EMPLOYMENT AGREEMENT

EXHIBIT 10.2

EMPLOYMENT AGREEMENT

THIS AGREEMENT, effective as of January 12, 2006 (the “Effective Date”), is made by and between Symbol Technologies, Inc., a Delaware corporation (the “Company”), and Salvatore Iannuzzi (the “Executive”).

RECITALS:

A. It is the desire of the Company to assure itself of the services of the Executive by continuing the employment of the Executive as its President and Chief Executive Officer; and

B. The Executive desires to commit himself to serve the Company on the terms herein provided.

NOW, THEREFORE, in consideration of the foregoing and of the respective covenants and agreements set forth below, the parties hereto agree as follows:

1.  Certain Definitions .

(a) “Affiliate” shall mean, with respect to any Person, any other Person directly or indirectly, through one or more intermediaries, controlling, controlled by, or under common control with, such Person. For purposes of this Section 1(a), “control” shall have the meaning given such term under Rule 405 of the Securities Act of 1933, as amended.

(b) “Annual Base Salary” shall have the meaning set forth in Section 5(a).

(c) “Board” shall mean the Board of Directors of the Company.

(d) “Bonus” shall have the meaning set forth in Section 5(b).

(e) The Company shall have “Cause” to terminate the Executive’s employment upon (i) the Executive’s failure to attempt in good faith to substantially perform his duties as President and Chief Executive Officer (other than any such failure resulting from the Executive’s physical or mental incapacity) which is not remedied within 30 days after receipt of written notice from the Company specifying such failure; (ii) the Executive’s failure to attempt in good faith to carry out, or comply with, in any material respect any lawful and reasonable written directive of the Board or the Executive’s willful material violation of the Company’s Statement of Corporate Policy and Code of Conduct, in either case which is not remedied within 30 days after receipt of written notice from the Company specifying such failure or violation; (iii) the Executive’s unlawful use (including being under the influence) or possession of illegal drugs on the Company’s premises or while performing the Executive’s duties and responsibilities; (iv) the Executive’s intentional commission at any time of any act of fraud, embezzlement, misappropriation, moral turpitude or breach of fiduciary duty against the Company that has a material adverse effect on the Company or that renders the Executive unable to perform any of his material duties hereunder; or (v) the Executive’s commission of a felony, other than as a result of vicarious liability or as a result of a traffic violation.

(f) “Change in Control” shall occur when:

(i) A Person (which term, when used in this Section 1(f), shall not include the Company, any underwriter temporarily holding securities pursuant to an offering of such securities, any trustee or other fiduciary holding securities under an employee benefit plan of the Company, or any Company owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of Voting Stock of the Company) is or becomes, without the prior consent of a majority of the Continuing Directors, the beneficial owner (as defined in Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended), directly or indirectly, of Voting Stock representing twenty-five percent (25%) (or, even with such prior consent, forty percent (40%)) or more of the combined voting power for election of directors of the Company’s then outstanding securities; or

(ii) The Company consummates a reorganization, merger or consolidation of the Company (which prior to the date of such consummation has been approved by the Company’s stockholders) or the Company sells, or otherwise disposes of, all or substantially all of the Company’s property and assets (other than a reorganization, merger, consolidation or sale which would result in all or substantially all of the beneficial owners of the Voting Stock of the Company outstanding immediately prior thereto continuing to beneficially own, directly or indirectly (either by remaining outstanding or by being converted into voting securities of the resulting entity), more than fifty percent (50%) of the combined voting power of the voting securities of the Company or such entity resulting from the transaction (including, without limitation, an entity which as a result of such transaction owns the Company or all substantially all of the Company’s property or assets, directly or indirectly) outstanding immediately after such transaction in substantially the same proportions relative to each other as their ownership immediately prior to such transaction), or the Company’s stockholders approve a liquidation or dissolution of the Company; or

(iii) The individuals who are Continuing Directors of the Company (as defined below) cease for any reason to constitute at least a majority of the Board.

(g) “Code” shall mean the Internal Revenue Code of 1986, as amended.

(h) “Committee” shall mean the Compensation/Stock Option Committee of the Board.

