<PAGE>

                                                                     EXHIBIT 4.4

                                 SCANSOFT, INC.

                     STAND-ALONE STOCK OPTION AGREEMENT (A)

I.       NOTICE OF STOCK OPTION GRANT

         You, Michael K. Tivnan (the "Optionee"), have been granted a
Nonstatutory Stock Option to purchase Common Stock of the Company, subject to
the terms and conditions of this Agreement, as follows:

         Date of Agreement/Grant                     October 28, 1999

         Exercise Price per Share                    $1.7200

         Total Number of Shares
           Purchasable Under this Option:            10,000

         Total Exercise Price                        $17,200.00

         Term/Expiration Date:                       October 28, 2009

         Vesting Schedule:

         This Option shall vest and become exercisable with respect to the
number of Shares of Common Stock, and on the scheduled vesting dates as set
forth below, provided that the Optionee continues to be a Service Provider on
such date:

         100% of the Shares subject to the Option shall vest on October 9, 2002.

         Termination Period:

         This Option may be exercised for 12 MONTHS after Optionee terminates
his employment for reasons other than for death or disability. Upon the death or
Disability of the Optionee, 50% of the then outstanding unvested options
immediately prior to this termination of employment covered hereunder will
accelerate and will be exercisable for a period of 12 MONTHS after Optionee
ceases to be a Service Provider. In no event shall this Option be exercised
later than the Term/Expiration Date as provided above.

II.      AGREEMENT

A. Definitions. As used herein, the following definitions shall apply:

<PAGE>

                           1.       "Administrator" means the Board or any of
                  its Committee of the Board that has been designated to
                  administer this Agreement, in accordance with Section H below.

                           2.       "Agreement" means this stock option
                  agreement between the Company and Optionee evidencing the
                  terms and conditions of this Option.

                           3.       "Applicable Laws" means the requirements
                  relating to the administration of stock options under U. S.
                  state corporate laws, U.S. federal and state securities laws,
                  the Code, any stock exchange or quotation system on which the
                  Common Stock is listed or quoted and the applicable laws of
                  any foreign country or jurisdiction that may apply to this
                  Option.

                           4.       "Board" means the Board of Directors of the
                  Company.

                           5.       "Code" means the Internal Revenue Code of
                  1986, as amended.

                           6.       "Common Stock" means the common stock of the
                  Company.

                           7.       "Company" means ScanSoft, Inc. a Delaware
                  corporation.

                           8.       "Consultant" means a person, including an
                  advisor, engaged by the Company or a Parent or Subsidiary to
                  render services to such entity.

                           9.       "Director" means a member of the Board.

                           10.      "Disability" means total and permanent
                  disability as defined in Section 22(e)(3) of the Code.

                           11.      "Employee" means an employee of the Company
                  or any Parent or Subsidiary of the Company. A Service Provider
                  shall not cease to be an Employee in the case of (i) any leave
                  of absence approved by the Company or (ii) transfers between
                  locations of the Company or between the Company, its Parent,
                  any Subsidiary of the Company, or any successor.

                           12.      "Exchange Act" means the Securities Exchange
                  Act of 1934, as amended.

                           13.      "Exercise Price" means the price at which a
                  Share may be purchased by the Optionee pursuant to the
                  exercise of this Option, which is the Fair Market Value per
                  Share on the date of this Agreement.

                           14.      "Fair Market Value" means, as of any date,
                  the value of Common Stock determined as follows:

                                    (1) If the Common Stock is listed on any
                                        established stock exchange or a national
                                        market system, including without
                                        limitation the Nasdaq National Market or
                                        The Nasdaq SmallCap Market of The Nasdaq
                                        Stock Market, its Fair Market Value
                                        shall be the closing sales price for
                                        such stock (or the closing bid, if no
                                        sales were reported) as quoted on such
                                        exchange or

                                      -2-
<PAGE>

                                        system for the market trading day on the
                                        time of determination, as reported in
                                        The Wall Street Journal or such other
                                        source as the Administrator deems
                                        reliable;

                                    (2) If the Common Stock is regularly quoted
                                        by a recognized securities dealer but
                                        selling prices are not reported, the
                                        Fair Market Value of a Share of Common
                                        Stock shall be the mean between the high
                                        bid and low asked prices for the Common
                                        Stock on the day of determination, as
                                        reported in The Wall Street Journal or
                                        such other source as the Administrator
                                        deems reliable; or

                                    (3) In the absence of an established market
                                        for the Common Stock, the Fair Market
                                        Value shall be determined in good faith
                                        by the Administrator.

