LegalZoom.com Inc v. Rocket Lawyer Incorporated

Filing 93

DECLARATION of Hong-An Vu In Support of MOTION for Summary Judgment as to AND/OR ADJUDICATION; MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT THEREOF (REDACTED) 60 filed by Defendant Rocket Lawyer Incorporated. (Attachments: # 1 Ex A-D and F)(Vu, Hong-An)

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EXHIBIT A EXHIBIT A Vu, Hong-An From: Sent: To: Cc: Subject: Vu, Hong-An Tuesday, May 13, 2014 10:29 AM Patricia Jones Winograd; Hainline, Forrest A; Jones, Michael T Fred Heather RE: Expert Report Thanks Patti.  I just called and left a message.  Do you mind calling me at   to discuss the expert reports in  general?  We just want to make sure we are all on the same page now that the Court has extended the deadlines.    Thanks,  Hong‐An      ‐‐‐‐‐Original Message‐‐‐‐‐  From: Patricia Jones Winograd [mailto:pwinograd@glaserweil.com]   Sent: Tuesday, May 13, 2014 10:05 AM  To: Vu, Hong‐An; Hainline, Forrest A; Jones, Michael T  Cc: Fred Heather  Subject: RE: Expert Report    Thank you for your response, Hong‐An.  I am looking into Dr. Isaacson's data.  We'd certainly agree to an exchange of  databases.  Let me know what you are able to find out.    Thanks,  Patti    ‐‐‐‐‐Original Message‐‐‐‐‐  From: Vu, Hong‐An [mailto:HVu@goodwinprocter.com]   Sent: Monday, May 12, 2014 6:35 PM  To: Patricia Jones Winograd; Hainline, Forrest A; Jones, Michael T  Cc: Fred Heather  Subject: RE: Expert Report    Patti,    We are checking  into whether we have the survey data in the below formats.  Do you have Dr. Isaacson's data in excel  or other native format? Regarding the data maps, I believe what you need can be found in appendices K and L of the  supporting materials.  Please let us know if this is not what you are requesting.    Thanks,  Hong‐An    >Hong‐An Vu  >Goodwin Procter LLP  Three Embarcadero Center, 24th Floor  San Francisco, CA  94111  >T: 415‐733‐6114  >F: 415‐677‐9041  1 EXHIBIT A -5- >hvu@goodwinprocter.com  >www.goodwinprocter.com        ‐‐‐‐‐Original Message‐‐‐‐‐  From: Patricia Jones Winograd [mailto:pwinograd@glaserweil.com]  Sent: Monday, May 12, 2014 6:04 PM  To: Vu, Hong‐An; Hainline, Forrest A; Jones, Michael T  Cc: Fred Heather  Subject: Expert Report    Counsel:    Would you be in a position to forward us a copy of the database in standard electronic format, such as Excel or comma  delimited, containing the responses to all questions from all respondents in connection with your expert report.  We  would appreciate receiving the database and any data map or key explaining how data fields or data codes correspond  to questions and responses.  If we missed it among your appendices, please let us know.  Please let us know as soon as  possible if you are able to provide this information.    Regards,  Patti      *******************************************************************  IRS CIRCULAR 230 DISCLOSURE:     To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. tax advice contained in this  communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose  of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing or recommending to another  party any transaction or matter addressed herein.  *******************************************************************    *******************************************************************  This message is intended only for the designated recipient(s).  It may contain confidential or proprietary information and  may be subject to the attorney‐client privilege or other confidentiality protections.  If you are not a designated recipient, you may not review, copy or distribute this message.  If you receive this in error,  please notify the sender by reply e‐mail and delete this message.  Thank you.  *******************************************************************      2 EXHIBIT A -6- EXHIBIT B EXHIBIT B i PATRICIA L. GLASER -State Bar No. 55668 pgl~aser glas~erweil.com 2 FRED .HEATHER -State Bar No. 110650 fheather glaserweil.com .ALLAN -State Bar No. 144406 3 AARO aallan(a~glaserweil.com 4 GLASER WEIL FINK HOWARD AVCHEN & SHAPIRO LLP 10250 Constellation Boulevard, 19th Floor s Los Angeles, California 90067 6 Telephone: (310_) 553-3000 Facsimile: (310)556-2920 Attorneys for Plaintiff LegalZoom.com,Inc. a 9 io CENTRAL DISTRICT OF CALIFORNIA ii J UNITED STATES DISTRICT COURT WESTERN DIVISION ~G O o •a ~N ~~ 13 LEGALZOOM.COM,INC., a Delaware corporation, CASE NO.: CV 12-9942-GAF(AGI~) Hon. Gary A. Feess i4 Plaintiff, ~s _~ ,~ is v ~ 16 ~z 1~ is v. ROCKET LAWYER INCORPORATED, a Delaware corporation, LEGALZOOM.COM,INC.'S RESPONSE TO ROCKET LAWYER INCORPORATED'S THIRD SET OF REQUESTS FOR PRODUCTION Defendant. i9 Zo 21 22 23 24 25 26 27 28 LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTS FOR PRODUCTION EXHIBIT B -7899190 2 Pursuant to Federal Rule ofCivil Procedure 34, Plaintiff LegalZoom.com,Inc. 3 (hereinafter "LegalZoom")responds to the Third Set of Requests for Production 4 served by Defendant Rocket Lawyer Incorporated ("Rocket Lawyer")on July 1, 5 .2014, as follows: PRELIMINARY STATEMENT 6 1. The following responses are based solely on the facts, information, s documents and witnesses presently available and specifically known and recalled by 9 LegalZoom, which LegalZoom presently recognizes as relevant and responsive to the io Requests. LegalZoom has not completed its investigation, research and analysis as to ~i all facts, circumstances, documents and witnesses relevant to this action. LegalZoom ~' ~ a o 'Q ~s ~~ ~~ _ ~ ~~ 12 anticipates that its discovery, investigation, research and trial preparation may reveal i3 additional facts, documents and witnesses not presently known or recalled by them, is which they may introduce or rely upon at trial. LegalZoom anticipates that discovery, = v Q is investigation, research and trial preparation will add meaning to known facts, w ~ 16 documents and witnesses, thereby leading to new contentions and conclusions which N ~ a ~s 1~ it may introduce or rely upon at trial. LegalZoom further anticipates that discovery, is investigation, research and trial preparation will render relevant or responsive 19 additional facts, documents and witnesses, which it did not recognize as relevant or 20 responsive when responding to these Requests. Consequently, the following ai discovery responses are not intended to, and shall not, preclude LegalZoom from 22 asserting further objections, making further contentions and relying upon or 23 introducing additional facts, witnesses and documents at trial, based upon the results 24 of subsequent discovery, investigation, research and trial preparation. 2s 2. By these responses, LegalZoom does not waive and, in fact, expressly 26 reserves:(a)any objections as to the admissibility, competency, relevancy and 2~ materiality of evidence and any privilege attaching to any documents or information Zs produced; and(b)the right to object to other discovery requests or undertakings i FOR PRODUCTION LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTSEXHIBIT B -8899190 i involving or reflecting the subject matter ofthe documents or information requested 2 herein. GENERAL OBJECTIONS 3 4 LegalZoom in general objects to the Requests on each and every one ofthe s following grounds, which are incorporated into and made a part of LegalZoom's 6 response to each and every individual request. 1. LegalZoom objects to the extent the Requests seek to impose obligations g upon LegalZoom not required by the Federal Rules of Civil Procedure. 9 2. LegalZoom objects to the extent the Requests call for documents or ~o things that are neither relevant to the claim or defense of a party, nor reasonably ~' i i calculated to lead to the discovery of admissible evidence. ~. -~ ~ o is ~~ 13 ~~ ~~ ~~ _~ Q v ~ ~~ ~z 3. LegalZoom objects to the extent the Requests, individually and taken as a whole, are unduly burdensome and oppressive and virtually unlimited in time and is ~ scope. is 4. LegalZoom objects to the extent the Requests call for the disclosure of i6 documents subject to the attorney-client privilege, the attorney work-product doctrine, 1~ the taxpayer privilege or any other applicable privileges. is 19 S. LegalZoom objects to the extent the Requests seek the production of documents that are in the possession of independent parties over whom LegalZoom ao has no control or that are publicly available and hence equally available to all parties 21 22 to this litigation. 6. LegalZoom objects to the definition of "You" and "Your" as including 23 LegalZoom's "past and present agents, representatives, and all persons now or 24 previously under its control, and all persons currently or previously acting or 2s purporting to act on its behalf." This definition is impermissibly vague, ambiguous, 26 and overly broad, and renders any related requests unduly burdensome, unreasonable, 27 and oppressive. LegalZoom shall limit the terms "You" and "Your" to mean 2a ~ LegalZoom.com,Inc. 2 FOR PRODUCTION LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTSEXHIBIT B -9899190 RESPONSES TO REQUESTS FOR DOCUMENTS i. 2 REQUEST FOR DOCUMENTS NO. 1: 3 All Documents and Communications Concerning the answers provided in Your 4 response to Rocket Lawyer's Second Set of Interrogatories. s RESPONSE TO REQUEST FOR DOCUMENT NO.1: 6 LegalZoom incorporates by reference each ofthe foregoing General ~ Objections. LegalZoom further objects to this Request to the extent that it is vague, s overbroad, unduly burdensome, harassing, and virtually unlimited in time and scope. 9 REQUEST FOR DOCUMENTS NO 2: io ii All Documents relied on by Your experts in rendering their expert opinion. RESPONSE TO REQUEST FOR DOCUMENT NO.2: LegalZoom incorporates by reference each ofthe foregoing General ~ p i2 °~ °" 13 Objections. LegalZoom further objects to this Request to the extent that it is not V Ri ~t ~~ is properly directed to LegalZoom, overbroad, unduly burdensome, harassing, and s is virtually unlimited in time and scope. ~, ~ ~~ ~= 16 REQUEST FOR DOCUMENTS NO 3: i~ All Documents Concerning any analysis You have conducted on Your 1g customers such as, analysis into their purchasing decisions, their experience on 19 LegalZoom.com,their thoughts on LegalZoom.com compared to competitors such as 20 Rocket Lawyer or Law Depot, and their reactions to Your products and services. 21 RESPONSE TO REQUEST FOR DOCUMENT NO.3: 22 LegalZoom incorporates by reference each ofthe foregoing General 23 Objections. LegalZoom further objects to this Request to the extent that it is vague, 24 compound, overbroad, unduly burdensome, harassing, and virtually unlimited in time Zs and scope. 26 REQUEST FOR DOCUMENTS NO 4: 2~ All Documents Concerning how much You spend on advertising each quarter. 2s RESPONSE TO REQUEST FOR DOCUMENT NO.4: 3 LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTS FOR PRODUCTION EXHIBIT B -10899190 LegalZoom incorporates by reference each ofthe foregoing General i 2 Objections. LegalZoom further objects to this Request to the extent that it is 3 overbroad, unduly burdensome, harassing, and virtually unlimited in time and scope. 4 REQUEST FOR DOCUMENTS NO 5: All Documents Concerning Your advertising spend by channel, including, but 5 6 not limited, radio, television, online, etc. RESPONSE TO REQUEST FOR DOCUMENT NO.S: LegalZoom incorporates by reference each ofthe foregoing General s 9 Objections. LegalZoom further objects to this Request to the extent that it is io overbroad, unduly burdensome, harassing, virtually unlimited in time and scope, and ii seeks irrelevant documentation. ~, a s -,~ ~~ ~ ~ ~L _~ i2 REQUEST FOR DOCUMENTS NO 6: All Document Concerning Your advertising spend by product. 13 is RESPONSE TO REQUEST FOR DOCUMENT NO.6: d is w 3 16 ~' a ~s LegalZoom incorporates by reference each ofthe foregoing General Objections. LegalZoom further objects to this Request to the extent that it is 1~ overbroad, unduly burdensome, harassing, virtually unlimited in time and scope, and is seeks irrelevant documentation. i9 REQUEST FOR DOCUMENTS NO 7: 20 All Documents Concerning Your customers, including, but not limited to: 21 (a) how many customers You have had since November 2008; 22 (b) how customers are enrolled —whether by organic traffic vs. paid 23 advertising; 24 (c) the average amount spent on LegalZoom.com by your customers; 25 (d) the average length oftime Your customers are enrolled in a LegalZoom 2~ (e) breakdown of customer purchases by product; 2a (~ percentage of customer who make repeat purchases; 26 . ~ plan; 4 LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTS FOR PRODUCTION EXHIBIT B -11899190 i (g) percentage breakdown of customers; and 2 (h) Average order size per customer. 