(i) “Common Stock” shall mean the $.01 par value common stock of the Company.

(j) “Company” shall, except as otherwise provided in Section 9, have the meaning set forth in the preamble hereto.

(k) “Competitive Business” shall mean (i) at any time during the Term and during the 12-month period immediately following the Date of Termination, any entity (which term “entity” shall for purposes of this Section 1(k) include any subsidiaries, parent entities or other Affiliates thereof) that, as of the Date of Termination, competes with any of the businesses of the Company; and (ii) during the period beginning on the first anniversary of the Date of Termination and ending on the 18-month anniversary of the Date of Termination, those certain entities (which shall not number more than 10) designated as “Competitive Businesses” by the Committee; provided, however, that, notwithstanding the foregoing, Section 1(k)(ii) shall not apply in connection with any termination of the Executive’s employment hereunder due to the Company’s non-extension of the Term as described in Section 6(a)(vii). In order to effectuate Section 1(k)(ii), the Committee shall provide the Executive with a written list of “Competitive Businesses” on or prior to the 90th day following the Date of Termination.

(l) “Continuing Director” means (i) any member of the Board immediately following the election of directors at the Company’s 2005 annual meeting of stockholders or (ii) any person who subsequently becomes a member of the Board whose appointment, election or nomination for election to the Board is recommended by a majority of the Continuing Directors (which person shall thereby become a “Continuing Director”).

(m) “Date of Termination” shall mean (i) if the Executive’s employment is terminated by his death, the date of his death; (ii) if the Executive’s employment is terminated as a result of Disability, the date provided in Section 6(a)(ii); and (iii) if the Executive’s employment is terminated pursuant to Sections 6(a)(iii) — (vi), the date specified in the Notice of Termination (or if no such date is specified, the last day of the Executive’s active employment with the Company), in each case provided in accordance with this Agreement.

(n) “Disability” shall mean any mental or physical illness, condition, disability or incapacity which:

(i) Prevents the Executive from discharging substantially all of his essential job responsibilities and employment duties; and

(ii) Has prevented the Executive from so discharging his duties for any 180 days in any 365-day period.

A Disability shall be deemed to have occurred on the 180th day in any such 365-day period.

(o) “Equity Incentive Plan” means the Company’s 2004 Equity Incentive Award Plan, as amended from time to time (or any other equity based compensation plan or agreement that may be adopted or entered into by the Company from time to time).

(p) “Executive” shall have the meaning set forth in the preamble hereto.

(q) “Extension Term” shall have the meaning set forth in Section 2.

(r) The Executive shall have “Good Reason” to resign his employment upon the occurrence of any of the following without the Executive’s prior written consent: (i) failure of the Company to continue the Executive in the position of, and with the title of, President and Chief Executive Officer; (ii) a material diminution or undue dilution in the nature or scope of the Executive’s employment responsibilities, duties or authority, or the assignment to the Executive of duties or responsibilities that are materially and adversely inconsistent with his then position; (iii) failure of the Executive to be elected to the Board at any annual meeting of the Company’s stockholders that occurs during the Term (unless the Executive is prohibited from serving as a member of the Board by any applicable law, rule or regulation (including without limitation any rule promulgated by the New York Stock Exchange)); (iv) relocation of the Company’s executive offices more than 60 miles east, or 20 miles in any other direction of its current location; (v) failure of the Company to timely make any material payment or provide any material benefit under this Agreement, or the Company’s material reduction of any compensation, equity or benefits that the Executive is eligible to receive under this Agreement; or (vi) the Company’s material breach of this Agreement; provided, however, that notwithstanding the foregoing the Executive may not resign his employment for Good Reason unless: (x) the Executive provides the Company with at least 30 days prior written notice of his intent to resign for Good Reason (which notice is provided not later than the 90th day following the occurrence of the event constituting Good Reason), and (y) the Company does not remedy the alleged violation(s) within such 30-day period; and, provided, further, that notwithstanding the foregoing if the Executive is suspended pursuant to Section 6(a)(iii), such suspension (and any corresponding diminution of the Executive’s title, duties or compensation, or other change to the Executive’s employment arrangements described hereunder) shall not, in and of itself, give the Executive Good Reason to resign his employment.

