LEGALZOOM.COM, INC. 14,000,000 Shares of Common Stock, par value $0.001 per share Underwriting AgreementLEGALZOOM.COM, Inc. • September 11th, 2023 • Services-computer processing & data preparation • New York
The selling stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of LegalZoom.com, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 14,000,000 shares of common stock, par value $0.001 per share, of the Company (the “Underwritten Shares”), and, at the option of the Underwriters, up to an additional 2,100,000 shares of common stock, par value $0.001 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
Shares LEGALZOOM.COM, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 23rd, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • New York
LEGALZOOM.COM, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
This LOAN AND SECURITY AGREEMENT (this “Agreement”) is entered into as of October 31, 2008, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower”).
LEGALZOOM.COM, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 4th, 2021 • Legalzoom Com Inc • Services-computer processing & data preparation • Delaware
THIS INDEMNIFICATION AGREEMENT is made and entered into as of ___________, 20__ (the “Agreement”), by and between LegalZoom.com, Inc., a Delaware corporation (the “Company”), and [________] (“Indemnitee”), with reference to the following facts:
May 8, 2012Separation Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
On behalf of LegalZoom.com, Inc., a Delaware corporation (the “Company”), I am pleased to provide you with this letter setting forth the terms and conditions of your continued employment with the Company (the “Agreement”). All capitalized terms not otherwise defined shall have the definition and meaning provided in Section 17.
Rich Preece delivered via email Dear Rich:Separation Agreement • August 11th, 2022 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
On behalf of LegalZoom.com, Inc., a Delaware corporation (the “Company”), I am pleased to provide you an offer of continuing employment with the Company pursuant to the terms and conditions set forth in this letter (this “Agreement”). All capitalized terms not otherwise defined shall have the definition and meaning provided in Section 17.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2022 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of the date indicated below (the “Effective Date”) by and between LegalZoom.com, Inc. (the “Company”), and Rich Preece (“Executive”) (each, a “Party” and collectively, the “Parties”).
SUBLEASE AGREEMENTSublease Agreement • July 2nd, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • Texas
THIS SUBLEASE AGREEMENT (this “Sublease”), dated as of the 7th day of December, 2009, by and between MARSH USA INC., a Texas corporation with a usual place of business at 10900 Stonelake Boulevard, Suite 325, Austin, Texas 78759 (“Sublandlord”) and LEGALZOOM.COM, INC., a Delaware corporation with a usual place of business at 7083 Hollywood Boulevard, Suite 180, Los Angeles, California 90028 (“Subtenant”).
LEGALZOOM.COM, INC. 15,099,993 Shares of Common Stock, par value $0.001 per share Underwriting AgreementLEGALZOOM.COM, Inc. • November 13th, 2023 • Services-computer processing & data preparation • New York
The selling stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of LegalZoom.com, Inc., a Delaware corporation (the “Company”), proposes to sell to the Underwriters named in Schedule 1 hereto (the “Underwriters”, which term shall also include any underwriter substituted as hereafter provided in Section 12 hereof, and, to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis) an aggregate of 15,099,993 shares of common stock, par value $0.001 per share, of the Company (the “Shares”). The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2022 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of the date indicated below (the “Effective Date”) by and between LegalZoom.com, Inc. (the “Company”), and Noel Watson (“Executive”) (each, a “Party” and collectively, the “Parties”).
CALIFORNIA OFFICE LEASE GLENDALE GALLERIA IICalifornia Office Lease • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
THIS LEASE is made and entered into as of October 18th, 2010, by and between GLENDALE II MALL ASSOCIATES, LLC, a Delaware limited liability company (“Landlord”), and LEGALZOOM.COM, INC., a Delaware corporation (“Tenant”).
FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 21st, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
This FOURTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 18th day of June, 2021, by and between LegalZoom.com, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and collectively, the “Investors” and, solely for purposes of Section 6 and Section 7.7 hereof, the Senior Executive Stockholders (as defined below).
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • June 21st, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of June 18th, 2021, by and among LegalZoom.com, Inc., a Delaware corporation (the “Company”), LucasZoom, LLC, a Delaware limited liability company (together with its affiliated investment entities, “Permira”), FPLZ I, L.P., a Delaware limited partnership (“FPLZ I”), and FPLZ II, L.P. (together with FPLZ I and their affiliated investment entities, “Francisco” and together with Permira, the “Lead Sponsors”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.001 per share (the “Common Stock”); provided, however, that this Agreement shall expire and be of no further force or effect if the IPO does not occur on or prior to December 31, 2021.
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Third Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of July 7, 2009, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC. (“Borrower”).
INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
THIS INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 9th day of February, 2007, by and between LegalZoom.com, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor” (as defined in the Purchase Agreement).
LEGALZOOM.COM, INC. EXECUTIVE EMPLOYMENT, CONFIDENTIAL INFORMATION AND ASSIGNMENT OF INVENTIONS AGREEMENTInventions Agreement • July 23rd, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
This Executive Employment, Confidential Information and Assignment of Inventions Agreement (this “Agreement”) entered into as of the 25th day of March, 2004, by and between Edward R. Hartman (the “Executive”) and LegalZoom.com, Inc. (the “Company”). Each party hereinafter may be referred to individually as a “Party” or collectively as the “Parties.”
SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Seventh Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of March 1, 2011, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower”).
Nicole Miller delivered via email Dear Nicole:Employment Agreement • March 1st, 2023 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
On behalf of LegalZoom.com, Inc., a Delaware corporation (the “Company”), I am pleased to provide you an offer of continuing employment with the Company in the position of Executive Vice-President and General Counsel pursuant to the terms and conditions set forth in this letter (this “Agreement”). All capitalized terms not otherwise defined shall have the definition and meaning provided in Section 17.
Lease AgreementLease Agreement • July 2nd, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
In consideration of the rents, covenants and agreements hereinafter contained, Landlord and Tenant hereby agree as follows:
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 10th, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
entered into as of the date indicated below (the “Effective Date”) by and between LegalZoom.com, Inc. (the “Company”), and Shrisha Radhakrishna (“Executive”) (each, a “Party” and collectively, the “Parties”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • September 11th, 2023 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 5, 2023, is entered into between LEGALZOOM.COM, INC., a Delaware corporation (the “Company”), and LucasZoom, LLC, a Delaware limited liability company (the “Seller”).
GLENDALE CITY CENTER GLENDALE, CALIFORNIA OFFICE LEASE LEGACY PARTNERS II GLENDALE N BRAND, LLC, a Delaware limited liability company as Landlord, and LEGALZOOM.COM, INC., a Delaware corporation as TenantOffice Lease • July 2nd, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation • California
This Summary of Basic Lease Information (“Summary”) is hereby incorporated into and made a part of the attached Office Lease. Each reference in the Office Lease to any term of this Summary shall have the meaning as set forth in this Summary for such term. In the event of a conflict between the terms of this Summary and the Office Lease, the terms of the Office Lease shall prevail. Any capitalized terms used herein and not otherwise defined herein shall have the meaning as set forth in the Office Lease.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2022 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • California
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of the date indicated below (the “Effective Date”) by and between LegalZoom.com, Inc. (the “Company”), and Rich Preece (“Executive”) (each, a “Party” and collectively, the “Parties”).
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of February 24, 2009, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • June 21st, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • Delaware
This Common Stock Purchase Agreement (“Agreement”) is made as of June 18, 2021 (the “Effective Date”), by and among LegalZoom.com, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).
AMENDMENT AND RESTATEMENT AGREEMENT dated as of November 23, 2018 (this “Amendment”), among LEGALZOOM, INC., a Delaware corporation (the “Borrower”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as...Restatement Agreement • June 25th, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • New York
AMENDED FIRST LIEN CREDIT AND GUARANTY AGREEMENT, dated as of November 23, 2018, among LegalZoom.com, Inc., a Delaware corporation (the “Borrower”), the Subsidiary Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time parties to this Agreement as lenders or holders of the Loans and issuers of Letters of Credit, and JPMorgan Chase Bank, N.A., as Administrative Agent.
EIGHTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Eighth Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of May 17, 2011, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC. (“Borrower”).
TWELFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 30th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Twelfth Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of July 23, 2012, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 16th, 2022 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into, as of the date indicated below, by and between LegalZoom.com, Inc. (the “Company”) and Dan Wernikoff (“Executive”) (each, a “Party” and collectively, the “Parties”).
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Fourth Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of July 27, 2009, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC. (“Borrower”).
FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Fifth Amendment to Loan and Security Agreement (the “Amendment”) is entered into as of January 8, 2010, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC. (“Borrower”).
ELEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Eleventh Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of April 6, 2012, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower”).
ContractAmendment and Restatement Agreement • June 21st, 2021 • LEGALZOOM.COM, Inc. • Services-computer processing & data preparation • New York
AMENDMENT AND RESTATEMENT AGREEMENT dated as of November 23, 2018 (this “Amendment”), among LEGALZOOM, INC., a Delaware corporation (the “Borrower”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (the “Administrative Agent”) under the Credit Agreement dated as of November 21, 2017 (as amended, restated, supplemented or otherwise modified from time to time prior to the Amendment No. 1 Effective Date (as defined below), the “Existing Credit Agreement”), among the Borrower, the other loan parties party thereto, the lenders party thereto and the Administrative Agent. Capitalized terms used in this Amendment but not otherwise defined shall have the meanings assigned to such terms in the Restated Credit Agreement (as defined below), except as otherwise expressly set forth herein.
THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • April 6th, 2021 • Legalzoom Com Inc • Services-computer processing & data preparation • California
This THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (the “Agreement”) is made as of the 23rd day of October, 2018, by and between LegalZoom.com, Inc., a Delaware corporation (the “Company”), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and collectively, the “Investors” and, solely for purposes of Section 6 and Section 7.7 hereof, the Senior Executive Stockholders (as defined below).
SIXTH AMENDMENT AND WAIVER TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 10th, 2012 • Legalzoom Com Inc • Services-computer processing & data preparation
This Sixth Amendment and Waiver to Loan and Security Agreement (this “Amendment”) is entered into as of October 29, 2010, by and between COMERICA BANK (“Bank”) and LEGALZOOM.COM, INC., a Delaware corporation (“Borrower’’).
