What changed in this filing

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Item 1A. Risk Factors

2026-03-12 compared with 2025-03-13 · 585 added, 545 removed, 778 unchanged (59% of the section changed)

Related to Our Business

continued success of our business model is heavily dependent upon our offshore operations, and any disruption to those operations will

adversely affect us.

majority of our operations, including the development and maintenance of our web-based platform, our customer support services and medical

billing activities, are performed by our highly educated workforce of approximately 3,300 employees in our Offshore Offices.

Approximately

98% of our offshore employees are in our Pakistan Offices and our remaining employees are located at our smaller offshore operation center

in Sri Lanka.

The performance of our operations in our Pakistan Offices, and our ability to maintain our Offshore Offices, is an essential

element of our business model, as the labor costs where our Pakistan Offices are located are substantially lower than the cost of comparable

labor in India, the United States and other countries, and allows us to competitively price our products and services.

Our competitive

advantage will be greatly diminished and may disappear altogether if our operations in our Pakistan Offices are negatively impacted.

addition, changes in U.S.

or foreign sanctions, export controls, or cross-border data transfer requirements could restrict our ability

to operate or to deliver services from our offshore locations, increase compliance costs, or require costly migration to alternative

delivery models.

and Sri Lanka have in the past experienced and could in the future continue to experience periods of political and social unrest, war

and acts of terrorism.

Our operations in our offshore locations may be negatively impacted by these and a number of other factors, including

currency fluctuations, cost of labor and supplies, power grid and infrastructure issues, vandalism, and changes in local law, as well

as laws within the United States relating to these countries.

Client mandates or preferences for onshore service providers may also adversely

impact our business model.

Our operations in our Offshore Offices may also be affected by trade restrictions, such as tariffs or other

trade controls.

If we are unable to continue to leverage the skills and experience of our highly educated workforce, particularly in

our Pakistan Offices, we may be unable to provide our products and services at attractive prices, and our business would be materially

and negatively impacted or discontinued.

believe that the labor costs in our Offshore Offices are approximately 15% - 17% of the cost of comparably educated and skilled workers

If there were potential disruptions in any of these locations, they could have a negative impact on our business.

offshore operations expose us to additional business and financial risks which could adversely affect us and subject us to civil and

criminal liability.

risks and challenges associated with our operations outside the United States include laws and business practices favoring local competitors;

compliance with multiple, conflicting and changing governmental laws and regulations, including employment and tax laws and regulations;

and fluctuations in foreign currency exchange rates.

Foreign operations subject us to numerous stringent U.S.

and foreign laws, including

the Foreign Corrupt Practices Act of 1977, as amended (“FCPA”), and comparable foreign laws and regulations that prohibit

improper payments or offers of payments to foreign governments and their officials and political parties by U.S.

and other business entities

for the purpose of obtaining or retaining business.

Safeguards we implement to discourage these practices may prove to be less than effective

and violations of the FCPA and other laws may result in severe criminal or civil sanctions, or other liabilities or proceedings against

us, including class action lawsuits and enforcement actions from the SEC, Department of Justice and overseas regulators.

proprietary software or service delivery platform may not operate properly, which could damage our reputation, give rise to claims against

us, or divert application of our resources from other purposes, any of which could harm our business and operating results.

may encounter human or technical obstacles that prevent our proprietary or acquired applications from operating properly.

If our applications

do not function reliably or fail to achieve customer expectations in terms of performance, customers could assert liability claims against

us or attempt to cancel their contracts with us.

This could damage our reputation and impair our ability to attract or maintain customers.

are particular risks when we inherit technologies through the companies we acquire.

These technologies, often developed by distressed

companies, were not created under our direct supervision and control and therefore may not have been developed in accordance with our

Such acquired technologies could, and at times do, contain operational deficiencies, defects, glitches or bugs that may not

be discovered immediately or otherwise could have been avoided had we built the technology ourselves.

Whether technology we develop or

technology we acquire, we will need to replace certain components and remediate software defects or bugs from time to time.

be no assurance that such defects or bugs, or the process of remediating them, will not have a material impact on our business.

