Black & Decker 2010 Annual Report Download - page 141

EXHIBIT INDEX
THE STANLEY WORKS
EXHIBIT LIST
Some of the agreements included as exhibits to this Annual Report on Form 10-K (whether incorporated by
reference to earlier filings or otherwise) may contain representations and warranties, recitals or other
statements that appear to be statements of fact. These agreements are included solely to provide investors with
information regarding their terms and are not intended to provide any other factual or disclosure information
about the Company or the other parties to the agreements. Representations and warranties, recitals, and other
common disclosure provisions have been included in the agreements solely for the benefit of the other parties
to the applicable agreements and often are used as a means of allocating risk among the parties. Accordingly,
such statements (i) should not be treated as categorical statements of fact; (ii) may be qualified by disclosures
that were made to the other parties in connection with the negotiation of the applicable agreements, which
disclosures are not necessarily reflected in the agreement or included as exhibits hereto; (iii) may apply
standards of materiality in a way that is different from what may be viewed as material by or to investors in or
lenders to the Company; and (iv) were made only as of the date of the applicable agreement or such other date
or dates as may be specified in the agreement and are subject to more recent developments.
Accordingly, representations and warranties, recitals or other disclosures contained in agreements may not
describe the actual state of affairs as of the date they were made or at any other time and should not be relied
on by any person other than the parties thereto in accordance with their terms. Additional information about
the Company may be found in this Annual Report on Form 10-K and the Company’s other public filings,
which are available without charge through the SEC’s website at http://www.sec.gov.
3.1 (a) Restated Certificate of Incorporation dated September 15, 1998 (incorporated by reference to
Exhibit 3(i) to the Company’s Quarterly Report on Form 10-Q filed on May 13, 2010).
(b) Certificate of Amendment to the Restated Certificate of Incorporation dated December 21, 2009
(incorporated by reference to Exhibit 3(ii) to the Company’s Quarterly Report on Form 10-Q filed
on May 13, 2010).
(c) Certificate of Amendment to the Restated Certificate of Incorporation dated March 12, 2010
(incorporated by reference to Exhibit 3(iii) to the Company’s Quarterly Report on Form 10-Q filed
on May 13, 2010).
(d) Certificate of Amendment to the Restated Certificate of Incorporation dated November 5, 2010
(incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on
November 9, 2010).
3.2 (a) Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Current
Report on Form 8-K filed on March 12, 2010).
(b) Amendment to Amended and Restated Bylaws dated February 15, 2011 (incorporated by reference
to Exhibit 3(ii) to the Company’s Current Report on Form 8-K filed on February 16, 2011).
4.1 (a) Indenture, dated as of June 26, 1998, by and among Black & Decker Holdings Inc., as Issuer, The
Black & Decker Corporation, as Guarantor, and The First National Bank of Chicago, as Trustee
(incorporated by reference to Exhibit 4.9 to the Company’s Current Report on Form 8-K filed on
March 12, 2010).
(b) First Supplemental Indenture dated as of March 12, 2010, to the Indenture dated as of June 26,
1998, by and among Black & Decker Holdings, Inc., as issuer, The Black & Decker Corporation,
as guarantor and The First National Bank of Chicago, as trustee (incorporated by reference to
Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on March 12, 2010).
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