exv10w20



 





Exhibit 10.20




November 22, 2006




Daniel Mahoney
 2267
Tasso Street
 Palo
Alto, CA 94301




Dear Dan:



This letter acknowledges your separation from Forrester Research, Inc. (“Forrester”
or “Company”), and sets forth Forrester’s agreement with you concerning this
separation and your severance package. Separation of your employment is effective as
of December
31,2006.





	1.	 	In consideration of your fulfillment of your obligations set
forth herein, and without admission of any wrongdoing or liability on the
part of Forrester, Forrester agrees to provide you with the following
package of benefits:






	 	(a)	 	On the effective date of your separation from Forrester,
Forrester will
issue you a check and/or deposit to your designated account an amount
equal to your earned base pay through such effective date, minus all
appropriate withholdings. You will also be entitled to payment for
accrued, unused vacation as of the effective date of your separation.
Payment for accrued, unused vacation days will be made on the first
payroll date in January 2007 after taking into account any accrued
vacation that may be used by you prior to the effective date of your
separation, less all appropriate withholdings. In addition, you shall be
entitled to receive incentive compensation to which you would otherwise
have been eligible, if any, under Forrester’s matrix bonus plan for the
fourth quarter of 2006, at the regularly scheduled payment date for
payment of such incentive compensation, taking into account actual
company-wide, Corporate group performance, and your individual
performance during the fourth quarter of 2006. These payments are not
contingent upon your execution of this letter agreement. Any outstanding
Forrester stock options previously granted to you, including exercise
and
termination thereof, are subject to the terms and conditions of your
Option
Certificate and Forrester’s 1996 Equity Incentive Plan.
	 
	 	(b)	 	Upon your execution and non-revocation of this letter
agreement,
Forrester will pay you twelve (12) pay periods of severance pay
(totaling
in the aggregate the gross amount of $112,000.00)), less all appropriate
withholdings, consistent with the terms of this letter. This amount will
be
paid in installments on Forrester’s regularly scheduled pay dates.



















 






	2.	 	You acknowledge that you will return to Forrester all telephone cards, credit
cards, building cards, keys, work papers, files and other documentation, Forrester
computers and other equipment, computer files and diskettes, and all other
Forrester records and property, without retaining any copies thereof.
	 
	3.	 	You have agreed to submit all business expense reports and any necessary
supporting documentation to Forrester by December 31, 2006. The severance pay
set forth above will take into account a proper reconciliation of items due to you
from Forrester and/or items due to Forrester from you, if any. These items may
include, but are not limited to, payment of incentive compensation by Forrester to
you, outstanding travel advances or expenses, overdue American Express bills,
unreturned Company-owned equipment, and outstanding expense reports. In the
event these items have not been properly reconciled, Forrester may offset them
against any severance payment due.
	 
	4.	 	In consideration of the undertakings described herein, including the severance pay
and other benefits which Forrester has granted to you hereunder, and to which you
would not otherwise be entitled, you, on behalf of yourself and your
representatives, assigns, executors, administrators, and heirs, hereby completely
release and forever discharge Forrester Research, Inc. and its subsidiaries, and all
of their respective shareholders, officers, and all other representatives, agents,
directors, employees, successors, and assigns, both individually and in their
official capacities, from all claims, rights, demands, actions, obligations, and
causes of action, of every kind, nature, and character, known or unknown, which
you may now have, or have ever had, against them arising from or in any way
connected with your employment relationship with Forrester Research, Inc., any
actions during the relationship, or the termination of such employment
relationship. This release includes, but is not limited to “wrongful discharge”
claims; all claims relating to any contracts of employment, express or implied;
any claims related to defamation, privacy, misrepresentation, or breach of the
covenant of the good faith and fair dealing, express or implied, and tort claims of
any nature; any claims under municipal, state, or federal statutes or ordinances;
claimed violations of fair employment practices, anti-discrimination, or civil
rights laws (including but not limited to all claims under Title VII of the Civil
Rights Act of 1964, and any claims of discrimination on the basis of race, sex,
pregnancy, age, religion, national origin, sexual orientation or sexual preference,
handicap, disability, veteran status or any other protected classification; claims
under the Age Discrimination in Employment Act, as amended; claims under the
Family and Medical Leave Act or any other federal or state law concerning leaves
of absence, claims under the Americans with Disabilities Act, and any other laws
and regulations relating to employment discrimination); claims under the Worker
Adjustment and Retraining Notification (“WARN”) Act; claims under the
Employee Retirement Income Security Act (other than claims against an
employee benefit plan seeking payment of a vested benefit under the terms of that
plan); claims for wages, bonuses, incentive compensation, stock payments, stock



















 






	 	 	options, any form of equity participation, or any other compensation or benefits; and
claims for compensatory or punitive damages or attorney’s fees.
	 
	5.	 	You agree that the terms of this letter agreement are confidential. The terms and
conditions of your Confidentiality, Non-Disclosure, and Non-Compete
Agreement remain in full force and effect. Please review your obligations under
that agreement. All information relating to the subject matter of this agreement,
including the terms and amounts set forth herein, have been and will be held
confidential by you and not publicized or disclosed to any person (other than an
immediate family member, legal counsel, or financial advisor, provided that any
such individual to whom permissible disclosure is made agrees to be bound by
these confidentiality obligations), business entity, or government agency (except
as mandated by state or federal law). You also agree that you have not and will
not disparage Forrester or any of those connected with it. You represent that you
have not breached the Confidentiality, Non-Disclosure, and Non-Compete
Agreement as of the date of this letter agreement, and further agree to abide by the
Confidentiality, Non-Disclosure, and Non-Compete Agreement going forward.
Any breach of this letter agreement or any other agreement that you have with
Forrester will be grounds for immediate termination and/or disgorgement of any
of the pay and/or benefits set forth herein.
	 
	6.	 	Civil Code Section 1542. With respect to the release herein, you knowingly
waive any and all rights and benefits conferred by the provisions of Section 1542
of the Civil Code of the State of California, and any similar law of any state or
territory of the United States or any other jurisdiction. Said Section 1542
provides as follows:






A GENERAL RELEASE DOES NOT EXTEND TO 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.






	7.	 	Massachusetts law shall govern the validity and interpretation of this agreement.
	 
	8.	 	This agreement constitutes the entire understanding of the
parties with respect to your employment, its termination, and all related matters. You and Forrester
expressly warrant that each has read and fully understands this agreement; that
Forrester has advised you to consult with an attorney before signing this
agreement, and that you have had the opportunity to consult with legal counsel of
your own choosing and to have the terms of this agreement fully explained to you;
that you are not executing this release in reliance on any promises,
representations, or inducements other than those contained herein; and that you
are executing this release voluntarily, free of any duress or coercion. You may




 









 






	 	 	have up to forty-five (45) days from the date of Forrester’s signature below to decide to
sign and to return this agreement to Forrester; it will automatically become null and void
if Forrester does not receive it in this time frame. Additionally, Forrester will accept
your express written revocation of this agreement for seven (7) days after you have signed
it. This agreement will not take effect until that revocation period has expired.




If you wish to accept this agreement, please sign the enclosed copy of this letter, and return it
to me. Please call me if you have any questions regarding the information set forth in this letter
agreement.




Very truly-yours,




	 	 	 
	/s/ Timothy M. Riley
 


	 	 
	Timothy M. Riley
	 	 
	Chief People Officer
	 	 
	 
	 	 
	Accepted and Agreed:
	 	 
	 
	 	 
	/s/ Daniel Mahoney
 


	 	 
	Daniel Mahoney
	 	 
	 
	 	 
	12/12                        ,
2006
	 	 
	Date