Last updated: April 12, 2026
These Terms of Service (“Terms”) are a binding agreement between you (“Client”) and Cloakworth LLC, a Wyoming limited liability company (“Cloakworth,” “we,” or “our”), governing your use of www.cloakworth.com (the “Site”) and all digital security services we provide (the “Services”). By using the Site or Services, you confirm you are at least 18 and have authority to enter binding contracts. If acting for an entity, you confirm authority to bind that entity.
Cloakworth offers three service tiers, each governed by a separate engagement agreement or statement of work (an “Engagement Agreement”):
If these Terms conflict with an Engagement Agreement, the Engagement Agreement controls for that engagement.
Cloakworth provides digital security advisory and remediation services. We are not a law firm, licensed investigation firm, financial advisor, or insurance provider. Nothing in these Terms constitutes legal or financial advice. We do not guarantee the prevention of all security incidents, unauthorized access, or data breaches.
You agree to:
Failure to meet these obligations may limit our ability to deliver Services and may relieve us of responsibility for affected security outcomes.
Fees are as set forth in the applicable Engagement Agreement or as published on the Site. One-time fees are due upon execution. Monthly fees are billed in advance on the first business day of each month, due within fifteen (15) days. All fees are in USD, exclusive of taxes. We accept ACH, wire, and major credit cards.
Overdue amounts accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law. Client reimburses reasonable collection costs, including attorneys’ fees. We may modify pricing on thirty (30) days’ written notice.
Assessment engagements run from execution through delivery of the final report and completion of initial remediation. Recurring engagements (Guardian, Sentinel) have an initial twelve-month term, auto-renewing for successive twelve-month periods unless either party gives thirty (30) days’ written notice of non-renewal before the then-current term expires.
Either party may terminate a recurring engagement for convenience on sixty (60) days’ written notice. Early termination by Client during the initial term requires payment of a termination fee equal to three (3) months’ fees, unless otherwise specified in the Engagement Agreement. Either party may terminate immediately if the other: (a) materially breaches and fails to cure within thirty (30) days of written notice; (b) becomes insolvent or enters bankruptcy; or (c) engages in unlawful conduct materially harmful to the other party.
On termination: all outstanding fees become due; we cease performing Services; upon written request, we provide copies of all reports and documentation in electronic format; we retain Client information per our Privacy Policy. Sections 6 through 14 survive termination.
“Confidential Information” means all non-public information disclosed by either party in connection with the Services, including personal data, assessments, reports, methodologies, and trade secrets. Standard exclusions apply (publicly available, independently developed, rightfully known beforehand, or obtained from a third party without restriction).
Each party will protect the other’s Confidential Information with at least the same care it uses for its own (and no less than reasonable care), use it only for purposes of these Terms, and not disclose it except as permitted herein. Compelled disclosures are permitted provided the compelled party gives prompt notice and reasonable cooperation to allow the other to seek a protective order.
All Cloakworth methodologies, tools, templates, software, and frameworks (“Cloakworth Materials”) remain our exclusive property. Client receives a limited, non-exclusive, non-transferable license to use deliverables for internal security purposes during the engagement. Client Data remains Client’s property. We may create and use aggregated, de-identified data that cannot identify any individual or household.
Each party represents it has authority to enter these Terms. Cloakworth warrants that Services will be performed in a professional manner consistent with industry standards.
EXCEPT AS STATED ABOVE, SERVICES ARE PROVIDED “AS IS.” CLOAKWORTH DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT SERVICES WILL PREVENT ALL SECURITY INCIDENTS, DATA BREACHES, IDENTITY THEFT, OR FINANCIAL LOSS.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR COST OF SUBSTITUTE SERVICES, REGARDLESS OF THEORY OF LIABILITY.
CLOAKWORTH’S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF: (A) FEES PAID BY CLIENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) $10,000.
These limitations do not apply to: breaches of confidentiality (Section 6), indemnification obligations (Section 10), Client’s obligation to pay fees, or liability arising from gross negligence, willful misconduct, or fraud.
Cloakworth will defend, indemnify, and hold harmless Client from third-party claims arising from: (a) our material breach of these Terms; (b) our violation of applicable law in performing Services; or (c) our gross negligence or willful misconduct.
Client will defend, indemnify, and hold harmless Cloakworth from third-party claims arising from: (a) Client’s material breach; (b) failure to obtain necessary household member consents; (c) inaccurate information provided by Client; or (d) unlawful use of the Services.
The indemnified party will provide prompt notice, grant sole control of defense and settlement, and provide reasonable cooperation. No settlement imposing liability on the indemnified party without written consent.
The parties will attempt good-faith negotiation for thirty (30) days. Unresolved disputes go to binding arbitration under AAA Commercial Rules, single arbitrator, seated in Cheyenne, Wyoming, applying Wyoming substantive law. The award is final and enforceable in any court of competent jurisdiction.
ALL DISPUTES SHALL BE ARBITRATED INDIVIDUALLY. NO CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTIONS.
Either party may seek injunctive relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration.
These Terms are governed by Wyoming law, without regard to conflict of law principles. Subject to Section 11, the parties consent to exclusive jurisdiction in Laramie County, Wyoming.
We grant you a limited, revocable license to access the Site for personal, non-commercial use. You may not copy, scrape, reverse engineer, or use automated tools on the Site. Information, statistics, and case studies on the Site are for informational purposes only and do not guarantee outcomes. We are not responsible for third-party linked content.
Entire Agreement. These Terms, the Privacy Policy, and applicable Engagement Agreements constitute the entire agreement and supersede all prior understandings.
Amendments.We may amend these Terms by posting a revised version. Active clients receive thirty (30) days’ notice of material changes. Continued use constitutes acceptance.
Assignment. Client may not assign without our consent. We may assign in connection with a merger, acquisition, or asset sale.
Severability. Invalid provisions are modified to the minimum extent necessary or, if not possible, severed without affecting remaining provisions.
Waiver. No waiver unless in writing. Failure to enforce a right is not a waiver.
Force Majeure. Neither party is liable for delays caused by events beyond reasonable control (acts of God, pandemics, war, government action, infrastructure failures), excluding payment obligations.
Notices. Written notices are effective when delivered personally, by overnight courier, by certified mail, or by confirmed email. Notices to us: hello@cloakworth.com.
Relationship. Cloakworth is an independent contractor. No partnership, joint venture, or agency is created.
Third-Party Beneficiaries. No third-party beneficiaries, except household members are beneficiaries of confidentiality and data protection provisions to the extent of their personal information.
Cloakworth LLC | hello@cloakworth.com | www.cloakworth.com
Effective April 12, 2026