Service agreement

Version 2026-11-16

This agreement is a draft pending legal review.

In plain English

• We prepare fabrication drawings, part files and takeoffs from the information you send. A person at Stoneset checks every issue before it goes out.
• Your engineer stays responsible for the design. We are not the designer and we don’t check the engineer’s design.
• You check everything we issue before you cut, order material or pass it on. Nothing is cut or ordered from a P issue: only a C issue releases files for fabrication.
• Takeoffs are estimates for tendering. Check them before you price.
• If something we issued is wrong and you tell us within 30 days, we correct and re-issue it free.
• Our total liability is limited to the fees you paid in the 6 months before the problem, and we aren’t liable for losses your own checks would have caught.
• Plans are paid monthly or annually and include credits. You accept each job by accepting its quote in the portal.
• By default your drawings help improve Forge. An owner can turn that off in Settings, Company. We never share your drawings with anyone or use them to price work.

1. Who we are and what this covers

This agreement is between Prospy Limited, a company registered in England and Wales, trading as Stoneset (“Stoneset”, “we”, “us”), and the company that accepts it in the app (“you”). It covers your plan and every job you order through the portal at app.stoneset.ai, including jobs ordered in pounds without a plan.

You accept it when an owner of your company accepts a plan or a quote in the app. The version accepted is recorded against your account.

This is a business agreement. By accepting it you confirm that you act for your business, not as a consumer, and that the person accepting has authority to bind your company.

2. The service

You send us drawings and information through the portal. We prepare structural steel fabrication and workshop drawings, approval (P) and construction (C) issues, NC, DXF and STEP part files, and steel takeoffs (together, “deliverables”). Technical queries (“TQs”), approvals, quotes and issues are handled in the portal. Your engineer can answer queries through a guest link, and those answers are treated as information you supplied.

We prepare the work using our own software, Forge, which uses AI-assisted tools. A person at Stoneset checks each issue before it is issued to you. That check is our quality control. It does not replace your checks under section 6.

We may decline a job, for example if the drawings aren’t structural steel or can’t be read.

3. Plans, credits and quotes

• Each plan has a platform fee, paid monthly or annually, and includes a number of credits each month.
• We price each job by a quote in the portal, in credits if you have a plan or in pounds if you don’t. Accepting the quote is your order for that job. Only an owner of your company can accept a plan or a quote.
• One round of revisions is included in each job. Further rounds, and any change to your brief or to the engineer’s design after we start, are quoted separately.
• You can buy extra credits at your plan’s credit price.
• On a monthly plan, unused monthly credits roll over for one month and then lapse. On an annual plan, they roll over within the term and lapse at the end of it. Extra credits you buy lapse 90 days after purchase.
• Credits have no cash value and are not refundable.

4. Fees and payment

All fees are exclusive of VAT, which is added at the current rate. We invoice the platform fee, extra credits and jobs priced in pounds. Invoices are payable within 14 days by bank transfer.

If an invoice is late, we may charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998. If it stays unpaid, we may suspend work and your access to the portal after giving you 7 days’ notice.

We may change our prices from a renewal date by giving you at least 30 days’ written notice. A quote you have already accepted is not affected.

5. How long the agreement lasts

• A monthly plan runs month to month. Either of us can end it by giving one month’s notice.
• An annual plan runs for 12 months, then renews for a further 12 months unless either of us gives notice at least 30 days before the renewal date.
• If you end an annual plan early, the fees for the rest of the term are not refunded, unless you end it because we are in material breach of this agreement.
• Jobs already accepted when a plan ends are completed and paid for under this agreement unless we agree otherwise.

6. Your responsibilities

• Give us information that is accurate, complete and current, and tell us promptly about any revision to the drawings or the design.
• Check every drawing, schedule, NC, DXF and STEP file and takeoff we issue before you rely on it, fabricate from it, order material against it or issue it to anyone else.
• Site dimensions, surveys and site conditions are your responsibility.
• Don’t cut, fabricate or order material from a P issue.
• Answer TQs, and approve or comment on P issues, in time for the work to proceed.
• Make sure you are allowed to share the drawings and data you send us, and that sharing them doesn’t break a confidentiality obligation or anyone else’s rights.
• You are responsible for anything you, your customers or anyone you pass the deliverables to do with them.

7. Design responsibility

We prepare drawings and files from the information you supply. We do not act as designer, and we do not provide engineering design, calculations or any check of the engineer’s design.

Your engineer, or your main contractor’s engineer, keeps all design responsibility. That includes connections, member sizes, stability, temporary works, CE or UKCA marking, and compliance with BS EN 1090 and the building regulations.

If we point out something that looks wrong, in a TQ or otherwise, we do so to help. Raising it, or not raising it, does not make us responsible for it.

8. Approval and construction issues

A P revision is issued for approval only. Any NC, DXF or STEP files in a P issue are reference only: do not cut until C1. Only a C issue releases files for fabrication, and only once you have checked it.

9. Takeoffs and quantities

A takeoff is an estimate of quantities read from the drawings you sent, for tendering. It can contain errors and omissions, and it lists our assumptions and any lines we couldn’t read. Check it before you price. Your prices, and the decisions you make with the takeoff, are your own.

