Exhibit 10.31


 





SEVERANCE AGREEMENT


 


SEVERANCE AGREEMENT (this “Agreement”),
dated as of January 19, 2016, by and between TheStreet, Inc., a Delaware corporation (the “Company” or “TheStreet”),
and Eric Lundberg (“Mr. Lundberg” and together with the Company, each a “Party” and collectively
the “Parties”).


 


WHEREAS, the Company desires that Mr. Lundberg
enter into this Agreement, and Mr. Lundberg desires to enter into this Agreement, on the terms and conditions set forth herein;


 


WHEREAS, the Company granted Mr. Lundberg
650,000 stock options pursuant to a stock option agreement, dated January 19, 2016 (the “Equity Agreements”);


 


WHEREAS, Mr. Lundberg agreed to be bound
by certain restrictive covenants in the Equity Agreements; and


 


NOW THEREFORE, the parties hereto agree
as follows:


 


Section 1. Severance Benefits.


 


(a)          General
Severance. In the event that the Company (or Successor (as defined below), if applicable) terminates Mr. Lundberg’s employment
with the Company (or Successor, if applicable) without Cause (as defined in the Equity Agreements), then Mr. Lundberg shall be
entitled to the following severance benefits:


 


(A) pay Mr. Lundberg an amount equal to twelve (12)
months of his base salary (at the annual rate in effect immediately prior to termination, but in no event less than Mr. Lundberg’s
original annual salary of $275,000); and


 


(B) If Mr. Lundberg elects continuation coverage pursuant
to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for himself and his eligible dependents,
within the time period prescribed pursuant to COBRA, the Company will reimburse Mr. Lundberg for (or pay directly) the COBRA premiums
for such coverage (at the coverage levels in effect immediately prior to Mr. Lundberg’s termination) until the earlier of
(x) a period of twelve (12) months from the last date of employment with the Company, or (y) the date upon which he and/or his
eligible dependents becomes covered under similar plans. COBRA reimbursements will be made by the Company to Mr. Lundberg consistent
with the Company’s normal expense reimbursement policy and will be taxable to the extent required to avoid adverse consequences
to Executive or the Company under either Code Section 105(h) or the Patient Protection and Affordable Care Act of 2010.; and


 


For purposes of this Agreement, “Successor”
shall mean any person or entity that acquires all or substantially all of the Company’s assets or into which the Company
is merged or combined with the Company ceasing to exist (or the successor to any such entity, whether by merger, assignment or
otherwise).


 




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(b)          Payment
of Benefits. Subject to Section 15, if Mr. Lundberg becomes entitled to a payment under Section 1(a)(A)(i), the Company (or
Successor, if applicable) shall pay Mr. Lundberg the applicable amount in accordance with the Company’s then current payroll
schedule, less applicable taxes, commencing the pay period immediately following Mr. Lundberg’s date of termination.


 


Section 2. Parachute Payment Limitation.


 


Anything in this Agreement or the Equity
Agreements to the contrary notwithstanding, in the event that:


 


(a)          the
aggregate payments or benefits to be made or distributed by the Company or its affiliates to or for the benefit of Mr. Lundberg
(whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) which are deemed
to be parachute payments as defined in Internal Revenue Code (“Code”) Section 280G or any successor thereto
(the “Change of Control Benefits”) would be deemed to include an “excess parachute payment” under
Code Section 280G; and


 


