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. Two flat-fee tiers starting at $240, with unusual scope billed via quantity-multiple of the $240 written consult or custom PayPal invoice.

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.

Written Attorney Consultation

Best for a quick written attorney read on one contract
$240 flat fee
2 business days from receipt
  • One contract, up to 30 pages
  • Written attorney evaluation by email
  • Top risk clauses identified
  • Plain-English risk summary
  • Go / no-go recommendation
  • Key issues flagged for negotiation
  • No redrafting or redlines at this tier
Start Written Attorney Consultation

Additional Attorney Review Time

Best for unusual scope or multi-document overflow
$240 per hour
Multi-hour matters quoted up front
  • Hourly attorney work outside the flat-fee tiers
  • Very long or highly complex contracts
  • Multi-document review (MSA + SOW + addendums)
  • Extended back-and-forth negotiation
  • Direct engagement with counterparty's attorney
  • Multi-jurisdictional analysis
  • Multi-hour matters: buy multiple units or I will send a custom invoice
Start One Hour

Rush turnaround: 24-48 hour rush may be available for an added fee. Email the contract first; I will confirm rush feasibility before you pay.

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 Create or Redline Existing Contract 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."

$575 · Create or Redline Existing Contract
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."

$575 · Create or Redline Existing Contract

Frequently asked questions about contract review

What is the difference between the two flat-fee tiers?

Written Attorney Consultation ($240): I read the contract (up to 30 pages), identify the highest-risk clauses, and send a written attorney evaluation with plain-English risk summary and key issues flagged. Two business day turnaround. No redrafting at this tier. Create or Redline Existing Contract ($575): I review every clause, flag all risks, and deliver redlined edits plus a clean recommended version. Includes up to three rounds of email-based revisions. Unusual scope (multi-document review, extended negotiation, very long contracts) is billed at $240 per hour.

How long does a contract review take?

Written Attorney Consultation: 2 business days from receipt. Create or Redline Existing Contract: usually 3-5 business days from receipt of the contract and any context, depending on length and complexity. Rush 24-48 hour turnaround may be available for an added fee on either tier. Email the contract first and I will confirm rush feasibility before you pay. If a complex matter genuinely needs more time, I will tell you up front.

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 $575 Create or Redline tier includes redlined replacement language you can send directly to the other side, plus negotiation guidance explaining which points are worth pushing on. Up to three rounds of email-based revisions are included at the flat fee. If you need me to engage directly with the counterparty's attorney by email or phone, that can be arranged at $240 per hour.

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 → Compare flat-fee options