SUBSCRIBER TERMS OF USE

These Subscriber Terms of Use (these “Subscriber Terms”) are between Conduxa LLC, a Texas limited liability company (“Conduxa,” “we,” “us,” or “our”), and you (“you,” “your”). These Subscriber Terms govern your access to and use of the evidence-verification and citation platform for childbirth education known as the Childbirth Educator Hub located at childbirtheducatorhub.com.

1. Scope and Acceptance of These Terms.

1.1 Scope. These Subscriber Terms apply to (a) visitors of childbirtheducatorhub.com (“the Site”); (b) all users of the Platform (as defined in Section 2), and (c) Subscribers who hold a current paid subscription to the Platform. These Subscriber Terms do not govern use of the Platform in the capacity of a Contributor, whose use is governed by the Contributor Terms.

1.2 Acceptance. These Subscriber Terms form a binding agreement between you and Conduxa. By accessing the Site, browsing, creating an account, or using any feature of the Platform in any capacity other than as a Contributor (whose use is governed by the Contributor Terms), you represent that you have read, understood, and agree to be bound by these Terms. If you are entering into these Subscriber Terms on behalf of a company, organization, or other legal entity, you represent that you have the authority to bind that entity to these Subscriber Terms, and the terms “you” and “your” refer to that entity. You must be able to form a legally binding contract to agree to these Subscriber Terms. If you do not agree to these Subscriber Terms, you may not access or use the Site or the Platform.

2. Definitions.

Except where otherwise defined in these Subscriber Terms, the following capitalized terms will have the following meanings:

2.1 “Content” means any material, content, or text made available for download or export through the Platform, which meets the Platform’s evidence requirements.

2.2 “Contributor” means any individual that contributes Content through the Platform.

2.3 “Contributor Terms” means the Contributor Terms of Use that govern the use of the Platform by Contributors, located at childbirtheducatorhub.com/contributorterms.

2.4 “Early Access Period” means the period after the Trial/Beta Period, when the Platform is made available to the public, but before Conduxa announces its official release.

2.5 “Platform” means the evidence-verification and citation platform for childbirth education known as the Childbirth Educator Hub located at childbirtheducatorhub.com, and includes applications, software, databases, and related services.

2.6 “Services” means collectively, the Platform, the Site, and any feature of the Platform, regardless of whether such Services are in Trial/Beta, Early Access, or released to the public.

2.7 “Subscriber” means a Platform user who holds a current paid subscription to the Services.

2.8 “Trial/Beta Period” means the closed beta period during which the Platform and Services were under active development and testing, running from September 24, 2026 through October 12, 2026. Free trials are not part of the Trial/Beta Period.

2.9 “Trial/Beta User” means a user accessing the Platform on a free trial, public trial, or invite-only Beta basis who has not converted to a paid subscription. Any free trial lasts fourteen (14) days and permits up to 10 uploads, but any remaining features of the Platform will be read-only, with no downloads permitted, except that a free-trial user may download the Creator Assist Evidence Brief, up to three (3) per trial.

2.10 “Usage Data” means data relating to your access and use of the Services, including technical logs, metadata, telemetry data, and usage information.

2.11 “User” means any user of the Site or Platform that does not hold a paid subscription to use the Services.

2.12 “Watermark” means a visible overlay (e.g., “TRIAL — not for distribution”) applied to copies served to Trial/Beta Users.

3. License and Use Rights.

3.1 Subscriber License. Subject to these Subscriber Terms and your maintenance of a current paid subscription, Conduxa grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access, download, export, and use Content, for your own personal use, or your own professional childbirth-education practice, including teaching from exported materials in your own live or recorded classes and adapting exported materials for those classes.

If your subscription ends, you may continue to use copies of Content that you downloaded while your subscription was active, subject to the same restrictions set forth in Section 3.2 (no resale, no redistribution, no sublicensing, and keeping all citations and attribution intact). Any new downloads require an active paid subscription.

3.2 Restrictions on Subscriber License. You may not resell, redistribute, sublicense, publish, or commercially republish Content, and may not remove any trademark, copyright, citation annotation, or other attribution or intellectual property or proprietary rights notices from the Content.

3.3 Trial/Beta Users. Trial/Beta Users receive Watermarked copies for personal evaluation only and may not teach from, share, or retain them beyond the Trial/Beta Period.

3.4 Website Visitors. If you are a general website visitor and not a Subscriber, Conduxa grants you a limited right to browse and view the Site and the publicly available portions of the Platform for informational purposes only.