3 4 RESPONSE TO REQUEST FOR DOCUMENT NO.7: LegalZoom incorporates by reference each ofthe foregoing General s Objections. LegalZoom further objects to this Request to the extent that it is vague, 6 compound, overbroad, unduly burdensome, harassing, and virtually unlimited in time and scope. s REQUEST FOR DOCUMENTS NO 8: ~~ All Documents Concerning your average order size. RESPONSE TO REQUEST FOR DOCUMENT NO.8: LegalZoom incorporates by reference each ofthe foregoing General Objections. LegalZoom further objects to this Request to the extent that it is o 'n. overbroad, unduly burdensome, harassing, and virtually unlimited in time and scope. u c~ ctl s ---,cn ~ ~ ~ ~ "'s 14 LegalZoom further objects to the term "average order size" as vague and ambiguous, ~d 15 causing LegalZoom to speculate as to what documents and information, if any, is 16 responsive. 17 REQUEST FOR DOCUMENTS NO 9: — V L -° ~ 3 ~ a L`~~ is 19 All Documents Concerning the number oftransactions customers have completed on your website. Zo RESPONSE TO REQUEST FOR DOCUMENT NO.9: 21 LegalZoom incorporates by reference each of the foregoing General 22 Objections. LegalZoom further objects to this Request to the extent that it is 23 overbroad, unduly burdensome, harassing, and virtually unlimited in time and scope. 24 LegalZoom further objects to the term "transactions" as vague and ambiguous, 25 causing LegalZoom to speculate as to what documents and information, if any, is 26 responsive. 27 28 5 LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTS FOR PRODUCTION EXHIBIT B -12899190 i DATED: July 30, 2014 GLASER WEIL FINK HOWARD AVCHEN & SHAPIRO LLP 2 3 4 s 6 By: PATRICIA L. GLASER FRED D. HEATHER AARON P. ALLAN Attorneys for Plaintiff LegalZoom.com, Inc. s 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6 LEGALZOOM'S RESPONSE TO ROCKET LAWYER'S THIRD SET OF REQUESTS FOR PRODUCTION EXHIBIT B -13899190 PROOF OF SERVICE STATE OF CALIFORNIA,COUNTY OF LOS ANGELES I am employed in the County of Los Angeles, State of California; I am over the a e of 18 and not a party to the within action; my business address is 10250 onstellation Boulevard, 19th Floor, Los Angeles, California 90067. c On July 31, 2014,I served the foregoing documents) described as LEGALZOOM.COM,INC.'S RESPONSE TO ROCKET LAWYER INCORPORATED'S THIRD SET OF REQUESTS FOR PRODUCTION on the interested parties to this action by delivering thereof in a sealed envelope addressed to each of said interested parties at the following address(es): SEE ATTACHED LIST D io _€ ii is ~ L 0 u ro~ ~~ ~~ ~ ~i Q -~ ~~ ~~ c~ z 13 is u is i6 (BY MAIL)I am readily familiar with the business~ practice for collection and processing of correspondence for mailing with the United States Postal Service. This correspondence shall be deposited with the United States Postal Service this same day in the ordinary course of business at our Firm's office address in Los Angeles, California. Service made pursuant to this paragraph, upon motion of a party served, shall be presumed invalid if the postalcancellation date of postage meter date on the envelope is more than one day after the date of deposit for mailing contained in this affidavit. (BY ELECTRONIC SERVICE)by causing the foregoing documents)to be electronically filed using the Court's Electronic Filmg System which constitutes service ofthe filed documents)on the individuals) listed on the attached mailing list. D (BY E-MAIL SERVICE)I caused such document to be delivered electronically via e-mail to the e-mail address ofthe addressees) set forth in the attached service list. u i9 (BY PERSONAL SERVICE)I caused such envelope to be delivered by hand to the offices ofthe above named addressee(s). Zo u (State) ~ 1~ is 21 D Za 23 24 Zs I declare under penalty of perjury under the laws of the State of California that the above is true and correct. (Federal) I declare that I am employed in the office of a member of the bar of this court at whose direction the service was made. I declare under penalty of perjury that the above is true and correct. Executed on July 31, 2014 at Los Angeles, California. I CHEREE L. CASTILLE 26 27 28 EXHIBIT B -14899190 i SERVICE LIST 2 Forrest A. Hainline III 3 Hong-An Vu Goodwin Procter LLP 4 Three Embarcadero Center, 24th Floor s San Francisco, California 94111 Tel.: (415)733-6000 6 Fax.: (415)677-9041 fhainline~a, o~ o, dwinprocter.com g Counselfor Defendant Rocket Lawyer Incorporated hvu(a~goodwinprocter.com 9 Michael T. Jones io Goodwin Procter LLP 13.5 Commonwealth Drive it 1Vlenlo Park, California 94025-1105 12 Tel.: (650)752-3100 Fax.: (650)853-1038 13 m 'of nes(a~ og odwinprocte~.com Counselfor Defendant Rocket Lawyer Incorporated 14 Counselfor Defendant Rocket Lawyer Incorporated Brian W.Cook,Esq. is Goodwin Procter LLP 53 State Street Exchange Place 16 Boston, MA 02109 i~ Tel.:(617)570-1081 bcook(a~goodprocter.com is 19 20 21 22 23 24 25 26 27 28 EXHIBIT B -15899190 EXHIBIT C EXHIBIT C EXHIBIT C -16- EXHIBIT C -17- EXHIBIT C -18- EXHIBIT C -19- EXHIBIT C -20- EXHIBIT C -21- EXHIBIT C -22- EXHIBIT C -23- EXHIBIT C -24- EXHIBIT C -25- EXHIBIT C -26- EXHIBIT C -27- EXHIBIT C -28- EXHIBIT C -29- EXHIBIT C -30- EXHIBIT C -31- EXHIBIT C -32- EXHIBIT C -33- EXHIBIT C -34- EXHIBIT C -35- EXHIBIT C -36- EXHIBIT C -37- EXHIBIT C -38- EXHIBIT C -39- EXHIBIT C -40- EXHIBIT C -41- EXHIBIT C -42- EXHIBIT C -43- EXHIBIT C -44- EXHIBIT C -45- EXHIBIT C -46- EXHIBIT C -47- EXHIBIT C -48- EXHIBIT C -49- EXHIBIT C -50- EXHIBIT C -51- EXHIBIT C -52- EXHIBIT C -53- EXHIBIT C -54- EXHIBIT C -55- EXHIBIT C -56- EXHIBIT C -57- EXHIBIT D EXHIBIT D EXHIBIT D -58- EXHIBIT D -59- EXHIBIT D -60- EXHIBIT D -61- EXHIBIT D -62- EXHIBIT E [CONFIDENTIAL LODGED UNDER SEAL] EXHIBIT E EXHIBIT F EXHIBIT F Online Legal Services in the USMay 2014   1 WWW.IBISWORLD.COM Cyber security: Cheaper legal services online will lead to higher revenue IBISWorld Industry Report OD5638 Online Legal Services in the US May 2014 Will McKitterick 2 About this Industry 17 International Trade 33 Key Statistics 2 Industry Definition 18 Business Locations 33 Industry Data 2 Main Activities 2 Similar Industries 20 Competitive Landscape 3 Additional Resources 20 Market Share Concentration 33 Annual Change 20 Key Success Factors 4 Industry at a Glance 33 Key Ratios 34 Jargon & Glossary 20 Cost Structure Benchmarks 22 Basis of Competition 5 Industry Performance 23 Barriers to Entry 5 Executive Summary 24 Industry Globalization 5 Key External Drivers 7 Current Performance 25 Major Companies 9 Industry Outlook 25 Legalzoom 11 Industry Life Cycle 28 Operating Conditions 13 Products & Markets 28 Capital Intensity 13 Supply Chain 29 Technology & Systems 13 Products & Services 29 Revenue Volatility 15 Demand Determinants 30 Regulation & Policy 16 Major Markets 31 Industry Assistance EXHIBIT F -72www.ibisworld.com | 1-800-330-3772 | info @ibisworld.com Online Legal Services in the USMay 2014   2 WWW.IBISWORLD.COM About this Industry Industry Definition Operators in this industry provide legal services to clients using the internet and associated technologies as the primary means of communication. The industry includes virtual law firms without brick-and-mortar locations that Main Activities The primary activities of this industry are offer both bundled and unbundled services, as well as companies that primarily provide online legal documentation services like interactive documents that can be tailored to a client’s specific need. Providing online family law services Providing online estate law services Providing online intellectual property law services Providing online real estate law services Providing online tax law services Providing online commercial law services Providing online personal injury services Providing online property law services The major products and services in this industry are Interactive legal documents Subscription legal plans Other services Similar Industries 52592 Trusts & Estates in the US This industry includes personal trusts, estates and agency accounts that are managed on behalf of beneficiaries under terms of a trust agreement, will or agency agreement. 54111 Law Firms in the US This industry comprises offices of legal practitioners, known as lawyers or attorneys, who primarily practice law. 54121d Tax Preparation Services in the US Tax preparation firms provide financial and associated management services. 54161 Management Consulting in the US This industry advises organizations in areas such as organizational design, human resources, corporate strategy, information technology strategy, marketing and sales, finances and logistics. 45411a E-Commerce & Online Auctions in the US This industry encompasses establishments that primarily sell goods online over the internet. EXHIBIT F -73- Online Legal Services in the USMay 2014   3 WWW.IBISWORLD.COM About this Industry Additional Resources For additional information on this industry www.americanbar.org American Bar Association www.elawyeringredux.com eLawyering Blog www.americanlawyer.com The American Lawyer www.nalp.org The Association for Legal Career Professionals I  BISWorld writes over 700 US industry reports, which are updated up to four times a year. To see all reports, go towww.ibisworld.com EXHIBIT F -74- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   4 Industry at a Glance Online Legal Services in 2014 Key Statistics Snapshot Revenue Annual Growth 09-14 Annual Growth 14-19 Profit Wages Businesses $4.1bn 10.9% $596.8m $1.3bn Percentage of services conducted online Revenue vs. employment growth Market Share Legalzoom  5.8% 13 20 11 15 9 % 25 % change 7.7% 16,692 10 7 5 5 0 Year 06 08 10 Revenue 12 14 16 18 20 3 Year 05 07 09 11 13 15 17 19 Employment SOURCE: WWW.IBISWORLD.COM p. 25 Products and services segmentation (2014) 10% Key External Drivers Other services Number of businesses Percentage of services conducted online Corporate profit Per capita disposable income 25% Subscription legal plans Crime rate 65% Interactive legal documents p. 5 SOURCE: WWW.IBISWORLD.COM SOURCE: WWW.IBISWORLD.COM Industry Structure Life Cycle Stage Revenue Volatility Growth Medium Regulation Level Heavy Technology Change High Capital Intensity Low Barriers to Entry Low Industry Assistance Low Industry Globalization Low Concentration Level Low Competition Level High FOR ADDITIONAL STATISTICS AND TIME SERIES SEE THE APPENDIX ON PAGE 33 EXHIBIT F -75- Online Legal Services in the USMay 2014   5 WWW.IBISWORLD.COM Industry Performance Executive Summary   |   Key External Drivers   |   Current Performance Industry Outlook   |   Life Cycle Stage The Online Legal Services industry has experienced robust growth over the past five years. The industry has expanded at an annualized rate of 10.9% in the five years to 2014 due to a number of factors that have made generic legal services more accessible to consumers and small-businesses. Demand has been driven by price-conscious consumers and businesses seeking reasonably priced alternatives to traditional lawyers. Industry growth has been assisted by improved technology, such as highly interactive web interfaces and seamless payment systems have made online legal services more convenient and reliable. In 2014, industry revenue is expected to continue its upward trend, growing 8.1% to $4.1 billion. The industry consists of two main segments: traditional law firms that employ qualified attorneys that primarily interact with clients using the internet or other electronic communications and legal document service providers. The second segment comprises of companies that have no lawyer-client relationship Executive Summary and supply documents that can be customized using interactive software. The number of websites offering