Terms of Service

1. Nature of Services

Fluxiem provides institutional music royalty reconciliation and underpayment detection services to PE funds, M&A advisory firms, and royalty audit practices. Services are delivered as a professional intelligence engagement — not a self-serve software product.

All client engagements are governed by separate written agreements executed before any royalty statement data is transferred. Submitting a pilot request through this website does not create a contractual obligation on either party.

2. Engagement Structure

Every Fluxiem engagement is governed by the following executed documents, in order:

1. Mutual NDA — executed before any business discussion, covering methodology, pricing, and all client confidential information.
2. Data Processing Agreement (DPA) — executed before any data is transferred. GDPR Article 28-aligned with SEC Reg S-P provisions including 72-hour breach notification.
3. Engagement Letter — defines scope, catalog, statement sources, deliverables, timeline, and fee structure before any royalty statements change hands.
4. Success Fee Addendum — annexed to the Engagement Letter, defining recovery calculation methodology and payment terms.

See the Legal Framework page for the full document structure and regulatory compliance posture.

3. Pilot Analysis Engagements

Paid pilot engagements are structured at $10,000–$20,000 for advisory firms, credited 100% toward the first year's engagement on conversion. Complimentary pilots are available to qualifying PE and investment fund clients in exchange for a committed 45-day evaluation period.

Pilot scope is defined precisely in the Engagement Letter before commencement. Standard pilot structure: one statement source, one quarter, one catalog — with results delivered within 72 hours of confirmed data receipt. Predefined success criteria (match rate, discrepancy count, delivery timeline) are agreed upon and documented before the pilot begins.

4. Success Fee Structure

Fluxiem's success fee is structured on a sliding scale: 20% of documented recoveries up to $500,000; 15% on recoveries between $500,000 and $2,000,000; 10% above $2,000,000.

“Recovery” means net royalty payments actually received by the client following submission of a claim based on a discrepancy identified in Fluxiem's discrepancy report, from the payors and for the periods identified in that report, within 24 months of the engagement letter date.

The success fee obligation survives engagement termination for the full 24-month recovery window. Clients are required to notify Fluxiem within 10 business days of receiving any Recovery and to provide supporting documentation within 30 days.

5. Accuracy and Disclaimer

Fluxiem's analysis outputs — discrepancy reports, confidence scores, and claim documentation — represent automated detection results based on the data provided. All identified discrepancies require human review and client verification before any claim is filed with a payor.

Fluxiem does not warrant that all discrepancies have been identified, or that all identified discrepancies will result in recoveries. Fluxiem does not provide legal representation, file claims on clients' behalf, or engage directly with payors. Clients are solely responsible for claim decisions and any resulting payor communications.

6. Intellectual Property

Fluxiem's reconciliation methodology, matching algorithms, Bedrock prompt architecture, and all underlying systems are proprietary trade secrets. Clients receive analysis outputs — discrepancy reports, claim letters, and executive summaries. The underlying methodology is not disclosed in any deliverable.

Clients may not reverse engineer, decompile, or attempt to replicate Fluxiem's methodology based on outputs. Deliverables are provided for client's internal use only and may not be shared with third parties without Fluxiem's written consent. All Fluxiem IP remains solely owned by Fluxiem regardless of any customization performed during an engagement.

7. Limitation of Liability

Fluxiem's aggregate liability under any engagement, whether in contract, tort, or otherwise, shall not exceed the total fees paid by the client under the applicable engagement letter.

In no event shall Fluxiem be liable for indirect, incidental, special, exemplary, punitive, or consequential damages — including lost profits, lost revenues, or lost royalty recoveries — even if Fluxiem has been advised of the possibility of such damages.

8. Governing Law

These terms, and all engagement documents, are governed by the laws of the State of New York. Any disputes arising under these terms shall be subject to the exclusive jurisdiction of the courts of New York County, New York.

9. Contact

Questions or engagement inquiries: hello@fluxiem.com