Terms of Service

1. Acceptance of Terms

By enrolling in the ConAxis network — whether through a phone intake call, SMS activation, or any other onboarding method — you agree to be legally bound by these Terms of Service ("Terms"). These Terms constitute a binding legal agreement between you and ConAxis. If you do not agree to these Terms, do not enroll in or use the ConAxis platform.

ConAxis reserves the right to modify these Terms at any time and at its sole discretion. Any modifications will be effective upon posting or other notice to participants. Your continued participation in the ConAxis network following any modification constitutes your acceptance of the updated Terms. It is your responsibility to review these Terms periodically.

These Terms apply to all participants in the ConAxis network, including but not limited to subcontractors, general contractors, and any other party interacting with the ConAxis dispatch system in any capacity.

2. Description of Services

ConAxis operates a city-scale dispatch coordination network based in San Antonio, Texas, that matches licensed subcontractors with general contractors seeking emergency or same-day labor coverage. The platform is designed to serve construction trade professionals across city and metropolitan markets with speed, reliability, and automated operational efficiency.

ConAxis services include, but are not limited to, the following:

• SMS-based availability checks and dispatch alerts;
• Crew coordination and placement matching between subcontractors and general contractors;
• Automated credential and compliance verification;
• Live capacity tracking and operational reporting; and
• The ConAxis Panic Link dashboard provided to general contractors for real-time network visibility.

ConAxis acts solely as an intermediary coordination platform. ConAxis is not a staffing agency, labor broker, or employment agency. ConAxis does not employ subcontractors, does not act as a general contractor, employer of record, or co-employer of any kind, and does not direct, control, or supervise the work performed by any subcontractor.

All labor relationships arising from ConAxis dispatch connections — including, without limitation, wages, compensation agreements, insurance obligations, worker classification determinations, workplace safety, and liability for work product — remain solely between the subcontractor and the general contractor. ConAxis assumes no responsibility for the terms, conditions, execution, or outcomes of any engagement between network participants.

3. Eligibility and Enrollment

(a) Subcontractor Eligibility

To be eligible for enrollment as a subcontractor in the ConAxis network, you must satisfy all of the following requirements at the time of enrollment and throughout your participation:

• You must be a legally registered business entity, including but not limited to a limited liability company (LLC), corporation, sole proprietor, or equivalent legal form recognized under the laws of the State of Texas or your jurisdiction of operation;
• You must carry valid general liability insurance and all applicable trade-specific insurance coverage required by law or by the projects you intend to perform;
• You must have a licensed foreman or a qualified crew lead for the specific trade or scope of work you are offering to the network;
• You must serve a defined geographic area within a city or metropolitan area currently served by ConAxis;
• You must be capable of receiving and responding to SMS dispatch communications from a valid, active mobile phone number; and
• You must not be debarred, suspended, or otherwise prohibited from participating in construction work by any applicable federal, state, or local authority.

ConAxis reserves the right to deny, suspend, or terminate enrollment of any subcontractor at its sole discretion, with or without cause and with or without advance notice.

(b) General Contractor Eligibility

To be eligible for access to the ConAxis network as a general contractor, you must satisfy all of the following requirements:

• You must be a duly licensed general contractor or construction management firm authorized to operate in your applicable jurisdiction;
• You must use the ConAxis platform solely for legitimate labor coordination and coverage needs consistent with lawful construction activity; and
• You must not share ConAxis network data, subcontractor contact information, or Panic Link access credentials with any unauthorized third party.

(c) Enrollment Process

Subcontractors are enrolled in the ConAxis network via a phone intake call conducted by a ConAxis operator. During the intake call, the operator collects business information, trade classifications, coverage areas, crew capacity, and contact information. SMS consent is obtained verbally during the intake call in accordance with applicable telecommunications law. Enrollment is considered complete upon the subcontractor's receipt of the ConAxis onboarding confirmation SMS.

General contractor access is provisioned directly by ConAxis upon verification of eligibility. ConAxis reserves the right to establish and modify enrollment procedures at any time.

4. SMS Communications — Terms of Use

By enrolling in the ConAxis network, you expressly consent to receive operational SMS text messages from ConAxis at the mobile phone number provided during intake. This consent is obtained verbally during the intake call and applies to operational dispatch communications as described in these Terms. Consent to receive SMS communications is not a condition of any purchase or commercial transaction.

SMS message types transmitted through the ConAxis platform include the following categories:

• Dispatch Alerts — Outbound notifications of available dispatch opportunities requiring a timely response;
• Availability Pulse Checks— Periodic queries to confirm your crew's current availability and capacity;
• Dispatch Confirmations — Confirmations of accepted dispatch assignments;
• Operational Update Requests — Requests for updated crew size, location, or availability data;
• Onboarding Messages — Welcome and enrollment confirmation messages sent upon initial intake; and
• Speed Test / Reflex Messages — Timed response tests used to assess and calibrate dispatch reliability scoring.