Our inability

to promptly and cost-effectively correct a product defect could result in the Company having to withdraw an important product from market,

damage to our reputation, and result in material costs and expenses, any of which could have a material impact on our revenue, margins,

and operating results.

information services as complex as those we offer have in the past contained, and may in the future develop or contain, undetected defects

We cannot assure you that material performance problems or defects in our products or services will not arise in the future.

Errors may result from receipt, entry, or interpretation of patient information or from interface of our services with legacy systems

and data that we did not develop and the function of which is outside of our control.

Despite testing, defects or errors may arise in

our existing or new software or service processes.

Because changes in payer requirements and practices are frequent and sometimes difficult

to determine except through trial and error, we are continuously discovering defects and errors in our software and service processes

compared against these requirements and practices.

These defects and errors and any failure by us to identify and address them could

result in loss of revenue or market share, liability to customers or others, failure to achieve market acceptance or expansion, diversion

of development resources, injury to our reputation, and increased service and maintenance costs.

Defects or errors in our software might

discourage existing or potential customers from purchasing our products and services.

Correction of defects or errors could prove to

be impossible or impracticable.

The costs incurred in correcting any defects or errors or in responding to resulting claims or liability

may be substantial and could adversely affect our operating results.

addition, customers relying on our services to collect, manage, and report clinical, business, and administrative data may have a greater

sensitivity to service errors and security vulnerabilities than customers of software products in general.

We market and sell services

that, among other things, provide information to assist healthcare providers in tracking and treating patients.

Any operational delay

in or failure of our technology or service processes may result in the disruption of patient care and could cause harm to patients and

thereby create unforeseen liabilities for our business.

customers or their patients may assert claims against us alleging that they suffered damages due to a defect, error, or other failure

of our software or service processes.

A product liability claim or errors or omissions claim could subject us to significant legal defense

costs and adverse publicity, regardless of the merits or eventual outcome of such a claim.

physicians rely on our platforms (including the platforms we acquired) to be certified by the Office of the National Coordinator for

Health Information Technology (“ONC”).

If this certification were to be challenged, we might face liability related to any

incentive that the physicians received in reliance upon such certification.

failures, cyberattacks or other events and resulting interruptions in the availability of or degradation in the performance of our websites,

applications, products or services could harm our business.

cybersecurity attacks continue to evolve and increase, our information systems could also be penetrated or compromised by internal and

external parties’ intent on extracting confidential information, disrupting business processes or corrupting information.

may experience service interruptions or degradation due to hardware and software defects or malfunctions, computer denial-of-service

and other cyberattacks, human error, earthquakes, hurricanes, floods, fires, natural disasters, power losses, disruptions in telecommunications

services, fraud, military or political conflicts, such as the conflicts in Ukraine and the Middle East, terrorist attacks, computer viruses,

or other events.

Our systems are also subject to break-ins, sabotage and intentional acts of vandalism.

Some of our systems are not fully

redundant and our disaster recovery planning is not sufficient for all eventualities.

We have experienced and will likely continue to

experience system failures, denial of service attacks and other events or conditions from time to time that interrupt the availability

or reduce the speed or functionality of our websites and mobile applications.

These events likely will result in loss of revenue.

interruption in the availability or reduction in the speed or other functionality of our websites and mobile applications could materially

harm our business.

Frequent or persistent interruptions in our services could cause current or potential users to believe that our systems

are unreliable, leading them to switch to our competitors or to avoid our sites, and could permanently harm our reputation and brands.

Moreover, to the extent that any system failure or similar event results in damages to our customers or their businesses, these customers

could seek significant compensation from us for their losses and those claims, even if unsuccessful, would likely be time-consuming and

costly for us to address.

These risks could arise from external parties or from acts or omissions of internal or service provider personnel.

