Honeywell 2011 Annual Report Download - page 135

unvested, or outstanding in your favor, for the purpose of managing and administering the Plan ("Data").
c. You further understand that part or all of your Data may be also held by the Company or its Affiliates, pursuant to a transfer made in the past
with your consent, in respect of any previous grant of options or awards, which was made for the same purposes of managing and administering
of previous award/incentive plans, or for other purposes.
d. You further understand that your local employer will transfer Data to the Company or its Affiliates among themselves as necessary for the
purposes of implementation, administration, and management of your participation in the Plan, and that the Company or its Affiliates may
transfer data among themselves, and/or each, in turn, further transfer Data to any third parties assisting the Company in the implementation,
administration, and management of the Plan ("Data Recipients").
e. You understand that the Company or its Affiliates, as well as the Data Recipients, are or may be located in your country of residence or
elsewhere, such as the United States. You authorize the Company or its Affiliates, as well as the Data Recipients, to receive, possess, use, retain,
and transfer Data in electronic or other form, for the purposes of implementing, administering, and managing your participation in the Plan,
including any transfer of such Data, as may be required for the administration of the Plan and/or the subsequent holding of Shares on your behalf,
to a broker or third party with whom the Shares may be deposited.
f. You understand that you may show your opposition to the processing and transfer of your Data, and, may at any time, review the Data, request
that any necessary amendments be made to it, or withdraw your consent herein in writing by contacting the Company. You further understand
that withdrawing consent may affect your ability to participate in the Plan.
17. Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge
that:
a. The Company (and not your local employer) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor
relationship between you and the Company, but rather from a mercantile relationship.
b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the
Plan.
c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or
periodic payments.
d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your
local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term
service awards, indemnification, 5