(b)          if
such Change of Control Benefits were reduced to an amount (the “Non-Triggering Amount”), the value of which
is one dollar ($1.00) less than an amount equal to three (3) times Mr. Lundberg’s “base amount,” as determined
in accordance with Code Section 280G and the Non-Triggering Amount less the product of the marginal rate of any applicable state
and federal income tax times the Non-Triggering Amount would be greater than the aggregate value of the Change of Control Benefits
(without such reduction) minus (x) the amount of tax required to be paid by Mr. Lundberg thereon by Code Section 4999 and further
minus (y) the product of the Change of Control Benefits times the marginal rate of any applicable state and federal income tax,
then the Change of Control Benefits shall be reduced to the Non-Triggering Amount. Any reduction made pursuant to this Section
2(b) shall be made in accordance with the following order of priority: (i) stock options whose exercise price exceeds the fair
market value of the optioned stock (“Underwater Options”), (ii) Full Credit Payments (as defined below) that are payable
in cash, (iii) non-cash Full Credit Payments that are taxable, (iv) non-cash Full Credit Payments that are not taxable, (v) Partial
Credit Payments (as defined below) and (vi) non-cash employee welfare benefits. In each case, reductions shall be made in reverse
chronological order such that the payment or benefit owed on the latest date following the occurrence of the event triggering the
excise tax will be the first payment or benefit to be reduced (with reductions made pro-rata in the event payments or benefits
are owed at the same time). “Full Credit Payment” means a payment, distribution or benefit, whether paid or payable
or distributed or distributable pursuant to the terms of this Agreement or otherwise, that if reduced in value by one dollar reduces
the amount of the parachute payment (as defined in Code Section 280G) by one dollar, determined as if such payment, distribution
or benefit had been paid or distributed on the date of the event triggering the excise tax. “Partial Credit Payment”
means any payment, distribution or benefit that is not a Full Credit Payment. In no event shall Mr. Lundberg have any discretion
with respect to the ordering of payment reductions. 








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Section 3. Certain Covenants.


 


In partial consideration for the right to
receive the benefits described in Section 1, Mr. Lundberg agrees as follows. For avoidance of doubt, the covenants set forth below
are independent of the covenants set forth in the Equity Agreements and any covenants that may be set forth in any subsequent written
agreements between the Parties:


 


(a)          Non-competition.
During her/his employment by the Company or any subsidiary and through the end of six (6) months after the cessation of her/his
employment with the Company or any subsidiary, Mr. Lundberg will not engage in a Competitive Activity (as defined below) with the
Company or any of its subsidiaries. As used herein, “Competitive Activity” means Mr. Lundberg’s service
as a director, officer, employee, principal, agent, stockholder, member, owner or partner of, or Mr. Lundberg permitting her/his
name to be used in connection with the activities of, any other business or organization anywhere in the United States, or in any
other geographic area in which the Company or any of its subsidiaries operates or with respect to which the Company provides financial
news and commentary coverage (or from which such other business or organization provides financial news and commentary coverage
of the United States), which engages in a business that competes with any business in which the Company or any subsidiary is engaged
(a “Competing Business.) Notwithstanding the foregoing, Mr. Lundberg may work in a non-competitive business of a company
which is carrying on a Competing Business.


 


(b)          Non-solicitation
of Employees. During her/his employment by the Company or any subsidiary and through the end of one (1) year after the cessation
of her/his employment with the Company or any subsidiary, Mr. Lundberg will not solicit for employment or hire, in any business
enterprise or activity, any employee of the Company or any subsidiary who was employed by the Company or a subsidiary during Mr.
Lundberg’s period of employment by the Company or a subsidiary; provided that (a) the foregoing shall not be violated by
any general advertising not targeted at any Company or subsidiary employees nor by Mr. Lundberg serving as a reference upon request,
and (b) Mr. Lundberg may solicit and hire any one or more former employees of the Company or its subsidiaries who had ceased being
such an employee for a period of at least six (6) months prior to any such solicitation or hiring.


 


(c)          Non-solicitation
of Clients and Vendors. During her/his employment by the Company or any subsidiary and through the end of one (1) year after
the cessation of her/his employment with the Company or any subsidiary, Mr. Lundberg will not solicit, in any business enterprise
or activity, any client, customer, licensee, licensor, third-party service provider or vendor (a “Business Relation”)
of the Company or any subsidiary who was a Business Relation of the Company or any subsidiary during Mr. Lundberg’s period
of employment by the Company or any subsidiary to (i) cease being a Business Relation of the Company or any subsidiary or (ii)
become a Business Relation of a Competing Business unless (without you having solicited such third party to cease such relationship)
such third party ceased being a Business Relation of the Company or any subsidiary for a period of at least six (6) months prior
to such solicitation. 


