Accepting new contracts now

I review your contract and tell you
exactly what to push back on.

Send me the agreement. I flag the risks, explain them in plain English, and give you replacement language you can send back to the other side. Three tiers starting at $149.

Sergei Tokmakov, Esq. · CA Bar #279869 · 1,800+ projects completed
1,800+
Projects
700+
5-Star Reviews
15+
Years Licensed
24-48hr
Rush Available

Pick the tier that matches your situation

Not sure? Email me the contract and I will recommend the right tier.

Quick Scan

Best if you just need a risk snapshot
$149 flat fee
1-2 business days
  • Contracts up to 15 pages
  • Top 5-10 risk clauses identified
  • Plain-English risk summary
  • Go / no-go recommendation
  • Email follow-up included
Start Quick Scan

Review + Revision

Best if you need redlines to send back
$599+ flat fee
3-5 business days
  • Full review (everything above)
  • Redlined markup with tracked changes
  • Replacement language for every flagged clause
  • Ready to send directly to the other side
  • 2 rounds of follow-up Q&A
  • Complex or long contracts quoted individually
Start Review + Revision

Rush available: +$150 for 24-48 hour turnaround on any tier.

What a review actually looks like

These are anonymized examples from recent client work. Every review is done by me personally, not by AI and not by a paralegal.

SaaS Agreement

Vendor SaaS contract with unlimited liability clause

Client was signing a $48K/year SaaS deal. I flagged an uncapped indemnification clause, a unilateral price-increase provision, and an auto-renewal with a 90-day cancellation window buried in a definitions section.

Result: Client negotiated a $250K liability cap and 30-day cancellation notice
Employment Agreement

Executive offer letter with overbroad non-compete

Non-compete covered any business "related to technology" for 24 months nationwide. I rewrote it to a 12-month, California-only restriction and added a severance trigger if terminated without cause.

Result: Client signed with narrowed restrictive covenants and a severance guarantee
MSA/SOW

Marketing agency MSA with one-sided IP assignment

The MSA assigned all work product to the client including pre-existing IP and tools. I carved out the agency's pre-existing materials and added a license-back clause for deliverables.

Result: Agency retained its tools and methodology; client got a perpetual license to deliverables
Partnership Agreement

50/50 LLC operating agreement with no deadlock provisions

Two co-founders with equal ownership and no tie-breaking mechanism. I added a buy-sell provision, a deadlock resolution procedure, and clarified capital call obligations.

Result: Clean exit mechanism in place before either partner needed it

The clauses I focus on

Every contract is different, but these are the areas where I consistently find risk that clients did not expect.

Indemnification — Are you taking on disproportionate risk?
💰
Limitation of liability — Are the caps reasonable for this deal size?
🔒
IP ownership — Who owns the work product? Is it clear?
🔄
Termination — Can you exit without penalty or lock-in?
Dispute resolution — Arbitration, venue, and attorney's fees
🔁
Auto-renewal — Hidden renewal clauses that lock you in
📝
Non-competes — Overbroad restrictions on your future work
📋
Data & confidentiality — Who controls and retains the data?

Contracts I review most

💻
SaaS agreements — Subscriptions, enterprise, platform deals
📄
MSA / SOW — Master service agreements, statements of work
🔒
NDAs — Mutual and one-way non-disclosure
💼
Employment agreements — Offer letters, non-competes, severance
🤝
Partnership / operating agreements — LLC, JV, co-founder deals
🏢
Commercial leases — Office, retail, warehouse space
💰
Licensing agreements — IP, software, content, trademark
📦
Vendor / supplier contracts — Procurement, fulfillment, distribution

How it works

Send me the contract

Email the agreement as PDF, Word, or even a photo. Tell me your concerns and what you are trying to accomplish.

I confirm scope and timeline

I reply with the recommended tier, the flat fee, and the turnaround time. No work starts until you approve.

I review every clause

You get a marked-up copy with risks highlighted, replacement language where needed, and a plain-English explanation of what matters and what does not.

I walk you through next steps

I explain what to push back on and how. If you need the clauses rewritten, I handle that in the Review + Revision tier.

Before you sign, get a second set of eyes

Send me the contract. I will confirm the right tier, the fee, and what I need from you.

Send Me Your Contract →

What clients say about my contract reviews

700+ reviews on Upwork

California Employment Agreement Review
★★★★★ 5.0

"Very detailed and timely responses to all my queries. He was very knowledgeable of California Employment Contract Law and did a very good job of explaining all the nuances and options. I would recommend and hire again."

$480 · Contract review
SaaS Agreement Redlines + Negotiation Notes
★★★★★ 5.0

"Sergei reviewed a complex SaaS agreement and provided thorough redlines with clear explanations. He caught several clauses I would have missed and provided practical negotiation guidance. The replacement language was ready to send back."

$599 · Review + Revision
Partnership Agreement Review for Tech Startup
★★★★★ 5.0

"We needed someone to review a partnership agreement before signing. Sergei identified several missing provisions and drafted language for a buy-sell clause we hadn't considered. Worth every penny for the peace of mind."

$349 · Full Review

Frequently asked questions about contract review

What is the difference between the three tiers?

Quick Scan ($149): I identify the 5-10 highest-risk clauses and give you a plain-English risk summary with a go/no-go recommendation. Full Review ($349): I review every clause, flag all risks, and explain what to negotiate and what is standard. Review + Revision ($599+): I do the full review and rewrite the problematic clauses with replacement language you can send directly to the other side.

How long does a contract review take?

Quick Scan: 1-2 business days. Full Review: 2-4 business days. Review + Revision: 3-5 business days. Rush turnaround (24-48 hours) is available for any tier for an additional $150. If I need more time for a complex agreement, I will tell you before starting.

Do I need a California contract for you to review it?

No. I review contracts governed by any state's law. The analysis focuses on risk identification, clause structure, and negotiation strategy. If a clause raises a jurisdiction-specific issue, I flag it. Contract review is about understanding what the document says and what it means for you, regardless of where it was drafted.

What format should I send the contract in?

PDF or Word is ideal. I can also work from Google Docs links, photos of printed pages, or email threads. Whatever you have, send it over and I will make it work.

Can you help me negotiate the terms?

Yes. The Full Review tier includes negotiation guidance explaining which points are worth pushing on. The Review + Revision tier includes replacement language you can send back to the other side. If you need me to engage directly with the counterparty's attorney, that can be arranged separately.

What is your cancellation policy?

If I have not started the review, you can cancel for a full refund. Once I have begun, I will deliver the work. No hidden fees, no retainers, no ongoing commitments. You pay the flat fee, get the review, and that is it.

Send Contract → See Pricing