Terms of Service
These Terms of Service govern your access to and use of Custodia, a CMMC compliance readiness platform operated by Custodia, LLC. By creating an account or using our services, you agree to be bound by these terms.
1. Acceptance of Terms
By accessing or using Custodia (the "Service"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms. If you do not agree, do not use the Service.
2. Description of Service
Custodia is a software-as-a-service (SaaS) platform that provides CMMC Level 1 compliance readiness tools, including: (a) AI-assisted policy and document generation; (b) evidence collection and organization with SHA-256 hashing; (c) SPRS score calculation; (d) System Security Plan (SSP) generation assistance; and (e) self-assessment workflow management. THE SERVICE IS A READINESS AND DOCUMENTATION AID ONLY. Custodia is NOT a CMMC Third-Party Assessment Organization (C3PAO), is NOT authorized by the DoD to certify organizations, and DOES NOT provide certification, legal advice, or professional compliance consulting.
3. Account Registration and Security
You must provide accurate, current, and complete information when creating an account. You are responsible for maintaining the confidentiality of your login credentials and for all activities under your account. You must notify us immediately at security@custodiallc.com if you suspect unauthorized access. We reserve the right to suspend or terminate accounts that violate these Terms or pose security risks.
4. Subscription and Payment
Custodia offers subscription plans billed monthly. Prices are displayed in the application and are subject to change with 30 days notice. All fees are non-refundable except as described in our Refund Policy. You authorize us to charge your payment method on file for recurring subscription fees. Failure to pay may result in suspension or termination of access. We use Stripe, Inc. as our payment processor; your payment information is subject to Stripe's terms and privacy policy.
5. Free Trial
New users may be eligible for a 14-day free trial. No credit card is required to start a trial. At the end of the trial period, you must subscribe to a paid plan to continue using the Service. We reserve the right to modify or discontinue trial offers at any time.
6. AI-Generated Content Disclaimer
THE SERVICE USES ARTIFICIAL INTELLIGENCE (INCLUDING GOOGLE GEMINI) TO GENERATE POLICIES, SYSTEM SECURITY PLANS, EVIDENCE ANALYSIS, AND OTHER CONTENT. ALL AI-GENERATED CONTENT IS PROVIDED "AS IS" FOR YOUR REVIEW AND REQUIRES HUMAN VALIDATION BEFORE USE. You are solely responsible for reviewing, editing, approving, and ensuring the accuracy of any AI-generated content before using it in audits, submissions to government agencies, or communications with prime contractors. Custodia makes no warranty that AI-generated content is accurate, complete, current, or suitable for your specific compliance needs.
7. SPRS Score and Compliance Calculations
The Service calculates Supplier Performance Risk System (SPRS) scores based on information you provide. These calculations are ESTIMATES ONLY and are provided for planning purposes. You are solely responsible for verifying all scores against official DoD requirements and for the accuracy of any scores submitted to the DoD SPRS system. Custodia does not guarantee that our calculations match official DoD methodologies, which may change without notice.
8. Evidence Hashing
The Service provides SHA-256 cryptographic hashing for uploaded evidence files to help detect tampering. This feature is a technical aid for your internal record-keeping only. It does not constitute legal proof of authenticity, chain of custody, or admissibility in legal proceedings. You remain responsible for maintaining proper evidence handling procedures as required by CMMC and your organization's policies.
9. User Responsibilities
You agree to: (a) provide accurate, truthful information about your organization's security practices; (b) review and validate all AI-generated content before use; (c) maintain appropriate security controls independent of this Service; (d) comply with all applicable laws, regulations, and contractual obligations; (e) not use the Service to misrepresent your compliance status to government agencies, prime contractors, or other parties; (f) not reverse engineer, decompile, or attempt to extract source code from the Service; and (g) not use the Service for any unlawful purpose.
10. Intellectual Property
Custodia and its licensors retain all rights in the Service, including software, documentation, trademarks, and AI models. You retain ownership of data you upload. By uploading content, you grant Custodia a limited license to process, store, and display that content to provide the Service. AI-generated content created using your inputs is licensed to you for your internal business use, subject to these Terms.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, CUSTODIA, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR: (A) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES; (B) LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL; (C) COST OF PROCUREMENT OF SUBSTITUTE SERVICES; (D) ANY DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE; (E) ANY FAILURE TO ACHIEVE CMMC CERTIFICATION OR ANY GOVERNMENT CONTRACT AWARD; (F) ANY ERRORS IN AI-GENERATED CONTENT; OR (G) ANY THIRD-PARTY CLAIMS AGAINST YOU. OUR TOTAL LIABILITY FOR ALL CLAIMS SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
12. Disclaimer of Warranties
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ACCURACY. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. WE DO NOT WARRANT THAT USE OF THE SERVICE WILL RESULT IN CMMC CERTIFICATION, CONTRACT AWARDS, OR ANY PARTICULAR OUTCOME.
13. Indemnification
You agree to indemnify, defend, and hold harmless Custodia, LLC and its officers, directors, employees, agents, and affiliates from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) any misrepresentation of your compliance status; (e) any content you upload or generate using the Service; or (f) your infringement of any third-party rights.
14. Termination
You may cancel your subscription at any time through your account settings or by contacting support@custodiallc.com. We may suspend or terminate your access immediately if you violate these Terms, fail to pay fees, or if we reasonably believe your use poses a security risk. Upon termination, your right to use the Service ceases. You may request export of your data within 30 days of termination; after that period, we may delete your data.
15. Modifications to Terms
We may modify these Terms at any time by posting updated terms on our website. Material changes will be communicated via email or in-app notice at least 30 days before taking effect. Your continued use after changes take effect constitutes acceptance of the modified Terms. If you do not agree to modified Terms, you must stop using the Service.
16. Governing Law and Disputes
These Terms are governed by the laws of the Commonwealth of Pennsylvania, USA, without regard to conflict of law principles. Any disputes shall be resolved exclusively in the state or federal courts located in Allegheny County, Pennsylvania. You waive any objection to venue in these courts. EACH PARTY WAIVES THE RIGHT TO A JURY TRIAL.
17. Miscellaneous
These Terms constitute the entire agreement between you and Custodia regarding the Service. If any provision is found unenforceable, the remaining provisions remain in effect. Our failure to enforce any right does not waive that right. You may not assign these Terms without our consent; we may assign them freely. Notices to Custodia should be sent to legal@custodiallc.com.
Questions about this policy?
Contact us and we'll help clarify.