legal document services has steeply escalated over the past five years to meet the huge demand for generic legal services, allowing customers to draw up their own business incorporation, wills and trusts and powers of attorney. These legal startups have been controversial with some lawyers and bar associations because they are not law firms and are barred from dispensing legal advice. However, in 2012, the American Bar Association’s eLawyering Task Force released best practice guidelines covering entities that operate outside the lawyerclient relationship, helping to legitimize the practice. Strong demand for online legal services is projected to continue over the five years to 2019. Competition to provide web-enabled legal document preparation will heat up as better technology allows a wider range of forms and legal actions to be completed online. Interactive advice provided online by attorneys is also projected to grow as web platforms continue to develop and nationally branded networks allow small firms to band together to increase their visibility. The industry is projected to grow 7.7% to $5.9 billion over the five years to 2019. Number of businesses Small businesses employing less than 10 people are the most likely to require online legal services because they are more likely to be price-conscious. Small businesses require legal assistance to incorporate their business, register trademarks and meet compliance obligations, as well as when entering into legal contracts. The number of businesses is expected to increase in 2014. Percentage of services conducted online The percentage of services conducted online represents the money spent by businesses and consumers on the internet for services, such as legal assistance, that they traditionally paid for in a physical form. The industry benefits from higher numbers of consumers and businesses transacting online. The percentage of services conducted online is projected to increase in 2014. D   emand has been driven by consumers and businesses seeking cheaper alternatives to traditional lawyers Key External Drivers EXHIBIT F -76- Online Legal Services in the USMay 2014   6 WWW.IBISWORLD.COM Industry Performance Corporate profit Businesses are more likely to engage in transactions that require legal services when corporate profit is high or growing. When corporate profit is healthy, businesses generally hire employees, buy or rent property, protect intellectual property rights or conduct lawsuits, all of which may require online legal services. Corporate profit is expected to increase throughout 2014. Per capita disposable income Consumers are a major market for online legal services and per capita disposable income determines an individual’s ability to purchase goods or services. Changes in income can occur because of movements in wages, government benefits, unemployment levels, tax rates and returns on assets. When income is rising, people are more able to afford basic legal services, generally benefiting the industry. Per capita disposable income is expected to increase over 2014, creating a potential opportunity for industry growth. Crime rate An increase in the rate of reported violent and nonviolent crimes generally leads to higher demand for legal advice. While the industry specializes in unbundled services, those in trouble with the law may seek online legal services as a first resort. The crime rate is expected to follow its long-term trend in 2014 and decline, representing a potential threat to the industry. Number of businesses Percentage of services conducted online 13 3 11 2 % change 9 % Key External Drivers continued 7 5 3 Year 05 1 0 −1 −2 07 09 11 13 15 17 19 −3 Year 07 09 11 13 15 17 19 SOURCE: WWW.IBISWORLD.COM EXHIBIT F -77- Online Legal Services in the USMay 2014   7 WWW.IBISWORLD.COM Industry Performance Industry structure The Online Legal Services industry has surged ahead over the past five years as demand for affordable alternatives to traditional lawyers has boomed and technology to facilitate online services has improved. Online legal platforms have made legal services more accessible to small businesses and consumers, which were both hurt by the recession and have remained price-conscious. Demand for online legal services increased during the recession while the rest of the economy floundered, as consumers and small businesses sort to avoid unnecessary legal fees by completing basic legal documents, including wills and trusts, power of attorneys and trademark registrations themselves online. The industry has recorded annualized growth of 10.9% over the past five years and its upward trajectory is expected to continue in 2014. With more consumers migrating online to purchase legal services, industry revenue is expected to reach $4.1 billion in 2014, representing growth of 8.1% for the year. The Online Legal Services industry encompasses two main segments. Traditional law firms that employ attorneys that interact with clients using the internet or other electronic communications make up the first segment. According to the American Bar Association’s 2013 Legal Technology Survey, 5.0% of lawyers describe their practice as a “virtual” law practice. While the definition for such a practice varies from “lack of traditional physical office” to “minimal in-person contact with clients” or “use of web-based tools for client interaction”, the number of virtual law firms is on the rise. Small firms have been helped by nationally branded networks like www.ezlaw.com and www.smarterwill. com that aggregate their marketing resources, allowing them to compete with larger non-lawyer technology companies. This has helped push up the number of industry enterprises by 10.5% to 16,692 over the five years to 2014. The industry’s second segment consists of online legal document service providers that are not law firms. Technology startups have shaken up the entire legal fraternity by rushing to meet demand for generic legal documents that can be customized by clients online to meet their specific needs. LegalZoom, one such service, is estimated to earn revenue of $235.8 million in 2014, making it by far the industry’s largest player. However, these online legal documentation companies have stirred up controversy with some lawyers and bar associations because they are not law firms and are barred from dispensing legal advice. These companies refer more complicated legal cases to attorney partners for a fee. Legal document service providers were helped by the American Bar Association’s eLawyering Task Force, which released best practice guidelines for them in 2012. While these guidelines Industry revenue 24 20 % change Current Performance 16 12 8 4 Year 06 08 10 12 14 16 18 20 SOURCE: WWW.IBISWORLD.COM EXHIBIT F -78- Online Legal Services in the USMay 2014   8 WWW.IBISWORLD.COM Industry Performance Industry structure continued do not take a position on whether certain document services constitute an unauthorized practice of law if not Profit and labor intensity Online legal services companies generally have lower profit margins than traditional brick-and-mortar law firms that conduct high-value work for corporations and high-income households. The generic unbundled legal services that online firms provide elicit lower prices, which lead to slimmer profit margins; many firms rely on volume to earn a profit. Increased competition within the industry over the past five years has limited profit margin growth due to fierce price-competition, especially from legal document service providers that provide some basic services free of charge to drive web traffic. However, growing aggregate demand for online legal services has allowed many firms to reach a critical mass of clients that justifies their heavy investment in technology. Industry profit margins have increased over the past five years, helped by more advanced technology that has increased turn-around times and reduced the labor-intensity of the performed by a licensed attorney, they help to legitimize the common practice and aid transparency of the industry. C   omplex cases still require the attention of a qualified attorney, meaning labor costs are still high industry’s services. Fully integrated web and software platforms that automate simple tasks like creating generic legal documents have disrupted traditional business models. However, more complex tasks normally require the attention of a qualified attorney, meaning labor costs are still high as a percentage of revenue. The typical industry firm spends 31.0% of its revenue on labor costs in 2014, although this amount is much lower for legal document service providers that do not employ attorneys directly. Wages paid by the industry are expected to grow 9.5% per year on average to $1.3 billion over the five years to 2019, at a slightly slower rate than revenue. EXHIBIT F -79- Online Legal Services in the USMay 2014   9 WWW.IBISWORLD.COM Industry Performance Industry Outlook The Online Legal Services industry’s healthy growth is expected to continue over the five years to 2019 as demand for affordable alternatives to traditional lawyers surges. Competition to provide online legal document preparation will intensify as more startups seek to improve on the technology of existing companies to make a wider range of legal services available online. Legal Fundamentals to drive demand The industry will be boosted by growth of the broader economy over the next five years. The number of businesses is anticipated to increase 1.7% per year on average over the outlook period. New businesses will require legal services like Limited Liability Partnership and trademark registrations and documents to meet compliance requirements. Corporate profit is also expected to grow, increasing at an average annual 3.4% over the five years to 2019, meaning companies are more likely to invest in new product lines, engage in more services and undertake more transactions, all of which require legal services. Furthermore, per capita disposable income is anticipated to grow 2.2% per year on average over the next five years, arming consumers with deeper pockets to purchase legal services. The industry’s services are squarely aimed at price-conscious middle-market consumers that cannot afford or are unwilling to pay a premium for full-service lawyer fees. Any increase in household income is unlikely to change consumer preferences to any large degree, meaning consumers are unlikely to substitute online legal services for full-service law firms. To compete with the increasing power of legal document service providers, small and medium-sized law firms will continue to band together under nationally branded networks. To attract web traffic, these networks will provide free legal information, complementary legal forms and question and answer services from lawyers in the network. Individual firms will continue to agglomerate around vertical specialties, such as wills and trusts, bankruptcy and business legal needs in order to establish nationally recognized brands. This will allow more new firms to enter the industry, resulting in growth in the number of establishments of 6.4% to 23,161 over the five years to 2019. Legal document service providers are likely to continue to ramp-up their subscription-based segments over the next five years to compete with virtual law firms that can offer specialized advice through qualified attorneys. LegalZoom is expected to continue to command top place in terms of market share by Industry structure advice provided by qualified attorneys through virtual law firms is also projected to grow as web platforms continue to develop and nationally branded networks allow small firms to band together to increase their visibility. In light of these positive trends, the industry is projected to grow 7.7% per year on average to $5.9 billion over the five years to 2019. T   he industry’s services are squarely aimed at priceconscious middle-market consumers EXHIBIT F -80- Online Legal Services in the USMay 2014   10 WWW.IBISWORLD.COM Industry Performance Industry structure continued investing heavily in marketing campaigns to promote its subscription legal plans that connect customers with experienced