Honeywell 2006 Annual Report Download - page 173

Period ends (whether or not early and regardless of the reason) the participant breaches any of his agreements in paragraph 7, 9, or 10
of his Employment Agreement, the participant shall forfeit all of his supplemental retirement benefits, if any, under the plan, no
benefit under the plan shall thereafter be payable to or with response to the participant or his spouse, and any benefit under the plan
theretofore paid to or with respect to the participant or his spouse must be repaid to the company by the participant or his spouse
promptly upon demand. If the participant's Employment Period ends early pursuant to paragraph 5 of his Employment Agreement on
account of a Termination without Cause or a Termination by Executive for Good Reason (as such terms are defined, respectively, in
his Employment Agreement), the participant's supplemental retirement benefits under the plan shall be the supplemental retirement
benefits the participant would have been entitled to under the plan had his Employment Period remained in effect until the earlier of
the date on which (without any extension thereof) such Employment Period was then scheduled to end pursuant to his Employment
Agreement or the date of his death and had the participant's salary in effect as of the last day of his Employment Period (or, if greater,
his Executive's Reference Salary (as such term is defined in his Employment Agreement)) continued until the earlier of such dates and
been paid at the times such salary would have been paid, and had the participant received no further annual cash bonus.
2.9 Funding. The plan is intended to be non-qualified for purposes of the Code and unfunded for purposes of the Code and ERISA.
Benefits payable under the plan to a participant and/or his spouse, as the case may be, shall be paid directly by the company. The
company shall not be required to segregate on its books or otherwise any amount to be used for payment of supplemental retirement
benefits under the plan. Each participant and spouse is solely an unsecured creditor of the company with respect to any benefit payable
with respect to a participant hereunder.
SECTION 3
General Provisions
3.1 Committee. The plan shall be administered by the plan administrative committee of the retirement plan (the "committee"). The
committee shall have, to the extent appropriate, the same powers, rights, duties and obligations with respect to the plan as it has with
respect to the retirement plan. Each determination provided for in the plan shall be made by the committee under such procedure as
may from time to time be prescribed by the committee and shall be made in the absolute discretion of the committee. Any
determination so made shall be conclusive.
3.2 Employment Rights. Neither the establishment of, nor participation in, the plan shall be construed to give any participant the right
to be retained in the service of the Pittway Companies or to any benefits not specifically provided by the plan.
3.3 Taxes and Withholding. Each participant (or his spouse, as applicable) shall be responsible for any taxes imposed on him (or his
spouse) ("taxes") by reason of the establishment of, or his participation in, the plan, including, without limitation, any Federal, state
and/or local income or employment taxes imposed on benefits or potential benefits under the plan (or on the value thereof) in advance
of the participant's receipt of such benefits or potential benefits. The company or a subsidiary of the company may deduct any taxes
from payroll or
5