0000950157-10-000400 Sample Contracts

THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK, AS TRUSTEE DEBT SECURITIES INDENTURE Dated as of November 16, 2006
Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

INDENTURE, dated as of November 16, 2006, between THE BLACK & DECKER CORPORATION, a Maryland corporation, and THE BANK OF NEW YORK, a New York banking corporation, as Trustee.

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THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK, AS TRUSTEE INDENTURE Dated as of October 18, 2004
Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE SECTION 1.1 Definitions 1 SECTION 1.2 Other Definitions 5 SECTION 1.3 Incorporation by Reference of Trust Indenture Act 6 SECTION 1.4 Rules of Construction 6 ARTICLE II THE SECURITIES SECTION 2.1 Form, Dating and Terms 7 SECTION 2.2 Execution and Authentication 13 SECTION 2.3 Registrar and Paying Agent 14 SECTION 2.4 Paying Agent To Hold Money in Trust 15 SECTION 2.5 Securityholder Lists 15 SECTION 2.6 Transfer and Exchange 15 SECTION 2.7 Form of Certificate to be Delivered in Connection with Transfers to Institutional Accredited Investors 18 SECTION 2.8 Form of Certificate to be Delivered in Connection with Transfers Pursuant to Regulation S 20 SECTION 2.9 Mutilated, Destroyed, Lost or Stolen Securities 21 SECTION 2.10 Outstanding Securities 22 SECTION 2.11 Temporary Securities 22 SECTION 2.12 Cancellation 23 SECTION 2.13 Payment of Interest; Defaulted Interest 23 SECTION 2.14 Computation of Interest 24 SECTION 2.15 CUSIP and I

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FIRST SUPPLEMENTAL INDENTURE to the INDENTURE dated as of October 18, 2004
First Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 12, 2010, is among THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Company”), STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), as trustee (the “Trustee”).

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364-DAY CREDIT AGREEMENT dated as of March [12], 2010 among STANLEY BLACK & DECKER, INC., as Initial Borrower THE BLACK & DECKER CORPORATION, as Subsidiary Guarantor and THE INITIAL LENDERS NAMED HEREIN, as Initial Lenders and CITIBANK, N.A., as...
Day Credit Agreement • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

This 364-DAY CREDIT AGREEMENT (as amended, supplemented or otherwise modified from time to time, the “Agreement”) is made as of March [12], 2010 between STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Company”), THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Subsidiary Guarantor”), the banks, financial institutions and other institutional lenders (the “Initial Lenders”) listed on the signature pages hereof, and CITIBANK, N.A. (“Citibank”), as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders (as hereinafter defined).

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THE BLACK & DECKER CORPORATION, as Guarantor AND THE FIRST NATIONAL BANK OF CHICAGO, as Trustee INDENTURE Dated as of June 26, 1998 6.55% Senior Notes due 2007 7.05% Senior Notes due 2028
Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

INDENTURE dated as of June 26, 1998, among BLACK & DECKER HOLDINGS INC., a corporation organized under the laws of Delaware (the “Company”), THE BLACK & DECKER CORPORATION, a corporation organized under the laws of Maryland (the “Guarantor”), and THE FIRST NATIONAL BANK OF CHICAGO, a national banking association, as Trustee (the “Trustee”).

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THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK MELLON as Trustee
Third Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

THIS THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 12, 2010, is among THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Company”), STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Guarantor”), and THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), as trustee (the “Trustee”).

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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
Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

THIS SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 12, 2010, 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”).

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AMENDMENT NO. 2 TO THE AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

AMENDMENT NO. 2 TO THE AMENDED AND RESTATED CREDIT AGREEMENT among STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Borrower”), the Lenders executing this Amendment on the signature pages hereto and Citibank, N.A., as agent (the “Agent”) for the Lenders.

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THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of November 16, 2006
First Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

FIRST SUPPLEMENTAL INDENTURE, dated as of November 16, 2006 (this “Supplemental Indenture”), between THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Company”), and THE BANK OF NEW YORK, a New York banking corporation, as Trustee.

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THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK MELLON, AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE Dated as of April 3, 2009
Second Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

SECOND SUPPLEMENTAL INDENTURE, dated as of April 3, 2009 (this “Supplemental Indenture”), between THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Company”), and THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), as trustee (the “Trustee”).

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BLACK & DECKER HOLDINGS, LLC THE BLACK & DECKER CORPORATION AND THE BANK OF NEW YORK MELLON as Trustee
First Supplemental Indenture • March 12th, 2010 • Stanley Works • Cutlery, handtools & general hardware • New York

THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 12, 2010, is among BLACK & DECKER HOLDINGS, LLC (formerly known as Black & Decker Holdings Inc.), THE BLACK & DECKER CORPORATION, a Maryland corporation (the “Existing Guarantor”), STANLEY BLACK & DECKER, INC. (formerly known as The Stanley Works), a Connecticut corporation (the “Additional Guarantor”), and THE BANK OF NEW YORK MELLON (as successor-in-interest to The First National Bank of Chicago), as trustee (the “Trustee”).

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