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Exhibit 10.25
AMENDMENT
TO THE
PITTWAY CORPORATION
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
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1.
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The provisions of this
Amendment to the Plan applies to a participant who (i) has any
portion of a supplemental retirement benefit that accrues on or
after January 1, 2005, (ii) has any portion of a supplemental
retirement benefit that accrued prior to January 1, 2005 but was
vested on or after December 31, 2004, or (iii) has an increase in
the value of any subsidy with respect to Grandfathered Benefits
payable upon retirement before the qualified plan’s normal
retirement date that accrues or increases as a result of service
after December 31, 2004. The Plan in effect prior to this Amendment
applies to a participant not described in clause (iii) of the
preceding sentence whose entire supplemental retirement benefit
accrued and vested before January 1, 2005 (“Grandfathered
Benefit”).
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2.
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The following definitions shall be added to the Plan:
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(a)
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Earliest Retirement
Date means the earliest date as of which the participant would be
eligible to commence the receipt of his qualified plan benefit,
whether or not he elects to commence receipt of such qualified plan
benefit as of such date.
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(b)
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Separation from Service
Date means the date on which the participant’s separation
from service with Honeywell and its subsidiaries and affiliates
occurs within the meaning of Section 409A of the Code. A
participant’s Separation from Service Date occurs when the
facts and circumstances indicate that Honeywell and the participant
reasonably anticipate that no further services will be performed
after a certain date or that the level of services the participant
will perform after such date will permanently decrease to no more
than 20% of the average level of services performed over the
immediately preceding 36-month period (or, if shorter, the entire
period of the participant’s employment by Honeywell and its
subsidiaries and affiliates).
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(c)
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Specified Employee
means any participant who, at any time during the twelve (12) month
period ending on the identification date (as determined by the Vice
President, Compensation and Benefits or his delegate), is a
specified employee under Section 409A of the Code, as determined by
the Vice President, Compensation and Benefits or his delegate,
which determination of “specified employees” and
identification date shall be made by the Vice President,
Compensation and Benefits or his delegate in accordance with the
provisions of Sections 416(i) and 409A of the Code and the
regulations issued thereunder.
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3.
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The following rules shall be used to pay supplemental retirement
benefits that are subject to this Amendment:
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(a) A participant who was provided
a payment election for his supplemental retirement benefit prior to
January 1, 2009 and who elected an annuity as his payment form
shall, prior to his benefit commencement date, be entitled to elect
from among the Actuarially Equivalent annuity forms of payment
available to the participant under the Pension Plan other than
annuity forms with a level income option. Such payments will begin
as of the first day of the month following 105 days after the later
of the participant’s Separation from Service Date or Earliest
Retirement Date. If a participant fails to elect an annuity payment
form by the required date, his
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