Terms of Service

1. Introduction

Welcome to MeasureDeck. These Terms of Service (“Terms”) govern your access to and use of the MeasureDeck commercial management platform, including all associated software, mobile applications, APIs, and related services (collectively, the “Services”), operated by MeasureDeck Ltd (“MeasureDeck,” “we,” “us,” or “our”).

MeasureDeck Ltd is a company registered in England and Wales. Our registered office is at 1 Commercial Street, London, EC1A 1AA. These Terms form a legally binding agreement between you (or, if you are accessing the Services on behalf of a company or other legal entity, that entity) and MeasureDeck Ltd.

Please read these Terms carefully before accessing or using the Services. By creating an account, clicking “I agree,” or otherwise accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms.

2. Acceptance of Terms

By accessing or using the MeasureDeck Services, you represent and warrant that:

• You are at least 18 years of age;
• You have the legal authority and capacity to enter into a binding contract;
• If you are accepting these Terms on behalf of a company or other legal entity, you have the authority to bind that entity to these Terms;
• Your use of the Services will comply with all applicable laws and regulations, including those of England and Wales and any jurisdiction from which you access the Services;
• You have read and agree to our Privacy Policy, which is incorporated by reference into these Terms.

If you do not agree to these Terms, you must not access or use the Services. MeasureDeck reserves the right to refuse access to the Services to any person or entity at its sole discretion.

3. Description of Services

MeasureDeck provides a cloud-based commercial management platform designed for use by construction quantity surveyors, commercial managers, project managers, and other construction industry professionals. The Services include, but are not limited to:

• Change and variation management tools including instruction logging, pricing, and approval tracking;
• Payment application building, submission, and tracking tools;
• Cost Value Reconciliation (CVR) modules with live cost and value tracking;
• Final account management tools;
• Evidence management including document storage, photograph management, and bundling;
• Reporting and analytics tools including CVR reports, cash flow forecasts, and executive dashboards;
• AI-assisted tools including the AI Copilot for notice drafting, entitlement review, and commercial position summarisation;
• Team and user management tools including role-based access control;
• Integrations with third-party platforms including accounting, ERP, and BIM tools (subject to availability and applicable terms).

The specific features available to you depend on the subscription plan you have purchased. MeasureDeck reserves the right to modify, add, or remove features from the Services at any time, with reasonable notice to users where such changes materially affect functionality.

4. User Accounts and Security

4.1 Account Registration

To access the Services, you must create an account by providing accurate, current, and complete information as required by our registration process. You agree to update your information promptly if it changes. You must not impersonate any person or entity or misrepresent your affiliation with any person or entity.

4.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials, including your password and any API keys associated with your account. You agree to:

• Use a strong, unique password and change it regularly;
• Enable multi-factor authentication (MFA) where available — MeasureDeck strongly recommends this for all accounts;
• Notify MeasureDeck immediately at security@measuredeck.com if you suspect any unauthorised access to your account or any security breach;
• Not share your login credentials with any other person;
• Log out from your account at the end of each session when using shared or public devices.

MeasureDeck will not be liable for any loss or damage arising from your failure to maintain the security of your account credentials, provided that we have acted appropriately in relation to the security of our platform.

4.3 Workspace Accounts

Organisations may create a workspace account that allows multiple users to access the Services. The person who creates the workspace account (the “Owner”) is responsible for all activity under that workspace account, including activity by invited users. Workspace Owners are responsible for ensuring that all invited users comply with these Terms.

5. Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You must not use the Services:

• To upload, transmit, or distribute any content that is unlawful, harmful, threatening, abusive, harassing, defamatory, obscene, or otherwise objectionable;
• To infringe the intellectual property rights, privacy rights, or other rights of any third party;
• To upload or transmit malicious code, viruses, worms, trojans, or any other harmful or disruptive code;
• To attempt to gain unauthorised access to the Services, other user accounts, or any computer systems or networks connected to the Services;
• To engage in data mining, scraping, or any automated means to access or collect data from the Services without our express written consent;
• To attempt to reverse engineer, decompile, disassemble, or otherwise derive the source code of the Services;
• To transmit unsolicited commercial communications (spam) through the Services;
• To use the Services in a way that could damage, disable, overburden, or impair the performance of the Services or other users' access;
• To use the Services for any fraudulent, deceptive, or misleading purpose;
• To process or store data in the Services in violation of any applicable law, including data protection laws.

