Paragraphs 1-102 are incorporated in this count.  104. Honeywell promised Honeywell-sponsored healthcare until age 65 for  Pacheco, Hansen, and other class members who retired under the Honeywell- sponsored pension plan and the 2007 CBA or the 2010 CBA.   105. Honeywell-sponsored healthcare for plaintiffs Pacheco, Hansen, and  other class members vested at the retirement of each class member who retired  under age 65 under the Honeywell-sponsored pension plan and the 2007 CBA or  the 2010 CBA.  The Honeywell-sponsored healthcare began for each employee  under age 65 at the time of retirement and is to continue until that retiree turns age   Paragraphs 1-113 are incorporated in this count.  115. Honeywell’s collectively-bargained promises of healthcare for retirees  and their families constitute an employee welfare benefit plan (“plan”) within the  meaning of ERISA, 29 U.S.C. §1002(1).  116. Honeywell is the plan sponsor and plan administrator within the  meaning of ERISA, 29 U.S.C. §§1002(16)(A) and (B).  117. Pacheco, Hansen, and other class members are participants in, or  beneficiaries of, the plan within the meaning of ERISA, 29 U.S.C. §§1002(7) and  (8).  30  118. The plan entitles Pacheco, Hansen, and other retirees to Honeywell- sponsored healthcare beginning at retirement.  The healthcare is to continue for  each retiree, spouse, and surviving spouse until age 65 and for each retiree’s  dependent child until age 26.  119. Under the plan, each retiree’s right to Honeywell-sponsored healthcare  vested at the time of retirement, with healthcare to begin at retirement and to  continue for each retiree until that retiree turns age 65.   120. Under the plan, each retiree’s spouse’s or surviving spouse’s and  dependent child’s right to Honeywell-sponsored healthcare vested at the time of the  retiree’s retirement and is to continue until the spouse or surviving spouse turns age  65 and the dependent child turns age 26.  121. Honeywell’s planned or actual termination of retiree healthcare is  wrongful and violates the plan and ERISA, and is actionable under ERISA, 29  U.S.C. §§1132(a)(1)(B) and (a)(3), which entitle participants or beneficiaries to  bring federal civil actions to enforce ERISA rights.  122. Honeywell’s planned or actual termination of retiree healthcare  breaches Honeywell’s ERISA and plan obligations and has caused, and will  continue to cause, damage and harm to Pacheco, Hansen, and other class members.   31  123. Honeywell is liable to Pacheco, Hansen, and other class members  under ERISA and the plan for the consequences, damage, and harm caused by  Honeywell’s planned or actual termination of healthcare and for plan breaches.   Paragraphs 1-123 are incorporated in this count.   125. Honeywell is the sponsor and plan administrator of the plan providing  healthcare for the retirees and their families.   126. Honeywell is a plan fiduciary.   127. As a plan fiduciary, Honeywell has the duty to act in the interests of  plan participants and beneficiaries.  128. As a plan fiduciary, Honeywell has the duty of fairness, accuracy, and  honesty, and the duty to not mislead plan participants and beneficiaries, by  expression, implication, or omission, regarding the nature or duration of the  participants’ and beneficiaries’ healthcare and rights under the plan and ERISA.   129. Under ERISA, Honeywell has a duty to disclose to participants and  beneficiaries—and to not mislead participants and beneficiaries, by expression,  implication, or omission—about circumstances which may result in loss of  coverage.  130. Under ERISA, Honeywell has a duty to make disclosures to  participants and beneficiaries about the circumstances which may result in loss of  32  coverage in a manner which may be understood by the average participant and  beneficiary.   131. Honeywell communicated to employees taking early retirement under  the Honeywell-sponsored pension plan and the 2007 CBA or the 2010 CBA, to the  employees collectively and individually, and to the employees collectively through  Teamsters, that each employee would receive Honeywell-sponsored healthcare  starting at retirement and continuing until age 65 for each retiree and each retiree’s  spouse and surviving spouse and up to age 26 for each retiree’s dependent child.  