(s) “Initial Term” shall have the meaning set forth in Section 2.

(t) “Intellectual Property” shall have the meaning set forth in Section 9(f).

(u) “Non-Compete Term” shall have the meaning set forth in Section 9(a).

(v) “Notice of Termination” shall have the meaning set forth in Section 6(b).

(w) “Option” shall mean an option to purchase Common Stock pursuant to the Equity Incentive Plan, as amended from time to time (or any other equity based compensation plan or agreement that may be adopted or entered into by the Company from time to time).

(x) “Person” shall mean an individual, partnership, corporation, business trust, limited liability company, joint stock company, trust, unincorporated association, joint venture, governmental authority or other entity of whatever nature.

(y) “Pro-Rata Bonus” shall have the meaning set forth in Section 7(d).

(z) “Release” shall have the meaning set forth in Section 7(b).

(cc) “Voting Stock” means all capital stock of the Company which by its terms may be voted on all matters submitted to stockholders of the Company generally.

2.  Employment . Subject to Section 6, the Company shall employ the Executive and the Executive shall continue in the employ of the Company, for the period set forth in this Section 2, in the positions set forth in the first sentence of Section 3 and upon the other terms and conditions herein provided. The initial term of employment under this Agreement (the “Initial Term”) shall be for the period beginning on the Effective Date and ending on December 31, 2008, unless earlier terminated as provided in Section 6. The Initial Term shall automatically be extended for successive one-year periods (each, an “Extension Term”) unless either party hereto gives written notice of non-extension to the other party no later than 60 days prior to the scheduled expiration of the Initial Term or the then applicable Extension Term (the Initial Term and any Extension Term shall be collectively referred to hereunder as the “Term”).

3.  Position and Duties . The Executive shall serve as President and Chief Executive Officer of the Company, reporting directly to the Board, with such responsibilities, duties and authority as are customary for such role. During the Term, the Company shall nominate the Executive for a seat on the Board upon the expiration of Executive’s current term as a director, and upon the expiration of each subsequent term thereafter (or, in the event that the Executive is not elected to the Board at any annual meeting of the Company’s stockholders, at not less than one annual meeting following the first annual meeting at which he in not elected). The Executive also agrees to serve, without additional compensation, as the chief executive officer and/or director of any subsidiary, division or Affiliate of the Company if so requested by the Board. The Executive shall devote substantially all of his business time, attention and efforts, toward the performance of his duties under this Agreement. Notwithstanding the foregoing, the Executive may manage his personal investments, be involved in charitable and professional activities (including serving on charitable and professional boards), and, with the consent of the Board, serve on for-profit boards of directors and advisory committees, so long as such service does not materially interfere with the performance of the Executive’s duties hereunder or violate Section 9 hereof. Any boards that the Executive serves on as of the Effective Date and which have been previously approved shall be deemed to be continued as approved.

4.  Place of Performance . In connection with his employment during the Term, the Executive shall be based at the Company’s offices in Holtsville, New York, except for necessary travel on the Company’s business.

5.  Compensation and Related Matters .

(a)  Annual Base Salary . At the commencement of the Term, the Executive shall receive a base salary at a rate of $1,000,000 per annum (the “Annual Base Salary”), paid in accordance with the Company’s general payroll practices for executives, but no less frequently than monthly. No less frequently than annually during the Term, the Board and the Committee shall review the rate of Annual Base Salary payable to the Executive, and may, in their discretion, increase (but not decrease) the rate of Annual Base Salary payable hereunder; provided, however, that any increased rate shall thereafter be the rate of “Annual Base Salary” hereunder.

