EXHIBIT 10.26


INDEMNIFICATION AGREEMENT


          THIS
INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of the [___] day
of [____________], 20__, between TheStreet, Inc., a Delaware corporation (the “Company”),
and [______________] (“Indemnitee”). 


          WHEREAS,
Indemnitee is a member of the Board of Directors of the Company (the “Board
of Directors”) and/or an officer of the Company and in such capacity, or
capacities, is performing valuable services for the Company; and 


          WHEREAS,
the Company’s Restated Certificate of Incorporation, as amended (together with
the Company’s By-Laws, as amended, the “Governing Instruments”),
provides for the indemnification of the Company’s directors and officers to the
fullest extent authorized or permitted by law; and 


          WHEREAS,
Section 145 of the General Corporation Law of the State of Delaware (the “DGCL”)
specifically provides that it shall not be deemed exclusive of any other rights
to indemnification or advancement of expenses to which directors or officers
may be entitled under any by-law, agreement, vote of stockholders or
disinterested directors or otherwise; and 


          WHEREAS,
the number of lawsuits and stockholders’ derivative lawsuits against
corporations, their directors and officers has increased in recent years, such
lawsuits frequently are without merit and seek damages in amounts having no
reasonable relationship to the amount of compensation received by the directors
and officers from the corporation, and such lawsuits whether or not meritorious
are expensive and time-consuming to defend; and 


          WHEREAS,
adequate directors and officers liability insurance may not be available at a
reasonable cost; and 


          WHEREAS,
the Company desires that Indemnitee continue to serve as a director and/or an
officer of the Company free from undue concern for unpredictable or
unreasonable claims for damages by reason of Indemnitee’s status as a director
and/or an officer of the Company, by reason of Indemnitee’s decisions or actions
on the Company’ behalf or by reason of Indemnitee’s decisions or actions in
another capacity for the Company (including without limitation serving at the
request of the Company as a director, officer, member, manager, managing
director, partner, employee or agent of another corporation, limited liability
company, partnership, joint venture, trust or other enterprise (including,
without limitation, service with respect to any employee benefit plan)); and 


          WHEREAS,
the Board of Directors has determined that the Company’s entry into this
Agreement is not only reasonable and prudent but also promotes the best
interests of the Company and its stockholders; 


          NOW,
THEREFORE, in consideration of Indemnitee’s continued service as a director
and/or an officer of the Company and of other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties
hereto hereby agree as follows: 


          1. Indemnification.
Subject only to the exclusions set forth in this Agreement, the Company hereby
agrees (i) to hold harmless and indemnify Indemnitee, from time to time,
against any and all Expenses and Liabilities (as such terms are defined in
Section 1(h) below) to the fullest extent authorized 





or permitted by the DGCL (or any other applicable law), the Governing
Instruments in effect on the date hereof or as such law or the Governing
Instruments may from time to time be amended (but in the case of any such
amendment, only to the extent such amendment permits the Company to provide
broader indemnification rights than such law or Governing Instruments permitted
the Company to provide prior to such amendment) and (ii) to take all such
action as may reasonably be required or requested to carry out such
indemnification. Notwithstanding the foregoing, the Company shall not be
required to indemnify Indemnitee for any Expenses and/or Liabilities to the
extent that such amounts have been paid directly to or for the account of
Indemnitee pursuant to any directors and officers liability insurance policy
maintained by the Company. Without limiting the generality of the foregoing: 


                    (a)
Third Party Proceedings. The Company shall indemnify Indemnitee if
Indemnitee was or is a party or is threatened to be made a party to any
Proceeding (as defined in Section 1(h) below), other than a Proceeding by or in
the right of the Company, by reason of the fact that Indemnitee is or was a
director and/or an officer of the Company, or is or was serving at the request
of the Company as a director, officer, member, manager, managing director,
partner, employee or agent of another corporation, limited liability company,
partnership, joint venture, trust or other enterprise (including, without
limitation, service with respect to any employee benefit plan), against any and
all Expenses and Liabilities actually and reasonably incurred by Indemnitee or
on Indemnitee’s behalf in connection with such Proceeding, and any appeal
therefrom, provided that Indemnitee acted in good faith and in a manner
Indemnitee reasonably believed to be in or not opposed to the best interests of
the Company and, with respect to any criminal action or proceeding, had no
reasonable cause to believe Indemnitee’s conduct was unlawful. The termination
of any action, suit or proceeding by judgment, order, settlement, conviction or
upon a plea of nolo contendere or its equivalent shall not, of itself, create a
presumption that Indemnitee did not satisfy the foregoing standard of conduct
to the extent applicable thereto. 