Message frequency varies based on operational demand and network activity. Weekly availability pulse checks are standard for active subcontractors. Standard message and data rates may apply based on your wireless carrier plan and service agreement. ConAxis is not responsible for any fees charged by your wireless carrier in connection with SMS communications.

To opt out of SMS communications at any time, reply STOP to any ConAxis message. You will receive one final confirmation message acknowledging your opt-out, after which all ConAxis SMS communications to your number will cease. Opting out of SMS communications will remove you from the active dispatch pool. You may re-enroll at any time by contacting ConAxis directly.

To receive program information and assistance, reply HELP to any ConAxis message. You will receive a response including program details, contact information, and opt-out instructions.

ConAxis implements rate limiting, cooldown windows, and quiet-hours controls to minimize message volume outside of reasonable operational hours. ConAxis reserves the right to remove any participant from the SMS dispatch pool for repeated non-response to dispatch messages, abuse of the HELP or STOP command system, or any conduct that degrades the reliability or integrity of the ConAxis dispatch network.

5. Subcontractor Obligations

(a) Accuracy of Information

You agree to provide accurate, complete, and current information to ConAxis during the intake process and throughout your enrollment. You further agree to promptly notify ConAxis of any material changes to your crew size, service area coverage, foreman or crew lead, insurance coverage, licensing status, or general availability. Providing false, inaccurate, or misleading information to ConAxis — whether during enrollment or at any subsequent time — is grounds for immediate removal from the network without notice and may give rise to additional legal remedies.

(b) Response Obligations

Subcontractors are expected to respond to ConAxis dispatch messages within the response window specified in each individual dispatch communication. Timely response is essential to the operational reliability of the ConAxis network and constitutes a fundamental performance obligation of network participation.

Persistent non-response or repeated failure to accept or decline dispatch opportunities within the specified timeframe will result in a reduced reliability score, reduced dispatch priority, and may result in removal from the active network. Subcontractors are not required to accept every dispatch opportunity, but must affirmatively respond — either to accept or decline — in a timely manner to maintain active network standing.

(c) Insurance and Licensing

You represent and warrant that you maintain, and will continue to maintain throughout your enrollment, all licenses, certifications, permits, and insurance coverage required by applicable federal, state, and local law for your trade and geographic service area. You agree to provide updated certificates of insurance (COIs) to ConAxis upon request or upon renewal of any insurance policy. ConAxis may suspend your network participation if an insurance lapse, license expiration, or compliance deficiency is detected through automated verification systems or other means.

(d) Independent Contractor Status

You expressly acknowledge and agree that you are an independent contractor, not an employee, agent, joint venture partner, or franchisee of ConAxis. Nothing in these Terms, and no aspect of the ConAxis dispatch relationship, shall be construed to create an employment relationship, agency relationship, or partnership between you and ConAxis.

As an independent contractor, you are solely responsible for: all federal, state, and local taxes arising from your business income; workers' compensation insurance for your own workforce; payroll obligations to your employees or crew; compliance with all applicable labor and employment laws; and the quality, safety, legality, and professional standards of all work performed for general contractors obtained through the ConAxis network.

6. General Contractor Obligations

By accessing the ConAxis network as a general contractor, you agree to the following obligations, which are in addition to any other obligations set forth in these Terms:

• You agree to use the ConAxis platform solely for identifying and contacting subcontractors for legitimate construction labor coordination needs consistent with applicable law;
• You are solely responsible for independently verifying the suitability, insurance status, licensing, qualifications, and capacity of any subcontractor before engaging that subcontractor for a project. ConAxis does not guarantee the accuracy or currency of any subcontractor's credentials at the time of engagement;
• You acknowledge that ConAxis does not guarantee the performance, quality, reliability, licensing status, or insurance coverage of any subcontractor at any given time, and that all engagement risk is assumed by you;
• You agree not to circumvent the ConAxis network by establishing direct solicitation channels, side-door referral arrangements, or ongoing business relationships with subcontractors initially identified through ConAxis for a period of twelve (12) months following initial contact with that subcontractor through the platform; and
• You agree to maintain the strict confidentiality of all Panic Link access data, network reports, subcontractor contact information, and any other proprietary network data provided to you through ConAxis. You may not share this information with any unauthorized third party.

7. Automated Verification and Scoring

ConAxis operates automated verification systems that query publicly available records and data sources to assess participant compliance and network standing. These systems may access, without limitation, the following sources:

• Secretary of State entity status records;
• State Comptroller tax standing and franchise tax records;
• City and county permit activity databases;
• Certificate of insurance (COI) expiration tracking; and
• Other publicly available professional licensing or regulatory data.