(b)  Bonus . As soon as practicable after execution of this Agreement, the Executive shall be paid a supplemental bonus of $1,000,000 for exemplary performance in 2005. In addition, except as otherwise provided for herein, with respect to 2006 and each subsequent fiscal year in which the Executive is employed hereunder on the last day of the applicable year, the Executive shall be eligible to receive a bonus (the “Bonus”), as determined pursuant to the Company’s Executive Bonus Plan or another “qualified performance-based compensation” bonus plan that has been approved by the stockholders of the Company in accordance with the provisions for such approval under Code Section 162(m) and the regulations promulgated thereunder (collectively, the “Bonus Plan”), and on the basis of the Executive’s or the Company’s attainment of objective financial or other operating criteria established by the Committee in its sole good faith discretion and in accordance with Code Section 162(m) and the regulations promulgated thereunder. With respect to each fiscal year during the Term, (i) the Executive shall be eligible to receive a maximum Bonus under the Bonus Plan equal to 200% of his Annual Base Salary if applicable performance criteria for a maximum Bonus are met or exceeded, and (ii) the Executive’s target-level Bonus for achievement of target-level performance under the Bonus Plan shall equal 100% of his Annual Base Salary. The Bonus for each fiscal year shall be paid to the Executive no later than 90 days following the completion of such fiscal year. In addition, the Executive shall be eligible to participate in any other bonus plan or program that may be established by the Committee and that covers the Executive (even if such plan or program does not provide for qualified performance-based bonuses within the meaning of Code Section 162(m)), at a level commensurate with the Executive’s position.

(c)  Equity Awards .

(i) As soon as practicable after execution of this Agreement, the Executive shall be awarded 200,000 shares of Restricted Stock in accordance with the terms of the Equity Incentive Plan, subject to such normal vesting and other restrictions as the Committee shall apply in the award agreement.

(ii) As soon as practicable after execution of this Agreement, the Executive shall be awarded Options with respect to 300,000 shares of Common Stock in accordance with the terms of the Equity Incentive Plan, subject to such normal vesting, exercise and other restrictions as the Committee shall apply in the award agreement. The exercise price per Option share shall be 100% of the fair market value of a share of Common Stock on the date of grant of such Options.

(iii) For each year during the Term after 2006, the Executive shall be eligible to be granted Options and other equity compensation awards at such time(s) and in such amount(s) as may be determined by the Committee in its sole discretion, at a level commensurate with the Executive’s position.

(iv) Notwithstanding any provision to the contrary in any Option award agreement, effective immediately upon the occurrence of a Change in Control, all Options and other equity compensation awards then held by the Executive shall become fully vested and exercisable with respect to all shares subject thereto.

(d)  Benefits . The Executive shall be entitled to receive such benefits (including, without limitation, fringe benefits and perquisites) and to participate in such employee group benefit plans, including life, health and disability insurance policies and the Company’s Code Section 401(k) pension plan, as are generally provided by the Company to its senior executives in accordance with the terms of such plans, practices and programs of the Company, at a level commensurate with the Executive’s position. In addition, the Executive shall continue to participate in the Company’s Deferred Compensation Plan, as amended from time to time.

(e)  Expenses . The Company shall reimburse the Executive for all reasonable and necessary expenses incurred by the Executive in connection with the performance of the Executive’s duties as an employee of the Company. Such reimbursement is subject to the submission to the Company by the Executive of appropriate documentation and/or vouchers in accordance with the customary procedures of the Company for expense reimbursement, as such procedures may be revised by the Company from time to time and to such caps on reimbursement as the Company may from time to time impose.

(f)  Vacations . The Executive shall be entitled to paid vacation in accordance with the Company’s vacation policy as in effect from time to time. However, in no event shall the Executive be entitled to less than four weeks vacation per annum. The Executive shall also be entitled to paid holidays and personal days in accordance with the Company’s practice with respect to same as in effect from time to time.

(g)  Automobile . During the Term, the Company shall provide the Executive with a car allowance of $1,350 per month.

6.  Termination . The Executive’s employment hereunder may be terminated by the Company, on the one hand, or the Executive, on the other hand, as applicable, without any breach of this Agreement only under the following circumstances:

(a)  Terminations .

(i) Death . The Executive’s employment hereunder shall terminate upon his death.

(ii) Disability . In the event of the Executive’s Disability, the Company may give the Executive written notice of its intention to terminate the Executive’s employment while he remains so disabled. In such event, the Executive’s employment with the Company shall terminate effective on the 14th day after delivery of such notice, provided that within the 14 days after such delivery, the Executive shall not have returned to full-time performance of his duties.