                    (b)
Proceedings By or in the Right of the Company. The Company shall
indemnify Indemnitee if Indemnitee is or was a party or is threatened to be
made a party to any Proceeding by or in the right of the Company by reason of
the fact that Indemnitee is or was a director and/or an officer of the Company,
or is or was serving at the request of the Company as a director, officer,
member, manager, managing director, partner, employee or agent of another
corporation, limited liability company, partnership, joint venture, trust or
other enterprise (including, without limitation, service with respect to any
employee benefit plan), against any and all Expenses actually and reasonably
incurred by Indemnitee or on Indemnitee’s behalf in connection with the defense
or settlement of such Proceeding, and any appeal therefrom, if Indemnitee acted
in good faith and in a manner Indemnitee reasonably believed to be in or not
opposed to the best interests of the Company, except that no indemnification
shall be made in respect of any claim, issue or matter as to which Indemnitee
shall have been adjudged to be liable to the Company unless and only to the
extent that the Court of Chancery of the State of Delaware (the “Chancery
Court”) or the court in which such Proceeding was brought shall determine
upon application that, despite the adjudication of liability but in view of all
the circumstances of the case, Indemnitee is fairly and reasonably entitled to
indemnity for such Expenses which the Chancery Court or such other court shall
deem proper. 


                    (c)
Successful Defense. To the extent that Indemnitee has been successful on
the merits or otherwise in the defense of any Proceeding referred to in Section
1(a) or 1(b) above, or in the defense of any claim, issue or matter therein,
the Company shall indemnify Indemnitee against any and all Expenses actually
and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection
therewith. Dismissal of any Proceeding with prejudice, or a settlement not
involving any payment or assumption of liability, shall be deemed a successful
defense. 


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                    (d)
Partial Indemnification. If Indemnitee is entitled to indemnification
under any provision of this Agreement for a portion of the Expenses and/or
Liabilities actually and reasonably incurred by Indemnitee or on Indemnitee’s
behalf in the investigation, defense, appeal or settlement of any Proceeding,
but not, however, for the total amount thereof, the Company shall nevertheless
indemnify Indemnitee for the portion thereof to which Indemnitee is entitled. 


                    (e)
Advancement of Expenses. All Expenses incurred by Indemnitee or on
Indemnitee’s behalf in the investigation, defense or appeal of a Proceeding
referred to in either of Sections 1(a) and 1(b) of this Agreement, or in
enforcing Indemnitee’s rights under any provisions of this Agreement, shall be
paid by the Company in advance of the final disposition of such Proceeding in
the manner prescribed by Section 3 below. 


                    (f)
Amendments to Indemnification Rights. The Company shall not adopt any
amendment to its Governing Instruments, the effect of which would be to deny,
diminish or encumber Indemnitee’s rights to indemnity pursuant to the Governing
Instruments, the DGCL or any other applicable law as applied to any act or
failure to act occurring in whole or in part prior to the date (the “Effective
Date”) upon which the amendment was approved by the Board of Directors. In
the event that the Company shall adopt any amendment to its Governing
Instruments the effect of which is to change Indemnitee’s rights to indemnity
under such instruments, such amendment shall apply only to acts or failures to
act occurring entirely after the Effective Date thereof. The Company shall give
written notice to Indemnitee of any proposal with respect to any such amendment
no later than the date such amendment is first presented to the Board of
Directors (or any committee thereof) for consideration, and shall provide a
copy of any such amendment to Indemnitee promptly after its adoption. 


                    (g)
Indemnification for Expenses as a Witness. To the extent Indemnitee is,
or reasonably expects to be, by reason of the fact that Indemnitee is or was a
director and/or an officer of the Company (or is or was serving at the
Company’s request in any one or more of the capacities described in Sections
1(a) and 1(b) of this Agreement), a witness in any Proceeding, the Company
shall indemnify Indemnitee against any and all Expenses actually and reasonably
incurred by Indemnitee or on Indemnitee’s behalf in connection therewith. 