Such unauthorized access could disrupt our business and could result in the loss of assets, litigation, remediation costs, damage to

our reputation and failure to retain or attract customers following such an event, which could adversely affect our business.

privacy, identity protection and information security compliance may require significant resources and presents certain risks.

collect, store, have access to and otherwise process certain confidential or sensitive data, including proprietary business information,

patient data, personal data or other information that is subject to privacy and security laws, business information and/or customer imposed

Despite our efforts to protect such data, our business and our products may be vulnerable to security incidents, theft, improper

use of our products, systems, software solutions or networks, unauthorized access, use, disclosure, modification or destruction of information,

defective products and operational disruptions.

The actual or perceived risk of theft, loss, fraudulent use or misuse of customer, employee

or other data as a result of a cybersecurity incident, as well as non-compliance with applicable industry standards or our contractual

or other legal obligations or privacy and information security policies regarding such data, could result in costs, fines, litigation

or regulatory actions.

We could face similar consequences in the future if we, our suppliers, customers or other third parties experience

the actual or perceived risk of theft, loss, fraudulent use or misuse of data, including as a result of employee error or malfeasance,

or as a result of the imaging, software, security and other products we incorporate into our products.

Such an event could lead customers

to select the products and services of our competitors.

A cybersecurity incident could harm our reputation, cause unfavorable publicity

or otherwise adversely affect certain potential customers’ perception of the security and reliability of our services as well as

our credibility and reputation, which could result in lost sales.

operate in an environment in which there are different and potentially conflicting data privacy laws in effect in the various U.S states

and foreign jurisdictions in which we operate and we must understand and comply with each law and standard in each of these jurisdictions

while ensuring the data is secure.

Government enforcement actions can be costly and interrupt the regular operations of our business,

and violations of data privacy laws can result in fines, reputational damage and civil lawsuits, any of which may adversely affect our

business, reputation and financial statements.

of our contracts do not contain limitations of liability, and even where they do, there can be no assurance that limitations of liability

in our contracts are sufficient to protect us from liabilities, damages, or claims related to our data privacy and security obligations.

While we maintain general liability insurance coverage and coverage for errors or omissions, such coverage might not be adequate or otherwise

protect us from liabilities or damages with respect to claims alleging compromises of customer data, that such coverage will continue

to be available to us on acceptable terms or at all, or that such coverage will pay future claims.

The successful assertion of one or

more large claims against us that exceeds our available insurance coverage, or results in changes to our insurance policies (including

premium increases or the imposition of large deductible or co-insurance requirements), could have an adverse effect on our business.

use and plan to expand our use of artificial intelligence, and challenges associated with the development, deployment and regulation

of AI technologies could adversely affect our business, reputation and results of operations.

currently incorporate, and plan to further expand the use of, artificial intelligence (“AI”) technologies across our products,

services and internal operations.

AI is a rapidly evolving technology and its use presents significant technical, operational, legal,

regulatory, compliance, cybersecurity, privacy and reputational risks.

AI technologies are probabilistic in nature and may produce inaccurate,

incomplete or misleading outputs, reflect or amplify unintended biases, or result in discriminatory or otherwise adverse outcomes.

our AI-enabled products or services are perceived to be deficient, unreliable, biased or otherwise flawed, our reputation, customer relationships,

competitive position and business could be materially adversely affected, and customers may delay adoption of, reduce reliance on, or

discontinue use of our solutions.

use of AI also increases the risk of cybersecurity incidents and unauthorized access to, disclosure of, or misuse of sensitive information,

including Protected Health Information (“PHI”) and other personal or proprietary data.

Failures in our governance, controls

or safeguards relating to AI could result in violations of applicable privacy, security and healthcare laws and regulations, contractual

obligations or industry standards, including those applicable to certified health IT products, and could expose us to regulatory enforcement

actions, litigation, significant remediation costs, contractual liability and reputational harm.

AI initiatives may rely on third-party technologies, tools, data sources or open-source components, over which we have limited control.

In addition, the legal and regulatory framework governing AI is rapidly evolving and uncertain.

New or existing laws and regulations

may increase our compliance costs, require changes to our products or business practices, delay or limit deployment of AI-enabled solutions,

or expose us to additional liability.

Further, our competitors may adopt AI technologies more quickly or more successfully than we do,

and market demand for AI-enabled healthcare solutions remains uncertain.

