UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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This Amendment to Schedule 13D is being filed by Kenneth D. Cole (“Mr. Cole”); KMC Partners L.P.; and Robyn S. Transport (“Ms. Transport”), as Trustee of the 2010 Kenneth D. Cole Grantor Retained Annuity Trust (officially known as “Robyn S. Transport as Trustee of the Family Trust u/a/d 4/26/10”) (the “KDC 2010 GRAT”), the July 2010 Kenneth D. Cole Grantor Retained Annuity Trust (officially known as “KDC July 2010 GRAT u/a/d 7/12/10”) (the “KDC July 2010 GRAT”), the 2009 Kenneth D. Cole Grantor Retained Annuity Trust (officially known as “KDC 2009 GRAT u/a/d 2/2/09”) (the “KDC 2009 GRAT”), the 2009 Kenneth D. Cole Family Grantor Retained Annuity Trust (officially known as “KDC 2009 Family GRAT u/a/d 2/2/09”) (the “KDC 2009 Family GRAT”) and the Kenneth Cole 1994 Charitable Remainder Trust (officially known as “Kenneth Cole 1994 Charitable Remainder Trust u/a/d 12/19/94”) (the “KDC 1994 Charitable Trust”), and as Special Fund Trustee of the Kenneth Cole Foundation (collectively, the “Reporting Persons”). The Reporting Persons report on Schedule 13D as members of a group (the “Group Members”).

This Amendment No. 4 amends and supplements the information set forth in the Schedule 13D filed by Mr. Cole with the United States Securities and Exchange Commission (the “Commission”) on June 15, 1994, as amended by Amendment No. 1, filed with the Commission on January 6, 1995, Amendment No. 2, filed with the Commission on April 9, 1996, and Amendment No. 3, filed with the Commission on February 24, 2012 (collectively, the “Schedule 13D”), relating to the shares of Class A common stock, par value $0.01 per share (the “Common Stock”) of Kenneth Cole Productions, Inc., a New York corporation (the “Company” or the “Issuer”). Unless otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Schedule 13D.

Item 2. Identity and Background.

Item 2 of the Schedule 13D is hereby amended and restated in its entirety as follows:

“The names of the Group Members are Kenneth D. Cole; KMC Partners L.P.; and Robyn S. Transport, as Trustee of KDC 2010 GRAT, KDC July 2010 GRAT, KDC 2009 GRAT, KDC 2009 Family GRAT and KDC 1994 Charitable Trust, and as Special Fund Trustee of the Kenneth Cole Foundation.

Mr. Cole is employed as the Chairman and Chief Creative Officer of the Issuer. Mr. Cole’s business address is 603 West 50th Street, New York, New York 10019. The principal business of the Issuer is the designing, sourcing and marketing of a broad range of fashion footwear, handbags and apparel. The principal executive offices of the Issuer are located at 603 West 50th Street, New York, New York 10019. During the past five years, Mr. Cole has not been convicted in a criminal proceeding nor has he been party to a civil proceeding as a result of which he has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Mr. Cole is a citizen of the United States of America.

KMC Partners L.P. is a limited partnership organized under the laws of Delaware. The principal business of KMC Partners L.P. is holding shares of the Company and other investments. Its principal office and business address is c/o Kenneth D. Cole, 603 West 50th Street, New York, New York 10019. During the past five years, KMC Partners L.P. has not been convicted in a criminal proceeding nor has it been party to a civil proceeding as a result of which it has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

KMC Partners LLC, the general partner of KMC Partners L.P., is a limited liability company organized under the laws of Delaware. The principal business of KMC Partners LLC is acting as the general partner of KMC Partners L.P. Its principal office and business address is c/o Kenneth D. Cole, 603 West 50th Street, New York, New York 10019. During the past five years, KMC Partners LLC has not been convicted in a criminal proceeding nor has it been party to a civil proceeding as a result of which it has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Ms. Transport is employed as a Managing Director of TAG Associates, LLC (“TAG”). Ms. Transport’s business address is 75 Rockefeller Plaza, 9th Floor, New York, New York 10019. The principal business of TAG is

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serving as a multi-client family office and portfolio management services company. The principal executive offices of TAG are located at 75 Rockefeller Plaza, 9th Floor, New York, New York 10019. During the past five years, Ms. Transport has not been convicted in a criminal proceeding nor has she been party to a civil proceeding as a result of which she has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Ms. Transport is a citizen of the United States of America.”

