EXHIBIT 10.1
WAIVER
Reference
is made to the Securities Purchase Agreement (the “
Agreement
”) dated April 27, 2006, by and among a21, Inc. (“
a21
”), its wholly owned subsidiary SuperStock, Inc.
(together with a21 and ArtSelect, Inc., the “
Companies
”), the purchasers set forth on Exhibit A to the
Agreement (the “ Purchasers
”) and Queequeg Partners, L.P. as agent for itself and
the Purchasers. Pursuant to the terms of the Secured
Convertible Term Notes (the “ Notes
”) issued pursuant to the Agreement, a quarterly
interest payment on the Notes is due on January 1, 2008, and
April 1, 2008 (collectively, the “ Interest Payment
Dates ”). Capitalized used herein, but
not otherwise defined shall have the meanings ascribed to them
in the Notes.
In
order to assist a21 with implementing its business plan and to
improve a21’s liquidity, the undersigned Purchasers, on
behalf of themselves and all of the other Purchasers, have
agreed to waive receipt of any interest payment due to the
Purchasers on the Interest Payment Dates.&nbs
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