If we are unable to effectively develop, govern and deploy AI

technologies, our business, financial condition and results of operations could be materially adversely affected.

may not be successful in our artificial intelligence initiatives, which could adversely affect our business, reputation, or financial

have made, and expect to continue to make, investments to integrate AI into our products and update our products to enable our customers

to use Al for insights, digital experiences, and applications, as well as to use Al to enhance our own engineering and business operations.

Such integration and use of AI may become more important in our product offerings and operations over time.

Our AI efforts may not be

successful and our competitors or other third parties may incorporate AI into their offerings more successfully and efficiently than

we do and achieve greater and faster adoption, which could impair our ability to compete effectively and adversely affect our business

and financial results.

In addition, given the rapidly developing nature of Al, we may fail to adequately adopt and adapt to technological

advancements, which may have a negative impact on our product development capabilities and adversely affect our business and financial

operate in a highly competitive industry, and our competitors may be able to compete more efficiently or evolve more rapidly than we

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operations and profitability improvements.

We expect to incur approximately an additional $100,000 of restructuring costs in 2025.

can be no assurance that these actions will achieve their intended benefits.

There can be no assurance that these actions will achieve their intended benefits.

we are unable to successfully introduce new products or services or fail to keep pace with advances in technology, we would not be able

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If we cannot adapt to changing technologies and industry standards, including changing requirements

of third-party applications and software and meet the requirements of our customers, our products and services may become obsolete, and

our business would suffer significantly.

of third-party applications and software and meeting the requirements of our customers, our products and services may become obsolete,

and our business would suffer significantly.

Because both the healthcare industry and the healthcare IT technology market are constantly

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or to introduce these products on schedule could cause us to not only lose our current customers but also fail to attract new customers.

continued success of our business model is heavily dependent upon our offshore operations, and any disruption to those operations will

adversely affect us.

majority of our operations, including the development and maintenance of our web-based platform, our customer support services and medical

billing activities, are performed by our highly educated workforce of approximately 3,300 employees in our Offshore Offices.

Approximately

98% of our offshore employees are in our Pakistan Offices and our remaining employees are located at our smaller offshore operation center

in Sri Lanka.

The performance of our operations in our Pakistan Offices, and our ability to maintain our Offshore Offices, is an essential

element of our business model, as the labor costs where our Pakistan Offices are located are substantially lower than the cost of comparable

labor in India, the United States and other countries, and allows us to competitively price our products and services.

Our competitive

advantage will be greatly diminished and may disappear altogether if our operations in our Pakistan Offices are negatively impacted.

and Sri Lanka have in the past experienced and could in the future continue to experience periods of political and social unrest, war

and acts of terrorism.

Our operations in our offshore locations may be negatively impacted by these and a number of other factors, including

currency fluctuations, cost of labor and supplies, power grid and infrastructure issues, vandalism, and changes in local law, as well

as laws within the United States relating to these countries.

Client mandates or preferences for onshore service providers may also adversely

impact our business model.

Our operations in our Offshore Offices may also be affected by trade restrictions, such as tariffs or other

trade controls.

If we are unable to continue to leverage the skills and experience of our highly educated workforce, particularly in

our Pakistan Offices, we may be unable to provide our products and services at attractive prices, and our business would be materially

and negatively impacted or discontinued.

believe that the labor costs in our Offshore Offices are approximately 15% of the cost of comparably educated and skilled workers in

If there were potential disruptions in any of these locations, they could have a negative impact on our business.

offshore operations expose us to additional business and financial risks which could adversely affect us and subject us to civil and

criminal liability.

risks and challenges associated with our operations outside the United States include laws and business practices favoring local

compliance with multiple, conflicting and changing governmental laws and regulations, including employment and tax laws

and regulations;

and fluctuations in foreign currency exchange rates.

Foreign operations subject us to numerous stringent U.S.

foreign laws, including the Foreign Corrupt Practices Act of 1977, as amended (“FCPA”), and comparable foreign laws and

regulations that prohibit improper payments or offers of payments to foreign governments and their officials and political parties

and other business entities for the purpose of obtaining or retaining business.

