Exhibit 10.14
  
    et seq




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1.
    
    Termination Date  Your effective date of termination from the Company is December
31, 2009 (the Termination Date).2.
    
    Description of Severance Benefits  The severance benefits to be paid to you if you
timely sign and return this Agreement and do not revoke it within the Revocation Period are
described in the Description of Severance Benefits attached as Attachment A (the Severance
Benefits).3.
    
    Release  In consideration of the payment of the Severance Benefits, which you
acknowledge you would not otherwise be entitled to receive, you hereby fully, forever,
irrevocably and unconditionally release, remise and discharge the Company, its officers,
directors, stockholders, corporate affiliates, subsidiaries, parent companies, agents and
employees (each in their individual and corporate capacities) (hereinafter, the Released
Parties) from any and all claims, charges, complaints, demands, actions, causes of action,
suits, rights, debts, sums of money, costs, accounts, reckonings, covenants, contracts,
agreements, promises, doings, omissions, damages, executions, obligations, liabilities, and
expenses (including attorneys fees and costs), of every kind and nature which you ever had or
now have against any or all of the Released Parties arising out of your employment with and/or
separation from the Company, including, but not limited to, all employment discrimination
claims under Title VII of the Civil Rights Act of 1964, 42 U.S.C. §2000e et seq., the Age
Discrimination in Employment Act, 29 U.S.C. § 621 et seq., the Americans With
Disabilities Act of 1990, 42 U.S.C., §12101 et seq., and the Family and
Medical Leave Act, 29 U.S.C. § 2601 et seq., all as amended; all claims
arising out of the Fair Credit Reporting Act, 15 U.S.C. §1681 et seq., the Employee Retirement
Income Security Act of 1974 (ERISA), 29 U.S.C. §1001 et seq., and the Worker Adjustment and
Retraining Notification Act, 29 U.S.C. § 2101 et seq., all as amended; the
Massachusetts Fair Employment Practices Act., M.G.L. c.151B, §1 et seq., the Massachusetts
Civil Rights Act, M.G.L. c.12 §§11H and 11I, the Massachusetts Equal Rights Act, M.G.L. c.93,
§102 and M.G.L. c.214, §1C, the Massachusetts Labor and Industries Act, M.G.L. c.149, §1 et
seq., and the Massachusetts Privacy Act, M.G.L. c. 214, §1B, and the Massachusetts Maternity
Leave Act, M.G.L. c. 149 § 105(d), all as amended; all claims to any non-vested ownership
interest in the Company, contractual or otherwise, including but not limited to claims to
stock or stock options; all common law claims including, but not limited to, actions in tort,
defamation and breach of contract; and any claim or damage arising out of your employment with
or separation from the Company (including all claims for retaliation, bonus awards, and other
forms of compensation) under any common law theory or any federal, state or local statute or
ordinance not expressly referenced above; provided, however, that nothing in this Agreement
prevents you from filing, cooperating with, or participating in any proceeding before the EEOC
or a state Fair Employment Practices Agency (except that you acknowledge that you may not be
able to recover any monetary benefits in connection with any such claim, charge or
proceeding).4.
    
    Invention, Non-Disclosure, Non-Competition and Non-Solicitation  You agree to keep
confidential all non-public information concerning the Company which you acquired during the
course of your employment with the Company. You further acknowledge your continuing
obligations as set forth in the Invention and Non-Disclosure Agreement and the Non-Competition and Non-Solicitation Agreement which you
executed at the inception of your employment, and which remain in full force and effect.
Copies of both documents have been included with this mailing.
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5.
    
    Return of Company Property  You affirm that you have returned all Company property
including, but not limited to, keys, files, records (and copies thereof), computer hardware
and software, cellular phones, and pagers, which is in your possession or control. You
further affirm that you have left intact all electronic Company documents, including those
which you developed or help develop during your employment.6.
    
    Non-Disparagement  You understand and agree that as a condition for payment to you
of the consideration herein described, you shall not make any false, disparaging or derogatory
statements to any media outlet, industry group, financial institution or current or former
employee, consultant, client or customer of the Company regarding the Company or any of its
directors, officers, employees, agents or representatives or about the Companys business
affairs and financial condition.7.
    
    Amendment  This Agreement shall be binding upon the parties and may not be modified
in any manner, except by an instrument in writing of concurrent or subsequent date signed by
duly authorized representatives of the parties hereto. This Agreement is binding upon and
shall inure to the benefit of the parties and their respective agents, assigns, heirs,
executors, successors and administrators.8.
    