attorneys. An industry-wide movement Technology Technology will continue to improve throughout the industry, allowing law firms to deliver online services faster and with less labor. The percentage of services conducted online is expected to grow 3.9% per year on average to 12.2% over the next five years, with consumers increasingly expecting to be able to conduct most professional services online. Online legal firms will make use of automated systems that quickly turn intake questionnaires into a draft document for a lawyer’s review, analysis and revision. Widespread towards subscription models, which require less fulfillment labor, will likely see wages decline as a percentage of revenue, benefiting profit margins. T   echnology will continue to improve throughout the industry, allowing faster online services adoption of this technology is expected, especially among small law firms. As a result, wages are anticipated to grow at a slower rate than revenue, by 7.1% to $1.8 billion over the five years to 2019, indicating the industry’s reliance on human capital will decline. EXHIBIT F -81- Online Legal Services in the USMay 2014   11 WWW.IBISWORLD.COM Industry Performance The industry’s contribution to the economy is increasing Life Cycle Stage The percentage of services conducted online is growing rapidly The law is an important aspect of society % Growth in share of economy New startups are rushing to meet the legal needs of small-business owners and consumers with limited legal budgets 20 Maturity Quality Growth Company consolidation; level of economic importance stable High growth in economic importance; weaker companies close down; developed technology and markets 15 Key Features of a Growth Industry Revenue grows faster than the economy Many new companies enter the market Rapid technology & process change Growing customer acceptance of product Rapid introduction of products & brands 10 Quantity Growth Online Legal Services 5 0 Many new companies; minor growth in economic importance; substantial E-Commerce technology change & Online Auctions Computer Stores Trusts & Estates Civic, Social & Youth Organizations Decline -5 Shrinking economic importance Furniture Stores -10 -10 -5 0 5 10 15 20 % Growth in number of establishments SOURCE: WWW.IBISWORLD.COM EXHIBIT F -82- Online Legal Services in the USMay 2014   12 WWW.IBISWORLD.COM Industry Performance Industry Life Cycle T  his industry is  rowing G The Online Legal Services industry is well and truly entrenched in the growth stage of its life cycle. In the ten years to 2019, industry valued added, which measures the industry’s contribution to the overall economy, is anticipated to grow an annualized 8.8%. This compares with GDP growth of 2.7% per year on average over the same period. Online legal document service providers have provided significant competition to small and medium-sized law firms that offer legal advice over the internet, resulting in some virtual law firms exiting the industry, as they were unable to compete with the greater economies of scale the larger firms command. However, aside from this segment, all aspects of the industry are currently growing due to the rapid adoption of online services by consumers and businesses. New startups are rushing to meet the legal needs of small-business owners and consumers with limited legal budgets. The industry’s growth can be attributed in large part to an increase in e-commerce demand driven by the rising prevalence of high-speed internet services, reliable payment systems and high penetration of mobile devices with internet access. The percentage of services conducted online is anticipated to reach 12.2% by 2019, representing annualized growth of 4.4% over the ten year period. These services have allowed more consumers to use the internet to research and buy services quickly and efficiently. As a result of this added convenience, more consumers have been able to make purchases online. The industry is unlikely to decline in the near future. Legal services will always be needed because property disputes, business activity and criminal justice require a legal framework. While regulatory barriers do exist for the industry, greater clarity has been brought to gray areas of the industry (such as the ability of online operators to provide legal document services) by the recently published best practices guidelines by the American Bar Association’ eLawyering Task Force, which serve to legitimize services that fall outside the lawyer-client relationship. Demand for low-cost legal services are likely to remain high as consumers and small businesses recognize the benefits of avoiding unnecessary professional fees. EXHIBIT F -83- Online Legal Services in the USMay 2014   13 WWW.IBISWORLD.COM Products & Markets Supply Chain  |   Products & Services  |   Demand Determinants Major Markets  |   International Trade  |   Business Locations Supply Chain KEY BUYING INDUSTRIES 54111 Law Firms in the US Paralegals use online legal services to help expedite the process of filling out legal documents. 81341 Civic, Social & Youth Organizations in the US Civic, social & youth organizations use online legal services to apply for 501(c)(3) tax-exempt status. 92 Public Administration in the US Public administrations use online legal services to assist them with legal document reviews. 99 Consumers in the US Consumers use online legal services when filling out documents related to bankruptcy, divorce or real estate law. NN007 Commercial Real Estate in the US Entrepreneurs use online legal services when attempting fill out a real estate lease for their business. KEY SELLING INDUSTRIES 44211 44312 Computer Stores in the US Computer stores supply online legal service companies with office equipment. 51121 Software Publishing in the US Software publishers develop legal software for online legal companies such as automated document programs. 53112 Products & Services Furniture Stores in the US Office furniture stores supply online legal service companies with office equipment. Commercial Leasing in the US The Commercial Leasing industry supplies online legal service companies with office spaces for lease. Interactive legal documents Industry operators provide customers with access to interactive software programs that help them prepare legal documents for processing. Interactive legal documents are typically formatted to meet the needs of two groups of customers: individuals and small businesses. Automated services help customers fill out forms necessary for a variety of different actions, including starting a business, incorporating a business, filing for bankruptcy or divorce. Companies charge their customers to either gain access to their forms or after they have filled them out before filing. Although industry operators differ in the extent to which they provide assistance, most offer customers an initial questionnaire to help determine what legal documents customers need to file. Once the document has been determined, automated online services will assist users in filling out each form by asking or simplifying questions and providing complimentary services throughout the process. When customers are finished filling out their forms, the interactive system will check the document for any errors including spelling and grammatical mistakes. Finally, the system will fill out any additional information necessary to address the document to the proper authority. For a fee, some companies offer to package and ship documents or track their progress through the workflow cycle, giving confirmation when forms EXHIBIT F -84- Online Legal Services in the USMay 2014   14 WWW.IBISWORLD.COM Products & Markets Products & Services continued Products and services segmentation (2014) 10% Other services 25% Subscription legal plans 65% Interactive legal documents Total $4.1bn are finished being processed by a government agency. This segment has decreased as a percentage of total industry revenue over the past five years, as subscription plans have increased. However, a greater variety of interactive legal documents have become available and more companies are now offering these services. For example, prenuptial agreements, state-specific divorce documents and state-specific marital settlement agreements have all been introduced over the past five years. Attorney-to-client services Clients that seek legal aid that goes beyond the filing of legal documents can access a lawyer through law firm websites or through legal matching platforms. Small virtual law firms provide a section of their website known as a secure “client portal” through which customers can log in with a unique user name and password. The portal can be accessed by both clients and attorney’s anywhere using an internet connection and allows both parties to communicate securely, download or upload documents and conduct other business normally carried out in face-to-face meetings. Features will differ depending on the online law SOURCE: WWW.IBISWORLD.COM service, but most use a web-based software-as-a-service (SaaS) application to provide portal access and store documents on a cloud computing system. Purely online-based legal service providers offer a slightly different set of attorney to client services through a variety of packages for customers and businesses that want to gain access to unbundled legal advice. These plans connect subscribers to experienced attorneys licensed in their jurisdiction to address their specific legal needs. Most of the lawyers that participate in these services operate out of small law firms and use the agreement to help supplement income earned at their practice. The online legal service provider pays each lawyer a monthly subscription fee per paid customer subscription to provide consultations. Plans may vary depending on the size and requirements of the customer, i.e. if they are a small business or an individual seeking legal aid. This service is relatively new to the industry but is gaining widespread acceptance due to the low cost to industry operators of providing such intermediary services. This segment has increased over the past five years as companies have made headway in new states and marketing of EXHIBIT F -85- Online Legal Services in the USMay 2014   15 WWW.IBISWORLD.COM Products & Markets Products & Services continued these services has increased. Growth of subscription legal plans is expected to continue over the next five years as they offer a more profitable and less laborintensive revenue stream for legal document service providers. Other services Online legal service companies also provide a number of assorted services that do not fall into one Demand Determinants Demand for online legal services depends on the general economic and business environment and comes from a variety of sources. Clients tend to seek out online legal services to deal with piecemeal legal issues that are not substantial or pressing enough to warrant the higher cost of a traditional legal services. Clients demand legal services to deal with banking and finance law, family law, wills and probate, criminal law, intellectual property and commercial regulations. The industry is also counter cyclical in that it benefits during economic downturns. Online legal services are relatively less expensive than traditional legal services and are therefore more likely to be utilized when household incomes fall. Internet use Online legal services have benefited from growth in the number of consumers with broadband connections. Greater internet connectivity allows industry operators to tap into new markets of consumers to service. Therefore, the industry benefits from higher numbers of consumers and businesses transacting online. particular category. These may include access to libraries of information on legal documents, electronic storage for documents and document revision services. Over time, new primary segments are likely to develop from this group of assorted services as operators strive to attract and retain customers with new products in this rapidly evolving industry. Regulation Changes to legislation affect demand for online legal services, especially within a commercial environment. Changes