Safeguards we implement to discourage these

practices may prove to be less than effective and violations of the FCPA and other laws may result in severe criminal or civil

sanctions, or other liabilities or proceedings against us, including class action lawsuits and enforcement actions from the SEC,

Department of Justice and overseas regulators.

may be adversely affected by global climate change or market responses to such change.

long-term effects of climate change are difficult to predict and may be widespread.

The impacts may include physical risks (such as

severe rains and flooding as a result of climate change that has been experienced in Pakistan), social and human effects (such as

population dislocations or harm to health and well-being), and other adverse effects.

The effects could impair, for example, the availability and cost of certain products and energy

(including utilities), which in turn may impact our ability to procure goods or services required for the operation of our business

at the quantities and levels we require.

We may bear losses incurred as a result of, for example, physical damage to, or destruction

of, our facilities (such as our operation centers), and business interruption due to weather events that may be attributable to

climate change.

These events and impacts could materially adversely affect our business operations, financial position, or results

of operation.

in the healthcare industry could affect the demand for our services and may result in a decrease in our revenues and market share.

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Many factors may lead to decreases in customer revenue, including:

of customer revenue as a result of changes to the Patient Protection and Affordable Care Act (“ACA”) or fluctuations in

medical appointments due to future pandemics;

of customer revenue as a result of changes to the Patient Protection and Affordable Care Act (“ACA”), other legislation

or fluctuations in medical appointments due to future pandemics;

rollback of the expansion of Medicaid or other governmental programs;

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basis and we may not be able to offset expenditures.

sales cycle for our services can be variable, typically ranging from two to four months from initial contact with a potential

customer to contract execution to six to twelve months to rollout services which require each customer to participate.

sales cycle, we expend time and resources in an attempt to obtain a customer without recognizing revenue from that customer to

offset such expenditures.

Our implementation cycle is also variable, typically ranging from two to four months from contract

execution to completion of implementation.

Each customer’s situation is different, and unanticipated difficulties and delays

may arise as a result of a failure by us or by the customer to meet our respective implementation responsibilities or by the

customer for failure to disclose material information to meet implementation requirements.

During the implementation cycle, we expend

substantial time, effort, and financial resources implementing our services without recognizing revenue.

Even following

implementation, there can be no assurance that we will recognize revenue on a timely basis or at all from our efforts.

cancellation of any implementation after it has begun may involve loss to us of time, effort, and expenses invested in the canceled

implementation process, and lost opportunity for implementing paying customers in that same period of time.

sales cycle for our services can be variable, typically ranging from two to four months from initial contact with a potential customer

to contract execution to six to twelve months to rollout services which require each customer to participate.

During the sales cycle,

we expend time and resources in an attempt to obtain a customer without recognizing revenue from that customer to offset such expenditures.

Our implementation cycle is also variable, typically ranging from two to four months from contract execution to completion of implementation.

Each customer’s situation is different, and unanticipated difficulties and delays may arise as a result of a failure by us or by

the customer to meet our respective implementation responsibilities or by the customer for failure to disclose material information to

meet implementation requirements.

During the implementation cycle, we expend substantial time, effort, and financial resources implementing

our services without recognizing revenue.

Even following implementation, there can be no assurance that we will recognize revenue on

a timely basis or at all from our efforts.

In addition, cancellation of any implementation after it has begun may involve loss to us

of time, effort, and expenses invested in the canceled implementation process, and lost opportunity for implementing paying customers

in that same period of time.

are required to collect sales and use taxes on certain products and services we sell in certain jurisdictions.

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is necessary.

the federal government were to impose a tax on imports or services performed abroad, we might be subject to additional liabilities.

this time, there is no way to predict whether this will occur or estimate the impact on our business.

the federal government were to impose a tax on services performed abroad, we might be subject to additional liabilities.

At this time,

there is no way to predict whether this will occur or estimate the impact on our business.

of products and services like ours are typically held responsible by taxing authorities for the collection and payment of any applicable

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of audits, litigation, or otherwise could be materially adverse to our current and future results of operations and financial condition.

we lose the services of Mahmud Haq as Executive Chairman, A.

