What you get
Five concrete deliverables, written in plain English, reviewed and signed off by a California-licensed attorney. Not a slide deck. Not a checklist generator. An actual usable audit you can hand to your CEO, your board, or your incoming general counsel.
Document inventory and classification
Every document you send catalogued by type, role, counterparty, effective date, governing law, and renewal posture.
AI Legal Analyst issue map
Issue-by-issue map of every flag the AI Legal Analyst surfaces: missing clauses, weak language, conflicting terms, dated references.
Attorney-reviewed risk prioritization
I read the issue map, kill the false positives, and rank what remains as high, medium, or low risk with a one-paragraph rationale each.
30/60/90-day remediation list
Sequenced action list: what to fix in the next 30 days, what to plan for 60, what can wait until 90, with rough scope and price estimates for each.
Optional Zoom walkthrough
One-hour Zoom session with screen share to walk through the audit, answer questions, and confirm priorities. Included; opt out if you prefer written-only.
Process
Four steps, five business days from document delivery to final audit. Each step has a clear handoff so you know where the project stands.
Kickoff
Short intake email confirms scope, document categories, and any specific concerns. I send a secure intake link and the document checklist.
Document upload
You send the documents by encrypted email today (R2-presigned upload portal coming soon). I confirm receipt within one business day.
AI Legal Analyst audit run
The analyzer classifies, extracts, and issue-spots across the full document set. I review the raw output, kill false positives, and shape the issue map.
Attorney review and delivery
I write the risk prioritization and the 30/60/90 remediation list. Final audit delivered as a single PDF plus optional Zoom walkthrough.
Scope examples
Three common audit profiles. Your stack may look different; the $2,500 fee covers a typical mid-stage document set. Unusually large or complex stacks (50+ active contracts, multiple subsidiaries, multi-jurisdictional operations) get re-quoted.
SaaS startup
- Terms of Service
- Privacy Policy
- BAA (if any health data)
- Master Service Agreement
- Vendor stack (top 5-10)
- Employment and IP assignment templates
E-commerce business
- Terms of Service
- Privacy Policy
- Returns and refunds policy
- Dropship and supplier agreements
- Ad-claims and influencer disclosures
- Email marketing and SMS compliance
Funded startup
- Cap table documents
- Founder agreements and vesting
- Employment and contractor templates
- IP assignment coverage
- Vendor MSAs and customer order forms
- Side letters and investor commitments
Startup legal readiness: what a real raise is paying for
If you are heading into a SAFE or a priced round, the audit is the diagnostic; the readiness work below is what investors actually diligence. I scope each of these as its own flat-fee or hourly engagement on top of the audit. The deliverables fold into the Startup Legal Readiness Sprint ($3,900 flat, roughly 16 hours at $240/hour; document-heavy variant 16-20 hours, $3,840-$4,800), with Phase 2 and ongoing work at $240/hour. This is general information about how these documents are typically structured, not legal advice on your specific company.
Pilot / design-partner SOW that protects your IP
The most common way an early startup leaks its core technology is a loosely drafted pilot. A protective SOW typically:
- Defines scope and written acceptance criteria
- Keeps startup IP ownership: pre-existing IP stays yours, and customer feedback gives only a license back
- Includes mutual confidentiality
- Disclaims implied warranties for a pilot (evaluation, as is)
- Caps liability at the fees paid and sets clear data-handling terms
- Runs a fixed term with a clean exit
Commercial risk boundaries for an AI or security pilot
If the product is an AI or security control layer, the pilot terms have to ship the product without taking on uncapped product liability. The boundaries I draft toward:
- Clear advisory / log-only versus blocking framing
- No guarantee the control layer catches every risky action
- A real limitation of liability
- Customer-responsibility and human-in-the-loop language in writing
- Security and data representations scoped to the pilot, not open-ended
- Incident-notification terms
- No professional-advice warranty (output is information, not a professional opinion)
Investor data room: legal checklist
An organized proof that the company owns what it claims and is properly formed. The legal core, by category:
- Corporate: charter, bylaws, board and stockholder consents, cap table, 83(b) elections, stock purchase agreements
- IP: founder, contractor, and advisor assignment agreements, trademarks, open-source usage record
- Commercial: customer, vendor, and design-partner contracts
- People: offer letters, confidentiality / invention assignment, contractor agreements
- Financing: prior SAFEs and notes
- Compliance: licenses, privacy, and regulatory items for your space
Investor diligence red flags (find them before you pitch)
Most diligence problems are predictable. The recurring ones I look for first:
- Missing IP assignments from founders or contractors
- Founder stock with no timely 83(b) election
- Verbal or unvested advisor equity promises
- Missing board consents behind stock or option issuances
- Open-source license contamination
- Customer contracts with assignment or change-of-control traps
- No single source-of-truth cap table
What you should NOT sign before your first financing
A handful of signatures can quietly cost the company value or flexibility. Be very careful before signing:
- Broad IP licenses or assignments to design partners or customers
- Exclusivity or most-favored-nation clauses
- Uncapped indemnities or personal guarantees
- Advisor equity with no vesting schedule and cliff
- A SAFE before you understand post-money dilution
- Contractor work without a present-tense invention assignment
- NDAs with residuals clauses that run against you
Where this connects on the site
The readiness work above pairs with my other startup engagements. Useful next reads:
- Startup founder documents - founder, contractor, and advisor IP and equity paper
- Incorporation lawyer - Delaware C-Corp formation and clean corporate records
- Outside general counsel - ongoing legal support priced at $240/hour
- Contract drafting - the $575 path to draft or redline one agreement
Ask the AI Legal Analyst: startup legal readiness
Tap a question below for an instant attorney-written answer, free, no email. Each answer opens a few follow-ups: some unfold a deeper answer, others hand the question to the live AI Legal Analyst (set to the AI product legal context). Start with a chip, or type your own question in the cockpit. This is legal information, not legal advice, and using it does not create an attorney-client relationship.
Common startup readiness questions
The AI Legal Analyst is attorney-supervised and gives general information, not legal advice. It does not guarantee any outcome. Sergei Tokmakov, Esq., California Bar #279869.
What this is NOT
Not a litigation-readiness review.
The audit identifies legal-stack issues; it does not analyze active or threatened litigation, pending claims, or matters already in dispute. Those need separate scoping under the appropriate litigation or demand-letter tier.
Not a securities or regulatory enforcement defense.
If you have an open SEC, FTC, FDA, state AG, or other regulator inquiry, that is specialist counsel territory. I will flag any regulator-facing exposure I find but I do not represent businesses in enforcement matters.
Not a substitute for transaction counsel on actual deals.
If you are in the middle of a financing, acquisition, or major commercial transaction, the audit can inform the deal but cannot replace the deal counsel running it. The audit is a snapshot of your steady-state legal posture, not a live deal-room review.