in regulations occur in nearly every downstream industry, including foodservice and retail. Generally, changes to laws and regulations increase demand for law firms, as clients often require expertise to interpret and comply with these types of changes. Small business creation Operators provide a number of services to help individuals or groups navigate the complicated process of setting up a new business. For example, online legal services are tailored to help customers establish LLCs, incorporations, sole proprietorships and general and limited partnerships. Demand for these services typically comes from smaller enterprises with less capital to spend on legal advice. The greater the number of individuals or groups attempting to establish a new business, the more demand there will be for relatively less expensive online legal services. EXHIBIT F -86- Online Legal Services in the USMay 2014   16 WWW.IBISWORLD.COM Products & Markets Major Markets Major market segmentation (2014) 7% Other 41% Businesses and corporate clients Total $4.1bn 52% Individual consumers SOURCE: WWW.IBISWORLD.COM As with traditional brick-and-mortar law firms, online legal service providers offer a variety of legal aid services to numerous types of clients. However, the industry’s largest markets consist of individual consumers and small to medium-sized businesses looking to purchase unbundled legal services. Over the past five years, the industry has invested in marketing its products to businesses that are more likely to purchase higher priced subscription legal plans. As a result, the individual consumers market segment for industry products has shrunk slightly relative to the business segment. Nevertheless, both segments have and will continue to grow as more consumers and businesses become aware of the benefits of using online legal services over the next five years. using online legal aid services tend to be part of the 25 to 44 year old age cohort. This group of consumers is old enough to have a wider variety of legal needs, such as filing for divorce or a personal injury evaluation. The next largest cohort of online legal service customers is part of the 18 to 24 year old cohort. Consumers in this age group tend to be more tech savvy and used to using online services than older generations. They also have less income than older generations and are likely to seek less expensive means for acquiring legal assistance. The smallest group of customers includes those that are 45 and older. Individuals at this age are more likely to require end-of-life legal assistance in the form of wills, estate planning and insurance policy assistance. Individual consumers The cost of legal services provided by brick-and-mortar law firms has risen over the past ten years, pricing out a significant number of middle class individuals. As a result, more consumers have turned to a growing number of online legal services that provide unbundled or limited scope representation for a variety of their legal aid needs. The majority of customers Businesses As with traditional brick-and-mortar law firms, businesses account for a substantial share of the Online Legal Services industry’s revenue. However, while traditional law firms provide legal aid to clients of all sizes (from mom and pop shops to multinational corporations), online legal services tend to cater their services to small to mediumsized businesses. Industry operators specialize in assisting entrepreneurs looking EXHIBIT F -87- Online Legal Services in the USMay 2014   17 WWW.IBISWORLD.COM Products & Markets Other The industry also services a smaller group of varied customers, Major Markets continued International Trade to start a business fill out the proper documentation to register their company or trademark their products. Start-ups are a particularly important customer base because they are more likely to use less expensive services to satisfy their legal needs. Medium-sized businesses may also seek to use online legal services and their unbundled products rather than paying a higher price to retain a lawyer. including government, public and nonprofit clients. For example, industry leader LegalZoom provides individuals or groups looking to establish non-profit organizations with assistance registering for 501(c)(3) taxdeductible status. Federal, state or municipal agencies may also use certain services provided by industry operators, although on a much more limited basis given that many government bodies already retain in-house legal council. Given the service-based nature of the industry, exports and imports are not applicable. Moreover, the majority of industry participants only operate in the United States. As a result, international trade is not applicable for the Online Legal Services industry. EXHIBIT F -88- Online Legal Services in the USMay 2014   18 WWW.IBISWORLD.COM Products & Markets Business Locations 2014 West New England AK 0.2 Great Lakes WA ND MT 2.1 Rocky Mountains ID OR 1.2 West NV 0.9 1.5 SD 0.3 WY 0.5 MN 0.2 0.4 Plains CO 0.7 KY 0.8 9 OK 1.5 NC 2.3 TN AZ NM 1.7 0.6 Southwest TX 7.5 HI 0.4 Additional States (as marked on map) 1 VT 2 NH 3 MA SC Southeast 5 CT 6 NJ 7 DE 8 MD 1.5 0.4 3.0 2.6 0.2 0.4 1.8 0.9 MS AL 1.4 1.4 GA 2.9 0.8 LA 2.1 FL 9.0 Establishments (%) 4 RI 0.2 AR 8 0.5 1.5 13.1 7 WV VA 2.3 1.2 1.8 CA West 2.8 MO KS 2.0 OH 1.6 4.2 6 3.6 IN IL 0.5 UT PA 2.6 0.9 0.4 1 2 3 NY 7.5 5 4 MI 1.2 IA NE 0.3 WI ME MidAtlantic 9 DC 0.7 Less than 3% 3% to less than 10% 10% to less than 20% 20% or more SOURCE: WWW.IBISWORLD.COM EXHIBIT F -89- Online Legal Services in the USMay 2014   19 WWW.IBISWORLD.COM Products & Markets Distribution of establishments vs. population 30 20 10 Southwest Southeast Rocky Mountains Plains New England Mid-Atlantic Great Lakes 0 West The service-based nature of the industry dictates that the industry is generally distributed in line with the population, per capita disposable income and business activity. While the industry’s services are distributed over the internet, lawyers providing services online must be registered with the American Bar Association in the state in which they practice. Online legal document service provides are an exception to the above rule. The growth of technology companies like Rocket Lawyer and LegalZoom has influenced the industry’s geographic distribution. Technology companies are not traditional law firms and outsource specialty legal services to approved attorneys in the relevant jurisdiction. Online legal document service providers rely more heavily on tech-savvy labor, such as computer programmers, and, therefore, benefit from being proximate to other technology companies and venture capital. For this reason, % Business Locations Establishments Population SOURCE: WWW.IBISWORLD.COM California has a higher concentration of online legal services operators compared to its population as it possess the country’s biggest collection of technology companies. EXHIBIT F -90- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   20 Competitive Landscape Market Share Concentration  |   Key Success Factors  |   Cost Structure Benchmarks Basis of Competition  |   Barriers to Entry  |   Industry Globalization Market Share Concentration Level  Concentration in this industry is Low  Key Success Factors I  BISWorld identifies 250 Key Success Factors for a business. The most important for this industry are: The Online Legal Services industry has a low level of market share concentration. In 2014, IBISWorld estimates that the three largest companies operating in the industry will account for less than 9.0% of the available market share. A combination of low barriers to entry and rapid growth potential due to rising demand for low cost legal services has encouraged a flood of new operators to enter the industry over the past five years. The number of new online legal service operators is expected to grow at an annualized 10.5% to 16,692 over the five years to 2014. As a result, the industry is highly fragmented with only one major player controlling over 5.0% of market share. Ability to quickly adopt new technology Ever-changing software systems, internet speeds and personal information security systems require operators to continually update their business to keep pace with recent technology. effectively promote their product or service to be successful. Must comply with government regulations Online legal service providers must comply with state and federal legislation, which impacts the services they can provide. Development of new products To distinguish themselves from their competition, industry firms must be able to develop new products and services as demanded by clients and users. Effective product promotion In a concentrated industry with little product differentiation, operators must Cost Structure Benchmarks Providing client confidentiality Clients and users submit sensitive and private information to online legal services sites. Therefore, it is important for players to ensure total confidentiality in all areas of operation and dealings with clients. Profit The Online Legal Services industry’s profit (defined as earnings before interest and taxes) is expected to account for 14.6% of the average firm’s revenue in 2014. Brick-and-mortar law firms that conduct high-value work for corporations typically earn higher profit margins, with the biggest firms earning profit in excess of 20.0% of revenue. However, online operators typically offer more generic unbundling legal services, such as document drafting and form preparation. These services generally have lower profit margins as consumers and small businesses that demand them are price-conscious and go online looking for affordable alternatives to full-service law firms. Industry profit margins are also limited by the industry’s increasingly high level of competition. The average industry profit margin has increased over the past five years as demand has increased, allowing many fledgling firms to reach a critical mass of clients that has enabled them to break even. For example, LegalZoom, the industry’s largest player, made its first profit in 2011 once it reached a critical scale and cut back on marketing. Also, improved technology has reduced labor costs and increased turn-around times, ultimately helping profit margins. EXHIBIT F -91- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   21 Competitive Landscape Wages Wages account for an estimated 31.0% of the average firm’s revenue in 2014, which is lower than the average wage cost of a traditional brick-and-mortar law firm. While the majority of industry firms employ a high degree of specialized labor, firms providing online legal services generally specialize in unbundled services that are not as labor-intensive. The rapid rise of online legal documentation services like LegalZoom and Rocket Lawyer, which have much lower wage costs due to their focus on providing generic interactive legal documents, has lowered the industry’s reliance on labor over the past five years. These online legal documentation services have moved towards subscription models that require less fulfillment labor. This trend is expected to continue over the next five years, leading to lower industry-wide labor costs. Depreciation While the industry excludes operators with brick-and-mortar storefronts, online operators are still faced with depreciation on fixed assets, such as furniture and fixtures for offices from which they operate. Depreciation is also recorded against technology infrastructure, internal-use software and website development. The nature of the industry means there is a need to continuously maintain and update websites and databases. Depreciation costs vary among operators depending on their size and business-model, with virtual law firms generally having lower depreciation costs than online legal documentation services due to their less advanced technology infrastructure. Depreciation costs for this industry have increased in recent years due to evolving technology and software programs and more advanced web interfaces and payment systems. Sector vs. Industry Costs Average Costs of all Industries in sector (2014) 100 Industry Costs (2014) 10.6 42.3 ■ Profit ■ Wages ■ Purchases ■ Depreciation ■ Marketing ■ Rent & Utilities ■ Other 14.6 31.0 80 Percentage of revenue Cost Structure Benchmarks continued 60 8.0 40 1.5 13.5 5.1 20 24.8 2.1 1.5 20.0 5.0 19.9 0 SOURCE: WWW.IBISWORLD.COM EXHIBIT F -92- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   22 Competitive Landscape Cost Structure Benchmarks continued Basis of Competition Level & Trend  Competition in this industry is H  ighand the trend is  ncreasing I Marketing The amount of revenue a firm devotes to its marketing budget varies considerably depending on its size, life-cycle and business model. Online marketing is especially important for firms in this industry as their services are targeted at consumers or businesses that are actively online and are likely to discover a firm’s services through a search engine or via online advertising. Online legal documentation startups usually devote a considerable amount to marketing in their initial years to build brand awareness and then slowly taper this over time. For example, LegalZoom devoted over 30.0% of its revenue to sales and marketing during its high-growth phase, then reduced this amount over time. Online firms have ramped up their marketing over the past five years as competition has intensified. Operators in this industry experience a high degree of internal and external competition. The industry is highly fragmented due to the large number of new industry entrants each year. Barriers to entry into the industry are relatively low, allowing a large number of new startup firms to compete for growing demand for less expensive do-it-yourself legal advice. At the same time, online legal services face steady competition from a variety of traditional legal services, such as law firms, solo attorneys and national legal plan providers. charging for supplementary services in order to attract consumers to their sites. Operators also compete over service quality. It is extremely important that customers have an intuitive, hassle free experience when using online legal service websites, which deal with complex legal issues. This is particularly true given that sites offer do-it-yourself services, which require a greater degree of engagement with the customer than most other online experiences. As such, operators must commit a large amount of time and resources to develop websites that can provide an optimal customer experience. Finally, industry participants compete over their ability to build and market a recognizable brand. In the vast world of ecommerce, it is critical for online service providers to spend large amounts of startup capital on advertising to establish themselves with the public. For example, in 2009, industry leader LeagalZoom spent 31.7% of its revenue on sales and marketing to build awareness of its product. Marketing will become increasingly important within the Internal Online legal service providers compete on the basis of price, customer service, brand recognition and online site efficiency. Price is an important competition point for industry operators due to the relatively homogenous nature of services each provides. This has forced many industry operators to develop innovative pricing schemes to help attract customers to their services. For example, some operators have made some of their entry-level primary services free while Other costs The industry is exposed to a range of other costs associate with the normal course of doing business, including rent and utilities, insurance costs, administrative expenses, travel expenses and professional fees paid to accountants and external law firms. Administrative overheads tend to be high, but steady as a percentage of overall revenue due to the transactional nature of the work. EXHIBIT F -93- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   23 Competitive Landscape Basis of Competition continued industry as the field of competition grows increasingly crowded. External Competition from outside comes from traditional brick-and-mortar legal service providers, such as law firms, solo attorneys and national legal plan providers. Traditional legal service providers have some advantages over online legal services. Law offices can Barriers to Entry Level & Trend  Barriers to Entry in this industry are L  owand Increasing  This fast-growing industry has low barriers to entry. Investments for an online legal services company are relatively low. Providers must purchase or develop software, websites and different client interfacing programs that can dispense legal advice. But once these programs are developed, operators need to invest little in upkeep to maintain services. Furthermore, most of these technological barriers are decreasing as more people learn how to program online software and the costs for servers are expected to continue to fall with technological advancement. Industry operators are not required to achieve accreditation by any bar associations or legal jurisdictions to dispense their services. This is a prominent barrier for most brick-and-mortar law firms that requires that they hire qualified attorneys. As a result, wages for online legal services are much lower than traditional law firms. However, industry operators that lack accredited employees are restricted from providing certain legal services, provide direct legal advice that online operators are unable to offer due to regulations that limit companies engaged in the unauthorized practice of law. Most customers are also more accustomed to turning to law firms or solo attorneys rather than do-it-yourself websites for legal aid. However, these advantages may be outweighed by industry operators’ ability to provide services at a fraction of the cost of traditional legal services. Barriers to Entry checklist Competition Concentration Life Cycle Stage Capital Intensity Technology Change Regulation & Policy Industry Assistance Level High Low Growth Low High Heavy Low SOURCE: WWW.IBISWORLD.COM thus limiting their ability to contend with brick-and-mortar firms. The industry’s low barriers to entry have enticed a large number of new entrants to compete for growing market share. This has resulted in a high degree of industry fragmentation and competition between providers for customers’ attention. As a result, most operators must spend a considerable amount of their start-up money on marketing in order to stand out from the competition. This barrier is expected to continue to rise as more operators enter the field, making it increasingly difficult for new entrants to establish themselves and carve out market share. EXHIBIT F -94- WWW.IBISWORLD.COM Online Legal Services in the US May 2014   24 Competitive Landscape Industry Globalization Level & Trend  Globalization This highly fragmented industry includes some companies that are foreign owned; however, they do not make up a significant market share. International trade does not have a tangible impact on this industry because software can be digitally distributed instantly, making borders irrelevant. in this industry is Lowand  the trend is Steady  EXHIBIT F -95- Online Legal Services in the USMay 2014   25 WWW.IBISWORLD.COM Major Companies Legalzoom   |   Other Companies Major players (Market share) 94.2% Other Legalzoom 5.8% Player Performance Legalzoom M  arket share: 5.8% LegalZoom.com is an online legal documentation service founded in 2001 in Glendale, CA. The company provides personalized online document assembly of legal documents as well as a legal education center and articles on the legal aspect of current events. As with many legal service providers, LegalZoom offers clients legal document creation services in various common categories, including copyrights, DBAs, divorce, immigration, business formation, trusts, wills name changes, patents, power of attorney, prenuptial agreements, real estate leases, trademarks, estate and personal planning. The company also serves as a certified California attorney referral services. LegalZoom joined with United Kingdom-based legal services provider QualitySolicitors in 2012 in an attempt to expand both companies presence in the United Kingdom. That same year, LegalZoom sued rival Rocket Lawyer, charging the company with misleading advertising, trademark infringement and unfair competition. LegalZoom alleges that Rocket Lawyer’s advertising is false and misleading, mainly over the latter company’s free offerings, which can require paying filing fees or buying a paid membership plan. The lawsuit was issued just as Rocket Lawyer was set to expand its presence in the UK. Unlike LegalZoom which charges for access to legal forms, Rocket Lawyer provides customers legal documents up front for free and then offers additional legal guidance via pre-paid legal plans that cost between $10.00 and $40.00 per month. SOURCE: WWW.IBISWORLD.COM LegalZoom also filed for an initial public offering with the SEC in 2012. The move was anticipated to raise as much as $120.0 million for the company. Nevertheless, due to the less than enthusiastic response from the markets, LegalZoom withdrew its IPO in 2014. That same year, European private capital firm Permira announced its intent to acquire $200.0 million in outstanding equity of the company and become the company’s largest shareholder. The purchase has temporarily provided the company with enough capital to help the company continue to expand its operations. Financial performance LegalZoom has grown substantially over the past decade to become the leader of the Online Legal Services industry. Over the period, the company gathered over two million new customers, targeting its services to a broad base of customers that were priced out of the traditional legal service market due to the recession. LegalZoom fared well over the past five years, growing its business through a heavy emphasis on marketing, which represented a high of 31.7% of the company’s revenue in 2009. This cut into earnings but helped spread awareness of the company’s offerings. Ultimately, the strategy has helped the company’s revenue increase at average annual rate of 17.9% to $235.8 million in 2014. EXHIBIT F -96- Online Legal Services in the USMay 2014   26 WWW.IBISWORLD.COM Major Companies Player Performance continued LegalZoom – financial performance Year Revenue ($ million) (% change) Operating Income ($ million) (% change) 2009 103.3 N/C -0.3 N/C 2010 120.8 16.9 -3.6 1,100.0 2011 156.1 29.2 6.3 N/C 2012 178.0 14.0 10.0 58.7 2013 205.0 15.2 12.1 21.0 2014* 235.8 15.0 14.4 19.0 *Estimates Other Companies Rocket Lawyer Estimated market share: 1.8% Rocket Lawyer is an online legal services company founded in San Francisco in 2008. The company provides a variety of online legal services tailored for small and medium-sized enterprises. Its services offerings assist clients with incorporation, estate plans, legal health diagnostics and legal document reviews. While Rocket Lawyer is primarily a “do-it-yourself” web-based service, the company also provides customers with access to a network of attorneys that can help with consultations on legal issues through its On Call service. The company has grown substantially over its six-year existence, acquiring investment capital totaling some $40.0 million, including from Google Ventures and investor Growth Capital plus. Rocket Lawyer is a private company and therefore does not disclose financial information. The company is considered the industry’s second largest online legal service provider, with IBISWorld estimating $75.2 million in revenue earnings in 2014. USLegal Estimated market share: 1.0% USLegal is an online legal publishing company that provides online legal SOURCE: ANNUAL REPORT AND IBISWORLD solutions for attorneys, small businesses and consumers. Founded in Jackson, MS, in 1997, the company’s website provides customers with a searchable repository for legal documents and forms including wills, name changes, titles and deeds and more. The company is primarily a “do-it-yourself” document provider with the largest selection of legal documents of any legal services provider. Its product offerings include many of the most obscure legal forms, including a complete directory of state specific legal documents. Besides providing