Hadi Chaudhry and Stephen Snyder as Co-Chief Executive Officers, or other

members of our management team, or if we are unable to attract, hire, integrate and retain other necessary employees, our business would

we lose the services of Mahmud Haq as Executive Chairman, Stephen Snyder as Chief Executive Officer, A.

Hadi Chaudhry as Chief Strategy

Officer, or other members of our management team, or if we are unable to attract, hire, integrate and retain other necessary employees,

our business would be harmed.

future success depends in part on our ability to attract, hire, integrate and retain the members of our management team and other qualified

In particular, we are dependent on the services of Mahmud Haq, our founder, principal stockholder and Executive Chairman,

Hadi Chaudhry and Stephen Snyder as Co-Chief Executive Officers.

Haq is instrumental in managing our offshore operations in

our Pakistan Offices and coordinating those operations with our U.S.

Stephen Snyder as Chief Executive Officer and A.

Hadi Chaudhry as Chief Strategy Officer.

Haq is instrumental in managing our offshore

operations in our Pakistan Offices and coordinating those operations with our U.S.

The loss of Mr.

Haq, who would be particularly difficult

to replace, could negatively impact our ability to effectively manage our cost-effective workforce in our Pakistan Offices, which enables

us to provide our products and solutions at attractive prices.

Our future success also depends on the continued contributions of our

other executive officers and certain key employees, each of whom may be difficult to replace, and upon our ability to attract and retain

additional management personnel.

Competition for such personnel is intense, and we compete for qualified personnel with other employers.

We may face difficulty identifying and hiring qualified personnel at compensation levels consistent with our existing compensation and

salary structure.

If we fail to retain our employees, we could incur significant expenses in hiring, integrating and training their replacements,

and the quality of our services and our ability to serve our customers could diminish, resulting in a material adverse effect on our

Haq, who would be particularly

difficult to replace, could negatively impact our ability to effectively manage our cost-effective workforce in our Pakistan Offices,

which enables us to provide our products and solutions at attractive prices.

Our future success also depends on the continued contributions

of our other executive officers and certain key employees, each of whom may be difficult to replace, and upon our ability to attract

and retain additional management personnel.

Competition for such personnel is intense, and we compete for qualified personnel with other

We may face difficulty identifying and hiring qualified personnel at compensation levels consistent with our existing compensation

and salary structure.

If we fail to retain our employees, we could incur significant expenses in hiring, integrating and training their

replacements, and the quality of our services and our ability to serve our customers could diminish, resulting in a material adverse

effect on our business.

may be unable to adequately establish, protect or enforce our patents, trade secrets and other intellectual property rights and we may

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to reduce their expectations of our performance resulting in a reduction in the trading price of our stock.

proprietary software or service delivery platform may not operate properly, which could damage our reputation, give rise to claims against

us, or divert application of our resources from other purposes, any of which could harm our business and operating results.

may encounter human or technical obstacles that prevent our proprietary or acquired applications from operating properly.

If our applications

do not function reliably or fail to achieve customer expectations in terms of performance, customers could assert liability claims against

us or attempt to cancel their contracts with us.

This could damage our reputation and impair our ability to attract or maintain customers.

are particular risks when we inherit technologies through the companies we acquire.

These technologies, often developed by distressed

companies, were not created under our direct supervision and control and therefore may not have been developed in accordance with our

Such acquired technologies could, and at times do, contain operational deficiencies, defects, glitches or bugs that may not

be discovered immediately or otherwise could have been avoided had we built the technology ourselves.

Whether technology we develop or

technology we acquire, we will need to replace certain components and remediate software defects or bugs from time to time.

be no assurance that such defects or bugs, or the process of remediating them, will not have a material impact on our business.

Our inability

to promptly and cost-effectively correct a product defect could result in the Company having to withdraw an important product from market,

damage to our reputation, and result in material costs and expenses, any of which could have a material impact on our revenue, margins,

and operating results.

information services as complex as those we offer have in the past contained, and may in the future develop or contain, undetected defects

We cannot assure you that material performance problems or defects in our products or services will not arise in the future.