(iii) Cause . The Board may, with the approval of a majority of the then-serving non-employee Continuing Directors after a meeting (of which the Executive is provided with at least 10 days prior written notice of the intent of the meeting and the specifics of the grounds for Cause termination being alleged) at which the Executive has been given an opportunity to appear with counsel, terminate the Executive’s employment hereunder for Cause.

(iv) Good Reason . The Executive may terminate his employment for Good Reason; provided that if such termination is due to the Executive’s failure to be elected to the Board as described in Section 1(r)(iii), then the Executive shall provide the Company with not less than 60 days advanced written notice of such termination.

(v) Without Cause . The Company may terminate the Executive’s employment without Cause upon 30 days written notice to the Executive.

(vi) Resignation without Good Reason . The Executive may resign his employment without Good Reason upon 60 days written notice to the Company.

(vii) Non-Extension of Term . The Executive’s employment shall terminate as of the last day of the Term if either party provides notice of non-extension of the Term to the other pursuant to Section 2.

(b)  Notice of Termination . Any termination of the Executive’s employment by the Company or by the Executive under this Section 6 (other than termination pursuant to paragraph (a)(i) or (a)(vii)) shall be communicated by a written notice to the other party hereto indicating the specific termination provision in this Agreement relied upon, setting forth in reasonable detail any facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, and specifying a Date of Termination in accordance with this Agreement (a “Notice of Termination”); provided, the Company may suspend the Executive from his positions with pay during any notice period so long as he is retained as an employee of the Company during such notice period.

7.  Severance Payments and Benefits .

(a)  Termination for any Reason . In the event the Executive’s employment with the Company is terminated for any reason, as soon as reasonably practicable after such termination the Company shall pay the Executive (or his beneficiary in the event of his death) a lump sum equal to any unpaid Annual Base Salary that has accrued as of the Date of Termination, any unreimbursed expenses due to the Executive, and an amount for any accrued but unused vacation days and any earned but unpaid Bonus for any fiscal year of the Company completed prior to the date of such termination. The Executive shall also be entitled to accrued, vested benefits under the Company’s benefit plans and programs as provided therein. The Executive shall be entitled to the cash severance payments described below only as set forth herein, and the provisions of this Section 7 shall supersede in their entirety any severance payment provisions in any severance plan, policy, program or arrangement maintained by the Company.

(b)  Terminations without Cause or for Good Reason . Except as otherwise provided by Section 7(c) with respect to certain terminations of employment in connection with a Change in Control, if the Executive’s employment shall terminate without Cause (pursuant to Section 6(a)(v)), or for Good Reason (pursuant to Section 6(a)(iv)), the Company shall (subject to the Executive’s entering into a Separation and Release Agreement with the Company in substantially the form attached hereto as Exhibit A (the “Release”)):

(i) Pay to the Executive an amount equal to the product of (A) the sum of his then current (i) Annual Base Salary and (ii) the greater of (1) the Bonus paid or payable to Executive with respect to the fiscal year ending immediately prior to the Date of Termination or (2) 50% of the target Bonus for such year, and (B) 1.5; payable in equal monthly installments during the period beginning on the Date of Termination and ending on the 18 month anniversary thereof; provided, however, that no amount shall be payable pursuant to this Section 7(b)(i) on or following the date the Executive first (i) breaches any of the covenants set forth in Sections 9(a) or 9(b), or (ii) materially breaches any of the covenants set forth in Section 9(c) or 9(e), which is not remedied (if remediable) within 30 days after receipt of written notice from the Company specifying such breach;

(ii) Continue to provide the Executive (and his dependents) with the medical, dental and life insurance coverage in which he (or his dependents) was participating as of the Date of Termination (at a level then in effect with respect to coverage and employee premiums, but subject to such modifications as shall be established for all employees of the Company) until the earlier of (A) eighteen months after the Date of Termination or (B) the date the Executive first (i) breaches any of the covenants set forth in Sections 9(a) or 9(b), or (ii) materially breaches any of the covenants set forth in Section 9(c) or 9(e), which is not remedie