access to “do-it-yourself” documents, the company also provides customers with preparation services to help fill out forms. USLegal also provides its customers with free access to customer care agents online and by phone 24 hours a day. USLegal is a privately held company and therefore does not release financial data. IBISWorld estimates the company will generate $42.6 million in revenue in 2014. MyCorporation Estimated market share: less than 1.0% MyCorporation is a provider of online document filing services for customers interested in forming a corporation or EXHIBIT F -97- Online Legal Services in the USMay 2014   27 WWW.IBISWORLD.COM Major Companies Other Companies continued limited liability company. Founded in 1997 in Calabasas, CA, the company was acquired in 2005 by InTuit, an American software company that develops financial and tax preparation software and related services for small businesses, accountants and individuals. In addition to its filing services, MyCorporation also provides trademark searches and applications, copyright registrations, DBA registrations, registered agent services and other products to help customers protect and maintain their businesses. MyCorporation is a privately held company and therefore does not release financial information. IBISWorld estimates the company will generate $12.9 million in revenue in 2014. EXHIBIT F -98- Online Legal Services in the USMay 2014   28 WWW.IBISWORLD.COM Operating Conditions Capital Intensity   |   Technology & Systems   |   Revenue Volatility Regulation & Policy   |   Industry Assistance Capital Intensity Level  The level of capital intensity is  ow L This industry is subject to a low level of capital intensity. IBISWorld estimates that for every dollar spent on wages, only $0.05 is spent on capital. Despite the online nature of the industry and its focus on generic form legal documents, the majority of industry firms employ highly skilled and specialized lawyers. Attorneys are educated and knowledgeable in the practice of law. While face-to-face contact is nonexistent in this industry, some services may be highly personalized. Even those firms that primarily provide customizable legal documents must keep abreast of any changes created by acts of legislation. In addition, law firms require a number of support staff for research, filing and documenting, as Capital intensity Capital units per labor unit 0.5 0.4 0.3 0.2 0.1 0.0 Economy Professional, Online Legal Scientific and Services Technical Services Dotted line shows a high level of capital intensity SOURCE: WWW.IBISWORLD.COM well as ad hoc duties. All these factors contribute to the industry’s high level of labor intensity. Tools of the Trade: Growth Strategies for Success Investment Economy Recreation, Personal Services, Health and Education. Firms benefit from personal wealth so stable macroeconomic conditions are imperative. Brand awareness and niche labor skills are key to product differentiation. Information, Communications, Mining, Finance and Real Estate. To increase revenue firms need superior debt management, a stable macroeconomic environment and a sound investment plan. Online Legal Services Furniture Stores Traditional Service Economy Wholesale and Retail. Reliant on labor rather than capital to sell goods. Functions cannot be outsourced therefore firms must use new technology or improve staff training to increase revenue growth. E-Commerce & Online Auctions Computer Stores Civic, Social & Youth Organizations Public Administration Capital Intensive Labor Intensive New Age Economy Old Economy Agriculture and Manufacturing. Traded goods can be produced using cheap labor abroad. To expand firms must merge or acquire others to exploit economies of scale, or specialize in niche, high-value products. Change in Share of the Economy SOURCE: WWW.IBISWORLD.COM EXHIBIT F -99- Online Legal Services in the USMay 2014   29 WWW.IBISWORLD.COM Operating Conditions Capital Intensity continued The industry’s capital investment is low; most ongoing expenses are related to the upgrade and maintenance of office and computer equipment, including specialized software packages, and communications equipment. Firms also record depreciation against technology infrastructure, internaluse software and website development; the nature of the industry means there is a need to continuously maintain and update websites and databases. While the use of computer systems, legal databases, electronic discovery (e-discovery, or the reviewing of electronic legal documents) and the internet has improved employee productivity, technological advancements have not overcome the need for personnel in researching, designing solutions, dealing with clients and completing administrative tasks. In the five years to 2019, labor’s proportion of industry revenue is expected to continue to decrease as technology improves and firms rely to a greater extent on transactional models requiring less labor fulfillment. This will ultimately lead to a slightly higher level of capital intensity. Technology & Systems Technology is constantly developing in the Online Legal Services industry. New tech advancements have made it easier for industry operators to offer unbundled legal services to a wider audience. Growth in the number of consumers with broadband connections has allowed a greater number of potential customers to purchase services online. At the same time, developments in web technology have enabled service providers to bring their businesses online. Industry operators rely on a variety of legal software to provide their clients with services. Most own or operate programs designed to help customers assemble legal documents automatically, without the help of live legal council. These programs often use “intuitive” forms to collect information from clients. Clients’ responses to questions by the program prompt new questions and direct customers to the appropriate answers for each document line item. Responses are then collected and automatically formatted into a document template and reviewed by the program for errors. Online portals are also used to collect and store clients’ cases. Software as a service (SaaS) tools have been developed to keep digital records of the legal documents or guidance and instructions that firms provide clients. Cloud computing software allows this information to be stored and accessed from any location with an internet connection. Clients have their own secure homepage online that they can log into at any time to access the information they need to complete their legal matters on their own. This form of digital communications appeals to do-it-yourself clients that appreciate the flexibility and ease with which they can access their legal documents. In the five years to 2014, the industry experienced a moderate level of revenue volatility. The industry has experienced strong, consistent growth in revenue mainly due to the migration of all forms of services online. It is common for an industry in the growth stage of its life-cycle to experience moderate-tohigh revenue volatility, as many of its services are not yet well established in the marketplace and are still being evaluated by consumers. This is true of Level  The level of Technology Change is High  Revenue Volatility Level  The level of Volatility is  edium M EXHIBIT F -100- Online Legal Services in the USMay 2014   30 WWW.IBISWORLD.COM Operating Conditions the Online Legal Services industry, where new firms are still entering at a rapid pace, offering new and unique products that simplify the barrier clients face when taking legal actions. The recent recession, which decimated many industries in the broader economy, had little impact on the Online Legal Services industry’s revenue. In fact, many consumers and small businesses sought out online legal services during this time as they became increasingly priceconscious, leading to strong industry growth despite rising unemployment, a drop in consumer spending and less A higher level of revenue volatility implies greater industry risk. Volatility can negatively affect long-term strategic decisions, such as the time frame for capital investment. When a firm makes poor investment decisions it may face underutilized capacity if demand suddenly falls, or capacity constraints if it rises quickly. demand for high-end legal services. In this way, the industry is well positioned for any future economic turmoil. The industry is expected to experience decreased revenue volatility over the next five years as its services become more established and the recent high growth rates taper. Save for any significant regulatory changes that seeks to limit the ability of firms to provide do-it-yourself online legal documents, the industry is expected to continue to grow steadily as consumers and businesses seek low-cost options for their basic legal needs. Volatility vs Growth 1000 Revenue volatility* (%) Revenue Volatility continued Hazardous Rollercoaster 100 10 Online Legal Services 1 0.1 Stagnant –30 –10 Blue Chip 10 30 50 70 Five year annualized revenue growth (%) * Axis is in logarithmic scale SOURCE: WWW.IBISWORLD.COM Regulation & Policy Level & Trend  The level of Regulation is  eavy H and the trend is  ncreasing I There are a number of laws and regulations in the United States regarding the unauthorized practice of law, legal document processing and preparation, legal plans, privacy and other matters that govern the industry. These rules have changed rapidly over the past ten years as the legal landscape shifted to allow provide for more online legal service provision. Online legal service providers must be ready to adapt or discontinue certain services in order to comply with the changing legal environment surrounding the industry. Most online legal service providers provide what are referred to as unbundled legal services. The American Bar Association (ABA) Model Rule, which provides rules that prescribe baseline standards of legal ethics and professional responsibility for lawyers in the United States, formally allows for the unbundling of legal services under a ruling it made in 2002. According to the Harvard Law Journal, the rule change was adopted verbatim or with some modification by 41 jurisdictions (including the Districts of Columbia) EXHIBIT F -101- Online Legal Services in the USMay 2014   31 WWW.IBISWORLD.COM Operating Conditions Regulation & Policy continued across the country. Ten jurisdictions have yet to adopt the rules since their addition. Some of these states allow limited unbundling but only for noncriminal law matters. Since providing unbundled services is the primary service delivered by most industry operators, it is difficult if not impossible, for providers to exist in states where such services are deemed illegal. The advent of online legal services has also helped generate legal questions surrounding the standard definition of what constitutes an unauthorized practice of law by a nonlicensed organization or individual. Many online legal services providers deliver legal aid without employing attorneys that have been certified by the ABA. Considered “unauthorized legal practices”, these operators are restricted from providing certain legal services available to attorneys. In 2002, the ABA ruled that each state and legal jurisdiction should adopt their own definition of what constitutes the “practice of law”, which subsequently resulted in the creation of a multitude of different definitions. Without uniformity in the definition of “practice of law,” enforcement and regulations that pertain to unauthorized legal practices differ from state to state, forcing industry operators to adjust their service provision depending on where they’re operating. Beyond laws governing the legality of unbundling services and unauthorized legal practice, industry operators must also adhere to federal laws prohibiting the scope of legal services they can provide. According to federal regulation, online legal service providers are technically unable to acquire a license to practice the law in the United States unless their operations are fully run by licensed attorneys. Furthermore, they must abide by laws and regulations that govern