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Exhibit 10.1
iParty Corp.
OPTION CANCELLATION AGREEMENT
THIS AGREEMENT, made as of the eighth day of December, 2006 (the
"Cancellation Date"), between iParty Corp., a Delaware corporation
("iParty"), and Sal Perisano (the "Grantee").
WHEREAS, there are approximately 300,000 shares available for
future issuance under the iParty Amended and Restated 1998 Stock
Incentive and Nonqualified Stock Option Plan (the "Plan"), which
iParty’s Board of Directors (the "Board") has determined to
be an insufficient number of shares for future issuance in respect
of iParty’s anticipated needs regarding employee, management,
executive, and director compensation;
WHEREAS, iParty has granted Grantee, among other stock option
grants, (i) a stock option on January 18, 1999 exercisable for
25,000 shares of iParty’s common stock at an exercise price
of $5.38 per share, (ii) a stock option on March 29, 1999
exercisable for 337,500 shares of iParty’s common stock at an
exercise price of $3.75 per share; and (iii) a stock option on
August 25, 1999 exercisable for 434,730 shares of iParty’s
common stock at an exercise price of $2.00 per share;
WHEREAS, the Grantee has offered to cancel the three stock
option grants described above exercisable for an aggregate of
797,230 shares with an exercise price equal to or greater than
$2.00 per share without any further consideration apart from that
that would inure or arise from the fact that iParty would thereby
be afforded the ability and opportunity to increase the number of
shares available for future issuance under the Plan in respect of
iParty’s anticipated requirements for employee, management,
executive, and director compensation; and
WHEREAS, the Grant
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