 




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(d)          The
parties acknowledge that the restrictions contained in this Section 3 are a reasonable and necessary protection of the immediate
interests of the Company, and any violation of these restrictions could cause substantial injury to the Company and that the Company
would not have entered into this Agreement, without receiving the additional consideration offered by Mr. Lundberg in binding her/himself
to these restrictions. In the event of a breach or threatened breach by Mr. Lundberg of any of these restrictions, the Company
shall be entitled to apply to any court of competent jurisdiction for an injunction restraining Mr. Lundberg from such breach or
threatened breach; provided, however, that the right to apply for an injunction shall not be construed as prohibiting the Company
from pursuing any other available remedies for such breach or threatened breach.


 


Section 4. Notices.


 


Unless otherwise provided herein, any notice,
exercise of rights or other communication required or permitted to be given hereunder shall be in writing and shall be given by
overnight delivery service such as Federal Express or personal delivery against receipt, or mailed by registered or certified mail
(return receipt requested), to the party to whom it is given at, in the case of the Company, General Counsel/Compensation Committee
Chair, TheStreet, Inc., 14 Wall Street, 15th Floor, New York, NY 10005, or, in the case of Mr. Lundberg, at her/his
principal residence address as then reflected on the records of the Company or such other address as such party may hereafter specify
by notice to the other party hereto. Any notice or other communication shall be deemed to have been given as of the date so personally
delivered or transmitted by telecopy or like transmission or on the next business day after sent by overnight delivery service
for next business day delivery or on the fifth business day after sent by registered or certified mail.


 


Section 5. Representations.


 


The Company hereby represents and warrants
that the execution and delivery of this Agreement and the performance by the Company of its obligations hereunder have been duly
authorized by all necessary corporate action of the Company.


 


Section 6. Amendment.


 


This Agreement may be amended only by a
written agreement signed by the parties hereto.


 


Section 7. Binding Effect.


 


The rights and duties under this Agreement
are not assignable by Mr. Lundberg other than as a result of her/his death. None of Mr. Lundberg’s rights under this Agreement
shall be subject to any encumbrances or the claims of Mr. Lundberg’s creditors. This Agreement shall be binding upon and
inure to the benefit of the Company and any successor organization which shall succeed to the Company by merger or consolidation
or operation of law, or by acquisition of all or substantially all of the assets of the Company.


 




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Section 8. Governing Law.


 


This Agreement shall be governed by and
construed in accordance with the internal laws of the State of New York applicable to contracts to be performed wholly within the
state and without regard to its conflict of laws provisions that would defer to the laws of another jurisdiction.


 


Section 9. Severability.


 


If any provision of this Agreement shall
for any reason be held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions
hereof shall not be affected or impaired thereby. Moreover, if any one or more of the provisions of this Agreement shall be held
to be excessively broad as to duration, activity or subject, such provisions shall be construed by limiting and reducing them so
as to be enforceable to the maximum extent allowable by applicable law. To the extent permitted by applicable law, each party hereto
waives any provision of law that renders any provision of this Agreement invalid, illegal or unenforceable in any way.


 


Section 10. Execution in Counterparts.


 


This Agreement may be executed in one or
more counterparts, each of which shall be deemed to be an original and all of which shall constitute one and the same instrument.


 


Section 11. Entire Agreement.


 


This Agreement, together with the Equity
Agreements, sets forth the entire agreement, and supersedes all prior agreements and understandings, both written and oral, between
the parties with respect to the subject matter hereof and thereof.


 


Section 12. Titles and Headings.