4. Use Restrictions.

In connection with your use of the Services, you shall not:

5. Eligibility and Account.

By using the Services, you agree and represent that:

6. Intellectual Property and Reservation of Rights.

6.1 Ownership of the Services. Conduxa owns all intellectual property rights in the Platform and Services, including, without limitation, the Site, Usage Data, software, computer code (including source code or object code), designs, visual interfaces, graphics, databases, compilations, the Automated Evidence Check, Revision Guidance, Creator Assist, Automated Systems, Unlock Records, Watermarks, and all other Platform and Services elements. All elements contained within our Services are the property of Conduxa, our affiliates, or our third-party licensors, and we reserve all rights to them.

6.2 Ownership of Content. The individual Contributors retain all right, title, and interest in, their Content. Other than the limited license granted to you in Section 3.1, you may not use, copy, redistribute, re-publish, plagiarize, or otherwise appropriate Content derived from the Platform and your use of the Platform does not grant you any rights in the Content.

6.3 Proprietary Notices. You agree not to remove, alter, or obscure any copyright, trademark, service mark, patent, or other proprietary rights notices incorporated in or accompanying the Services or the Platform.

6.4 Reservation of Rights. Conduxa reserves all rights not expressly granted in these Terms. No rights will be granted or implied by waiver or estoppel. You acquire no ownership interest in the Services or Content under these Terms.

7. Third-Party Materials.

The Services may display, include, or make available third-party content (including data, information, software, and other products, services, and/or materials) or provide links to third-party websites or services (“Third-Party Materials”). You acknowledge and agree that Conduxa is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Conduxa does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

8. Subscriptions and Billing

8.1 Plans. Access to the Platform is billed under one of two plans available to Subscribers: a monthly plan (billed once per month) and an annual plan (billed once per year). Pricing for each plan is published on the Site and may be updated from time to time.

8.2 Trial/Beta Period. During the Trial/Beta Period, Subscribers may use the Platform free of charge by creating a free account. If your free trial ends and you do not subscribe, your account becomes read-only: you can still sign in and view the Platform, but you cannot download Content.

8.3 Recurring Billing & Autorenewal. Paid subscriptions are billed in advance (monthly for monthly plans and annually for annual plans) and automatically renew at the end of the then-current billing period. You may cancel at any time. Upon cancellation, your access continues until the end of the period you have already paid for, with no further charge, and no 30-day advance notice is required. By providing a payment method, you authorize Conduxa (through our third-party payment processor) to charge that payment method for each recurring fee.

8.4 Price Changes. We may change subscription prices at any time. Price changes apply to your account at the start of your next billing cycle and will be communicated to you by email at least thirty (30) days in advance. Your continued use of the Services after a price change takes effect constitutes acceptance of the new price.

8.5 Failed Payments; Refunds. If a payment fails, we may suspend your access to paid features until the payment is resolved. Except where required by applicable law, all fees are non-refundable. We do not provide refunds or credits for partial billing periods or unused features. All fees, whether under a monthly plan or an annual plan, are non-refundable. Cancellation of an annual plan does not entitle you to a refund of any portion of the prepaid annual fee; your access continues until the end of the paid annual period.

8.6 Taxes. Fees are exclusive of applicable sales and other taxes. Any applicable sales tax will be added to the price at checkout and calculated by our third-party payment processor (Stripe).

8.7 One User Per Account; Plan Misuse. Subscriber subscriptions are meant to be used by a single individual. Subscriber access accounts may not be shared with other Subscribers or Contributors. Conduxa may monitor account usage for indications of multi-person use of a subscription. If we have reason to believe that you are misusing your subscription, permitting others to use your access account, or otherwise circumventing security or paywall controls, we may suspend or terminate your access to the Services, in addition to any other remedies available to us under law.

9. Term and Termination.

9.1 Term. These Subscriber Terms become effective upon your acceptance (as described in Section 1) and continue while you access or use the Services, unless earlier terminated in accordance with these Terms.

9.2 Termination. You may cancel your subscription at any time through your Subscriber account (not all features may be immediately available), or by emailing us at support@conduxa.ai. You may cancel at any time; upon cancellation, your access continues until the end of the period you have already paid for, with no further charge, and no 30-day notice is required (consistent with Section 8.3). Conduxa may suspend or terminate your access without notice for breach of these Subscriber Terms or for other legal, investigative, or operational reasons. We will not have any liability to you for any suspension or termination. Upon termination, all rights granted to you under these Subscriber Terms will terminate, and you must cease all use of the Services, except that you may continue to use copies of Content that you downloaded while your subscription was active, subject to the restrictions in Section 3.2 (no resale, no redistribution, no sublicensing, and keeping all citations and attribution intact); any new downloads require an active paid subscription.