                    (h)
Certain Definitions. As used in this Agreement:


                              (i)
“Expenses” shall mean means any and all expenses to the fullest extent permitted by the
DGCL (or any other applicable law), the Governing Instruments in effect on the
date hereof or as such law or Governing Instruments may from time to time be
amended (but, in the case of any such amendment, only to the extent such
amendment broadens the range or amount of expenses that may be paid or
reimbursed relative to the range or amounts permitted before such amendment), including, without limitation, any and all
retainers, court costs, transcript costs, fees of experts, witness fees,
private investigators, travel expenses, duplicating costs, printing and binding
costs, telephone charges, postage, fax transmission charges, secretarial
services, delivery service fees, attorneys’ fees, and all other costs,
disbursements or expenses of the types customarily incurred in connection with
prosecuting, defending, preparing to prosecute or defend, investigating, being
or preparing to be a witness in, or otherwise participating in, a Proceeding or
in connection with seeking indemnification under this Agreement or enforcing
this Agreement in accordance with Section 3(g) below. Expenses also shall
include the foregoing expenses incurred in connection with any appeal resulting
from any action, suit or proceeding, including, without limitation, the
premium, security for, and other costs relating to any cost bond, supersedeas bond,
or other appeal bond or its equivalent. 


                              (ii)
“Liabilities” shall mean any and all obligations, indebtedness and
liabilities of any kind (including, without limitation, any and all claims, judgments, settlements,
fines, 


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ERISA excise taxes, damages, losses,
deficiencies, costs, penalties, interest, expenses, charges, and fees) against
which the Company may, to the fullest extent permitted by the
DGCL (or any other applicable law), the Governing Instruments in effect on the
date hereof or as such law or Governing Instruments may from time to time be
amended (but, in the case of any such amendment, only to the extent such
amendment broadens the range or amount of liabilities that may be paid,
reimbursed or indemnified to an Indemnitee relative to the range or amounts
permitted before such amendment), agree to indemnify an Indemnitee.


                              (iii)
“Proceeding” shall mean any and all threatened, pending or completed
actions, suits or proceedings, whether civil, criminal, administrative or
investigative and whether formal or informal.


          2.
Limitations on Indemnification. No indemnity pursuant to
Section 1 above shall be paid by the Company: 


                    (a)
on account of any suit in which judgment in a final, non-appealable decision is
rendered against Indemnitee for an accounting of profits made from the purchase
or sale by Indemnitee of securities of the Company within the meaning of
Section 16(b) of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or similar provisions of federal or state law; 


                    (b)
for Expenses incurred by or on behalf of Indemnitee, as a plaintiff, in a suit
against the Company or against one or more other directors and/or officers of
the Company (other than a suit brought by Indemnitee to enforce Indemnitee’s
rights to indemnification pursuant to this Agreement or as otherwise provided
in Section 6 below), unless such suit is authorized in advance by the Board of
Directors or such indemnification is required by law; 


                    (c)
if a final, non-appealable decision by a court having jurisdiction in the
matter shall determine that such indemnification is not lawful; or 


                    (d)
for amounts paid by Indemnitee in settlement of any Proceeding without the
Company’s written consent, which consent shall not be unreasonably withheld,
delayed or conditioned. 


          3. Indemnification
Procedures. 


                    (a)
Notice to the Company. Promptly after receipt by Indemnitee of notice of
the commencement of any Proceeding, Indemnitee shall, if a claim in respect
thereof is to be made against the Company under this Agreement, notify the
Company of the commencement thereof. Such notice shall set forth in reasonable
detail the events giving rise to such claim and the amount requested, if known.
Failure of Indemnitee to provide such notice shall not relieve the Company of
its obligations under this Agreement except to the extent (and only to the
extent) that the Company is materially prejudiced by such failure. 


                    (b) Notice to Insurers. If, at the
time of receipt of such notice, the Company has directors and officers
liability insurance in effect, the Company shall give prompt notice of the commencement
of such Proceeding to the insurer or insurers in accordance with the procedures
set forth in the respective policy or policies in favor of Indemnitee. The
Company shall thereafter take all necessary or desirable action to cause such
insurer or insurers to pay, on behalf of Indemnitee, all Expenses and
Liabilities payable as a result of such Proceeding and any appeal therefrom in
accordance with the terms of such policy or policies. 