 


Titles and headings to Sections herein are
for purposes of reference only, and shall in no way limit, define or otherwise affect the meaning or interpretation of any of the
provisions of this Agreement.


 


Section 13. Consent to Jurisdiction.


 


The parties hereto each hereby irrevocably
submit to the exclusive jurisdiction of any New York State or Federal court sitting in the Borough of Manhattan, City of New York
in any action or proceeding to enforce the provisions of this Agreement, and waives the defense of inconvenient forum to the maintenance
of any such action or proceeding.


 


Section 14. No Duty to Mitigate.


 


Mr. Lundberg shall have no duty to mitigate
or have any off-set made against amounts payable by the Company to Mr. Lundberg hereunder.


 




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Section 15. Release.


 


As a condition to the obligation of the
Company to make the payments provided for in this Agreement and otherwise perform its obligations hereunder to Mr. Lundberg upon
termination of Mr. Lundberg’s employment (other than due to her death), Mr. Lundberg or her legal representatives shall deliver
to the Company a written release, substantially in the form attached hereto as Exhibit A (the “Release”), which must
become effective no later than the sixtieth (60th) day following Mr. Lundberg’s termination of employment (the “Release
Deadline”), and if not, Mr. Lundberg will forfeit any right to severance payments or benefits under this Agreement. To become
effective, the Release must be executed by Mr. Lundberg and any revocation periods (as required by statute, regulation, or otherwise)
must have expired without Mr. Lundberg having revoked the Release. In addition, in no event will severance payments or benefits
be paid or provided until the Release actually becomes effective. If the termination of employment occurs at a time during the
calendar year where the Release Deadline could occur in the calendar year following the calendar year in which Mr. Lundberg’s
termination of employment occurs, then any severance payments or benefits under this Agreement that would be considered deferred
compensation not exempt under Section 409A (as defined below) will be paid on the first payroll date to occur during the calendar
year following the calendar year in which such termination occurs, or such later time as required by (i) the date the Release becomes
effective, or (iii) Section 16, provided that the first payment shall include all amounts that would have been paid to Mr. Lundberg
if payment had commenced on the date of Mr. Lundberg’s termination of employment.


  


Section 16. Section 409A.


 


(a) Notwithstanding anything to the contrary
in this Agreement, no severance pay or benefits to be paid or provided to Mr. Lundberg, if any, pursuant to this Agreement that,
when considered together with any other severance payments or separation benefits, are considered deferred compensation not exempt
under Section 409A (together, the “Deferred Payments”) will be paid or otherwise provided until Mr. Lundberg has a
“separation from service” within the meaning of Section 409A. Similarly, no severance payable to Mr. Lundberg, if any,
pursuant to this Agreement that otherwise would be exempt from Section 409A pursuant to Treasury Regulation Section 1.409A-1(b)(9)
will be payable until Mr. Lundberg has a “separation from service” within the meaning of Section 409A. For purposes
of this Agreement, “Section 409A” means Section 409A of the Internal Revenue Code of 1986, as amended or any regulations
or Treasury guidance promulgated thereunder (“Section 409A”).


 


(b) Notwithstanding any provision of this
Agreement to the contrary, if Mr. Lundberg is a “specified employee” as determined by the Board or the Compensation
Committee of the Board in accordance with Section 409A, Mr. Lundberg shall not be entitled to any Deferred Payments until the earlier
of (i) the date which is six (6) months and one (1) day after her/his termination of employment for any reason other than death
(except that during such six (6) month period Mr. Lundberg may receive total payments from the Company that do not exceed the amount
specified in Treas. Reg. Section 1.409A-1(b)(9) or that constitute a short-term deferral within the meaning of Section 409A), or
(ii) the date of her death.