MeasureDeck reserves the right to suspend or terminate your access to the Services immediately and without notice if we reasonably believe you have violated these acceptable use provisions. Our full Acceptable Use Policy provides additional detail.

6. Payment and Billing

6.1 Subscription Fees

Access to the Services (beyond any free trial period) requires payment of subscription fees as set out on our Pricing page. Fees are charged per active user per month (or at the annual rate if you have selected annual billing). All fees are quoted in British pounds sterling (GBP) and are exclusive of VAT, which will be added at the applicable UK rate.

6.2 Payment Processing

Payment is processed by Stripe, a third-party payment processor. By providing your payment details, you authorise MeasureDeck (via Stripe) to charge your payment method for the applicable subscription fees. Your payment details are held by Stripe and are subject to Stripe's own terms and privacy policy.

6.3 Free Trial

MeasureDeck may offer a free trial period for new accounts. The duration and terms of the free trial are as stated at the time of sign-up. At the end of the free trial period, continued use of the Services requires you to provide a valid payment method. You will not be charged until you provide payment details. MeasureDeck reserves the right to modify or discontinue the free trial offering at any time.

6.4 Billing Changes

Adding users to your workspace will result in pro-rated charges on your next invoice. Removing users will result in a credit on your next invoice. Annual subscriptions are non-refundable in respect of the current billing period, except as set out in our Refund and Cancellation Policy.

6.5 Late Payment

If payment is not received when due, MeasureDeck reserves the right to suspend your access to the Services until all outstanding amounts are paid. Interest may be charged on overdue amounts at the statutory rate applicable under the Late Payment of Commercial Debts (Interest) Act 1998.

7. Intellectual Property

7.1 MeasureDeck Intellectual Property

The Services, including all software, algorithms, interfaces, designs, text, graphics, logos, and other content comprising the Services (the “MeasureDeck IP”), are owned by or licensed to MeasureDeck Ltd and are protected by copyright, trade mark, database rights, and other intellectual property laws. These Terms do not grant you any rights in the MeasureDeck IP beyond the limited licence to use the Services as described herein.

7.2 Your Content

You retain all intellectual property rights in the data, documents, photographs, and other content you upload to the Services (“Your Content”). By uploading Your Content to the Services, you grant MeasureDeck a non-exclusive, worldwide, royalty-free licence to use, store, process, and display Your Content solely for the purpose of providing the Services to you.

7.3 Feedback

If you provide MeasureDeck with feedback, suggestions, or ideas regarding the Services (“Feedback”), you grant MeasureDeck a perpetual, irrevocable, royalty-free licence to use such Feedback for any purpose, including improving the Services, without any obligation to compensate you.

8. Data and Privacy

Your use of the Services is subject to our Privacy Policy, which explains how we collect, use, store, and share your personal data. By using the Services, you consent to the processing of your personal data as described in the Privacy Policy.

For business customers processing personal data of third parties through the Services (such as employee data, supplier contact data, or project personnel data), MeasureDeck acts as a data processor and you act as a data controller. Our Data Processing Addendum (DPA) sets out the terms on which we process such data on your behalf in accordance with Article 28 of UK GDPR.

9. Confidentiality

Each party acknowledges that in connection with these Terms, it may receive or have access to information that is confidential, proprietary, or commercially sensitive (“Confidential Information”) of the other party. Each party agrees to:

• Keep the other party's Confidential Information strictly confidential;
• Not disclose the Confidential Information to any third party without the other party's prior written consent;
• Use the Confidential Information only for the purpose of receiving or providing the Services;
• Apply at least the same degree of care to the Confidential Information as it applies to its own confidential information, and in any event no less than reasonable care.

These obligations do not apply to information that: (a) is or becomes publicly available other than through a breach of these Terms; (b) was known to the receiving party before disclosure; (c) is received from a third party free of any obligation of confidentiality; or (d) is required to be disclosed by law or regulatory authority.

