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                                                                   Exhibit 10.16

Mediacom Termination and Release Agreement

                              TERMINATION AGREEMENT
                              ---------------------

This Termination Agreement (hereinafter "Termination Agreement") is entered into
as of the 31/st/ day of January, 2001, by and between Mediacom LLC ("Mediacom")
and SoftNet Systems, Inc. ("SoftNet"). Mediacom and SoftNet will be referred to
collectively as "the Parties."

WHEREAS, the Parties entered into a Stock Purchase Agreement and a Stockholder
Agreement on or about November 4, 1999 (collectively, the "Agreement"), a true
and correct copy of said Agreement being attached hereto and incorporated herein
in full as Exhibit A;
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WHEREAS, the Parties desire to terminate the Agreement and all obligations
thereunder without admission or denial of breach or liability by either party
thereto;

NOW THEREFORE, the Parties in consideration of the following conditions,
covenants and promises, agree as follows:

1.       The Parties agree that the terms of this Termination Agreement are and
         shall remain CONFIDENTIAL and that any disclosure of same, without the
         written consent of the other Party, will be a material breach of this
         Termination Agreement. Capitalized terms not otherwise defined herein
         shall be defined according to the Agreement.

2.       SoftNet absolutely and unconditionally guarantees the prompt and
         punctual performance of all obligations of ISP Channel, Inc. ("ISP
         Channel") under the Transition Agreement of even date herewith between
         ISP Channel and Mediacom. In the event of a default of any such
         obligation by ISP Channel, Mediacom having made written demand on ISP
         Channel which demand has gone unsatisfied for a period of 48 hours,
         Mediacom shall have the right to demand (without any further attempt at
         collection) that SoftNet satisfy the unfulfilled obligation by
         providing written notice detailing the failure of performance by ISP
         Channel, and SoftNet shall fulfill such obligation within 48 hours
         thereafter.

         (a)      SoftNet hereby warrants and represents: (i) it has all
                  requisite corporate power and corporate authority to execute
                  and deliver this Guarantee and to perform its obligations
                  hereunder; (ii) the execution and delivery of this Guarantee
                  by SoftNet in accordance with the terms hereof, and the
                  performance of the transactions contemplated hereunder by
                  SoftNet in the circumstances set forth above, have been duly
                  and validly approved by its Board of Directors and by all
                  other corporate action, if any, necessary on behalf of
                  SoftNet; (iii) the obligations imposed on SoftNet under this
                  Guarantee are valid, legal and binding obligations of SoftNet
                  enforceable against it in accordance with their terms.; (iv)
                  the execution and delivery of this Guarantee and the
                  consummation of the transactions contemplated hereby by
                  SoftNet will not (A) violate any law, regulation, order or
                  decree, or (B) conflict with or result in any breach of, or
                  constitute a default under, SoftNet's corporate charter or
                  bylaws, or any agreement or contract to which it is a party or
                  by which it or its assets are bound or affected.

         (b)      SoftNet hereby waives notice of acceptance of this Guaranty.
                  Mediacom and ISP Channel may at any time, and from time to
                  time, without notice to or consent of SoftNet and without
                  impairing or releasing the obligations of SoftNet hereunder:
                  (i) modify, release, exchange, extend or renew any obligation
                  or liability of ISP Channel under the Transition Agreement,
                  (ii) exercise or refrain from exercising any rights under the
                  Transition Agreement and (iii) compromise or subordinate any
                  obligation or liability of ISP Channel. Any other suretyship
                  defenses are hereby waived by SoftNet.

3.       With respect to the 3,500,000 shares of SoftNet common stock issued
         under the Agreement to Mediacom (the "Shares"), the parties agree as
         follows: On January 31, 2001, Mediacom shall return, transfer and
         assign to SoftNet 1,300,000 Shares (the "Returned Shares") and shall
         retain and shall continue as the absolute and unconditional registered
         and beneficial holder of the remaining 2,200,000 Shares (the "Retained
         Shares"). SoftNet has caused 1,116,518 of the Retained Shares to be
         registered under the Securities Act and the remaining 1,083,482 are
         Unrestricted Shares which will continue to be subject to the

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         provisions of the Registration Rights Agreement between the Parties,
         dated November 4, 1999, which Registration Rights Agreement shall
         remain in full force and effect in accordance with its terms. On
         January 31, 2001, SoftNet will deliver to Mediacom certificates for the
         Retained Shares and Mediacom will deliver to SoftNet certificates for
         the Returned Shares. The certificates for the Retained Shares that have
         been registered shall not bear any restrictive legends whatsoever and
         shall be accompanied by a Certificate signed both by the Chief
         Executive Officer and General Counsel of SoftNet to the effect that
         such Retained Shares have been registered pursuant to a Registration
         Statement which has been declared effective by the Securities Exchange
         Commission. The remaining Retained Shares may bear a legend to the
         effect that they have not been registered under the Securities Act of
         1933 and are subject to a Registration Rights Agreement between
         Mediacom LLC and SoftNet Systems Inc. dated November 4, 1999.