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following after the final paragraph thereof:

“It is anticipated that the funding (including expenses) required for the Going Private Transaction will be approximately $183 million. Parent (as defined in Item 4 below) has entered into a commitment letter, dated as of June 6, 2012, with Wells Fargo Bank, National Association, Wells Fargo Capital Finance, LLC, 1903 Onshore Funding, LLC and Special Value Continuation Partners, LP (the “Debt Commitment Letter”) providing that the lenders identified therein shall provide up to $115 million of the required funding for the Going Private Transaction through a combination of a $110 million revolving credit facility (up to $60 million of which may be used for the Going Private Transaction) and a $55 million term loan facility (all of which is expected to be used for the Going Private Transaction). This summary of the Debt Commitment Letter does not purport to be complete and is qualified in its entirety by the Debt Commitment Letter attached hereto as Exhibit 7 and incorporated herein by reference.

In addition, Parent has also entered into (i) a commitment letter, dated as of June 6, 2012 with Marlin Equities VII, LLC (the “Marlin Equity Commitment Letter”) providing that Marlin Equities VII, LLC shall purchase, directly or indirectly through one or more intermediate entities, equity securities of Parent, on the terms and subject to the conditions described therein, with an aggregate purchase price of $20,001,000 and (ii) a commitment letter, dated as of June 6, 2012 with Cole Family Holdco, LLC (“Family LLC”) and the Group Members (the “Family Commitment Letter”, and together with the Marlin Equity Commitment Letter, the “Equity Commitment Letters”) providing that Family LLC and Mr. Cole shall jointly and severally purchase, directly or indirectly through one or more intermediate entities, equity securities of Parent, on the terms and subject to the conditions described therein, with an aggregate purchase price of $15 million. Family LLC and Mr. Cole may assign or transfer a portion of their commitment to unaffiliated third parties, provided that no such assignment or transfer shall reduce their commitment or relieve Family LLC and Mr. Cole of their obligations under the Family Commitment Letter. In addition, the Family Commitment Letter requires each Group Member to consummate the transactions contemplated by the Rollover Agreement (as defined in Item 4) by which the Group Members (other than the Kenneth Cole Foundation) will invest all of the shares of the Company’s Common Stock and Class B Common Stock (as defined in Item 5 below) owned by such parties in the Going Private Transaction, which shares are valued at approximately $128 million (based on the $15.25 per share merger consideration described in Item 4).

The proceeds of the Equity Commitment Letters shall be used by Parent to satisfy the remaining portion of the funding required for the Going Private Transaction not satisfied by the funds provided pursuant to the Debt Commitment Letter or from the Issuer’s cash-on-hand. This summary of the Equity Commitment Letters does not purport to be complete and is qualified in its entirety by the Equity Commitment Letters which are attached hereto as Exhibits 8 and 9 and incorporated herein by reference.”

Item 4. Purpose of Transaction.

Item 4 is hereby amended and supplemented by adding the following after the final paragraph thereof:

“On June 6, 2012, the Issuer announced in a press release (the “Press Release”) that it had entered into an Agreement and Plan of Merger (the “Merger Agreement”) with KCP Holdco, Inc. (“Parent”), a Delaware corporation formed by Mr. Cole, and KCP Mergerco, Inc. (“Merger Sub”), a New York corporation and an indirect wholly-owned subsidiary of Parent. The Press Release is attached hereto as Exhibit 10 and incorporated herein by reference. Pursuant to the Merger Agreement, at the effective time of the merger, Merger Sub would merge into and

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with the Company, with the Company surviving as an indirect wholly-owned subsidiary of Parent (the “Merger”), and each issued and outstanding share of Common Stock would be converted into the right to receive $15.25 in cash, without interest (other than Excluded Shares (as defined in the Merger Agreement), Company Awards (as defined in the Merger Agreement) and Dissenting Shares (as defined in the Merger Agreement)). The Merger is subject to the approval of the Company’s stockholders (including the approval of at least a majority of all outstanding shares of Common Stock held by stockholders other than Mr. Cole and the other Family Stockholders (as defined in the Merger Agreement) and their respective affiliates and associates) and other customary conditions. This summary of the Merger Agreement does not purport to be complete and is qualified in its entirety by the Merger Agreement attached hereto as Exhibit 11 and incorporated herein by reference.

