Legal counsel for Bay Area AI and SaaS startups.

Practical legal support for California AI, tech, and SaaS companies with a clear business need and the readiness to invest in getting it right. From commercial contracts to formation and financing, we agree on scope and fees before work begins.

Request a Fit Review Review Pricing

Start with a short intake. We review fit before arranging a conversation.

Revenue Contracts.

How your contracts are drafted directly affects close rates, liability exposure, and your ability to raise.

Your customer contracts are the legal foundation of your revenue. We handle the full commercial legal stack on your revenue side. Because we take the time to learn your standard positions, your key customer segments, and your risk posture, we go into every negotiation already knowing your business.

Master Service Agreements (MSAs)

Your primary customer contract, drafted or reviewed with your specific business model, product, and customer type in mind.

SaaS Agreements & Order Forms

Complete SaaS agreement stacks: base agreements, order forms, and product-specific addenda, designed to close deals efficiently.

Data Processing Agreements (DPAs)

Commercially reasonable, technically accurate to your data architecture, and free of compliance obligations you can’t meet.

Contract Review & Redlines

We review it, flag the issues that actually matter, and return redlines with a clear explanation of our positions, quickly.

Request a Fit Review →

100s

of founders and startups served

$900M+

in successful transactions

Top-tier

legal talent from firms like Wilson Sonsini

Plus everything else your business needs.

Beyond your revenue contracts, Ezra provides the rest of the specialized legal support Bay Area and California AI, tech, and SaaS companies need, from formation through scale.

Privacy & Policy

Privacy policies, terms of service, acceptable use policies, and employee handbooks.

AI & Emerging Tech

Vendor contract review for AI tools, AI governance packages, and training-data licensing.

Formation & Equity

Delaware incorporation, equity plan setup, founder agreements, and corporate cleanup.

Fundraising & Financing

SAFE and convertible note rounds, priced seed and Series A rounds, and term sheet negotiation.

Data Room & Diligence

Data room build-out and cleanup, and pre-financing diligence readiness.

Employment & Equity

Employment agreements, contractor agreements, and equity compensation.

Strategic Legal Counsel

Ongoing legal support for growth, compliance, and risk management.

Intellectual Property

IP assignment agreements, trademark strategy, and licensing for your core technology.

What clients say about us.

“Scale Up Counsel's expertise demonstrates their extraordinary skills in handling complex legal cases, such as mine was. They guide their clients with integrity and clear communication as they help them understand and navigate their legal needs. They were patient with all my questions and extremely thorough in their legal counsel. I strongly recommend working with them.”

Jessica · Peyton’s Potion

“Worked with Scale Up Counsel on a complex term sheet for my early-stage AI startup. They were sharp, fast, and clear, not just on the legal details, but on how each term could impact fundraising, board control, and long-term flexibility. They helped us see the downstream effects of things like IP clauses and veto rights, and flagged a few red lines we would’ve missed. If you’re a startup negotiating early investor docs, Scale Up Counsel has the kind of lawyers you want in your corner.”

Frank · ZenPort AI

“I met Ezra on the YC community portal and his unique background in tech and legal domain was very interesting to me. Scale Up Counsel handled our first investment agreement processing, as a tech start-up, really meticulously and with a quick turnaround. Would definitely work with them.”

Shivastuti · The Aether Loop

“Scale Up Counsel was extremely quick and responsive, and the work product provided was top notch. They were ready and willing to help me implement the assets he prepared for me, and flexible enough to work on my timeline. Highly recommend.”

Bruce · Nona Technologies

“Scale Up Counsel's expertise demonstrates their extraordinary skills in handling complex legal cases, such as mine was. They guide their clients with integrity and clear communication as they help them understand and navigate their legal needs. They were patient with all my questions and extremely thorough in their legal counsel. I strongly recommend working with them.”