The outputs of these automated checks produce internal compliance signals and reliability scores that are used by ConAxis to rank, route, and prioritize dispatch opportunities within the network. You acknowledge that automated verification results may directly affect your dispatch priority, visibility within the network, and overall standing as an active participant.

ConAxis does not guarantee the accuracy, completeness, or timeliness of data obtained from third-party public sources. ConAxis is not liable for errors in third-party data that affect automated verification outcomes.

Any participant who believes an automated verification result is inaccurate or has adversely affected their network standing must submit a written dispute to ConAxis at alex@conaxis.app. ConAxis will review disputes in good faith and respond within a reasonable timeframe.

8. Fees and Payment

ConAxis may charge fees for premium network access, enhanced placement priority, featured dispatch routing, or other value-added services offered from time to time. Any applicable fees will be disclosed clearly and in writing to the relevant participant prior to enrollment in any paid tier or service upgrade. Enrollment in a paid service tier constitutes agreement to the applicable fee terms.

As of the effective date of these Terms, basic subcontractor enrollment in the ConAxis dispatch network is provided at no charge. ConAxis reserves the right to introduce, modify, restructure, or discontinue any fee structure at any time, with reasonable advance notice to affected participants. Continued participation following any fee change constitutes acceptance of the updated fee terms.

All fees, if applicable, are due and payable in accordance with the terms disclosed at the time of the relevant service enrollment. ConAxis reserves the right to suspend or terminate network access for any participant with outstanding unpaid fees.

9. Intellectual Property

All content, systems, technology, and materials comprising or relating to the ConAxis platform — including but not limited to dispatch algorithms, SMS automation logic, workflow design, the Panic Link dashboard interface and underlying data structure, scoring methodologies, branding, trade names, service marks, and all associated documentation — are the exclusive intellectual property of ConAxis and are protected by applicable federal and state intellectual property laws.

Subject to your compliance with these Terms, ConAxis grants you a limited, non-exclusive, non-transferable, revocable license to access and use the ConAxis platform solely for the purposes of participating in the dispatch network in accordance with these Terms. This license does not include any right to sublicense, resell, or otherwise transfer your access to any third party.

You expressly agree not to: copy, reproduce, or duplicate any ConAxis system, interface, or content; reverse-engineer, decompile, or attempt to extract the source code or underlying logic of any ConAxis technology; scrape, harvest, or systematically collect data from any ConAxis system or communication; redistribute, resell, or commercially exploit any ConAxis content, data, or platform feature; or use any ConAxis branding, trade names, or marks without express prior written consent.

Any unauthorized use of ConAxis intellectual property is a material breach of these Terms and may give rise to legal action.

10. Limitation of Liability

ConAxis provides the platform, all associated systems, and all dispatch coordination services "as is" and "as available," without any representation or warranty of any kind, express or implied. ConAxis makes no representations or warranties regarding the accuracy, completeness, timeliness, reliability, or fitness for any particular purpose of any information, dispatch match, verification result, or other output generated by the platform.

ConAxis does not guarantee the availability of dispatch opportunities, the volume or frequency of dispatch alerts, the performance or reliability of matched subcontractors, or the solvency, insurance status, licensing, or professional qualifications of any network participant at any given time.

To the maximum extent permitted by applicable law, ConAxis, its operators, owners, affiliates, and agents shall not be liable for any indirect, incidental, special, punitive, exemplary, or consequential damages of any kind arising from or related to your use of or inability to use the ConAxis platform, including but not limited to:

• Lost profits, lost revenue, or lost business opportunity;
• Labor disputes, employment claims, or contractor classification disputes;
• Property damage arising from work performed as a result of a ConAxis dispatch;
• Personal injury arising from work performed as a result of a ConAxis dispatch;
• Data loss, system downtime, or communication failures; or
• Any claims arising from the acts or omissions of any third-party subcontractor or general contractor.

ConAxis's total aggregate liability to any party for any claim arising out of or related to these Terms or the ConAxis platform shall not exceed the total fees paid by that party to ConAxis in the twelve (12) months immediately preceding the claim giving rise to liability, or five hundred dollars ($500.00), whichever amount is greater.

Nothing in these Terms shall operate to limit or exclude liability for fraud, gross negligence, or willful misconduct by ConAxis.

11. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless ConAxis and its operators, owners, members, officers, affiliates, employees, contractors, and agents (collectively, "ConAxis Parties") from and against any and all claims, demands, actions, damages, losses, liabilities, costs, and expenses — including reasonable attorneys' fees and court costs — arising out of or related to any of the following:

• (a) Your use of or access to the ConAxis platform;
• (b) Your performance of, or failure to perform, any work or services obtained through ConAxis dispatch connections;
• (c) Your violation of any provision of these Terms;
• (d) Any claim by a third party arising from or related to your business operations, insurance coverage, employment practices, or professional licensing; or
• (e) Your violation of any applicable federal, state, or local law, regulation, or ordinance.