10. Turnaround

Turnaround times, including any shown on a quote and our usual aim of delivering a takeoff within 48 hours of receiving the drawings, not counting Saturdays and Sundays, are targets, not guarantees. They depend on you answering TQs promptly. We’ll tell you if a job will take longer.

11. Correcting a deliverable

If a deliverable doesn’t match the information you supplied and you tell us within 30 days of its issue, we will correct and re-issue it at no charge. This doesn’t use up your included round of revisions. Subject to section 15, correcting and re-issuing the deliverable is our only obligation, and your only remedy, for that defect.

12. Who owns what

• You own the deliverables once the fees for them have been paid. Until then, you have a licence to use them for the project they were prepared for, and for nothing else.
• We keep all rights in Forge, our software, methods, templates, standard details and know-how, including where they appear in a deliverable.
• We use your title block and logo only for your work.
• You give us permission to use the drawings and information you send in order to provide the service.

13. Your drawings and improving Forge

Your company has a setting, “Use our drawings and project data to improve Forge”. It is on by default. While it is on, by sending drawings you grant Prospy Limited a worldwide, royalty-free licence to store, copy, analyse and mark up the drawings, and your answers and corrections, to develop, test and improve Forge and our other products. That includes training machine-learning models. Those models, and what we learn from the drawings, belong to us. We may let our service providers handle the drawings on our behalf, and transfer this licence to anyone who takes over Forge.

An owner of your company can turn the setting off in Settings, Company. From then on we stop using any of your company’s drawings and project data to improve Forge, including ones sent earlier. What Forge has already learned can’t be removed.

We keep your drawings while your account is open, and delete them when you ask, as the privacy notice explains.

14. Confidentiality

Each of us will keep the other’s confidential information confidential and use it only for this agreement. That doesn’t apply to information that is already public through no fault of ours or yours, or that the law requires to be disclosed.

Whether the setting in section 13 is on or off, we never:

• publish your drawings, or give them to anyone else as drawings;
• show your projects or deliverables to anyone outside your company, other than your engineer through a guest link you set up;
• use your drawings to price or bid for work, for ourselves or for any company connected with us.

Stoneset’s founder also works for a steel fabricator: your drawings are not shared with that business.

15. Liability

Nothing in this agreement limits or excludes either party’s liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited or excluded.

Subject to that, we are not liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for:

• loss of profit, revenue, contracts, business, goodwill or anticipated savings, whether direct or indirect;
• any indirect or consequential loss;
• the cost of re-fabrication, rework, scrapped or re-ordered materials, site delays, liquidated damages, back-charges or third-party claims, to the extent the loss would have been avoided by the checks you are responsible for under sections 6 to 9;
• loss or corruption of data you could have kept a copy of.

Subject to the first paragraph of this section, our total aggregate liability arising out of or in connection with this agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the fees you paid us in the 6 months before the event giving rise to the claim.

You must notify us of any claim in writing within 6 months of becoming aware of the grounds for it. Otherwise we have no liability for it.

16. Warranties

We will provide the service with reasonable skill and care. All other warranties, conditions and terms, whether implied by statute, common law or otherwise, are excluded to the extent the law allows. That includes the terms implied by the Supply of Goods and Services Act 1982 as far as they can be excluded.

We don’t guarantee that the portal will be uninterrupted or error-free.

17. Your indemnity

You will indemnify us against all losses, costs and claims arising from:

• a claim that drawings or data you supplied infringe someone’s rights or breach a confidentiality obligation;
• your use of the deliverables, or anyone else’s use of them through you, in breach of this agreement.

18. Ending the agreement

We may suspend the service or end this agreement by written notice if:

• you commit a material breach and don’t put it right within 14 days of our asking;
• you don’t pay an invoice when it is due, after the notice in section 4;
• you become insolvent, enter administration, liquidation or a voluntary arrangement with creditors, have a receiver appointed, or stop trading.

When the agreement ends for any reason:

• all fees due up to the end date become payable straight away;
• you can export your data from the portal for 30 days, after which we may delete it;
• sections 6 to 9 and 11 to 22 continue to apply.

19. Changes to this agreement

We may update this agreement for future plans and renewals by giving you at least 30 days’ notice. The version you accepted is recorded against your account, and each quote is accepted under the version in force at the time.

20. General

• Neither of us is liable for delay or failure caused by events outside our reasonable control, such as power or internet failure, a failure of our hosting providers, fire, flood, epidemic, strike or government action. This doesn’t excuse paying fees that are due.
• We may subcontract any part of the service. We stay responsible for work we subcontract.
• This agreement, with each accepted quote, is the entire agreement between us about the service. You confirm you have not relied on any statement or promise that isn’t in it. Nothing in this clause limits liability for fraud.
• If any part of this agreement is found invalid or unenforceable, the rest continues to apply.
• Nothing in this agreement creates a partnership, joint venture or agency between us.
• Nobody else has any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any part of this agreement.
• Notices are given by email: to you at the contact address on your account, and to us at bora@stoneset.ai. A notice is treated as received on the next working day after it is sent.
• We may transfer this agreement to a successor to our business or to Forge. You may not transfer it without our written agreement.
• If either of us delays enforcing a right, that doesn’t waive it.

21. Law and courts

This agreement, and any dispute or claim arising out of or in connection with it, is governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.

22. Your details and contact

How we handle personal data is set out in the privacy notice. Questions about this agreement: bora@stoneset.ai.