Contract Drafting & Review

We draft and review all types of contracts—from standard NDAs to complex system development agreements, SaaS terms, and investment contracts. Rather than listing risks, we focus on modifications aligned with your business objectives.

Coverage Areas (Examples)

We handle contracts across a wide range of industries and situations, with particular depth in IT and digital matters.

IT & Systems

We draft and review IT contracts — development agreements, SaaS terms — designing the clauses that most often lead to disputes (acceptance, change control, warranties) with development practice in mind.

Examples： System development contracts (type, acceptance, spec changes, warranty) / SaaS / cloud service terms of service / API and data sharing agreements / Software license agreements / Maintenance and operations agreements

AI & Data

We handle contracts specific to AI and data — development, training-data use, data sharing — structuring rights and usage terms with future business expansion in view.

Examples： AI development and training data agreements / Data provision and utilization contracts / AI-generated content rights and usage terms / Joint research and development agreements

Outsourcing & Employment

We prepare the core agreements around work and people — outsourcing, NDAs, employment — reflecting recent regulatory trends such as freelancer protection.

Examples： Outsourcing agreements (freelance / contractors) / Non-disclosure agreements (NDA) / Employment contracts and notification of working conditions / Non-compete and confidentiality clauses

Real Estate

We draft and review real-estate contracts — sales, leases, construction — including guidance on choosing specialized structures such as fixed-term leases.

Examples： Real estate purchase agreement review / Office and retail lease agreements / Construction contracts / Fixed-term land and building lease agreements

Intellectual Property

We draft IP licensing and joint-development agreements, including OSS compliance checks, to secure ownership and use of development outcomes.

Examples： Copyright assignment and license agreements / Patent and trademark license agreements / IP ownership design in joint development / OSS license compliance

Investment & M&A

We handle capital-transaction agreements — investment and shareholders agreements, SPAs, and fund partnership agreements — explaining key negotiated terms such as representations, warranties, and conditions from a risk-allocation standpoint.

Examples： Shareholders' and investment agreements / Business and share transfer agreements / Limited partnership agreements (LPS / fund formation) / Letters of intent and MOUs / Representations and warranties design

Agency & Distribution

We handle distribution and partnership agreements, carefully designing the terms that matter most over a long relationship — exclusivity, non-compete, and termination.

Examples： Agency and distributor agreements / Business alliance and partnership agreements / Co-marketing agreements / Franchise agreements

Our Strengths

A Risk-Based Approach to Revisions

Contract issues range from those that must be fixed to those a particular deal can reasonably absorb. Rather than listing everything at equal weight, we grade findings by significance so you can see where to focus your negotiation. The aim is to keep the business moving without taking on risks you should not be carrying.

Contract Design Grounded in Technical Reality

Our contracts in this field are drafted by an attorney with hands-on experience in AI and system development, working from an accurate reading of the technical specifications and development process. Issues like ambiguous acceptance criteria, cost allocation for spec changes, and AI-generated content rights are addressed directly—not overlooked.

Legal, Tax & Accounting Reviewed as One

Contract terms directly affect tax and accounting treatment. For business transfers, M&A, and outsourcing structures, we review legal validity and tax implications as one integrated analysis — avoiding the rework that follows when tax issues surface after signing.

FAQ

Q. Can I engage you for review only, without drafting?

Yes. We are happy to review contracts received from a counterparty and identify risk areas with proposed revisions. Please contact us to discuss the difference in fees between review-only and full drafting engagements.

Q. How is your service different from an AI contract review tool?

AI tools are effective at formal clause-level checks but struggle with context—negotiation history, industry norms, counterparty intent, and your business risk tolerance. We go further, assessing what a given clause actually means for this particular deal and which points are worth prioritizing in negotiation.

Q. Can you support contract negotiations?

Identifying which points to prioritize and preparing the revisions you put to the counterparty are part of our contract review work. Attending negotiations or negotiating on your behalf is a separate engagement, available to retainer clients or by individual arrangement. Please let us know the scope of involvement you have in mind when you contact us.

Q. Can you draft terms of service or privacy policies?

Yes — we draft terms of service and privacy policies for SaaS and mobile apps, in compliance with applicable laws including the Personal Information Protection Act, the Unfair Competition Prevention Act, and the Act on Specified Commercial Transactions.

Q. Can you handle English-language contracts?

Yes — we review and draft contracts in English. Our attorneys have practical experience in cross-border transactions.

Q. What is the approximate cost?

Fees vary by contract type, complexity, and length. There is a substantial difference between reviewing a standard NDA and an issue-intensive agreement such as a system development or investment contract. We review the document and provide a quote before engagement.

Get in Touch

We will listen to your concerns and propose the most suitable service. Initial contact creates no contractual obligation.