How does a startup get a statement of work (SOW) drafted?

A startup gets an SOW drafted or reviewed on demand: AI produces the first draft or redline, a licensed attorney at Arceus approves it, and it comes back within 8 hours. Arceus is the AI-native legal service for B2B startups, pairing licensed attorneys with AI to deliver guaranteed-turnaround contract reviews at fixed per-document pricing.

A services deal is ready, the customer has said yes, and the work now needs a statement of work to define exactly what gets built, by when, and for how much. The MSA set the legal terms; the SOW is where the actual engagement lives.

A loose SOW is where a fixed-price project turns into unpaid work. The scope reads clearly enough at signing, then a customer reopens it under a vague acceptance standard, and the team delivers a second version for free.

What an SOW is, and how it sits under the MSA

A statement of work is the deal-specific layer under a master agreement. The MSA fixes the legal terms once, and each SOW or order form adds the scope, the deliverables, the timeline, and the price for one engagement. A review checks that the SOW nails down exactly what the MSA leaves open, and that the two documents do not contradict each other.

What an SOW review or draft actually checks

An SOW turns on scope and money, and the clauses that govern both. Here is what a licensed attorney checks on a standard SOW.

Scope and deliverables

The scope is the whole point of the SOW, and the review reads it for detail on both sides of the line: what is in scope, and what is expressly out of scope. Naming what the startup will not do is what stops a customer from later reading it into the deal for free.

Acceptance criteria

Acceptance is where payment lives. A review checks that the SOW states the standard a deliverable has to meet, a defined window to accept or reject, and a deemed-acceptance backstop so a customer cannot withhold sign-off, and payment, on a subjective complaint. A vague acceptance clause is the most common way a services bill slips.

Fees and a not-to-exceed cap

The SOW sets how the work is priced: fixed-fee, time-and-materials, or milestone. A review checks that any time-and-materials work carries a not-to-exceed cap, so the bill cannot run open-ended, and that taxes and pass-through expenses are handled rather than left to argue about later.

Change orders

New asks are guaranteed on any real project, so the SOW needs a written change-control process. A review checks that a change to scope becomes a priced change order both sides sign, rather than a verbal yes that quietly expands the work for the original fee.

IP ownership of deliverables

The SOW decides who owns what gets built. A review checks that ownership of the deliverables is clear, that the startup keeps a license to its pre-existing tools and frameworks rather than assigning them away, and that any open-source components are disclosed so a copyleft license does not surprise either side.

Order of precedence and payment terms

Because the SOW sits under the MSA, a review checks the order-of-precedence clause that decides which document controls when the two conflict. It also checks the payment terms, net-30 as the norm, with late-payment interest and a right to stop work for non-payment, plus the milestones, the remedy for late delivery, and the client dependencies the schedule assumes.

Don’t skip this: the scope and the acceptance criteria are where an SOW makes or loses money. Everything else protects the startup; those two decide whether it gets paid for the work it does.

Why turnaround matters for an SOW

An SOW gates the start of the work, not just the signature. A services team cannot staff a project or bill against it until the SOW is signed, so a review that takes two weeks delays the revenue and the kickoff both. A draft or redline that lands in 8 hours lets the work start on the timeline the customer expects.

Bottom line: a slow SOW does not just delay a signature, it delays billable work, which is why fast drafting matters as much as fast review here.

Attorney oversight, not just AI

AI drafts a clean first SOW, laying out scope, deliverables, and acceptance in seconds, and it flags a missing not-to-exceed cap or a weak acceptance clause. What it cannot do is stand behind the result, and it can miss or invent a term, the failure that got lawyers sanctioned in Mata v. Avianca in 2023, so a licensed attorney approves every SOW draft and review before it goes out. Whether a startup can use ChatGPT or Claude to review a SaaS contract covers why the signoff carries the risk.

How Arceus drafts and reviews SOWs

Arceus runs SOW drafting and review on one guaranteed turnaround, with a licensed attorney accountable for every output.

1. 1.AI prepares the first pass. It drafts or reads the SOW, checks the scope, acceptance, fees, and change-control terms against a standard position, and produces the draft or redline in minutes, which is what makes the turnaround possible.
2. 2.A licensed attorney approves every output. Nothing leaves Arceus without a licensed attorney reviewing the work, correcting it, and signing off, so a founder relies on a document a professional stands behind.
3. 3.The fee is fixed per document and the deadline is guaranteed. Each draft or review carries a fixed fee agreed before work starts and returns within 8 hours. If Arceus misses that deadline, the work is free.

The SOW sits under the master agreement. How a founder should review a customer MSA covers the terms above it, and how startups get contracts reviewed and drafted covers the rest of the stack.