STANLEY BLACK & DECKER, INC. Underwriting AgreementUnderwriting Agreement • November 6th, 2012 • Stanley Black & Decker, Inc. • Cutlery, handtools & general hardware • New York
Stanley Black & Decker, Inc., a corporation organized under the laws of the State of Connecticut (the “Company”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its debt securities identified in Schedule I hereto (the “Notes”). The Notes will be guaranteed (the “Guarantee”) by The Black & Decker Corporation, a corporation organized under the laws of the State of Maryland (the “Guarantor”). The Notes and the Guarantee are collectively referred to herein as the “Securities.” The Securities will be issued under the Indenture dated as of November 1, 2002 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”) to JPMorgan Chase Bank N.A., as supplemented by the Second Supplemental Indenture dated as of March 12, 2010 (the “Second Supplemental Indenture”), among the C
STANLEY BLACK & DECKER, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee AND THE BLACK AND DECKER CORPORATION as Guarantor FIFTH SUPPLEMENTAL INDENTURE to the INDENTURE dated as of November 1, 2002 Dated as of November 6, 2012Fifth Supplemental Indenture • November 6th, 2012 • Stanley Black & Decker, Inc. • Cutlery, handtools & general hardware • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 6, 2012, is among STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Company”), THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as successor trustee to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank), as trustee (the “Trustee”).
