**EXHIBIT 99.1**CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS AND RISK FACTORSIn passing the Private Securities Litigation Reform Act of 1995 (the “Reform Act”), Congressencouraged public companies to make “forward-looking statements” by creating a safe harbor toprotect companies from securities law liability in connection with forward-looking statements. Weintend to qualify both our written and oral forward-looking statements for protection under theReform Act and any other similar safe harbor provisions.“Forward-looking statements” are defined by the Reform Act. Generally, forward-looking statementsinclude expressed expectations of future events and the assumptions on which the expressedexpectations are based. The words “believe,” “expect,” “anticipate,” “intend,” “forecast,”“estimate,” “project,” and similar expressions identify forward-looking statements. Suchstatements may include, but are not limited to, the state of the electronic payments industry andcompetition within the industry; projections regarding specific demand for our products andservices; the commercial feasibility of new products, services and market development initiatives;our ability to successfully penetrate the vertical and geographic markets that we have targeted;our ability to reduce our product costs; our ability to develop more recurring revenue streams; ourability to timely remediate the material weaknesses and significant deficiencies identified throughour internal control evaluation; our future financial performance and financial condition; theadequacy of our current facilities and management systems infrastructure to meet our operationalneeds; the status of our relationship with and condition of third parties upon whom we rely in theconduct of our business; the sufficiency of reserves for assets and obligations exposed torevaluation; our ability to successfully expand our business; our ability to effectively hedge ourexposure to foreign currency exchange rate fluctuations; our ability to sustain our current incometax structure; the impact of current litigation matters, including the shareholder class actionsand shareholder derivative actions, on our business; our ability to fund our projected liquidityneeds from cash flow from operations and our current cash reserves; and future access to capital onterms that are acceptable, as well as assumptions related to the foregoing. Such forward-lookingstatements are within the meaning of that term in Section 27A of the Securities Act of 1933, asamended, and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-lookingstatements are inherently uncertain as they are based on various expectations and assumptionsconcerning future events and they are subject to numerous known and unknown risks and uncertaintiesthat could cause actual events or result to differ materially from those projected. Due to thoseand other uncertainties and risks, you are urged not to place undue reliance on our written or oralforward-looking statements. We undertake no obligation to update or revise this CautionaryStatement Regarding Forward-Looking Statements to reflect future developments. In addition, weundertake no obligation to update or revise forward-looking statements to reflect changedassumptions, the occurrence of unanticipated events, or changes to future operating results overtime.We provide the following risk factor disclosure in connection with our continuing effort to qualifyour written and oral forward-looking statements under the safe harbor protection of the Reform Actand any other similar safe harbor provisions. Important factors currently known to management thatcould cause actual results to differ materially from those in forward-looking statements includethe disclosures contained in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, andCurrent Reports on Form 8-K, and also include the following:
 

 
**RISK FACTORS****Risks Related To Our Business*****We have incurred significant losses in the past and our results of operations have and willcontinue to vary from quarter to quarter. If our financial performance is not in line with investorexpectations, the price of our common stock will suffer and our access to future capital may beimpaired.***We had a net loss of $8.7 million for the year ended December 31, 2004 and a net loss of $16.7million for the quarter ended June 30, 2005. Although we had net income of $11.2 million for theyear ended December 31, 2003, we incurred a net loss of $61.1 million for the year ended December31, 2002. If the results of our continuing efforts to improve profitability, increase our cash flowand strengthen our balance sheet do not meet or exceed the expectations of securities analysts orinvestors, the price of our common stock will suffer.Further, given the variability in our revenues, our quarterly financial results have fluctuatedsignificantly in the past and are likely to do so in the future. Accordingly, we believe thatperiod-to-period comparisons of our results of operations may be misleading and not indicative offuture performance. If our quarterly financial results fall below the expectations of securitiesanalysts or investors, the price of our common stock may suffer.Quarterly revenue and operating results can vary depending on a number of factors, including:****•****variations in product mix, timing and size of fulfilled orders as a result of customer deferral of purchases and/or delays in the delivery of our products and services;