In connection with the execution of the Merger Agreement, the Reporting Persons (other than the Kenneth Cole Foundation) entered into a Rollover Agreement, dated as of the date of the Merger Agreement, with Family LLC (the “Rollover Agreement”), in which each of such Reporting Persons agreed, subject to the terms and conditions set forth therein, to assign, transfer, convey and deliver all of the shares of the Company’s Common Stock and Class B Common Stock (as defined in Item 5 below) owned by such parties (collectively, the “Family Shares”) to Family LLC in exchange for equity interests in Family LLC, immediately prior to the effective time of the Merger. In addition to the Rollover Agreement, Family LLC entered into an Exchange Agreement, dated as of the date of the Merger Agreement, with Parent and KCP Acquisitions, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Intermediate Holdco”), pursuant to which Family LLC agreed to contribute the Family Shares to Parent, which will in turn contribute the Family Shares to Intermediate Holdco, in each case immediately prior to the effective time of the Merger. The foregoing summary of the Rollover Agreement and Exchange Agreement does not purport to be complete and is qualified in its entirety by the Rollover Agreement and Exchange Agreement, which are attached hereto as Exhibits 12 and 13 and incorporated herein by reference.

Also in connection with the execution of the Merger Agreement, the Reporting Persons entered into a Voting Agreement, dated as of the date of the Merger Agreement, with the Company (the “Voting Agreement”), in which each Reporting Person agreed, subject to the terms and conditions set forth therein, to vote the Family Shares in favor of the Merger Agreement and the transactions contemplated thereby. The foregoing summary of the Voting Agreement does not purport to be complete and is qualified in its entirety by the Voting Agreement, which is attached hereto as Exhibit 14 and incorporated herein by reference.

In addition, Mr. Cole entered into a Limited Guarantee with the Company, dated as of the date of the Merger Agreement (the “Limited Guarantee”). Under the Limited Guarantee, Mr. Cole guarantees to the Company the due and punctual payment of any obligation or liability payable by Parent or Merger Sub under the Merger Agreement to pay Parent’s and Merger Sub’s expenses, to reimburse the Company’s expenses, to pay the Financing Failure Termination Fee or the Reverse Termination Fee (each as defined in the Merger Agreement) and to pay damages in the event of any breach by Parent or Merger Sub of the Merger Agreement, in each case if, as and when such obligation or liability becomes payable under the terms and subject to the conditions and limitations of the Merger Agreement. This summary of the Limited Guarantee does not purport to be complete and is qualified in its entirety by the Limited Guarantee, which is attached hereto as Exhibit 15 and incorporated by reference herein.”

The purpose of the Going Private Transaction is to acquire all of the outstanding shares of Common Stock (other than Family Shares subject to the Rollover Agreement). If the Going Private Transaction is consummated, the Common Stock will be delisted from the New York Stock Exchange and will cease to be registered under the Act (via termination of registration pursuant to Section 12(g) of the Act) and the Issuer will be privately held by Parent.”

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated in its entirety with the following:

“(a)-(b) The Group Members may be deemed to beneficially own an aggregate of 9,632,299 shares of Common Stock as a result of their beneficial ownership of (i) 6,424,792 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the conversion of 6,424,792 shares of Class B common stock, par value $0.01 per share (“Class B Common Stock”), (ii) 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be

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converted into shares of Common Stock, (iii) 132,021 shares of Class B Common Stock held in KDC 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iv) 204,852 shares of Class B Common Stock held in KDC July 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (v) 470,666 shares of Class B Common Stock held in KDC 2009 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (vi) 470,666 shares of Class B Common Stock held in KDC 2009 Family GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (vii) 150,000 shares of Common Stock held by KDC 1994 Charitable Trust, of which Ms. Transport is Trustee, (viii) 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Ms. Transport is Special Fund Trustee, (ix) 353,653 shares of Common Stock held by Mr. Cole, (x) 1,071,426 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the exercise of options granted to him under the Company’s stock incentive plans and (xi) 33,723 restricted shares of Common Stock granted to him under the Company’s stock incentive plans. This aggregate amount represents approximately 48.4% of the shares of Common Stock currently outstanding, as calculated in accordance with Rule 13d-3.

