Honeywell 2008 Annual Report Download - page 202

with the “short-term deferral exception” under Treas. Reg. §1.409A -1(b)(4), and any remaining amount is intended to comply with the “separation pay
exception” under Treas. Reg. §1.409A -1(b)(9)(iii); provided, however, if on the date of the Participant’s termination of employment, Honeywell’s stock is
publicly-traded on an established securities market or otherwise and the Participant is a Specified Employee, then all cash severance payments payable to the
Participant under this Plan that are deemed as deferred compensation subject to the requirements of Section 409A of the Code and payable within six (6)
months following the Participant’s “separation from service” shall be postponed for a period of six (6) months following the Participant’s “separation from
service” with Honeywell. The postponed amounts shall be paid to the Participant in a lump sum within thirty (30) days after the date that is six (6) months
following the Participant’s “separation from service”with Honeywell, without earnings or interest. If the Participant dies during such six-month period and
prior to payment of the postponed cash amounts hereunder, the amounts delayed on account of Section 409A of the Code shall be paid to the Participant’s
beneficiary within sixty (60) days after Participant’s death, without earnings or interest.
(iii) Reimbursements. All reimbursements provided under this Plan shall be made or provided in accordance with the requirements of Section 409A of
the Code, including, where applicable, the requirement that (A) any reimbursement is for expenses incurred during the Participant’s lifetime (or during a
shorter period of time specified in this Plan), (B) the amount of expenses eligible for reimbursement during a calendar year may not affect the expenses
eligible for reimbursement in any other calendar year, (C) the reimbursement of an eligible expense will be made on or before the last day of the taxable year
following the year in which the expense is incurred, and (D) the right to reimbursement is not subject to liquidation or exchange for another benefit. Any tax
gross up payments to be made hereunder shall be made not later than the end of the Participant’s taxable year next following the Participant’s taxable year in
which the related taxes are remitted to the taxing authority.
16. Severability.
If any provision of this Plan shall be held illegal or invalid for any reason, said illegality or invalidity shall not affect the remaining parts of this Plan, but
this Plan shall be construed and enforced as if said illegal or invalid provision had never been included herein.
17. Coordination of Benefits.
In the event that (i) a Participant in the Plan is covered by another severance plan of Honeywell International Inc. or an affiliate which provides benefits
similar to those provided under the Plan, and (ii) such Participant becomes entitled to benefits under the Plan and such other plan, each benefit to which the
Participant is entitled shall contain those rights and features which combine the most favorable rights and features of such benefit under the Plan and such
other plan; provided, however, that in no event shall there be any duplication of such benefit. Notwithstanding any provision of the Plan to the contrary, for a
Participant who is a U.S. taxpayer subject to the requirements of Section 409A of the Code, the time and form of payment of any payment that is provided by
this Plan and also by the terms of the Honeywell International Inc. Severance Plan for Corporate Staff Employees (Involuntary Termination Following a
Change in Control) or any other severance pay plan that applies to such Participant shall be determined in accordance with the terms of this Plan.
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