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                    (c)
Advancement of Expenses. Subject to Sections 3(d) and 3(e) below, the
Expenses reasonably incurred by Indemnitee or on Indemnitee’s behalf in
investigating, defending or appealing any Proceeding covered by Section 1
above, or in enforcing Indemnitee’s rights under any provisions of this
Agreement, shall be paid by the Company within 20 days of Indemnitee’s written
request therefor even if there has been no final disposition of such
Proceeding. Indemnitee’s written request shall state the amount requested and
shall be accompanied by copies of the invoices or other relevant documentation.



                    (d)
Undertaking to Repay Advances. Indemnitee undertakes and agrees, if and
to the extent required by applicable law, that Indemnitee shall reimburse the
Company for all advances of Expenses paid by the Company to or for the account
of Indemnitee under this Agreement with respect to any Proceeding or appeal
therefrom in the event and only to the extent that it shall ultimately be determined
that Indemnitee was not entitled to be indemnified under this Agreement with
respect to such Proceeding or appeal therefrom. 


                    (e)
Assumption of Defense by the Company. Except as otherwise provided
below, the Company, jointly with any other indemnifying party similarly
notified, will be entitled to assume the defense of any Proceeding or appeal
therefrom of which it has been notified by Indemnitee pursuant to Section 3(a)
above, with counsel reasonably satisfactory to Indemnitee; provided, however
that, without the prior written consent of Indemnitee, the Company shall not
settle, compromise or consent to the entry of any judgment in any such
Proceeding or appeal therefrom if and to the extent the such settlement,
compromise or judgment would impose (i) any injunctive relief or sanctions upon
Indemnitee or (ii) any Liability upon Indemnitee which Liability is not fully
satisfied and extinguished by the Company. After notice from the Company to
Indemnitee of its election to assume the defense thereof, the Company will not
be liable to Indemnitee under this Agreement for any legal or other Expenses
subsequently incurred by Indemnitee; provided, however, that
Indemnitee shall have the right to employ Indemnitee’s own counsel in such Proceeding
or appeal therefrom at the expense of the Company if, at any time after such
notice from the Company, (i) the employment of counsel by Indemnitee has been
authorized by the Company, (ii) Indemnitee shall have reasonably concluded that
there may be a conflict of interest between the Company and Indemnitee in the
conduct of such defense or appeal, or (iii) the Company shall not in fact have
employed counsel to assume the defense of such Proceeding or appeal therefrom,
in each of which cases the Expenses of Indemnitee’s counsel shall be subject to
reimbursement in accordance with the terms of this Agreement. The Company shall
not be entitled to assume Indemnitee’s defense or appeal of any Proceeding
brought by the Company or as to which Indemnitee shall have made the conclusion
provided for in clause (ii) of the preceding sentence. 


                    (f)
Determination of Right to Entitlement. 


                              (i)
In the event that Indemnitee incurs
liability for any Liabilities (or, to the extent not previously advanced
pursuant to Section 3(c) above, Expenses), and indemnification is sought
under this Agreement, the Company shall pay (or provide for payment if so
required by the terms of any judgment or settlement) the amount of such liability
within 20 days of Indemnitee’s written request therefor unless a determination
is made within such 20 day period that the claims giving rise to such request
are excluded or indemnification is otherwise not due under this Agreement. Such
determination, and any determination required by applicable law as to whether
Indemnitee has met the standard of conduct required to qualify and entitle
Indemnitee, partially or fully, to indemnification under Section 1 of this
Agreement, shall be made, at the Company’s discretion, (x) by the Board of
Directors by a majority vote of the directors who were not parties to such
Proceeding even though less than a quorum, or (y) if such a majority is not
obtainable, or even if obtainable a majority of the disinterested directors so
directs, by written opinion of “independent legal counsel” (as defined below)
selected by the Company and reasonably satisfactory to Indemnitee, or (z) by
the Company’s stockholders; provided, however, that 


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if a “change of control” (as defined below) has occurred, such
determination shall be made by written opinion of independent legal counsel
selected by Indemnitee or, if requested by Indemnitee, by the Company. 