                           15.      "Nonstatutory Stock Option" means a stock
                  option to purchase Shares that is not intended to qualify as
                  an incentive stock option within the meaning of Section 422 of
                  the Code and the regulations promulgated thereunder.

                           16.      "Notice of Grant" means the written notice
                  set forth in Part I of this Agreement, which evidences certain
                  terms and conditions of this Option grant. The Notice of Grant
                  is part of the Agreement.

                           17.      "Officer" means a person who is an officer
                  of the Company within the meaning of Section 16 of the
                  Exchange Act and the rules and regulations promulgated
                  thereunder.

                           18.      "Option" means this Nonstatutory Stock
                  Option.

                           19.      "Optioned Stock" means the Common Stock
                  subject to this Option.

                           20.      "Optionee" means Michael K. Tivnan or his
                  successor.

                           21.      "Parent" means a "parent corporation,"
                  whether now or hereafter existing, as defined in Section
                  424(e) of the Code.

                           22.      "Service Provider" means an Employee,
                  Director or Consultant.

                           23.      "Share" means a share of Common Stock, as
                  adjusted in accordance with Section G of this Agreement.

                           24.      "Subsidiary" means a "subsidiary
                  corporation", whether now or hereafter existing, as defined in
                  Section 424(f) of the Code.

B. Grant of Option.

         The Board hereby grants to the Optionee the option to purchase, on the
terms and conditions set forth in this Agreement, all or any part of the total
number of Shares set forth in the Notice of

                                      -3-
<PAGE>


Grant, at the Exercise Price set forth in the Notice of Grant. The Shares may
be authorized, but unissued or reacquired Shares.

C. Exercise of Option.

                           (a)      Right to Exercise. This Option is
                  exercisable during its term in accordance with the Vesting
                  Schedule set forth in the Notice of Grant and the applicable
                  provisions of this Option Agreement.

                           (b)      Method of Exercise. This Option is
                  exercisable by delivery of an exercise notice, in the form
                  attached as Exhibit A (the "Exercise Notice"), which shall
                  state the election to exercise the Option, the number of
                  Shares in respect of which the Option is being exercised (the
                  "Exercised Shares"), and such other representations and
                  agreements as may be required by the Company. The Exercise
                  Notice shall be completed by the Optionee and delivered to the
                  Stock Plan Administrator of the Company. The Exercise Notice
                  shall be accompanied by payment of the aggregate Exercise
                  Price as to all Exercised Shares. This Option shall be deemed
                  to be exercised upon receipt by the Stock Plan Administrator
                  of the Company of such fully executed Exercise Notice
                  accompanied by such aggregate Exercise Price (and the amount
                  of any income or employment tax the Company is required by law
                  to withhold by reason of such exercise).

                           (c)      Notwithstanding the foregoing, no Shares
                  shall be issued pursuant to the exercise of this Option unless
                  such issuance and exercise complies with Applicable Laws.
                  Assuming such compliance, for income tax purposes the
                  Exercised Shares shall be considered transferred to the
                  Optionee on the date the Option is exercised with respect to
                  such Exercised Shares.

D. Method of Payment.

         Payment of the aggregate Exercise Price shall be by any of the
following, or a combination thereof, at the election of the Optionee:

                                    (a)      cash or check; or

                                    (b)      consideration received by the
                           Company under a cashless exercise program implemented
                           by the Company in connection with this Agreement; or

                                    (c)      surrender of other Shares which (i)
                           in the case of Shares acquired upon exercise of an
                           option, have been owned by the Optionee for more than
                           six (6) months on the date of surrender, and (ii)
                           have a Fair Market Value on the date of surrender
                           equal to the aggregate Exercise Price of the
                           Exercised Shares.