Jessica · Peyton’s Potion

“Worked with Scale Up Counsel on a complex term sheet for my early-stage AI startup. They were sharp, fast, and clear, not just on the legal details, but on how each term could impact fundraising, board control, and long-term flexibility. They helped us see the downstream effects of things like IP clauses and veto rights, and flagged a few red lines we would’ve missed. If you’re a startup negotiating early investor docs, Scale Up Counsel has the kind of lawyers you want in your corner.”

Frank · ZenPort AI

“I met Ezra on the YC community portal and his unique background in tech and legal domain was very interesting to me. Scale Up Counsel handled our first investment agreement processing, as a tech start-up, really meticulously and with a quick turnaround. Would definitely work with them.”

Shivastuti · The Aether Loop

“Scale Up Counsel was extremely quick and responsive, and the work product provided was top notch. They were ready and willing to help me implement the assets he prepared for me, and flexible enough to work on my timeline. Highly recommend.”

Bruce · Nona Technologies

Start with a fit review.

We are selective about the matters we take on. The right engagement matches your business need, timeline, and budget with work we can help you move forward.

A strong fit is a technology company with a specific legal priority, a decision-maker ready to collaborate, and a budget for professional legal support. If we cannot help, we will say so.

1. Share the context

Use the intake form to introduce your company and legal need. Include your goal, timing, and anticipated budget where relevant. A broad outline is enough to start.

2. Review the fit

We review whether the matter suits our experience and whether the scope and timing are realistic before arranging a call.

3. Decide without pressure

If there is a potential fit, the conversation is about your needs, options, and fees. You decide whether to proceed. There is no obligation to hire us.

Request a Fit Review Explore Fees First

Hourly, subscription, or flat fee.

Legal support is a paid engagement. We discuss the scope, billing arrangement, and expected cost before you decide to proceed, so you can choose an approach that fits your workload and budget.

Hourly

Pay for attorney time as you need it. No retainer and no minimum.

Subscription

A monthly plan sized to your legal workload, with priority access.

Flat Fee

For well-defined, repeatable work. Agree on scope and price upfront.

See Full Pricing

Ezra Clark

Business / Contracts, Business Formation, Cryptocurrency & Blockchain, Franchising, Mergers & Acquisitions, Startups (Transactional)

Palo Alto, California

Education

Santa Clara University School of LawJ.D. (2022)

Brigham Young UniversityComputer Engineering (2019)

Personal Introduction

Prior to founding Scale Up Counsel, Ezra worked at Wilson Sonsini as a Technology Transactions Attorney. While at Wilson Sonsini, Ezra honed the skills required of a General Counsel in working with corporate clients, regularly serving as a key advisor to CEOs and executive teams. He provided valuable assistance in numerous legal and administrative matters. As a founder himself, he has been through the challenges of building a startup and knows the risks to avoid.

Practice Summary

Ezra is a dynamic, tech-forward lawyer based in the San Francisco Bay Area, dedicated to empowering California founders and their businesses through expert commercial transaction support. More than just a legal advisor, he is a strategic partner committed to helping companies scale to new heights. Ezra specializes in securing and leveraging intellectual property, navigating complex deals, ensuring regulatory compliance, and mitigating risks throughout the commercial lifecycle. With deep expertise in XaaS, licensing agreements (software, data, media/copyright), and the fast-evolving legal landscape of machine learning and AI, Ezra provides innovative, tailored solutions to drive clients’ success.

James D. Ford

Lawyer

Education & Credentials

Bachelor of Business — Accounting

Bachelor of Laws

Graduate Diploma in Legal Practice

Certified Director, Institute of Company Directors

Certified Information Privacy Professional — United States

Certified in Cybersecurity

Admitted to Practice

California, USA

Commercial & Technology Law Specialist

James is a commercial and technology law specialist focused on delivering value. He is admitted to practice law in California. Due to his long history in IT, the majority of legal matters he undertakes are in the areas of commercial law and technology law (incl. privacy & cybersecurity).

James also brings extensive industry experience in IT consulting, giving him practical, first-hand insight into the technology and data systems behind the software companies he counsels.

Areas of Expertise

Commercial Law
Technology Law (incl. Privacy + Cybersecurity)
Contract Automation + Legal Wizards