Errors may result from receipt, entry, or interpretation of patient information or from interface of our services with legacy systems

and data that we did not develop and the function of which is outside of our control.

Despite testing, defects or errors may arise in

our existing or new software or service processes.

Because changes in payer requirements and practices are frequent and sometimes difficult

to determine except through trial and error, we are continuously discovering defects and errors in our software and service processes

compared against these requirements and practices.

These defects and errors and any failure by us to identify and address them could

result in loss of revenue or market share, liability to customers or others, failure to achieve market acceptance or expansion, diversion

of development resources, injury to our reputation, and increased service and maintenance costs.

Defects or errors in our software might

discourage existing or potential customers from purchasing our products and services.

Correction of defects or errors could prove to

be impossible or impracticable.

The costs incurred in correcting any defects or errors or in responding to resulting claims or liability

may be substantial and could adversely affect our operating results.

addition, customers relying on our services to collect, manage, and report clinical, business, and administrative data may have a greater

sensitivity to service errors and security vulnerabilities than customers of software products in general.

We market and sell services

that, among other things, provide information to assist healthcare providers in tracking and treating patients.

Any operational delay

in or failure of our technology or service processes may result in the disruption of patient care and could cause harm to patients and

thereby create unforeseen liabilities for our business.

customers or their patients may assert claims against us alleging that they suffered damages due to a defect, error, or other failure

of our software or service processes.

A product liability claim or errors or omissions claim could subject us to significant legal defense

costs and adverse publicity, regardless of the merits or eventual outcome of such a claim.

physicians rely on our platforms (including the platforms we acquired) to be certified by the Office of the National Coordinator for

Health Information Technology (“ONC”).

If this certification were to be challenged, we might face liability related to any

incentive that the physicians received in reliance upon such certification.

our security measures are breached or fail and unauthorized access is obtained to a customer’s data, our service may be perceived

as insecure, the attractiveness of our services to current or potential customers may be reduced, and we may incur significant liabilities.

services involve the web-based storage and transmission of customers’ proprietary information and patient information,

including health, financial, payment and other personal or confidential information.

We rely on proprietary and commercially

available systems, software, tools and monitoring, as well as other processes, to provide security for processing, transmission and

storage of such information.

Because of the sensitivity of this information and due to requirements under applicable laws and

regulations, the effectiveness of our security efforts is very important.

We maintain servers, which store customers’ data, in

services involve the web-based storage and transmission of customers’ proprietary information and patient information, including

health, financial, payment and other personal or confidential information.

We rely on proprietary and commercially available systems,

software, tools and monitoring, as well as other processes, to provide security for processing, transmission and storage of such information.

Because of the sensitivity of this information and due to requirements under applicable laws and regulations, the effectiveness of our

security efforts is very important.

We maintain servers, which store customers’ data, in the U.S.

and offshore.

Servers that store patient health records are stored in the U.S.

We also process, transmit and store some

data of our customers on servers and networks that are owned and controlled by third-party contractors in India and elsewhere.

Increasingly, threat actors are targeting the healthcare industry with ransomware and other malicious software.

If our security

measures are breached or fail as a result of third-party action, acts of terror, social unrest, employee error, malfeasance or for

any other reasons, someone may be able to obtain unauthorized access to customer or patient data.

Improper activities by third

parties, advances in computer and software capabilities and encryption technology, new tools and discoveries and other events or

developments may facilitate or result in a compromise or breach of our security systems.

Our security measures may not be effective

in preventing unauthorized access to the customer and patient data stored on our servers.

If a breach of our security occurs, we

could face damages for contract breach, penalties for violation of applicable laws or regulations, possible lawsuits by individuals

affected by the breach and significant remediation costs and efforts to prevent future occurrences.

In addition, whether there is an

actual or a perceived breach of our security, the market perception of the effectiveness of our security measures could be harmed

and we could lose current or potential customers.

Servers that store

patient health records are stored in the U.S.

We also process, transmit and store some data of our customers on servers and networks

that are owned and controlled by third-party contractors in India and elsewhere.

