Overstock.com 2013 Annual Report Download - page 23

Table of Contents
The loss of key personnel or any inability to attract and retain additional personnel could affect our ability to successfully grow our business.
Our performance is substantially dependent on the continued services and on the performance of our senior management and other key personnel.
Our performance also depends on our ability to retain and motivate our officers and key employees. The loss of the services of any of our executive officers or
other key employees for any reason could harm our business. Occasionally, members of senior management or key employees may find it necessary to take a
leave of absence due to medical or other causes. On February 12, 2013 we announced that our Chief Executive Officer and Chairman of the Board,
Dr. Patrick M. Byrne, was taking a personal leave of absence for medical reasons. On April, 15, 2013, we announced that Dr. Patrick M. Byrne had resumed
his duties as Chief Executive Officer. Leaves of absence for temporary or extended periods may harm our business. We do not have employment agreements
with any of our key personnel and we do not maintain “key person” life insurance policies. Our future success also depends on our ability to identify, attract,
hire, train, retain and motivate other highly-skilled technical, managerial, editorial, merchandising, marketing and customer service personnel. Competition
for such personnel is intense. Our failure to retain and attract the necessary technical, managerial, editorial, merchandising, marketing, and customer service
personnel could harm our business.
In order to obtain future revenue growth and sustain profitability, we will have to attract and retain customers on cost-effective terms.
Our success depends on our ability to attract and retain customers on cost-effective terms. We have relationships with online services, search
engines, affiliate marketing websites, directories and other website and e-commerce businesses to provide content, advertising banners and other links that
direct customers to our Website. We rely on these relationships as significant sources of traffic to our Website and to generate new customers. In the past we
have terminated affiliate marketing websites as a result of efforts by certain states to require us to collect sales taxes based on the presence of those third party
Internet advertising affiliates in those states, and we are likely to do so again in the future if necessary. If we are unable to develop or maintain these
relationships on acceptable terms, our ability to attract new customers and our financial condition would suffer. In addition, certain of our online marketing
agreements may require us to pay upfront fees and make other payments prior to the realization of the sales, if any, associated with those payments. Current or
future relationships or agreements may fail to produce the sales that we anticipate. We periodically conduct national television and radio branding and
advertising campaigns. Such campaigns are expensive and may not result in the cost-effective acquisition of customers.
We may be unable to protect our proprietary technology or keep up with that of our competitors.
Our success depends to a significant degree upon the protection of our software and other proprietary intellectual property rights. We may be unable
to deter misappropriation of our proprietary information, detect unauthorized use or take appropriate steps to enforce our intellectual property rights. In
addition, our competitors may now have or may in the future develop technologies that are as good as or better than our technology without violating our
proprietary rights. Our failure to protect our software and other proprietary intellectual property rights or to utilize technologies that are as good as our
competitors’ could put us at a disadvantage to our competitors. In addition, the failure of the third parties whose products we offer for sale on our Website to
protect their intellectual property rights, including their domain names, could impair our operations. These failures could harm our business.
We may not be able to obtain trademark protection for our marks, which could impede our efforts to build brand identity.
We have filed trademark applications with the Patent and Trademark Office seeking registration of certain service marks and trademarks. There can
be no assurance that our applications will be successful or that we will be able to secure significant protection for our service marks or trademarks in the
United States or elsewhere as we expand internationally. Our competitors or others could adopt product or service marks similar to our marks, or try to
prevent us from using our marks, thereby impeding our ability to build brand identity and possibly leading to customer confusion. Any claim by another
party against us or customer confusion related to our trademarks, or our failure to obtain trademark registration, could harm our business.
We may not be able to enforce protection of our intellectual property rights under the laws of other countries.
We sell products internationally and consequently we are subject to risks of doing business internationally as related to our intellectual property,
including:
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