132. Honeywell communicated to employees taking retirement under the  Honeywell-sponsored pension plan and the 2007 CBA or the 2010 CBA that their  healthcare began at retirement and that they were guaranteed continued healthcare  until age 65.   133. Honeywell action, omissions, and representations about retiree  healthcare, encouraged and induced employees to end their Honeywell employment  and retire early with reduced pension benefits.  134. Honeywell’s representations about Honeywell-sponsored retiree  healthcare had the purpose and effect of encouraging employees to take early  retirement and give up their Honeywell jobs to ensure Honeywell-sponsored  healthcare after retirement for employees and their families.  But Honeywell now  33  plans, and asserts authority, to terminate all retiree healthcare, including for retirees  and retirees’ spouses and surviving spouses and dependents.  135. Honeywell never told employees, participants, or beneficiaries, until  March 27, 2017, when it sent its letter, Ex. 12, to retirees and spouses, that  Honeywell believed it had the unilateral authority to terminate Honeywell- sponsored post-retirement healthcare regardless of a retiree’s or spouse’s or   surviving spouse’s or dependent child’s age.   136. Honeywell never told employees, participants, or beneficiaries that  Honeywell believed that it was obligated to continue retiree healthcare only for the  duration of the 2007 CBA or for the duration of the 2010 CBA.   137. Pacheco, Hansen, and other retirees in the class would not have taken  early retirement and given up their Honeywell jobs had Honeywell communicated  to them that Honeywell believed it could terminate healthcare regardless of a  retiree’s or spouse’s or dependent child’s age.  138. Honeywell’s representations, misrepresentations, actions, omissions,  and failures to disclose breach Honeywell’s fiduciary duties and have caused, and  continue to cause, damage and harm to Pacheco, Hansen, and other class members.   139. Honeywell breached its fiduciary duties and is liable under ERISA to  Pacheco, Hansen, and other class members for the consequences, damage, and harm  caused by Honeywell fiduciary breaches.  34   106. The CBAs entitle Pacheco, Hansen, and other retirees, and retirees’  spouses, surviving spouses, and dependents to Honeywell-sponsored healthcare  beginning at each retiree’s retirement.  The healthcare is to continue for each  28  retiree, spouse, and surviving spouse until age 65 and for each retiree’s dependent  child until age 26.  107. Under the CBAs, each retiree’s right to Honeywell-sponsored  healthcare vested at the time of retirement, with healthcare beginning at retirement  to continue for each retiree until that retiree turns age 65.   108. Under the CBAs, each retiree’s spouse’s or surviving spouse’s and  dependent child’s right to Honeywell-sponsored healthcare vested at the time of the  retiree’s retirement and is to continue until the spouse or surviving spouse turns age  65 and up to age 26 for each dependent child.  109. Employees who retired under age 65 before May 1, 2007—during the  2007 CBA—are entitled to Honeywell-sponsored healthcare until age 65, subject to  retiree-paid monthly premium contributions.    110. Employees who retired under age 65 between May 1, 2007 and April  30, 2010—during the 2007 CBA or during the first three months of the 2010  CBA—are entitled to Honeywell-sponsored healthcare until age 65, subject to  retiree-paid monthly premium contributions and subject to the dollar limits on  Honeywell’s annual healthcare contributions set at $20,304 for single coverage and  $40,608 for family coverage.   111. Employees who retired under age 65 during the 2010 CBA on May 1,  2010 or later are entitled to Honeywell-sponsored retiree healthcare, subject to  29  retiree-paid monthly premium contributions.  The dollar limits on Honeywell’s  annual healthcare contributions do not apply to the retirees who retired under the  2010 CBA on or after May 1, 2010.  112. Honeywell’s planned or actual termination of retiree healthcare  breaches Honeywell’s promises and the CBAs and has caused, and will continue to  cause, damage and harm to Pacheco, Hansen, and other class members.   113. Honeywell is liable to Pacheco, Hansen, and other class members for  the consequences, damage, and harm caused by Honeywell’s planned or actual  termination of retiree healthcare and contract breaches.  