exv10w4w7






Exhibit 10.4.7









June 2, 2009




Frank Forkin




Dear Frank:




We are delighted to present you with this offer to join Harris Interactive!



Our people, individually and collectively, are critical to our success, and one of our strategic
business objectives focuses specifically on cultivating a strong, informed, engaged, and committed
team. We believe you have skills for individual growth and advancement in a dynamic, fast-paced
environment, and that you will contribute to, and be a vital part of, our success.




The specifics of our offer to you are as follows:





	 	•	 	Your position will be President, Client Services North America.
	 
	 	•	 	Your start date will be June 22, 2009 (the “Start Date”).
	 
	 	•	 	Your starting salary will be $275,000 per year, earned and payable on a bi-weekly,
prior to any payroll deductions.
	 
	 	•	 	Your performance and salary will be reviewed annually. You will be eligible to be
considered for a salary increase in the Company’s regular annual review cycle. To the
extent merit increases are granted, eligibility will be based on your individual
performance and company performance.
	 
	 	•	 	For fiscal year 2010, you are eligible for an annual bonus of 40% of your base salary.
The Compensation Committee of the Board of Directors retains discretionary authority over
all bonus awards. It also establishes metrics and objectives for bonus awards annually.
Declared bonuses (including your guaranteed bonuses set forth above) are paid within 75
days after the end of each fiscal year only to persons who remain employed at the time of
payment.
	 
	 	•	 	Subject to approval by the Compensation Committee of the Board of Directors, you will
have the option to purchase 100,000 shares of Harris Interactive common stock under the
terms and conditions more fully described in the enclosed sample stock option agreement.
The option price will be the fair market price of our stock on the grant date. The
company’s regular quarterly grants are made at the close of trading on the later of (i)
the 15th day of the second month of the fiscal quarter and (ii) one week after
the Company’s quarterly earnings release. If the day falls on a non business day, the fair
market price will be the next business day.
	 
	 	•	 	Should the Company terminate your employment for any reason other than for “cause”, you
will receive severance payments equal to (A) six months of your then-current base salary if
you are terminated prior to the first anniversary of the Start Date or (B) twelve months of
your then-current base salary if you are terminated on or after the first anniversary of
the Start Date, in either case, payable in periodic installments in accordance with the
Company’s regular payroll practices for its executive personnel at the time of payment,
subject to your execution of the Company’s customary confidentiality and non-compete
agreements, and execution of a release in favor of the Company.
	 
	 	•	 	You are eligible for 20 days of vacation, which accrue at 6.153 hours per pay period.
	 
	 	•	 	Your principal business office shall be at the Company’s New York City office.
	 
	 	•	 	You will receive a sign-on bonus of $10,000; provided, however, if you voluntarily
terminate your employment prior to the first anniversary date of your employment (or you
are terminated for “cause” within such period), you will be required to repay to the
Company your sign-on bonus.




Harris Interactive offers a comprehensive benefits package. Details of all of our benefits
offerings, including eligibility and effective dates, are included in the attached Employee
Benefits Summary.




 









 







Additional information will be provided in your Welcome Kit, as well as at New Hire
Orientation on your first day. With all of our benefits, we strive to provide offerings that are
valuable to our employees at an affordable cost.



Please note that as part of our selection process, we conduct reference and background checks on
all candidates, as well as review any potential limitations resulting from non-compete agreements
you may have signed with previous employers. This employment offer is contingent upon successful
completion of your reference and background checks, review of any non-compete agreements, and your
ability to present appropriate documentation to prove your eligibility to work in the United
States. Harris Interactive is an Equal Opportunity Employer.



Your employment at Harris Interactive is “at will”, which means that the employment relationship
between you and the company may be terminated at any time, by either you or Harris Interactive, for
any reason not expressly prohibited by law.



If you are in agreement with the terms of this offer, please sign one copy of this letter and
return it to Wanda M. Callahan, Sr. Staffing & Recruitment Manager, Harris Interactive, Inc., 60
Corporate Woods, Rochester, NY 14623 within one week of receipt.



Once you have accepted this job offer, you will receive additional information via email regarding
your first day, including plans for your New Hire Orientation at which time you will receive your
Welcome Kit.



Frank, we are very pleased to make this offer to you. Please contact me if you have any questions
about Harris Interactive or the specifics of this employment offer. We look forward to you joining
the Harris Interactive team.




Sincerely,



/s/ Kimberly Till



Kimberly Till

President and Chief Executive Officer

Harris Interactive, Inc.



I accept this offer of employment as outlined above.




	 	 	 	 
	/s/ Frank Forkin
 

Frank Forkin

	  

    	June 2, 2009  

    Date