E. Non-Transferability of Option.

                                      -4-
<PAGE>

         This Option may not be transferred in any manner otherwise than by will
or by the laws of descent or distribution and may be exercised during the
lifetime of Optionee only by the Optionee. The terms this Option Agreement shall
be binding upon the executors, administrators, heirs, successors and assigns of
the Optionee.

F. Termination of Relationship as a Service Provider/Disability of
Optionee/Death of Optionee.

         This Option may be exercised for 12 MONTHS after Optionee terminates
his employment for reasons other than for death or disability. Upon the death or
Disability of the Optionee, 50% of the then outstanding unvested options
immediately prior to this termination of employment covered hereunder will
accelerate and will be exercisable for a period of 12 MONTHS after Optionee
ceases to be a Service Provider. In no event shall this Option be exercised
later than the Term/Expiration Date as provided above.

G. Adjustments upon Changes in Capitalization, Dissolution, Merger or Asset
Sale.

                                    (a) Changes in Capitalization. Subject to
                                        any required action by the stockholders
                                        of the Company, the number of Shares of
                                        the Optioned Stock, as well as the
                                        Exercise Price of the Optioned Stock,
                                        shall be proportionately adjusted for
                                        any increase or decrease in the number
                                        of issued Shares resulting from a stock
                                        split, reverse stock split, stock
                                        dividend, combination or
                                        reclassification of the Common Stock, or
                                        any other increase or decrease in the
                                        number of issued shares effected without
                                        receipt of consideration by the Company;
                                        provided, however, that a conversion of
                                        the convertible securities of the
                                        Company shall not be deemed to have been
                                        "effected without receipt of
                                        consideration." Such adjustment shall be
                                        made by the Board, whose determination
                                        in that respect shall be final, binding
                                        and conclusive. Except as expressly
                                        provided herein, no issuance by the
                                        Company of shares of stock of any class,
                                        or securities convertible into shares of
                                        stock of any class, shall affect, and no
                                        adjustment by reason thereof shall be
                                        made with respect to, the number of
                                        Shares of the Optioned Stock or the
                                        Exercise price of the Optioned Stock.

                                    (b) Dissolution or Liquidation. In the event
                                        of the proposed dissolution or
                                        liquidation of the Company, the Board
                                        shall notify the Optionee as soon as
                                        practicable prior to the effective date
                                        of such proposed transaction. The Board,
                                        in its discretion, may provide for the
                                        Optionee to have the right to exercise
                                        his Option until ten (10) days prior to
                                        such transaction as to all of the
                                        Optioned Stock covered thereby,
                                        including Shares as to which the Option
                                        would not otherwise be exercisable. To
                                        the extent it has not been previously
                                        exercised, the Option will terminate
                                        immediately prior to the consummation of
                                        such proposed.

                                    (c) Merger or Asset Sale. In the event of a
                                        merger of the Company with or into
                                        another Corporation, or the sale of
                                        substantially all of the assets of the