Increasingly, threat actors are targeting the healthcare

industry with ransomware and other malicious software.

If our security measures are breached or fail as a result of third-party action,

acts of terror, social unrest, employee error, malfeasance or for any other reasons, someone may be able to obtain unauthorized access

to customer or patient data.

Improper activities by third parties, advances in computer and software capabilities and encryption technology,

new tools and discoveries and other events or developments may facilitate or result in a compromise or breach of our security systems.

Our security measures may not be effective in preventing unauthorized access to the customer and patient data stored on our servers.

If a breach of our security occurs, we could face damages for contract breach, penalties for violation of applicable laws or regulations,

possible lawsuits by individuals affected by the breach and significant remediation costs and efforts to prevent future occurrences.

In addition, whether there is an actual or a perceived breach of our security, the market perception of the effectiveness of our security

measures could be harmed and we could lose current or potential customers.

products and services are required to meet the interoperability standards, which could require us to incur substantial additional development

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which could require additional management attention and which could adversely affect our business.

may not be able to negotiate a credit facility at reasonable terms as the current credit facility expires in October 2025.

$10 million credit facility with Silicon Valley Bank, a division of First Citizens Bank, (“SVB”) expires in October 2025.

The Company believes it will be able to enter into a new credit facility that will provide sufficient liquidity at favorable terms either

with SVB or another lending institution.

However, negotiations have not yet started, and we may not be able to obtain a credit facility

that provides sufficient liquidity at favorable terms.

maintain our cash at financial institutions, often in balances that exceed federally insured limits.

financial markets recently have encountered volatility associated with concerns about the balance sheets of banks, especially small and

regional banks who may have significant losses associated with investments that make it difficult to fund demands to withdraw deposits

and other liquidity needs.

Although the federal government has announced measures to assist these banks and protect depositors, some

banks have already been impacted and others may be materially and adversely impacted.

maintain our cash at domestic and foreign financial institutions.

Balances held domestically may exceed federally insured limits.

banking institutions do not provide bank deposit insurance.

financial markets recently have encountered volatility associated with concerns about the balance sheets of domestic banks, especially

small and regional banks who may have significant losses associated with investments that make it difficult to fund demands to withdraw

deposits and other liquidity needs.

Although the federal government has announced measures to assist these banks and protect depositors,

some banks have already been impacted and others may be materially and adversely impacted.

Our business is dependent on bank relationships

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impact our business, financial condition and results of operations.

Foreign banking institutions do not provide insurance against balances

goodwill was subject to impairment in 2023 and may be subject to further impairment in the future, which could have a material adverse

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due to changes in circumstances could result in additional future impairments.

There was a triggering event at August 31, 2023, but it

was determined that there was no impairment.

During December 2023, the Company had an additional triggering event as a result of the

suspension of the payment of the dividends on the Preferred Stock.

As a result of a December 2023 triggering event, the Company recorded

additional impairment charges of approximately $40 million.

We cannot predict if or when additional future goodwill impairments may occur.

Any additional goodwill impairments could have material adverse effects on our operating results, net assets, or our cost of, or access

to, capital, which could harm our business.

For the year ended December 31, 2024, no additional goodwill impairment was recorded.

Note 3, Goodwill and Intangible Assets - Net , to our consolidated financial statements in this Annual Report on Form 10-K for

more details.

During December 2023, the Company had an additional triggering

event as a result of the suspension of the payment of the dividends on the Preferred Stock.

As a result of a December 2023 triggering

event, the Company recorded additional impairment charges of approximately $40 million.

We cannot predict if or when a future goodwill

impairment may occur.

Any additional goodwill impairments could have material adverse effects on our operating results, net assets, or

our cost of, or access to, capital, which could harm our business.

For the year ended December 31, 2025, no additional goodwill impairment

was recorded.

See Note 4 , Goodwill and Intangible Assets - Net , to our consolidated financial statements in this Annual Report

on Form 10-K for more details.

are a party to several related-party agreements with our founder and Executive Chairman, Mahmud Haq, which have significant contractual

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could negatively affect our business and financial performance.