 




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(c) The foregoing provisions are intended
to be exempt from or comply with the requirements of Section 409A so that none of the severance payments and benefits to be provided
hereunder will be subject to the additional tax imposed under Section 409A, and any ambiguities or ambiguous terms herein will
be interpreted to be exempt or so comply. If any provision of this Agreement or of any award of compensation, including equity
compensation or benefits would cause Mr. Lundberg to incur any additional tax or interest under Section 409A, the parties agree
to negotiate in good faith to reform such provision in such manner as to maintain, to the maximum extent practicable, the original
intent and economic terms of the applicable provision without violating the provisions of Section 409A.


 


(d) To the extent that reimbursements or
in-kind benefits under this Agreement constitute non-exempt “nonqualified deferred compensation” for purposes of Section
409A, (1) all reimbursements hereunder shall be made on or prior to the last day of the calendar year following the calendar
year in which the expense was incurred by Mr. Lundberg, (2) any right to reimbursement or in-kind benefits shall not be subject
to liquidation or exchange for another benefit, and (3) the amount of expenses eligible for reimbursement or in-kind benefits provided
in any calendar year shall not in any way affect the expenses eligible for reimbursement or in-kind benefits to be provided, in
any other calendar year.


 


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(e) Notwithstanding any provision of this
Agreement to the contrary, to the extent any compensation or award which constitutes deferred compensation within the meaning of
Section 409A shall vest upon the occurrence of a Change of Control and such Change of Control does not constitute a “change
in the ownership or effective control” or a “change in the ownership of a substantial portion of the assets”
of the Corporation within the meaning of Section 409A, then notwithstanding such vesting, payment will be made to Mr. Lundberg
on the earliest of (i) Mr. Lundberg’s “separation from service” with the Company (determined in accordance
with Section 409A) or, if Mr. Lundberg is a specified employee within the meaning of Section 409A, such later date as provided
in paragraph (b) of this Section 16, (ii) the date payment otherwise would have been made, or (iii) Mr. Lundberg’s
death.


  


IN WITNESS WHEREOF,
the undersigned have executed this Agreement as of _________,2016.


 


	 	 
	Eric Lundberg	 
	 	 
	 	 
	THESTREET, INC. 	 
	 	 	 
	By:	 	 
	Name:	Elisabeth DeMarse	 
	Title:	President and Chief Executive Officer	 


 




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EXHIBIT A


 


Form of Release


 


This Release (this “Release”) is entered
into by __________ (“________”) and TheStreet, Inc., a Delaware corporation (the “Company”), effective
as of [DATE] (the “Effective Date”).


 


In consideration of the promises set forth in the Severance
Agreement between ________ and the Company, dated as of _______, 201_ (the “Agreement”), ________ and the Company
agree as follows:


 


1.          General Releases and Waivers
of Claims.


 


(a)  ________’s Release
of Company. In consideration of the payments and benefits provided to ________ under the Agreement and after consultation with
counsel, ________ on behalf of him/herself and each of her/his respective heirs, executors, administrators, representatives, agents,
successors and assigns (collectively, the “________ Parties”) hereby irrevocably and unconditionally release
and forever discharge the Company and its current and former subsidiaries and affiliates and each of their respective current and
former officers, employees, directors, shareholders and agents (“Company Parties”) from any and all claims,
actions, causes of action, rights, judgments, fees and costs (including attorneys’ fees), obligations, damages, demands,
accountings or liabilities of whatever kind or character (collectively, “Claims”), including, without limitation,
any Claims based upon contract, tort, or under any federal, state, local or foreign law, that the ________ Parties may have, or
in the future may possess, arising out of any aspect of ________’s employment relationship with and service as an employee,
officer, director or agent of the Company, or the termination of such relationship or service, that occurred, existed or arose
on or prior to the date hereof; provided, however, that ________ does not release, discharge or waive (i) any rights to payments
and benefits provided under the Agreement, (ii) any right ________ may have to enforce this Release or the Agreement, (iii) ________’s
eligibility for indemnification in accordance with the Company’s certificate of incorporation, bylaws or other corporate
governance document, any applicable insurance policy or any contract or provision to which ________ is a party or as to which ________
otherwise is entitled to indemnification benefits, with respect to any liability she incurred or might incur as an employee, officer
or director of the Company, (iv) any claims for accrued, vested benefits under any employee benefit or pension plan of the Company
Parties subject to the terms and conditions of such plan and applicable law including, without limitation, any such claims under
COBRA or the Employee Retirement Income Security Act of 1974, or (v) any rights under or in respect of the Agreement for Grant
of Non-Qualified Stock Options between ________ and the Company, dated as of _____ 201_ (the “Non-Qualified Option Agreement”),
the Agreement for Grant of Incentive Stock Option Pursuant to 2007 Performance Incentive Plan between ________ and the Company,
dated as of _____ 201_ (the “Incentive Option Agreement” and together with the Non-Qualified Option Agreement, the
“Equity Agreements”) or any written agreements that may be executed by the parties after the date of the Equity Agreements
(collectively, the “Applicable Agreements”).