                                      -5-
<PAGE>

                                        Company, the Option shall be assumed or
                                        an equivalent option substituted by the
                                        successor corporation or a Parent or
                                        Subsidiary of the successor corporation.
                                        In the event that the successor
                                        corporation refuses to assume or
                                        substitute for the Option, the Optionee
                                        shall fully vest in and have the right
                                        to exercise the Option as to all of the
                                        Optioned Stock, including Shares as to
                                        which it would not otherwise be vested
                                        or exercisable. If the Option becomes
                                        fully vested and exercisable in lieu of
                                        assumption or substitution in the event
                                        of a merger or sale of assets, the Board
                                        shall notify the Optionee that the
                                        Option shall be fully exercisable for a
                                        period of fifteen (15) days from the
                                        date of such notice, and the Option
                                        shall be considered assumed if,
                                        following the merger or sale of assets,
                                        the option confers the right to purchase
                                        or receive for each Share of Optioned
                                        Stock subject to the Option immediately
                                        prior to the merger or sales of assets,
                                        the consideration (whether stock, cash,
                                        or other securities or property)
                                        received in the merger or sale of assets
                                        by holders of Common Stock for each
                                        Share held on the effective date of the
                                        transaction (and if holders were offered
                                        a choice of consideration, the type of
                                        consideration chosen by the holders of a
                                        majority of the outstanding Shares);
                                        provided, however, that if such
                                        consideration received in the merger or
                                        sales of assets is not solely common
                                        stock of the successor corporation or
                                        its Parent, the Administrator may, with
                                        the consent of the successor
                                        corporation, provide for the
                                        consideration to be received upon the
                                        exercise of the Option, for each Share
                                        of Optioned Stock to be solely common
                                        stock of the successor corporation or
                                        its Parent equal in fair market value to
                                        the per share consideration received by
                                        holders of Common Stock in the merger or
                                        sale of assets.

H.       Administration of the Agreement.

         The Board shall have the authority, in its discretion, to construe and
interpret the terms of this Agreement and the Option granted pursuant thereto,
to prescribe, amend and rescind rules and regulations relating to the Agreement,
to determine the Fair Market Value of the Common Stock, and to make all other
determinations deemed necessary or advisable for administering the Agreement.
The Board's decisions, determinations and interpretations shall be final and
binding on the Optionee and all other persons.

I.       Notices.

         Any notice to be given to the Company hereunder shall be in writing and
shall be addressed to the Company at its then current principal executive office
or to such other address as the Company may hereafter designate to the Optionee
by notice as provided in this Section. Any notice to be given to the Optionee
hereunder shall be addressed to the Optionee at the address set forth beneath
his signature hereto, or at such other address as the Optionee may hereafter
designate to the Company by notice as provided herein. A notice shall be deemed
to have been duly given when personally delivered or mailed by registered or
certified mail to the party entitled to receive it.

J.       Withholding Taxes.

                                      -6-
<PAGE>

         The Optionee agrees to make appropriate arrangements with the Company
(or the Parent or Subsidiary of the Company employing or retaining the Optionee)
for the satisfaction of all federal, state, and local income and employment tax
withholding requirements applicable to the Option exercise. The Optionee
acknowledges and agrees that the Company may refuse to honor the exercise and
refuse to deliver Shares if such withholding amounts are not delivered a the
time of exercise.

K.       Entire Agreement; Governing Law.

         This Option Agreement constitutes the entire agreement of the parties
with respect to the subject matter hereof and supersede in their entirety all
prior undertakings and agreements of the Company and Optionee with respect to
the subject matter hereof, and may not be modified adversely to the Optionee's
interest except by means of a writing signed by the Company and Optionee. This
agreement is governed by the internal substantive laws, but not the choice of
law rules, of Delaware.

                        NO GUARANTEE OF CONTINUED SERVICE

                  OPTIONEE ACKNOWLEDGES AND AGREES THAT THE VESTING OF SHARES
PURSUANT TO THE VESTING SCHEDULE HEREOF IS EARNED ONLY BY CONTINUING AS A
SERVICE PROVIDER AT THE WILL OF THE COMPANY (AND NOT THROUGH THE ACT OF BEING
HIRED, BEING GRANTED AN OPTION OR PURCHASING SHARES HEREUNDER). OPTIONEE FURTHER
ACKNOWLEDGES AND AGREES THAT THIS AGREEMENT, THE TRANSACTIONS CONTEMPLATED
HEREUNDER AND THE VESTING SCHEDULE SET FORTH HEREIN DO NOT CONSTITUTE AN EXPRESS
OR IMPLIED PROMISE OF CONTINUED ENGAGEMENT AS A SERVICE PROVIDER FOR THE VESTING
PERIOD, FOR ANY PERIOD, OR AT ALL, AND SHALL NOT INTERFERE WITH OPTIONEE'S RIGHT
OR THE COMPANY'S RIGHT TO TERMINATE OPTIONEE'S RELATIONSHIP AS A SERVICE
PROVIDER AT ANY TIME, WITH OR WITHOUT CAUSE.