	
  

 	
  

 
	
  

 	
           (A) The
 term “change of control” shall mean: (x) the consummation of any transaction
 after which any “person” or “group” (as such terms are used in Sections
 3(a)(9), 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934 (the
 “Exchange Act”)), other than the Current Holders (as defined below), is or
 becomes the “beneficial owner” (as defined in Rule 13d-3 under the Exchange
 Act), directly or indirectly, of securities, or possesses the power to vote
 or control the vote of securities, of the Company representing 20% or more of
 the combined voting power of the Company’s outstanding capital stock; or (y)
 the consummation of any merger or consolidation of the Company with any other
 corporation or entity, other than a merger or consolidation which would
 result in the voting securities of the Company outstanding immediately prior
 thereto continuing to represent (either by remaining outstanding or by being
 converted into voting securities of the surviving entity) at least a majority
 of the combined voting power of the voting securities of the Company or such
 surviving entity outstanding immediately after such merger or consolidation;
 or (z) the stockholders of the Company approve a plan of complete liquidation
 of the Company or an agreement for the sale or disposition by the Company of
 all or substantially all of the Company’s assets. As used herein, “Current
 Holders” means James J. Cramer and Martin Peretz and their respective
 Affiliates (as such term is defined in Rule 12b-2 of the General Rules and
 Regulations under the Securities Exchange Act of 1934, as in effect on the date
 of this Agreement).

 
	
  

 	
  

 
	
  

 	
           (B) The
 term “independent legal counsel” shall mean for this purpose an attorney or
 firm of attorneys experienced in matters of corporation law that is not now
 nor has within the previous three years been retained to represent
 Indemnitee, the Company or any other party to the Proceeding or appeal
 therefrom giving rise to the claim for indemnification hereunder; provided
 that “independent legal counsel” shall not include any person who under
 applicable standards of professional conduct would have a conflict of
 interest in representing Indemnitee or the Company in an action to determine
 Indemnitee’s rights under this Agreement. 

 
	
  

 	
  

 
	
                               
 (ii) Notwithstanding the foregoing, Indemnitee may within 60 days after a
 determination adverse to Indemnitee has been made as provided above, or if no
 determination has been made within 20 days of Indemnitee’s written request
 for payment, petition the Chancery Court or any other court of competent
 jurisdiction, or may seek an award in arbitration to be conducted by a single
 arbitrator pursuant to the rules of the American Arbitration Association,
 which award shall be deemed final, unappealable and binding, to determine
 whether Indemnitee is entitled to indemnification under this Agreement, and
 such court or arbitrator, as the case may be, shall thereupon have the
 exclusive authority to make such determination unless and until such court or
 arbitrator dismisses or otherwise terminates such action without having made
 a determination. The court or arbitrator, as the case may be, shall make an
 independent determination of entitlement irrespective of any prior
 determination made by the Board of Directors, independent legal counsel or
 stockholders. In any such action before the court or arbitrator, Indemnitee
 shall be presumed to be entitled to indemnification and the Company shall
 have the burden of proving that indemnification is not required under this
 Agreement. All fees and expenses of any arbitrator pursuant to this provision
 shall be paid by the Company.

 


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                    (g)
Enforcement Expenses. In the event that Indemnitee brings suit or takes
any other action to enforce Indemnitee’s rights or to collect monies due under
this Agreement, and if Indemnitee is successful therein, in whole or in part,
or if not successful, Indemnitee nevertheless acted in good faith in bringing
such suit or taking such other action, the Company shall reimburse (to the
extent not previously advanced) Indemnitee for all of Indemnitee’s reasonable
Expenses in any such suit or action. 


          4. Continuation
of Indemnification. The Company’s obligations to indemnify Indemnitee
hereunder shall continue throughout the period Indemnitee is a director and/or
an officer of the Company (or is serving at the Company’s request in any one or
more of the capacities described in Sections 1(a) and 1(b) above) and
thereafter so long as Indemnitee shall be subject to any possible claim or
Proceeding or appeal therefrom by reason of the fact that Indemnitee was a
director and/or an officer of the Company (or was serving in such other
capacities). 