ConAxis reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate fully with ConAxis in asserting any available defenses.

12. Termination

Either party may terminate participation in the ConAxis network at any time and for any reason.

Subcontractors may remove themselves from the network at any time by replying STOP to any ConAxis SMS communication, which will immediately cease all dispatch messaging and remove the subcontractor from the active dispatch pool. Subcontractors may also request removal by contacting ConAxis directly at alex@conaxis.app or by calling +1 (726) 266-3338.

ConAxis may suspend or terminate any participant's network access at any time, with or without cause and with or without prior notice, including but not limited to the following circumstances:

• Persistent non-response to dispatch messages;
• Submission of inaccurate, false, or materially incomplete profile data;
• Lapsed insurance, expired licenses, or detected compliance deficiencies;
• Negative field reports from general contractors or other network participants;
• Abuse of the ConAxis platform, dispatch system, or SMS communication channels; or
• Conduct determined by ConAxis to be harmful to the integrity, reliability, or reputation of the network.

Upon termination for any reason, all licenses and access rights granted to you under these Terms immediately cease. You must discontinue all use of ConAxis systems, data, and materials. The following sections of these Terms shall survive termination and remain in full force and effect: Section 9 (Intellectual Property), Section 10 (Limitation of Liability), Section 11 (Indemnification), Section 13 (Dispute Resolution), and any other provision that by its nature should survive termination.

13. Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms, the ConAxis platform, or your participation in the ConAxis network shall first be addressed through good-faith direct communication with ConAxis. Participants are encouraged to contact ConAxis at alex@conaxis.app or +1 (726) 266-3338 to attempt informal resolution before initiating any formal proceeding.

If a dispute cannot be resolved through informal negotiation within thirty (30) calendar days of the initial notice of the dispute, both parties agree to submit the dispute to final and binding arbitration. The arbitration shall be conducted in San Antonio, Texas, under the Commercial Arbitration Rules of the American Arbitration Association (AAA), or such other arbitration body as the parties may mutually agree upon in writing. The decision of the arbitrator shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class Action Waiver.You expressly waive any right to participate in any class action lawsuit, class-wide arbitration, or other representative proceeding against ConAxis. All disputes must be brought in your individual capacity only. This waiver is a material inducement to ConAxis's provision of the platform and services described in these Terms.

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law provisions. To the extent any matter is not subject to arbitration or to the extent a court of competent jurisdiction determines that arbitration is unavailable, the parties consent to the exclusive jurisdiction of the state and federal courts located in Bexar County, Texas.

14. Miscellaneous

Entire Agreement

These Terms, together with the ConAxis Privacy Policy and any written addenda or service agreements executed between the parties, constitute the entire agreement between you and ConAxis with respect to your use of the platform and supersede all prior agreements, representations, understandings, and communications — whether oral or written — relating to the same subject matter.

Severability

If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable under applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, or, if modification is not possible, severed from these Terms. The remainder of these Terms shall continue in full force and effect.

Waiver

ConAxis's failure to enforce any right or provision of these Terms on any occasion shall not constitute a waiver of that right or provision or of any other right or provision. No waiver shall be effective unless made in writing and signed by an authorized representative of ConAxis.

Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms to any third party without the prior express written consent of ConAxis. Any purported assignment in violation of this provision is null and void. ConAxis may freely assign its rights and obligations under these Terms to any successor entity, affiliate, or acquirer, without notice or consent.

Notices

All formal notices, demands, or communications required or permitted under these Terms must be sent to ConAxis in writing, either by email to alex@conaxis.app or by first-class mail addressed to ConAxis, San Antonio, Texas. ConAxis may provide notices to participants via SMS or email to the contact information provided during enrollment.

Force Majeure

ConAxis shall not be in breach of these Terms or liable for any delay or failure to perform its obligations if such delay or failure arises from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, telecommunications failures, government actions, or labor disputes.

15. Contact Information

For questions, disputes, opt-out requests, or any other matters relating to these Terms of Service or your participation in the ConAxis network, please contact us directly using the information below.

Organization

ConAxis — Contractor Coordination Network

Operator

Alex Rendon

Phone

+1 (726) 266-3338

Email

alex@conaxis.app

Location

San Antonio, Texas

ConAxis is committed to resolving participant inquiries and concerns in a timely and professional manner. For SMS-related inquiries, you may also reply HELP to any ConAxis message to receive program and contact information directly.