         By your signature and the signature of the Company's representative
below, you and the Company agree that this Option is granted under and governed
by the terms and conditions of this Option Agreement. Optionee has reviewed this
Option Agreement in its entirety, has had an opportunity to obtain the advice of
counsel prior to executing this Option Agreement and fully understands all
provisions of the Option Agreement. Optionee hereby agrees to accept as binding,
conclusive and final all decisions or interpretations of the Board upon any
questions relating to the Option Agreement. Optionee further agrees to notify
the Company upon any change in the residence address indicated below.

OPTIONEE:                                      SCANSOFT, INC.

______________________________                 _________________________________
Signature                                      By

                                               Chairman
______________________________                 _________________________________
Michael K. Tivnan                              Title

                                      -7-
<PAGE>

_____________________________
Residence Address

_____________________________

                                      -8-
<PAGE>

                                    EXHIBIT A

                                 SCANSOFT, INC.

                     STAND-ALONE STOCK OPTION AGREEMENT (A)

                                 EXERCISE NOTICE

ScanSoft, Inc.
9 Centennial Drive
Peabody, MA 01960

Attention: Stock Plan Administrator

         1.       Exercise of Option. Effective as of today, ________________,
_____, the undersigned ("Purchaser") hereby elects to purchase ______________
shares (the "Shares") of the Common Stock of ScanSoft, Inc. (the "Company")
under and pursuant to the Stand-Alone Stock Option Agreement (A), dated October
28, 1999 (the "Option Agreement").. The purchase price for the Shares shall be
$1.7200 as set forth in Part I of the Option Agreement.

         2.       Delivery of Payment. The Purchaser herewith delivers to the
Company the full purchase price for the Shares.

         3.       Representations of Purchaser. Purchaser acknowledges that
Purchaser has received, read and understood the Option Agreement and agrees to
abide by and be bound by their terms and conditions.

         4.       Rights as Shareholder. Until the issuance (as evidenced by the
appropriate entry on the books of the Company or of a duly authorized transfer
agent of the Company) of the Shares, no right to vote or receive dividends or
any other rights as a shareholder shall exist with respect to the Optioned
Stock, notwithstanding the exercise of the Option. The Shares so acquired shall
be issued to the Optionee as soon as practicable after exercise of the Option.
No adjustment will be made for a dividend or other right for which the record
date is prior to the date of issuance, except as provided in Part II Section G
of the Agreement.

         5.       Tax Consultation. The Purchaser hereby acknowledges and
confirms that he understands the he may suffer adverse tax consequences as a
result of his purchase or disposition of the Shares. The Purchaser hereby
represents that he has consulted with any tax consultants he deems advisable in
connection with the purchase or disposition of the Shares and that he is not
relying on the Company for any tax advice.

<PAGE>

         6.       Interpretation. Any dispute regarding the interpretation of
this Exercise Notice shall be submitted by the Purchaser or by the Company
forthwith to the Board (as defined in the Option Agreement). The resolution of
such a dispute by the Board shall be final and binding on all parties.

         6.       Entire Agreement; Governing Law. The Option Agreement is
incorporated herein by reference. This Exercise Notice and the Option Agreement
constitute the entire agreement of the parties with respect to the subject
matter hereof and supersede in their entirety all prior undertakings and
agreements of the Company and Purchaser with respect to the subject matter
hereof, and may not be modified adversely to the Purchaser's interest except by
means of a writing signed by the Company and Purchaser. This agreement is
governed by the internal substantive laws, but not the choice of law rules, of
Delaware.

Submitted by:                                        Accepted by:

PURCHASER:                                           SCANSOFT, INC.

___________________________                          ___________________________
Signature                                            By

___________________________                          ___________________________
Print Name                                           Its

Address:                                             Address:

___________________________                          SCANSOFT, INC.

___________________________

                                                     ___________________________
                                                     Date Received

                                      -2-