 




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(b) Executive’s Specific Release
of ADEA Claims. In further consideration of the payments and benefits provided to ________ under the Agreement, ________ on
behalf of him/herself and the other ________ Parties hereby unconditionally release and forever discharge the Company Parties from
any and all Claims that the ________ Parties may have as of the date ________ signs this Release arising under the Federal Age
Discrimination in Employment Act of 1967, as amended, and the applicable rules and regulations promulgated thereunder (“ADEA”).
By signing this Release, ________ hereby acknowledges and confirms the following: (i) ________ was advised by the Company
in connection with his/her termination to consult with an attorney of his/her choice prior to signing this Release and to have
such attorney explain to him/her the terms of this Release, including, without limitation, the terms relating to his/her release
of claims arising under ADEA, and ________ has in fact consulted with an attorney; (ii) ________ was given a period of not
fewer than twenty-one (21) days to consider the terms of this Release and to consult with an attorney of his/her choosing with
respect thereto; and (iii) ________ knowingly and voluntarily accepts the terms of this Release. ________ also understands
that s/he has seven (7) days following the date on which s/he signs this Release within which to revoke the release contained
in this paragraph, by providing the Company a written notice of his/her revocation of the release and waiver contained in this
paragraph.


 


(c)  Company’s Release
of Executive. The Company for itself and on behalf of the Company Parties hereby irrevocably and unconditionally release and
forever discharge the ________ Parties from any and all Claims, including, without limitation, any Claims based upon contract,
tort, or under any federal, state, local or foreign law, that the Company Parties may have, or in the future may possess, arising
out of any aspect of ________’s employment relationship with and service as an employee, officer, director or agent of the
Company, or the termination of such relationship or service, that occurred, existed or arose on or prior to the date hereof, excepting
(i) any Claim which would constitute or result from conduct by ________ that constituted the basis for termination for Cause under
the Agreement or could be a crime of any kind, or (ii) rights arising under or in respect of the Equity Agreements. Anything to
the contrary notwithstanding in this Release, nothing herein shall release ________ or any other ________ Party from any Claims
based on any right the Company may have to enforce this Release or the Agreement or any of the Applicable Agreements.


 


(d)  No Assignment. The parties
represent and warrant that they have not assigned any of the Claims being released under this Release.


 


2.          Proceedings. Neither ________
nor the Company have filed any complaint, charge, claim or proceeding against the other party before any local, state or federal
agency, court or other body relating to ________’s employment or the termination thereof (each, individually, a “Proceeding”).


 




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3.          Remedies.


