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our ability to manage significant disruptions in our SaaS hosting network;
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the demand for SaaS products generally or our products in particular;
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our ability to protect our proprietary rights;
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our level and terms of indebtedness;
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our ability to incur debt and use proceeds therefrom in accordance with our debt covenants;
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the potential for a substantial number of shares to be sold in the open market and the resulting impact on our stock price;
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the ongoing effects of the new tax laws and the refinement of provisional estimates;
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our ability to maintain effective internal controls over financial reporting;
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our ability to conclude that a control deficiency is not a material weakness or that an accounting error does not require a restatement;
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potential impairment of goodwill and intangible assets, which comprise a significant portion of our assets;
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our ability to use our net operating loss carryforwards and certain other tax attributes;
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our financial performance, including our expectations regarding revenue, gross margin, and operating expenses, and our ability to achieve or sustain profitability;
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integration of businesses we have acquired or will acquire;
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our ability to release timely updates to reflect changes in wage and hour laws, tax, privacy, benefit and other laws and regulations;
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the effectiveness of our applications being limited by privacy concerns, laws and other regulations;
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our ability to make scheduled payments on or to refinance our existing indebtedness (including the indebtedness under our Third Restated Credit Agreement and subordinated promissory notes) or to obtain forgiveness of our Paycheck Protection Program loan;
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the effect of claims, lawsuits, governmental investigations and other proceedings that adversely affect our business; and
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the costs of operating as a public company, and substantial time devoted by our management to new compliance initiatives and any sanctions or other penalties resulting from non-compliance.
Forward-looking statements are based on management’s current expectations, estimates, forecasts and projections about our business and the industry in which we operate and management’s beliefs and assumptions and are not guarantees of future performance or development and involve known and unknown risks, uncertainties and other factors that are in some cases beyond our control. As a result, any or all of our forward-looking statements in this prospectus, any accompanying prospectus supplement and the documents that are incorporated by reference herein and therein may turn out to be inaccurate. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under “Risk Factors” and elsewhere in this prospectus, in any accompanying prospectus supplement and in the documents that are incorporated
by reference herein and therein. Potential investors are urged to consider these factors carefully in evaluating the forward-looking statements. These forward-looking statements speak only as of the date of this prospectus. Except as required by law, we assume no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future. You should, however, review the factors and risks we describe in the reports we will file from time to time with the SEC after the date of this prospectus. See “Where You Can Find More Information” and “Incorporation of Documents by Reference.”
This prospectus, any accompanying prospectus supplement and the documents incorporated by reference herein and therein may contain market data that we obtain from industry sources. These sources do not guarantee the accuracy or completeness of the information. Although we believe that our industry sources are reliable, we do not independently verify the information. The market data may include projections that are based on a number of other projections. While we believe these assumptions to be reasonable and sound as of the date of this prospectus, actual results may differ from the projections.