Honeywell 2003 Annual Report Download - page 45

Participant would earn for the year of termination under the incentive
compensation plan in which such Participant participated immediately
prior to such termination (assuming performance at the target level of
performance), and (2) a fraction, the numerator of which is the sum of
the number of days in the Participant's Notice Period and Vacation
Period, and the denominator of which is 365; provided, however, the
numerator of such fraction shall not include any period for which you
have already received or will receive a short-term incentive
compensation award. Any amount payable pursuant to this Section 4(b)
shall be paid in the normal course pursuant to the terms of the
incentive compensation plan in which such Participant participated
immediately prior to such termination, unless specifically otherwise
provided in this Plan.
5. Forfeiture of Benefits.
Notwithstanding anything to the contrary in the Plan and except as provided
in Section 21(c), a Participant receiving benefits or otherwise entitled to
receive benefits under this Plan shall cease to receive such benefits under
the Plan and the right to receive any benefits in the future under the Plan
shall be forfeited, in the event the Participant, either before or after
termination of employment, as determined by the Named Fiduciary, in its
sole discretion (a) is convicted of a felony, (b) commits any fraud or
misappropriates property, proprietary information, intellectual property or
trade secrets of the Employer for personal gain or for the benefit of
another party, (c) actively recruits and offers employment to any
management employee of the Employer, or (d) engages in intentional
misconduct substantially damaging to the property or business of any
Employer, or (e) makes false or misleading statements about the Employer or
its products, officers or employees to competitors or customers or
potential customers of the Employer, or to current of former employees of
the Employer.
6. Payment of Benefits Upon Incompetence or Death.
In the event the Named Fiduciary is presented with evidence satisfactory to
it that a Participant receiving benefits or entitled to receive benefits is
adjudged to be legally incompetent, the remainder of such Participant's
unpaid benefits shall be paid to the Participant's conservator, legal
representative or any other person deemed by the Named Fiduciary to have
assumed responsibility for the maintenance of such person receiving or
entitled to receive benefits. In the event a Participant receiving benefits
or entitled to receive benefits dies, the remainder of such Participant's
unpaid benefits shall be paid to the Participant's designated beneficiary.
A Participant may designate a beneficiary in the form and manner prescribed
by the Named Fiduciary. Any designation of a beneficiary may be revoked by
filing a later designation or revocation. In the absence of an effective
designation of a beneficiary by a Participant or upon the death of all
beneficiaries on or before a Participant's death, the remainder of the
Participant's unpaid benefits shall be paid to the Participant's spouse or,
if none, to the Participant's estate. Any payment made pursuant to this
Section 6 shall be a discharge of any liability under the Plan therefor.
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