          5. Successors
and Assigns. This Agreement shall be binding upon the Company, its
successors and assigns (including, without limitation, any transferee of all or
substantially all of its assets and any successor by merger or otherwise by
operation of law), and shall inure to the benefit of Indemnitee and
Indemnitee’s heirs, personal representatives, executors and administrators and
shall be binding upon Indemnitee and Indemnitee’s successors in interest under
this Agreement. 


          6. Rights
Not Exclusive. The rights provided hereunder shall not be deemed exclusive
of any other rights to which Indemnitee may be entitled under any provision of
law, the Governing Instruments, other agreement, vote of stockholders or of
disinterested directors or otherwise. 


          7. Subrogation.
Upon payment of any amount under this Agreement, the Company shall be
subrogated to the extent of such payment to all of Indemnitee’s rights of
recovery therefor and Indemnitee shall take all reasonable actions requested by
the Company to secure such rights, including, without limitation, execution of
all documents necessary to enable the Company to enforce such rights. 


          8. Severability.
In the event that any provision of this Agreement shall be held by a court of
competent jurisdiction to be invalid, illegal or unenforceable for any reason,
such provision shall be limited or modified in its application to the minimum
extent necessary to avoid a violation of law, and, as so limited or modified,
such provision and the balance of this Agreement shall be enforceable in
accordance with their terms. 


          9. Integration.
This Agreement embodies the entire agreement and understanding between the
parties hereto with respect to the subject matter hereof and supersedes all
prior agreements and understandings relating to the subject matter hereof. 


          10. Modification
and Waiver. No amendment, modification, termination or cancellation of this
Agreement shall be effective unless in writing signed by both parties hereto. No waiver shall be effective unless made in a
writing signed by the party against whom enforcement of such waiver is sought. No
waiver of any term or condition or of any breach of this Agreement shall be
deemed a continuing waiver or a waiver of any other term or condition or of any
later breach of the Agreement. All rights and remedies, whether conferred by
this Agreement, by any other instrument or by law, shall be cumulative, and may
be exercised singularly or concurrently.


          11. Notices.
All notices given under this Agreement shall be in writing and delivered either
(i) personally, (ii) by registered or certified mail (postage prepaid, return
receipt requested), (iii) by recognized overnight courier service or (iv) by
telecopy (if promptly followed by a copy delivered as provided in clauses (i),
(ii) or (iii) above), as follows: 


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 If to
 Indemnitee:

 	
  

 	
 [NAME]

 
	
  

 	
  

 	
  

 	
 [ADDRESS]

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 If to the
 Company:

 	
  

 	
 TheStreet,
 Inc.

 14 Wall Street, 15th Floor

 New York, New York 10005

 Attn: General Counsel

 


or to such other address as a party may have specified by written
notice to the other party given in the manner set forth above. Notices
hereunder given as provided above shall be deemed to be duly given upon
delivery if delivered personally, three business days after mailing if by
registered or certified mail, one business day after mailing if by overnight
courier service and upon confirmation of transmission if by telecopy.


          12. Interpretation.
Section references are to this Agreement, unless otherwise specified. The
captions in this Agreement are for convenience only and shall not in any way
affect the meaning or construction of any provisions of this Agreement.


          13. Counterparts.
This Agreement may be executed in counterparts, all of which, taken together,
shall be considered one and the same agreement, it being understood that
counterparts may be delivered by facsimile or in PDF format and signatures
delivered by such means shall be deemed originals for all purposes.


          14. Governing
Law. This Agreement shall be interpreted and enforced in accordance with
the laws of the State of Delaware without regard to principles of conflicts of
laws.


 [Signature page follows.]


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          IN WITNESS
WHEREOF, the parties hereto have executed this Agreement on and as of the day
and year first above written.


	
  

 	
  

 	
  

 	
  

 
	
  

 	
 THESTREET,
 INC.

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
 By:

 	
  

 	
  

 
	
  

 	
  

 	

 


 	
  

 
	
  

 	
  

 	
 Name:

 	
  

 
	
  

 	
  

 	
 Title:

 	
  

 
	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	

 


 	
  

 
	
  

 	
  

 	
 [NAME OF
 DIRECTOR/OFFICER]

 	
  

 


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