business transactions between attorneys and non-attorneys, including those related to ethics of attorney fee-splitting and the corporate practice of law. Industry Assistance Firms that provide online legal services receive no formal government assistance, but have support from various industry associations. The American Bar Association (ABA) is the industry’s main industry association. Founded in 1878, the ABA is a voluntary bar association of nearly 400,000 member lawyers and law students, which is not specific to any jurisdiction in the United States. Due to concerns about the gray-area in which some online legal service providers were operating, the ABA released draft guidelines, the Best Practice Guidelines for Legal Document Service Providers, in 2012 that recommends best practices for individuals and entities that operate outside the lawyer-client relationship. These guidelines aim to cover firms that provide materials and services for the creating of legal documents that are intended to express or affect legal rights, obligations, claims or positions. These recommendations have brought legitimacy to the industry and alleviated the concerns of new entrants that regulation would stymie their future growth. These recent guidelines supplement the Best Practice Guidelines for Legal Information Web Site Providers, published in 2003, which describe more general practices such as informing customers about dates on which substantive content was prepared or last reviewed, the jurisdiction to which the content relates and the terms and conditions of use. The National Lawyers Association is another voluntary Level & Trend  The level of Industry Assistance is  owand the L trend is Steady  EXHIBIT F -102- Online Legal Services in the USMay 2014   32 WWW.IBISWORLD.COM Operating Conditions Industry Assistance continued association of lawyers in the United States, with about 3,000 members. The National Lawyers Association was founded in 1993 in response to the ABA’s official position in favor of abortion rights. EXHIBIT F -103- Online Legal Services in the USMay 2014   33 WWW.IBISWORLD.COM Key Statistics Industry Data 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Revenue ($m) 1,525.7 1,830.0 2,183.6 2,303.4 2,441.8 2,687.5 2,875.4 3,272.2 3,780.4 4,087.8 4,452.0 4,807.2 5,234.7 5,567.7 5,935.6 Annual Change 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 Revenue (%) 19.9 19.3 5.5 6.0 10.1 7.0 13.8 15.5 8.1 8.9 8.0 8.9 6.4 6.6 Industry Value Added ($m) 743.6 891.6 1,072.4 1,129.8 1,194.5 1,276.8 1,343.7 1,515.0 1,769.2 1,925.3 2,088.0 2,254.6 2,455.1 2,605.7 2,766.0 Establishments 6,225 7,452 8,749 9,117 10,288 11,505 12,295 13,852 15,846 16,948 18,239 19,441 20,878 21,965 23,161 Enterprises Employment 6,139 9,872 7,347 11,841 8,608 13,735 8,979 14,372 10,139 15,906 11,324 17,487 12,103 18,605 13,642 21,110 15,615 23,628 16,692 25,233 17,971 26,500 19,148 28,278 20,564 30,435 21,629 31,816 22,817 33,725 Exports ---------------- Industry Value Added (%) 19.9 20.3 5.4 5.7 6.9 5.2 12.7 16.8 8.8 8.5 8.0 8.9 6.1 6.2 Establishments (%) 19.7 17.4 4.2 12.8 11.8 6.9 12.7 14.4 7.0 7.6 6.6 7.4 5.2 5.4 Enterprises Employment (%) (%) 19.7 19.9 17.2 16.0 4.3 4.6 12.9 10.7 11.7 9.9 6.9 6.4 12.7 13.5 14.5 11.9 6.9 6.8 7.7 5.0 6.5 6.7 7.4 7.6 5.2 4.5 5.5 6.0 Exports (%) N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Key Ratios 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 IVA/Revenue (%) 48.74 48.72 49.11 49.05 48.92 47.51 46.73 46.30 46.80 47.10 46.90 46.90 46.90 46.80 46.60 Figures are inflation-adjusted 2014 dollars. Imports/ Demand (%) N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Exports/ Revenue (%) N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Revenue per Employee ($’000) 154.55 154.55 158.98 160.27 153.51 153.69 154.55 155.01 160.00 162.00 168.00 170.00 172.00 175.00 176.00 Wages/Revenue (%) 33.80 33.50 33.40 33.20 33.00 32.50 32.00 31.50 31.30 31.00 30.70 30.60 30.50 30.30 30.10 Imports ---------------- Wages ($m) 515.7 613.1 729.3 764.7 805.8 873.4 920.1 1,030.7 1,183.3 1,267.2 1,366.8 1,471.0 1,596.6 1,687.0 1,786.6 Domestic Demand N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Number of businesses (Mils) 7.5 7.6 7.7 7.6 7.4 7.4 7.4 7.4 7.5 7.6 7.8 7.9 8.0 8.1 8.3 Imports (%) N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Wages (%) 18.9 19.0 4.9 5.4 8.4 5.3 12.0 14.8 7.1 7.9 7.6 8.5 5.7 5.9 Domestic Demand (%) N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A Number of businesses (%) 1.3 1.3 -1.3 -2.2 -0.4 -0.7 1.2 0.7 1.5 2.0 1.5 1.5 1.5 2.0 Employees per Est. 1.59 1.59 1.57 1.58 1.55 1.52 1.51 1.52 1.49 1.49 1.45 1.45 1.46 1.45 1.46 Average Wage ($) 52,238.65 51,777.72 53,097.93 53,207.63 50,660.13 49,945.67 49,454.45 48,825.20 50,080.41 50,219.95 51,577.36 52,019.24 52,459.34 53,023.64 52,975.54 Share of the Economy (%) 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 0.01 SOURCE: WWW.IBISWORLD.COM EXHIBIT F -104- Online Legal Services in the USMay 2014   34 WWW.IBISWORLD.COM Jargon & Glossary Industry Jargon BRICK AND MORTARA business with a physical presence of a building or other structure, as opposed to a business that conducts all their business using the internet and associated technologies. UNBUNDLED LEGAL SERVICEA form of limited representation whereby the scope of services is limited to generic, a la carte offerings that only pertain to the clearly defined portion of a client’s legal needs. LEGAL DOCUMENT SERVICE PROVIDERA firm that specializes in providing interactive legal forms online that can be customized to a customer’s specific need. IBISWorld Glossary BARRIERS TO ENTRYHigh barriers to entry mean that new companies struggle to enter an industry, while low barriers mean it is easy for new companies to enter an industry. CAPITAL INTENSITYCompares the amount of money spent on capital (plant, machinery and equipment) with that spent on labor. IBISWorld uses the ratio of depreciation to wages as a proxy for capital intensity. High capital intensity is more than $0.333 of capital to $1 of labor; medium is $0.125 to $0.333 of capital to $1 of labor; low is less than $0.125 of capital for every $1 of labor. CONSTANT PRICESThe dollar figures in the Key Statistics table, including forecasts, are adjusted for inflation using the current year (i.e. year published) as the base year. This removes the impact of changes in the purchasing power of the dollar, leaving only the “real” growth or decline in industry metrics. The inflation adjustments in IBISWorld’s reports are made using the US Bureau of Economic Analysis’ implicit GDP price deflator. DOMESTIC DEMANDSpending on industry goods and services within the United States, regardless of their country of origin. It is derived by adding imports to industry revenue, and then subtracting exports. EMPLOYMENTThe number of permanent, part-time, temporary and seasonal employees, working proprietors, partners, managers and executives within the industry. ENTERPRISEA division that is separately managed and keeps management accounts. Each enterprise consists of one or more establishments that are under common ownership or control. ESTABLISHMENTThe smallest type of accounting unit within an enterprise, an establishment is a single physical location where business is conducted or where services or industrial operations are performed. Multiple establishments under common control make up an enterprise. EXPORTSTotal value of industry goods and services sold by US companies to customers abroad. IMPORTSTotal value of industry goods and services brought in from foreign countries to be sold in the United States. INDUSTRY CONCENTRATIONAn indicator of the dominance of the top four players in an industry. Concentration is considered high if the top players account for more than 70% of industry revenue. Medium is 40% to 70% of industry revenue. Low is less than 40%. INDUSTRY REVENUEThe total sales of industry goods and services (exclusive of excise and sales tax); subsidies on production; all other operating income from outside the firm (such as commission income, repair and service income, and rent, leasing and hiring income); and capital work done by rental or lease. Receipts from interest royalties, dividends and the sale of fixed tangible assets are excluded. INDUSTRY VALUE ADDED (IVA)The market value of goods and services produced by the industry minus the cost of goods and services used in production. IVA is also described as the industry’s contribution to GDP, or profit plus wages and depreciation. INTERNATIONAL TRADEThe level of international trade is determined by ratios of exports to revenue and imports to domestic demand. For exports/revenue: low is less than 5%, medium is 5% to 20%, and high is more than 20%. Imports/domestic demand: low is less than 5%, medium is 5% to 35%, and high is more than 35%. LIFE CYCLEAll industries go through periods of growth, maturity and decline. IBISWorld determines an industry’s life cycle by considering its growth rate (measured by IVA) compared with GDP; the growth rate of the number of establishments; the amount of change the industry’s products are undergoing; the rate of technological change; and the level of customer acceptance of industry products and services. NONEMPLOYING ESTABLISHMENTBusinesses with no paid employment or payroll, also known as nonemployers. These are mostly set up by self-employed individuals. PROFITIBISWorld uses earnings before interest and tax (EBIT) as an indicator of a company’s profitability. It is calculated as revenue minus expenses, excluding interest and tax. EXHIBIT F -105- Online Legal Services in the USMay 2014   35 WWW.IBISWORLD.COM Jargon & Glossary IBISWorld Glossary continued VOLATILITYThe level of volatility is determined by averaging the absolute change in revenue in each of the past five years. Volatility levels: very high is more than ±20%; high volatility is ±10% to ±20%; moderate volatility is ±3% to ±10%; and low volatility is less than ±3%. WAGESThe gross total wages and salaries of all employees in the industry. The cost of benefits is also included in this figure. EXHIBIT F -106- www.ibisworld.com | 1-800-330-3772 | info @ibisworld.com At IBISWorld we know that industry intelligence is more than assembling facts It is combining data with analysis to answer the questions that successful businesses ask Identify high growth, emerging & shrinking markets Arm yourself with the latest industry intelligence Assess competitive threats from existing & new entrants Benchmark your performance against the competition Make speedy market-ready, profit-maximizing decisions Who is IBISWorld? We are strategists, analysts, researchers, and marketers. We provide answers to information-hungry, time-poor businesses. Our goal is to provide real world answers that matter to your business in our 700 US industry reports. When tough strategic, budget, sales and marketing decisions need to be made, our suite of Industry and Risk intelligence products give you deeply-researched answers quickly. IBISWorld Membership IBISWorld offers tailored membership packages to meet your needs. Disclaimer This product has been supplied by IBISWorld Inc. (‘IBISWorld’) solely for use by its authorized licensees strictly in accordance with their license agreements with IBISWorld. IBISWorld makes no representation to any other person with regard to the completeness or accuracy of the data or information contained herein, and it accepts no responsibility and disclaims all liability (save for liability which cannot be lawfully disclaimed) for loss or damage whatsoever suffered or incurred by any other person resulting from the use of, or reliance upon, the data or information contained herein. Copyright in this publication is owned by IBISWorld Inc. The publication is sold on the basis that the purchaser agrees not to copy the material contained within it for other than the purchasers own purposes. In the event that the purchaser uses or quotes from the material in this publication – in papers, reports, or opinions prepared for any other person – it is agreed that it will be sourced to: IBISWorld Inc. Copyright 2014 IBISWorld Inc EXHIBIT F -107-

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