UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2016 (November 1, 2016)
ADVANCED VOICE RECOGNITION SYSTEMS, INC. |
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
7659 E. Wood Drive, Scottsdale, Arizona 85260
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (480) 704-4183
__________N/A__________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry Into a Material Definitive Agreement
On November 1, 2016, Advanced Voice Recognition Systems, Inc. (“AVRS”) entered into a Contingent Fee Agreement (the “Agreement”) with Buether Joe & Carpenter, LLC (“BJC”) pursuant to which BJC will represent AVRS in connection with investigating and asserting claims relating to certain patents, including the negotiation of license agreements and the filing and prosecution of lawsuits, against any potential infringers of rights associated with such patents (the “Patent Rights”).
BJC will handle licensing and litigation activities under the Agreement on a contingent fee basis. BJC’s fee will depend upon whether AVRS recovers any sums by way of licensing, settlement, trial or otherwise with respect to the Patent Rights. Under the Agreement, AVRS will pay BJC ten percent (10%) of the gross amount of Licensing Agreement Proceeds (as defined in the Agreement), if any, for the first year of the Agreement, and twenty percent (20%) thereafter. AVRS will pay fees on a graduating scale for Litigation Proceeds (as defined in the Agreement) based on the amount and date of proceeds received, if any. Pursuant to the terms of the Agreement, AVRS grants BJC a security interest in any Licensing Agreement Proceeds and Litigation Proceeds to the extent BJC is entitled to any payment based upon AVRS’s receipt of Licensing Agreement Proceeds or Litigation Proceeds. AVRS may terminate the Agreement at any time.
In 2015, AVRS entered into an Advisory Services Agreement (the “Advisory Services Agreement”) with Dominion Harbor Group, LLC (“Dominion”), a copy of which was filed as Exhibit 10.1 to AVRS’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on August 21, 2015. Pursuant to the Advisory Services Agreement, Dominion will pay the Enforcement Expenses described in Section 10 of the Agreement on behalf of AVRS.
The foregoing is qualified in its entirety by reference to the Contingent Fee Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Document
10.1 Contingent Fee Agreement dated November 1, 2016
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| ADVANCED VOICE RECOGNITION SYSTEMS, INC. |
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Dated: November 7, 2016 | By: | /s/ Walter Geldenhuys |
| Name: Walter Geldenhuys |
| Title: President, Chief Executive Officer & Chief Financial Officer |
EXHIBIT INDEX
Exhibit No. Document
10.1 Contingent Fee Agreement dated November 1, 2016
