1102993--3/15/2006--LIVEPERSON

related topics

{stock, price, share}

{system, service, information}

{product, market, service}

{stock, price, operating}

{regulation, change, law}

{property, intellectual, protect}

{acquisition, growth, future}

{operation, international, foreign}

{control, financial, internal}

{personnel, key, retain}

{provision, law, control}

Risks Related to Our Business We have a history of losses, we had an accumulated deficit of $101.4 million as of December 31, 2005 and we may incur losses in the future. Back to Table of Contents Back to Table of Contents Back to Table of Contents Our quarterly revenue and operating results are subject to significant fluctuations, which may adversely affect the trading price of our common stock. Back to Table of Contents Back to Table of Contents Back to Table of Contents We may be unable to respond to the rapid technological change and changing client preferences in the online sales, marketing and customer service industry and this may harm our business If we are not competitive in the market for real-time sales, marketing and customer service solutions, our business could be harmed. Back to Table of Contents Back to Table of Contents Back to Table of Contents Back to Table of Contents Back to Table of Contents Back to Table of Contents We are dependent on technology systems that are beyond our control. Technological defects could disrupt our services, which could harm our business and reputation. Back to Table of Contents Back to Table of Contents Back to Table of Contents Our clients may experience adverse business conditions that could adversely affect our business. Our business is significantly dependent on our ability to retain our current key personnel, to attract new personnel, and to manage staff attrition. Back to Table of Contents Back to Table of Contents Back to Table of Contents We believe our reported financial results may be adversely affected by changes in accounting principles generally accepted in the United States. We cannot predict our future capital needs to execute our business strategy and we may not be able to secure additional financing. Back to Table of Contents Back to Table of Contents Back to Table of Contents If we do not successfully integrate potential future acquisitions, our business could be harmed. We could face additional regulatory requirements, tax liabilities and other risks as we expand internationally. Our reputation depends, in part, on factors which are entirely outside of our control. Back to Table of Contents Back to Table of Contents Back to Table of Contents Our business and prospects would suffer if we are unable to protect and enforce our intellectual property rights. Our products and services may infringe upon intellectual property rights of third parties and any infringement could require us to incur substantial costs and may distract our management. Back to Table of Contents Back to Table of Contents Back to Table of Contents We may be liable if third parties misappropriate personal information belonging to our clients Internet users. Political, economic and military conditions in Israel could negatively impact our Israeli operations. Back to Table of Contents Back to Table of Contents Back to Table of Contents Risks Related to Our Industry We are dependent on the continued use of the Internet as a medium for commerce. We depend on the continued viability of the infrastructure of the Internet. Back to Table of Contents Back to Table of Contents Back to Table of Contents We may become subject to burdensome government regulation and legal uncertainties. Security concerns could hinder commerce on the Internet. Back to Table of Contents Back to Table of Contents Back to Table of Contents Our stockholders who each own greater than five percent of the outstanding common stock, and our executive officers and directors, will be able to influence matters requiring a stockholder vote. The future sale of shares of our common stock may negatively affect our stock price. Our stock price has been highly volatile and may experience extreme price and volume fluctuations in the future, which could reduce the value of your investment and subject us to litigation. Back to Table of Contents Back to Table of Contents Back to Table of Contents Anti-takeover provisions in our charter documents and Delaware law may make it difficult for a third party to acquire us.

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1102993--3/15/2006--LIVEPERSON_INC