Your project commercial data — including contract values, CVR data, change registers, and payment application details — will never be shared with any third party (including other MeasureDeck customers) without your explicit consent. We do not use your commercial data to train AI models without your express opt-in consent.

10. Limitation of Liability

10.1 Disclaimer

The Services are provided on an “as is” and “as available” basis. To the fullest extent permitted by applicable law, MeasureDeck disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

10.2 Limitation

To the fullest extent permitted by law, MeasureDeck's total aggregate liability to you for all claims arising under or in connection with these Terms or the Services shall not exceed the greater of: (a) the fees paid by you to MeasureDeck in the 12 months preceding the event giving rise to the claim; or (b) £500.

10.3 Exclusion of Consequential Loss

In no event shall MeasureDeck be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of revenue, loss of data, loss of business opportunity, or any other loss, even if MeasureDeck has been advised of the possibility of such damages.

10.4 Exceptions

Nothing in these Terms limits or excludes MeasureDeck's liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any other liability that cannot be limited or excluded by applicable law.

You acknowledge that MeasureDeck is not a law firm and the AI Copilot does not provide legal advice. All outputs from the AI Copilot require review and validation by a qualified professional before being relied upon in any commercial or contractual context.

11. Indemnification

You agree to indemnify, defend, and hold harmless MeasureDeck Ltd, its directors, officers, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your use of the Services in violation of these Terms;
• Your Content, including any claim that Your Content infringes the rights of any third party;
• Your violation of any applicable law or regulation;
• Any dispute between you and a third party arising from your use of the Services.

12. Termination

12.1 By You

You may cancel your subscription at any time through your account settings or by contacting hello@measuredeck.com. Cancellation takes effect at the end of the current billing period. You will retain access to the Services until the end of the paid period. Please refer to our Refund and Cancellation Policy for details on any applicable refunds.

12.2 By MeasureDeck

MeasureDeck may suspend or terminate your access to the Services at any time with or without cause, including for: (a) breach of these Terms; (b) non-payment of fees; (c) conduct that MeasureDeck believes is harmful to other users, third parties, or MeasureDeck; (d) requests by law enforcement or other government agencies; or (e) discontinuation of the Services.

12.3 Effect of Termination

Upon termination, your right to use the Services ceases immediately. MeasureDeck will make your data available for export for 30 days following termination, after which your data will be securely deleted in accordance with our retention policy. You may request extended retention in writing prior to termination. Provisions of these Terms that by their nature should survive termination will survive, including intellectual property, confidentiality, limitation of liability, and governing law provisions.

13. Governing Law and Disputes

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) are governed by and shall be construed in accordance with the laws of England and Wales.

Any dispute arising out of or in connection with these Terms shall first be referred to informal resolution by contacting hello@measuredeck.com. If the dispute cannot be resolved informally within 30 days, both parties agree to submit to the exclusive jurisdiction of the courts of England and Wales.

14. Changes to Terms

MeasureDeck reserves the right to modify these Terms at any time. We will notify you of material changes by: (a) emailing the address associated with your account; (b) displaying a prominent notice within the Services; or (c) updating the “Last updated” date at the top of this page.

Changes will take effect 30 days after notification unless you object and terminate your account within that period. Your continued use of the Services after the effective date of any revised Terms constitutes acceptance of the revised Terms.

15. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy, and any applicable Data Processing Addendum, constitute the entire agreement between you and MeasureDeck regarding the Services and supersede all prior agreements.
• Severability: If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force.
• Waiver: MeasureDeck's failure to enforce any right or provision of these Terms is not a waiver of that right or provision.
• Assignment: You may not assign these Terms or any rights or obligations hereunder without MeasureDeck's prior written consent. MeasureDeck may assign these Terms freely.
• Force Majeure: MeasureDeck will not be liable for any failure or delay in performance due to causes beyond its reasonable control.

16. Contact Information

For questions about these Terms, please contact us:

• Email: legal@measuredeck.com
• Post: MeasureDeck Ltd, 1 Commercial Street, London, EC1A 1AA
• Website: measuredeck.com/contact

For data protection matters, please contact our Data Protection Officer at dpo@measuredeck.com.