

Either party may raise a formal Dispute through the Platform in relation to any active Agreement. Disputes must be raised within the dispute window specified in the Agreement, or within 30 days of the event giving rise to the Dispute, whichever is earlier.

7.3 Response Period and Auto-Escalation

Once a Dispute is raised, the respondent has 5 business days to submit a response through the Platform. If no response is received within this period, the Dispute will be automatically escalated to Tamgrow for review.

7.4 Evidence and Supporting Materials

Both parties may submit written statements, file attachments, screenshots of communications, and any other relevant evidence through the Platform's dispute interface.

7.5 Partial Payment Proposals

When responding to a Dispute, a respondent may propose a partial payment as a settlement offer. If the raising party accepts, the Dispute is resolved and Tamgrow will disburse funds accordingly.

7.6 Tamgrow Review and Recommendation

Tamgrow will review all evidence and issue a written Recommendation within 14 business days of receiving both parties' submissions. The Recommendation is Tamgrow's view as a marketplace facilitator and is advisory in nature.

7.7 Accepting or Challenging the Recommendation

Both parties must notify Tamgrow within 5 business days of receiving the Recommendation whether they accept or reject it. If either party rejects the Recommendation, the matter may be referred to binding arbitration through the Resolution Institute (resolutioninstitute.org.au).

7.8 Conduct During Disputes

All parties must behave respectfully and cooperatively throughout the dispute process. Threatening or abusive behaviour will result in the Dispute being closed in the other party's favour.

7.9 Dispute Fees

Tamgrow's internal dispute resolution service is provided at no additional charge. Costs associated with external arbitration are borne by the parties in accordance with the Resolution Institute's fee schedule.

8. Ratings and Reviews

Upon completion of an Agreement, both parties may submit a rating and review. Reviews must be honest, accurate, and based on direct experience. Tamgrow reserves the right to remove reviews that are defamatory, false, or in breach of these Terms.

9. Prohibited Conduct

• Circumventing the Platform's payment system for work sourced through the Platform
• Providing false, misleading, or deceptive information in Requests, Proposals, Agreements, or Disputes
• Harassing, threatening, or abusing other users or Tamgrow staff
• Creating multiple accounts or impersonating another person or entity
• Uploading malicious code, scraping Platform data, or attempting to gain unauthorised access
• Using the Platform for any unlawful purpose

10. Intellectual Property

Tamgrow retains all intellectual property rights in the Platform, its branding, software, and documentation. You retain ownership of content you submit but grant Tamgrow a non-exclusive, royalty-free licence to use, store, and display that content for the purpose of operating the Platform.

11. Limitation of Liability

To the maximum extent permitted by law, Tamgrow's aggregate liability to you for any claim is limited to the total Platform Fees paid by you in the 12 months preceding the claim. Tamgrow is not liable for any indirect, consequential, incidental, special, or punitive damages.

12. Indemnification

You agree to indemnify and hold harmless Tamgrow, its officers, directors, employees, and agents from any claims arising from your use of the Platform or your breach of these Terms.

13. Termination

You may close your account at any time through your account settings. Tamgrow may suspend or terminate your account immediately if you breach these Terms or engage in fraudulent activity.

14. Amendments

Tamgrow may update these Terms from time to time. Material changes will be notified to registered users at least 14 days before taking effect.

15. Governing Law

These Terms are governed by the laws of New South Wales, Australia.

16. Contact