EXHIBIT 4.14
OPTION AND WARRANT FORFEITURE AGREEMENT
THIS OPTION AND WARRANT FORFEITURE AGREEMENT (this "Agreement") is made and
entered into on the 20th day of October, 2000 (the "Effective Date") by and
between XXXXXXX X. XXXXXXXX, an individual residing in Houston, Xxxxxx County,
Texas ("Xxxxxxxx"), and APPLIED VOICE RECOGNITION, INC., a Delaware corporation
doing business as x-XXXX.xxx ("AVRI").
W I T N E S S E T H:
WHEREAS, reference is hereby made to those options and warrants issued by
AVRI to Xxxxxxxx listed on EXHIBIT "A" attached hereto (the "Subject Options and
Warrants"); and
WHEREAS, AVRI has requested that Xxxxxxxx forfeit, and Xxxxxxxx has agreed
to forfeit, the Subject Options and Warrants;
NOW, THEREFORE, for and in consideration of the mutual promises, agreements
and covenants set forth in this Agreement, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto hereby agree as follows:
1. FORFEITURE OF THE SUBJECT OPTIONS AND WARRANTS. Xxxxxxxx has
FORFEITED AND SURRENDERED, and by these presents does hereby FORFEIT AND
SURRENDER, to AVRI the Subject Options and Warrants and any and all rights,
titles and interests in and to the Subject Options and Warrants that Xxxxxxxx
may have as of the Effective Date.
2. FURTHER ASSURANCES. Following the Effective Date, Xxxxxxxx and AVRI
each hereby agree to execute and deliver to the other such additional documents
as may be reasonably requested by the other to give effect to, and to carry out,
the forfeiture and surrender made the subject to this Agreement.
3. ATTORNEY'S FEES. If either party to this Agreement institutes any
legal or equitable action to enforce the terms and conditions of this Agreement,
the prevailing party shall be entitled to recover its reasonable attorney's fees
and costs incurred therein.
4. SUCCESSORS AND ASSIGNS; ASSIGNMENT. This Agreement shall be binding
upon and inure to the benefit of Xxxxxxxx and AVRI and their respective heirs,
legal representatives, successors and permitted assigns. This Agreement may not
be assigned by either party without the other party's prior written consent.
5. SEVERABILITY. If any term, provision, covenant or condition of this
Agreement is held by a court of competent jurisdiction to be invalid, void or
unenforceable, the remainder of the provisions herein shall remain in full force
and effect and shall in no way affected, impaired or invalidated.
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6. ENTIRE AGREEMENT; AMENDMENT. This Agreement represents the entire
understanding and agreement between Xxxxxxxx and AVRI regarding the subject
matter hereof, and supersedes all other written and oral agreements and
understandings. This Agreement may only be amended by written instrument
executed by Xxxxxxxx and AVRI.
EXECUTED by the parties as of the Effective Date.
XXXXXXXX:
/s/ Xxxxxxx X. Xxxxxxxx
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Xxxxxxx X. Xxxxxxxx
AVRI:
APPLIED VOICE RECOGNITION, INC., a Delaware
corporation doing business as x-XXXX.xxx
By: /s/ Xxxxx X. Xxxxxxxxxxx
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Xxxxx X. Xxxxxxxxxxx,
President and Chief Executive Officer
Signature Page to
Option and Warrant Forfeiture Agreement
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EXHIBIT "A"
List of Forfeited Options and Warrants
1. FIVE HUNDRED (500) options granted to Xxxxxxxx by AVRI as of December 24,
1997, pursuant to the terms of that certain Option Agreement, which options
have an exercise price of $3.50 per share.
2. ONE HUNDRED EIGHTY THOUSAND (180,000) options granted to Xxxxxxxx by AVRI
as of May 15, 1997, pursuant to the terms of that certain Option Agreement,
which options have an exercise price of $1.60 per share.
3. TWO THOUSAND FIVE HUNDRED (2,500) options granted to Xxxxxxxx by AVRI as of
August 16, 1999, pursuant to the terms of that certain Option Agreement,
which options have an exercise price of $0.906 per share.
4. THIRTY-NINE THOUSAND SIX HUNDRED SIXTY-TWO (39,662) warrants granted to
Xxxxxxxx by AVRI as of December 1, 1998, pursuant to the terms of that
certain Warrant, which warrants have an exercise price of $1.00 per share.
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