Honeywell 2008 Annual Report Download - page 191

(l) “Determination Year” means a calendar year within which performance is measured for purposes of determining the amount of Incentive Awards
payable for that year.
(m) “Effective Date” means March 31, 1983.
(n) “Employer” means the Company and its participating divisions, subsidiaries, strategic business units and their respective successors.
(o) “ERISA” means the Employee Retirement Income Security Act of 1974, as amended from time to time, together with applicable final regulations
issued thereunder.
(p) “Gross Cause” means any of the following: (i) clear and convincing evidence of a significant violation of the Company’s Code of Business Conduct;
(ii) the misappropriation, embezzlement or willful destruction of Company property of significant value; (iii)(A) the willful failure to perform, (B) gross
negligence in the performance of, or (C) intentional misconduct in the performance of, significant duties that results in material harm to the business of the
Company; (iv) the conviction (treating a nolo contendere plea as a conviction) of a felony (whether or not any right to appeal has been or may be exercised);
or (v) clear and convincing evidence of the willful falsification of any financial records of the Company that are used in compiling the Company’s financial
statements or related disclosures, with the intent of violating Generally Accepted Accounting Principles or, if applicable, International Financial Reporting
Standards. In the case of a determination under Part I of the Plan, Gross Cause shall be determined (i) by the Chief Executive Officer of the Company, with
the concurrence of the Company’s Board of Directors and with the advice of the Company’s functional leaders with expertise in such matters, with respect to
any officer of the Company elected by the Board of Directors, and (ii) by the Plan Administrator, with the advice of the Company’s functional leaders with
expertise in such matters, with respect to all other Plan Participants.
(q) “Incentive Award” means an incentive compensation award or any other annual incentive award determined under the Honeywell International Inc.
Incentive Compensation Plan for Executive Employees, and any predecessor or successor plan, but shall not include any performance improvement award or
any other long-term incentive award under any such plan.
(r) “Named Fiduciary” means the Plan Administrator and/or such other committee, entity or person as the Company or the Plan Administrator may
designate to administer the terms and conditions of the Plan, as the case may be.
(s) “Notice Period” means the notice period provided under applicable law (whether working or non-working), if any.
(t) “Participant” means an Existing Participant, an Officer Participant or a New Participant, each defined as follows:
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