0001193125-14-417882 Sample Contracts

NEWELL RUBBERMAID INC., as Issuer and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of November 19, 2014 Providing for issuance of Unsubordinated Debt Securities in Series
Newell Rubbermaid Inc • November 19th, 2014 • Plastics products, nec • New York

INDENTURE, dated as of November 19, 2014, between Newell Rubbermaid Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), having executive offices located at Three Glenlake Parkway, Atlanta, Georgia 30328, and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States, as Trustee (the “Trustee”).

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NEWELL RUBBERMAID INC. $350,000,000 2.875% Notes Due 2019 $500,000,000 4.000% Notes Due 2024 Underwriting Agreement
Newell Rubbermaid Inc • November 19th, 2014 • Plastics products, nec • New York

Newell Rubbermaid Inc., a Delaware corporation (the “Company”), proposes to sell, severally and not jointly, to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its 2.875% Notes Due 2019 ( the “2019 Securities”) and its 4.000% Notes Due 2024 identified in Schedule I hereto (the “2024 Securities” and together with the 2019 Securities, the “Securities”), to be issued under the indenture (the “Indenture”) to be dated as of November 19, 2014, by and between Newell Rubbermaid Inc. and U.S. Bank National Association, as trustee (the “Trustee”), relating to senior debt securities and the officers’ certificate thereunder establishing the terms of the Securities (the “Officers’ Certificate”). If the firm or firms listed in Schedule II hereto include only the firm or firms listed in Schedule I hereto, then the terms “Underwriters” and “Representatives,” as used herein, shall each be deem

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