4.       The Agreement is hereby terminated in all respects. The terms of the
         Agreement shall be of no further force and effect and are superseded in
         full by this Termination Agreement.

5.       Mediacom hereby releases and forever discharges SoftNet in every one of
         its capacities, from any and all actions, claims, demands, suits, fees,
         costs and liabilities whatsoever, whether known or unknown, presently
         existing, whether or not asserted, and whether found in fact or law or
         in equity, existing at any time, including but not limited to those
         that may have arisen under the Agreement and SoftNet's Guarantee of ISP
         Channel, Inc.'s obligations under the Affiliate Agreement, other than
         those created by this Termination Agreement and the Termination
         Agreement.

6.       SoftNet hereby releases and forever discharges Mediacom in every one of
         its capacities, from any and all actions, claims, demands, suits, fees,
         costs and liabilities whatsoever, whether known or unknown, presently
         existing, whether or not asserted, and whether found in fact or law or
         in equity, existing at any time, including but not limited to those
         that may have arisen under the Agreement, other than those created by
         this Termination Agreement and the Transition Agreement.

7.       As further consideration for this Termination Agreement, SoftNet and
         Mediacom acknowledge, represent and warrant that the matters herein
         released are not limited to matters that are known or disclosed. The
         Parties hereby acknowledge that they have read, understand and have had
         counsel explain to them, and hereby waive any and all right and benefit
         it now has or may have in the future, conferred upon it by Section 1542
         of the Civil Code of the State of California, which provides:

         "A GENERAL RELEASE DOES NOT EXTEND TO THE CLAIMS WHICH THE CREDITOR
         DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING
         THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS
         SETTLEMENT WITH THE DEBTOR."

8.       The Parties agree that this Termination Agreement is the result of a
         compromise and that it shall not be deemed or construed to admit or
         deny liability.

9.       The Parties hereby represent and warrant that they are the owners of
         the claims being released hereby, they have not previously assigned or
         transferred or purported to transfer any claim or portion thereof that
         is released hereby to any other person or entity that is not a
         signatory of this Termination Agreement. The Parties hereby represent
         and warrant that there are no liens, or claims of liens, or assignments
         in law or equity or otherwise, of or against the claims released
         herein; and that they are fully entitled to give this complete release
         and discharge. The Parties will indemnify and save harmless each other
         from any loss, claim, lien, expense, demand, or cause of action of any
         kind or character through the assertion by any party or stranger hereto
         of a claim relating to the warranty set forth in this paragraph.

10.      The Parties acknowledge that this Termination Agreement, together with
         the Registration Agreement and Transition Agreement, constitutes the
         entire agreement and understanding between the Parties with respect to
         the subject matter hereof and supersedes all prior discussions,
         documents, agreements and prior course of dealing. between the parties.
         The parties acknowledge that no representations or promises concerning
         the terms and effects of this Termination Agreement have been made,
         other than those contained herein, and in executing this Termination
         Agreement, they do not rely, and have not relied, upon any
         representations or statements not set forth herein with regard to the
         subject matter, basis or effect of this Termination Agreement or
         otherwise.


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11.      The Parties acknowledge that they have been represented with respect to
         this Termination Agreement by legal counsel of their own choosing, that
         they have read this Termination Agreement and had it fully explained to
         them by counsel, and are fully aware its contents and legal effects,
         and agree that no presumption as to the interpretation of this
         Termination Agreement shall arise based upon the identity of the
         drafter of this Termination Agreement or any of its provisions.

12.      Any dispute between the Parties arising out of or in connection with
         this Termination Agreement, which cannot be settled amicably, shall be
         finally settled by the American Arbitration Association under its
         Commercial Arbitration Rules. Any such arbitration shall take place in
         New York, New York.

13.      This Termination Agreement shall be governed and construed in
         accordance with the laws of Delaware without reference to conflict of
         law principles.

14.      In any action to enforce this Termination Agreement the prevailing
         party will be entitled to costs and attorney's fees.

15.      In the event that any provision of this Termination Agreement is held
         by a court of competent jurisdiction to be unenforceable, such
         provision shall be limited or eliminated to the extent necessary so
         that this Termination Agreement shall remain in full force and effect
         and enforceable.

16.      Any amendment or modification to this Termination Agreement may occur
         only with the written consent of both of the parties.

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

IN WITNESS WHEREOF, the Parties have executed this Termination Agreement. All
signed copies of this Termination Agreement shall be deemed originals.

Mediacom LLC


By: _______________________________
Name: Mark E. Stephan
Title: Senior Vive President, Chief Financial Officer and Treasurer
Dated: ____________________________

SOFTNET SYSTEMS, INC.


By: _______________________________
Steven M. Harris
Senior Vice President
Dated: ____________________________