9.3 Survival. Sections 2 (Definitions), 3.2 (Restrictions on Subscriber License), and 4 (Use Restrictions), 6 (Intellectual Property and Reservation of Rights), 10 (Disclaimer of Warranties), 11 (Limitation of Liability), 12 (Indemnification), 13 (Copyrights; Takedown Procedures), 14 (HIPAA Compliance), 17 (Governing Law, Venue and Waiver of Jury Trial, and Dispute Resolution), 18 (No Class Actions), and 19 (General Provisions) will survive any termination of these Subscriber Terms.

10. Disclaimer of Warranties.

10.1 Generally. THE PLATFORM AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY REGARDING CLINICAL ACCURACY OR EVIDENCE CURRENCY. CONDUXA EXPRESSLY DISCLAIMS ANY MINIMUM SERVICE LEVEL, UPTIME, OR SUPPORT COMMITMENTS. THE FOREGOING DISCLAIMERS APPLY, REGARDLESS OF WHETHER THE SERVICES ARE IN ANY TRIAL/BETA, EARLY ACCESS, OR PUBLIC RELEASE PERIOD.

10.2 Medical and Educational Disclaimers.

10.2.1 Platform Remains Educational Only. CONTENT ON THE PLATFORM IS PROFESSIONAL EDUCATION AND IS NOT MEDICAL ADVICE. IT IS NOT A SUBSTITUTE FOR INDIVIDUALIZED CLINICAL JUDGMENT OR FOR GUIDANCE FROM A QUALIFIED HEALTHCARE PROVIDER. NOTHING ON THE PLATFORM CREATES A CLINICIAN-PATIENT RELATIONSHIP BETWEEN CONDUXA, ANY CONTRIBUTOR, AND ANY SUBSCRIBER OR USER. CONDUXA DOES NOT WARRANT THE CLINICAL ACCURACY, COMPLETENESS, OR CURRENCY OF ANY CONTENT.

10.2.2 Accuracy; User Responsibility. EVIDENCE-CURRENCY FLAGS AND SOURCE-CHANGE ALERTS ARE A CONVENIENCE FEATURE, NOT A GUARANTEE. THEY MAY BE INCOMPLETE, DELAYED, OR INACCURATE, AND SUBSCRIBERS AND USERS REMAIN SOLELY RESPONSIBLE FOR THE CLINICAL SOUNDNESS OF MATERIAL THEY TEACH FROM.

10.3 AI Features Disclaimer. WHILE THE CONTENT IS AUTHORED BY HUMAN CONTRIBUTORS, CONTRIBUTORS HAVE ACCESS TO CERTAIN AI FEATURES WITHIN THE PLATFORM THAT MAY ASSIST WITH IMPROVED WORDING AND DRAFTING (“AI OUTPUTS”). AI OUTPUTS MAY GENERATE SUGGESTED LANGUAGE, BUT CONTRIBUTORS MAY CHOOSE WHETHER OR NOT THEY WANT TO USE AI OUTPUT. IF THEY DO USE AI OUTPUT, THE CONTRIBUTOR REMAINS RESPONSIBLE FOR THE FACTUAL INFORMATION INCLUDED IN THEIR CONTENT AND FOR INDEPENDENTLY VERIFYING AI OUTPUT. CONDUXA DOES NOT MAKE ANY REPRESENTATION OR WARRANTY REGARDING THE AI OUTPUTS THAT MAY BE GENERATED FROM USE OF THE PLATFORM’S AI FEATURES. ALL AI OUTPUTS ARE PROVIDED “AS IS” AND WITH “ALL FAULTS.” LAWS AND REGULATIONS GOVERNING USE OF GENERATIVE ARTIFICIAL INTELLIGENCE ARE RAPIDLY EVOLVING, AND CONDUXA DOES NOT GUARANTEE THAT YOUR USE OF THE SERVICES WILL COMPLY WITH APPLICABLE LAWS AND REGULATIONS.

11. Limitation of Liability.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CONDUXA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS OR DATA, ARISING OUT OF OR RELATING TO THESE SUBSCRIBER TERMS OR THE SERVICES. CONDUXA’S TOTAL AGGREGATE LIABILITY IS LIMITED TO THE GREATER OF (I) $100 AND (II) THE AMOUNTS PAID BY YOU TO CONDUXA IN THE TWELVE MONTHS IMMEDIATELY PRECEDING SUCH CLAIM.

