Exhibit 10.1


 


SEVERANCE AGREEMENT


 


SEVERANCE AGREEMENT (this “Agreement”),
dated as of January 26, 2015, by and between TheStreet, Inc., a Delaware corporation (the “Company” or “TheStreet”),
and Vanessa Soman (“Ms. Soman” and together with the Company, each a “Party” and collectively
the “Parties”).


 


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


 


WHEREAS, the Company granted Ms. Soman 10,000
stock options pursuant to a stock option agreement dated 8/12/2013. (the “Equity Agreement”);


 


WHEREAS, Ms. Soman agreed to be bound by certain
restrictive covenants in the Equity Agreement; 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 Ms. Soman’s employment with the Company
(or Successor, if applicable) without Cause (as defined in the Equity Agreement), then Ms. Soman shall be entitled to the following
severance benefits:


 


(A)pay Ms. Soman an amount equal to the greater
of (i) six (6) months or (ii) four (4) weeks per year of service of her base salary (at the annual rate in effect immediately prior
to termination, but in no event less than Ms. Soman’s original annual salary of $165,000); and


 


(B)If Ms. Soman elects continuation coverage pursuant
to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for herself and her eligible dependents,
within the time period prescribed pursuant to COBRA, the Company will reimburse Ms. Soman for (or pay directly) the COBRA premiums
for such coverage (at the coverage levels in effect immediately prior to Ms. Soman’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 she and/or her eligible
dependents becomes covered under similar plans. COBRA reimbursements will be made by the Company to Ms. Soman 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 Ms. Soman becomes entitled to a payment under Section 1(a)(A)(i), the Company (or Successor, if applicable) shall
pay Ms. Soman the applicable amount in accordance with the Company’s then current payroll schedule, less applicable taxes,
commencing the pay period immediately following Ms. Soman’s date of termination.


 


Section 2. Parachute Payment Limitation.


 


Anything in this Agreement or the Equity
Agreement 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 Ms. Soman (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 dolls ($1.00) less than an amount equal to three (3) times Ms. Soman’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 Ms. Soman 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 turns 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 shalt Ms. Soman 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, Ms. Soman agrees as follows. For avoidance of doubt, the covenants set forth below
are independent of the covenants set forth in die Equity Agreement and any covenants that may be set forth in any subsequent written
agreements between the Parties:


 


(a)          Non-competition. During her
employment by the Company or any subsidiary and through the end of six (6) months after the cessation of her employment with the
Company or any subsidiary, Ms. Soman will not engage in a Competitive Activity (as defined below) with the Company or any of its
subsidiaries. As used herein, “Competitive Activity” means Ms. Soman’s service as a director, officer;
employee, principal, agent, stockholder, member, owner or partner of, or Ms. Soman permitting her 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, Ms. Soman may work in a non-competitive business of a company which is carrying on
a Competing Business.


 


(b)          Non-solicitation of Employees.
During her employment by the Company or any subsidiary and through the end of one (1) year after the cessation of her employment
with the Company or any subsidiary, Ms. Soman 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 Ms. Soman’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 Ms. Soman serving as a reference upon request, and (b) Ms. Soman 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 employment by the Company or any subsidiary and through the end of one (1) year after the cessation of
her employment with the Company or any subsidiary, Ms. Soman 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 Ms. Soman’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 Ms. Soman in binding herself to these restrictions. In
the event of a breach or threatened breach by Ms. Soman of any of these restrictions, the Company shall be entitled to apply to
any court of competent jurisdiction for an injunction restraining Ms. Soman 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 Ms. Soman, at her 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 Ms. Soman other than as a result of her death. None of Ms. Soman’s rights under this Agreement shall
be subject to any encumbrances at the claims of Ms. Soman’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
Agreement, sets faith 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.


 


Ms. Soman shall have no duty to mitigate
or have any off-set made against amounts payable by the Company to Ms. Soman 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 Ms. Soman upon termination
of Ms. Soman’s employment (other than due to her death), Ms. Soman 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 Ms. Soman’s termination of employment (the “Release Deadline”),
and if not, Ms. Soman will forfeit any right to severance payments or benefits under this Agreement. To become effective, the Release
must be executed by Ms. Soman and any revocation periods (as required by statute, regulation, or otherwise) must have expired without
Ms. Soman 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 Ms. Soman’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 Ms. Soman if payment had commenced on the
date of Ms. Soman’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 Ms. Soman, 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 Ms. Soman has a “separation
from service” within the meaning of Section 409A. Similarly, no severance payable to Ms. Soman, 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 Ms. Soman 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 Ms. Soman is a “specified employee” as determined by the Board or the Compensation Committee
of the Board in accordance with Section 409A, Ms. Soman 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 termination of employment for any reason other than death (except that
during such six (6) month period Ms. Soman 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 Ms. Soman 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 Ms. Soman, (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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left blank]


 




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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 Ms. Soman on
the earliest of (i) Ms. Soman’s “separation from service” with the Company (determined in accordance with Section
409A) or, if Ms. Soman is a specified employee within the meaning of Section 409A, such later date as provided in paragraph (6)
of this Section 16, (ii) the date payment otherwise would have been made, or (iii) Ms. Soman’s death.


 


IN WITNESS WHEREOF, the undersigned have
executed this Agreement as of January 26, 2015.


 


	/s/ Vanessa J. Soman	 
	Vanessa J. Soman	 


 


THESTREET, INC.


 


	By:	/s/ Elisabeth
    DeMarse	 
	Name: Elisabeth DeMarse
	Title: Chair 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 __________, 2014 (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 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
________ 2014 (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 __________ 2014 (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 perfonned 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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