Honeywell 2006 Annual Report Download - page 194

Exhibit 10.30
Honeywell EID Number: _______
2006 Stock Incentive Plan
of Honeywell International Inc. and its Affiliates
PERFORMANCE SHARE AGREEMENT
This PERFORMANCE SHARE AGREEMENT made in Morris Township, New Jersey, United States of America, as of the [DAY] day of [MONTH,
YEAR]between Honeywell International Inc. (which together with its subsidiaries and affiliates, when the context so indicates, is hereinafter referred to as the
"Company") and [EMPLOYEE NAME] (the "Employee").
1. Grant of Awards. The Company has granted to you [NUMBER] Performance Shares, subject to the terms of this Agreement and the terms of the
2006 Stock Incentive Plan of Honeywell International Inc. and Its Affiliates (the "Stock Plan").
2. Target and Actual Awards. The number of Performance Shares awarded to you represents a target award for the Performance Cycle (as defined
below) (the "Target Award"). Each Performance Share represents one (1) Share of Common Stock. Your actual earned award (the "Actual Award")
is equal to the product of (i) the Plan Payout Percentage, and (iii) your Target Award. For purposes of this Agreement, the "Plan Payout Percentage"
shall be based on the achievement of the Performance Measures described in Section 3 below and may range from zero to a maximum of 200%.
3. Performance Measures. The Plan Payout Percentage shall be determined based on [DESCRIBE PERFORMANCE MEASURES AND
PERCENTAGE PAYOUT SCHEDULE TO BE USED] (collectively the "Performance Measures") for the Performance Cycle.
4. Performance Cycles. The performance cycle to which this Agreement applies commences on [DATE] and ends on [DATE] (the "Performance
Cycle").
5. Timing of Payments. The payment of Performance Shares [and Dividend Shares] is contingent upon (i) the achievement of the performance criteria
outlined in Section 3 above, and (ii) you remaining actively employed by the Company on the applicable payment dates. Thus, for example, if you
are receiving pay from the Company but not actively performing services therefore (including, but not limited to, severance periods, notice periods,
grandfathered vacation periods, short or long-term disability periods), you will not be considered "active" for purposes of the payment of
Performance Shares[and Dividend Shares]. To the extent Performance Shares [and Dividend Shares] are earned, you will receive them in two
installments (subject, of course, to the active employment criteria described herein). One-half of your Actual Award [and Dividend Shares] will be
paid in [MONTH, YEAR] ; the second half of your Actual Award [and Dividend Shares] will be paid in [MONTH, YEAR] ; provided, however,
that in no event will a payment be made later than two and one-half months from the end of the year in which the payment vests.