STANLEY BLACK & DECKER, INC. Underwriting AgreementStanley Black & Decker, Inc. • December 2nd, 2013 • 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 fixed-to-floating rate junior subordinated debt securities identified in Schedule I hereto (the “Securities”). The Securities will be issued under a junior subordinated indenture dated as of November 22, 2005 (the “Base Subordinated Indenture”), between the Company and HSBC Bank USA, National Association, as trustee (the “Trustee”), as supplemented by a fifth supplemental indenture dated as of December 3, 2013, between the Company and the Trustee, establishing the terms of the Securities (the “Fifth Supplemental Indenture” and together with the Base Subordinated Indenture, the “Indenture”). To the extent there are no additional Underwriters listed on Schedule II other than you