Mr. Cole may be deemed to beneficially own an aggregate of 8,204,094 shares of Common Stock as a result of his beneficial ownership of (i) 6,424,792 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the conversion of 6,424,792 shares of Class B Common Stock, (ii) 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be converted into shares of Common Stock, (iii) 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Mr. Cole has certain voting rights with respect thereto under the terms of the Voting Agreement, (iv) 353,653 shares of Common Stock held by Mr. Cole, (v) 1,071,426 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the exercise of options granted to him under the Company’s stock incentive plans and (vi) 33,723 restricted shares of Common Stock granted to him under the Company’s stock incentive plans. This aggregate amount represents approximately 41.3% of the shares of Common Stock currently outstanding, as calculated in accordance with Rule 13d-3. Mr. Cole is reporting on this Schedule 13D as a member of a “group” with the other Group Members and, therefore, may be deemed to beneficially own the 9,632,299 shares of Common Stock beneficially owned by all of the Group Members in the aggregate, as described in the first paragraph of this Item 5.

Mr. Cole may be deemed to have the sole power to vote or direct the vote of and to dispose of or to direct the disposition of 7,883,594 shares of Common Stock, including (i) 6,424,792 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the conversion of 6,424,792 shares of Class B Common Stock, (ii) 353,653 shares of Common Stock held by Mr. Cole, (iii) 1,071,426 shares of Common Stock which Mr. Cole has the right to acquire within 60 days upon the exercise of options granted to him under the Company’s stock incentive plans and (iv) 33,723 restricted shares of Common Stock granted to him under the Company’s stock incentive plans.

Mr. Cole may be deemed to have the current shared power to vote or direct the vote of 320,500 shares of Common Stock as a result of his beneficial ownership of (i) 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be converted into shares of Common Stock and (ii) 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Mr. Cole has certain voting rights with respect thereto under the terms of the Voting Agreement. Mr. Cole may be deemed to have the current shared power to dispose of or direct the disposition of 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be converted into shares of Common Stock.

KMC Partners L.P. may be deemed to beneficially own an aggregate of 187,500 shares of Common Stock as a result of its beneficial ownership of 187,500 shares of Class B Common Stock held by KMC Partners L.P. This aggregate amount represents approximately 0.9% of the shares of Common Stock currently outstanding, as calculated in accordance with Rule 13d-3. KMC Partners L.P. is reporting on this Schedule 13D as a member of a “group” with the other Group Members and, therefore, may be deemed to beneficially own the 9,632,299 shares of Common Stock beneficially owned by all of the Group Members in the aggregate, as described in the first paragraph of this Item 5. KMC Partners L.P. does not have the sole power to vote or to direct the vote of and to dispose of or to direct the disposition of any shares of Common Stock. KMC Partners, L.P. may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 187,500 shares of Common Stock as a result of its beneficial ownership of 187,500 shares of Class B Common Stock held by KMC Partners L.P.

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KMC Partners LLC may be deemed to beneficially own an aggregate of 187,500 shares of Common Stock as a result of its beneficial ownership of 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be converted into shares of Common Stock. This aggregate amount represents approximately 0.9% of the shares of Common Stock currently outstanding, as calculated in accordance with Rule 13d-3. KMC Partners LLC is reporting on this Schedule 13D as a member of a “group” with the other Group Members and, therefore, may be deemed to beneficially own the 9,632,299 shares of Common Stock beneficially owned by all of the Group Members in the aggregate, as described in the first paragraph of this Item 5. KMC Partners LLC does not have the sole power to vote or to direct the vote of and to dispose of or to direct the disposition of any shares of Common Stock. KMC Partners LLC may be deemed to have the current shared power to vote or direct the vote of and to dispose of or direct the disposition of 187,500 shares of Common Stock as a result of its beneficial ownership of 187,500 shares of Class B Common Stock held by KMC Partners L.P., of which KMC Partners LLC is the general partner, of which Mr. Cole is the managing member, which can be converted into shares of Common Stock.