 


(a)  In the event ________ initiates
or voluntarily participates in any Proceeding involving any of the matters waived or released in this Release, or if she fails
to abide by any of the terms of this Release, or if s/he revokes the ADEA release contained in Paragraph 1(b) of this Release
within the seven (7)-day period provided under Paragraph 1(b), the Company may, in addition to any other remedies it may have,
reclaim any amounts paid to him/her, and terminate any benefits or payments that are due pursuant to the termination provisions
of the Agreement, without waiving the release granted herein. In addition, in the event that ________ has failed to comply with
Section 3 of the Agreement or with Sections 11 and/or 12 of either or both of the equity Agreements (other than as a result of
an unintentional and immaterial disclosure of confidential information), the Company may, in addition to any other remedies it
may have, to the extent permitted in the Agreement and the Equity Agreements reclaim any amounts paid to her pursuant to the Agreement
or the Equity Agreements, without waiving the release granted herein. ________ acknowledges and agrees that the remedy at law available
to the Company for breach of any of his/her post-termination obligations under the Agreement or any of the Applicable Agreements
or his/her obligations hereunder or thereunder would be inadequate and that damages flowing from such a breach may not readily
be susceptible to being measured in monetary terms. Accordingly, ________ acknowledges, consents and agrees that, in addition to
any other rights or remedies that the Company may have at law or in equity, the Company shall be entitled to seek a temporary restraining
order or a preliminary or permanent injunction, or both, without bond or other security, restraining ________ from breaching his/her
post-termination obligations under the Agreement or any of the Applicable Agreements or her obligations hereunder or thereunder.
Such injunctive relief in any court shall be available to the Company, in lieu of, or prior to or pending determination in, any
arbitration proceeding.


 


(b)  ________ understands that by
entering into this Release s/he will be limiting the availability of certain remedies that s/he may have against the Company and
limiting also his/her ability to pursue certain claims against the Company.


 


(c)  The Company acknowledges and
agrees that the remedy at law available to ________ for breach of any of its post-termination obligations under the Agreement or
any of the Applicable Agreements or its obligations hereunder or thereunder would be inadequate and that damages flowing from such
a breach may not readily be susceptible to being measured in monetary terms. Accordingly, the Company acknowledges, consents and
agrees that, in addition to any other rights or remedies that ________ may have at law or in equity, ________ shall be entitled
to seek a temporary restraining order or a preliminary or permanent injunction, or both, without bond or other security, restraining
the Company from breaching its post-termination obligations under the Agreement or any of the Applicable Agreements or its obligations
hereunder or thereunder. Such injunctive relief in any court shall be available to ________, in lieu of, or prior to or pending
determination in, any arbitration proceeding.


 


(d)  The Company understands that
by entering into this Release it will be limiting the availability of certain remedies that it may have against ________ and limiting
also its ability to pursue certain claims against ________.


 


4.          Severability Clause. In the
event any provision or part of this Release is found to be invalid or unenforceable, only that particular provision or part so
found, and not the entire Release, will be inoperative.


 


5.          Nonadmission. Nothing contained
in this Release will be deemed or construed as an admission of wrongdoing or liability on the part of the Company or ________.


 




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6.          Governing Law. All matters
affecting this Release, including the validity thereof, are to be governed by, and interpreted and construed in accordance with,
the laws of the New York applicable to contracts executed in and to be performed in that State.


 


7.          Notices. All notices or communications
hereunder shall be made in accordance with Section 4 of the Agreement.


 


________ ACKNOWLEDGES THAT S/HE HAS READ
THIS RELEASE AND THAT SHE FULLY KNOWS, UNDERSTANDS AND APPRECIATES ITS CONTENTS, AND THAT SHE HEREBY EXECUTES THE SAME AND MAKES
THIS RELEASE AND THE RELEASE AND AGREEMENTS PROVIDED FOR HEREIN VOLUNTARILY AND OF HER OWN FREE WILL.


 


IN WITNESS WHEREOF, the parties have executed
this Release as of _______________.


 


	 	 	 
	 	 	 
	 	 	 
	 	THESTREET, INC.	 
	 	 	 	 
	 	By:	 	 
	 	Name:	 	 
	 	Title:	 	 


 




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