12. Indemnification.

You agree to defend, indemnify, and hold harmless Conduxa LLC, its affiliates, and each of their respective members, managers, officers, and agents from third-party claims, damages, and reasonable expenses (including reasonable attorneys’ fees) arising out of your use or misuse of the Services or your breach of these Subscriber Terms.

13. Copyrights; Notice and Takedown Procedures

13.1 Notice and Takedown. If you believe any materials within the Platform infringe your copyright, you may request removal of those materials by contacting Conduxa at support@conduxa.ai and providing the following information:

We may terminate the account of any user we determine to be a repeat infringer.

14. HIPAA and Legal Compliance

Conduxa expects all Users and Subscribers to protect patient privacy and confidentiality in accordance with the Health Insurance Portability and Accountability Act (HIPAA) and other applicable privacy laws. You remain responsible for protecting and safeguarding protected health information (PHI) when you utilize the Content for teaching and professional use.

15. Privacy and Data.

By using the Services, you consent to the collection and use of your information as described in the Privacy Policy, located at childbirtheducatorhub.com/privacy.

16. Changes to These Terms.

We may modify these Subscriber Terms from time to time. If we make a significant, material change, we will notify you by email or through the Services. Your continued use of the Services after the change takes effect constitutes acceptance of the modified Subscriber Terms. If you do not agree to the modified Subscriber Terms, your sole remedy is to cancel your subscription or stop using the Services before the change takes effect.

17. Governing Law, Venue and Waiver of Jury Trial, and Dispute Resolution.

17.1 Governing Law. These Subscriber Terms are governed by, construed, and enforced under the laws of the State of Texas, without giving effect to its conflict-of-laws principles.

17.2 Venue. Any dispute, claim, or controversy arising out of or related to these Subscriber Terms or the Services, which is not subject to the alternative dispute resolution process under Section 17.3, will be brought exclusively in the state or federal courts located in Travis County, Texas. You hereby consent to the personal jurisdiction of such venue and waive any objection that such venue is not convenient.

You and We expressly waive any right to a trial by jury.

17.3 Informal and Alternative Dispute Resolution. You will first attempt to resolve any dispute with Conduxa informally by emailing support@conduxa.ai, with a written description of the claim. You and Conduxa will work in good faith for at least thirty (30) days to resolve the matter informally before any formal proceeding may commence. In the event that an agreement is not reached during such good faith negotiations, you agree that any dispute must be adjudicated by binding arbitration. You or we may initiate such arbitration by written notice; you may serve us by mail delivered to our registered agent at 5900 Balcones Drive, Suite 100, Austin, Texas 78731, and we may serve you by e-mail at the e-mail address you provided to us as part of your account registration.

Unless we agree on a different set of arbitration rules, the arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq., and conducted in accordance with the American Arbitration Association rules.

18. No Class Actions.

You and We agree that any dispute will be brought solely in your individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

19. General Provisions.

19.1 Entire Agreement. These Subscriber Terms, the Privacy Policy (childbirtheducatorhub.com/privacy), and the Contributor Terms (childbirtheducatorhub.com/contributorterms, if applicable) comprise the entire understanding between you and Conduxa regarding the Services and Platform and supersede all prior or contemporaneous understandings and agreements, whether written or oral. If you are also a Contributor, the Contributor Terms also apply, and as provided in the Contributor Terms, to the extent there is a conflict between the Contributor Terms and these Subscriber Terms, the Contributor Terms will control.

19.2 Severability. If any provision of these Subscriber Terms is found to be unenforceable or invalid by a court or arbitrator of competent jurisdiction, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that these Subscriber Terms shall otherwise remain in full force and effect and enforceable.

19.3 Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder.

19.4 Assignment. You may not assign these Subscriber Terms. Conduxa may assign these Subscriber Terms, including to a successor in connection with a merger, acquisition, or sale of assets.

19.5 Interpretation. Headings and subheadings that precede the text of sections herein are inserted for convenience and ease of reference only and shall not constitute any part of these Subscriber Terms or have any effect on their construction or interpretation. The words “include,” “includes,” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” When days are referenced in these Terms, it shall mean calendar days unless otherwise specified.

19.6 Compliance with Laws. You shall at all times comply with all applicable laws, statutes, rules, regulations, and ordinances in connection with your use of the Services.

19.7 Export Regulations. The Services may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Services to, or make the Services accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Services available outside the United States.

20. Contact.

If you have any questions about these Subscriber Terms, you may reach us at:

Conduxa LLC

P.O. Box 136

Del Valle, TX 78617

support@conduxa.ai