    Waiver of Rights  No delay or omission by the Company in exercising any right under
this Agreement shall operate as a waiver of that or any other right. A waiver or consent
given by the Company on any one occasion shall be effective only in that instance and shall
not be construed as a bar or waiver of any right on any other occasion.9.
    
    Validity  Should any provision of this Agreement be declared or be determined by any
court of competent jurisdiction to be illegal or invalid, the validity of the remaining parts,
terms or provisions shall not be affected thereby and said illegal or invalid part, term or
provision shall be deemed not to be a part of this Agreement.10.
    
    Confidentiality  You understand and agree that as a condition for payment to you of
the Severance Benefits herein described, the terms and contents of this Agreement, and the
contents of the negotiations and discussions resulting in this Agreement, shall be maintained
as confidential by you and your agents and representatives and shall not be disclosed except
to the extent required by federal or state law or as otherwise agreed to in writing by the
Company.11.
    
    Nature of Agreement  You understand and agree that this Agreement is a severance
agreement and does not constitute an admission of liability or wrongdoing on the part of the
Company.
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12.
    
    Acknowledgments You acknowledge that you have been given at least twenty-one (21)
days to consider this Agreement, and that the Company advised you to consult with an attorney
of your own choosing prior to signing this Agreement. You understand that you may revoke this
Agreement for a period of seven (7) days after you sign this Agreement
by notifying Mr. Spector in writing, and the Agreement shall not be effective or enforceable
until the expiration of this seven (7) day Revocation Period. You further acknowledge that
the consideration described herein is over and above any other money or benefits that
otherwise would be due to you from the Company, that you have received any and all wages,
bonuses and other compensation due to you, including any accrued but unused vacation time,
and that you are not entitled to receive any additional payments or benefits beyond those
provided for herein as consideration for this Agreement.13.
    
    Voluntary Assent  You affirm that no other promises or agreements of any kind have
been made to or with you by any person or entity whatsoever to cause you to sign this
Agreement, and that you fully understand the meaning and intent of this Agreement. You state
and represent that you have had an opportunity to fully discuss and review the terms of this
Agreement with an attorney. You further state and represent that you have carefully read this
Agreement, including Attachment A, understand the contents herein, freely and voluntarily
assent to all of the terms and conditions hereof, and sign your name of your own free act.14.
    
    Applicable Law   This Agreement shall be interpreted and construed by the laws of
the Commonwealth of Massachusetts, without regard to conflict of laws provisions. You hereby
irrevocably submit to and acknowledge and recognize the jurisdiction of the courts of the
Commonwealth of Massachusetts, or if appropriate, a federal court located in Massachusetts
(which courts, for purposes of this Agreement, are the only courts of competent jurisdiction),
over any suit, action or other proceeding arising out of, under or in connection with this
Agreement or the subject matter hereof.15.
    
    Entire Agreement  This Agreement, including Attachment A, contains and constitutes
the entire understanding and agreement between the parties hereto with respect to your
severance benefits and the settlement of claims against the Company and cancels all previous
oral and written negotiations, agreements, commitments, writings in connection therewith.
Nothing in this paragraph, however, shall modify, cancel or supersede your obligations set
forth in paragraph 4 herein.
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Very truly yours,
AIRVANA, INC.By:
    /s/ Samuel SpectorSamuel Spector,Vice President- Human Resources  /s/ Luis Pajares

Luis Pajares
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ATTACHMENT A
 DESCRIPTION OF SEVERANCE BENEFITS
 
    
    Six months of salary continuation at your current salary rate commencing on January 1,
2010 and ending on June 30, 2010 and paid in accordance with Airvanas standard payroll
schedule and practices and subject to all mandatory withholdings. This Severance Pay will
be paid to you in equal installments in accordance with the Companys regular payroll
practices.
    
    An amount equal to six months of your targeted incentive compensation which, based on
the 2009 2nd Half Sales Incentive Plan currently in place, totals $85,000.00.
This amount will be paid over six months in equal semi-monthly amounts of $7,083.33
commencing in January 2010 and ending in June 2010 and paid in accordance with Airvanas
standard payroll schedule and practices and subject to all mandatory withholdings.
    
    In addition, should you elect to continue receiving group medical insurance under
federal COBRA law, the Company will continue to pay its normal portion of the premiums
associated with your coverage through June 30, 2010. Thereafter, all premium costs shall
be paid by you on a monthly basis for as long as, and to the extent that, you remain
eligible for COBRA continuation.
    
    In addition the Company will make available to you outplacement service through Keystone
Associates Comprehensive Career Transition Program. Details of this program will be
provided at the time you elect to participate and you may enroll in this program starting
on January 1, 2010.
    
    The Company will agree to allow you to keep your lap top after it has been backed up and
all applications and files have been removed.
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