Ms. Transport may be deemed to beneficially own an aggregate of 1,561,205 shares of Common Stock as a result of her beneficial ownership of (i) 132,021 shares of Class B Common Stock held in KDC 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (ii) 204,852 shares of Class B Common Stock held in KDC July 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iii) 470,666 shares of Class B Common Stock held in KDC 2009 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iv) 470,666 shares of Class B Common Stock held in KDC 2009 Family GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (v) 150,000 shares of Common Stock held by KDC 1994 Charitable Trust, of which Ms. Transport is Trustee and (vi) 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Ms. Transport is Special Fund Trustee. This aggregate amount represents approximately 7.9% of the shares of Common Stock currently outstanding, as calculated in accordance with Rule 13d-3. Ms. Transport is reporting on this Schedule 13D as a member of a “group” with the other Group Members and, therefore, may be deemed to beneficially own the 9,632,299 shares of Common Stock beneficially owned by all of the Group Members in the aggregate, as described in the first paragraph of this Item 5.

Ms. Transport may be deemed to have the sole power to vote or direct the vote of 1,428,205 shares of Common Stock, including (i) 132,021 shares of Class B Common Stock held in KDC 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (ii) 204,852 shares of Class B Common Stock held in KDC July 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iii) 470,666 shares of Class B Common Stock held in KDC 2009 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iv) 470,666 shares of Class B Common Stock held in KDC 2009 Family GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock and (v) 150,000 shares of Common Stock held by KDC 1994 Charitable Trust, of which Ms. Transport is Trustee. Ms. Transport may be deemed to have the current shared power to vote or direct the vote of 133,000 shares of Common Stock as a result of her beneficial ownership of 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Ms. Transport is Special Fund Trustee.

Ms. Transport may be deemed to have the sole power to dispose of or to direct the disposition of 1,561,205 shares of Common Stock, including (i) 132,021 shares of Class B Common Stock held in KDC 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (ii) 204,852 shares of Class B Common Stock held in KDC July 2010 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iii) 470,666 shares of Class B Common Stock held in KDC 2009 GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (iv) 470,666 shares of Class B Common Stock held in KDC 2009 Family GRAT, of which Ms. Transport is Trustee, which can be converted into shares of Common Stock, (v) 150,000 shares of Common Stock held by KDC 1994 Charitable Trust, of which Ms. Transport is Trustee and (vi) 133,000 shares of Common Stock held by the Kenneth Cole Foundation, of which Ms. Transport is Special Fund Trustee.

Calculations in this Item 5 are based upon 10,464,627 shares of Common Stock outstanding as of June 5, 2012 and 460,235 restricted shares of Common Stock outstanding as of May 30, 2012.

(c) Since the most recent Amendment to the Schedule 13D filed on February 24, 2012, the following transactions in the Company’s securities have been effected by Group Members:

On March 27, 2012, pursuant to a contract entered into on March 9, 2012, KDC 2010 GRAT sold 855,000 shares of Class B Common Stock to Mr. Cole for $15.17625 per share, which represents the fair market value of the shares on March 9, 2012, minus a 5% discount.

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On March 27, 2012, pursuant to a contract entered into on March 9, 2012, KDC July 2010 GRAT sold 570,000 shares of Class B Common Stock to Mr. Cole for $15.336 per share, which represents the fair market value of the shares on March 9, 2012, minus a 4% discount.

On March 27, 2012, pursuant to a contract entered into on March 9, 2012, KDC 2009 GRAT sold 175,000 shares of Class B Common Stock to Mr. Cole for $15.6555 per share, which represents the fair market value of the shares on March 9, 2012, minus a 2% discount.

On March 27, 2012, KDC 2009 GRAT transferred 108,854 shares of Class B Common Stock to Mr. Cole to fulfill the annual annuity payment due to him.

On March 27, 2012, pursuant to a contract entered into on March 9, 2012, KDC 2009 Family GRAT sold 175,000 shares of Class B Common Stock to Mr. Cole for $15.6555 per share, which represents the fair market value of the shares on March 9, 2012, minus a 2% discount.

On March 27, 2012, KDC 2009 Family GRAT transferred 108,854 shares of Class B Common Stock to Mr. Cole to fulfill the annual annuity payment due to him.

On April 26, 2012, Ms. Transport became Trustee, and Mr. Cole ceased to serve as Trustee, of KDC 2010 GRAT.

On June 5, 2012, Mr. Cole resigned as Trustee, and Ms. Transport was appointed as Trustee, of each of KDC July 2010 GRAT, KDC 2009 GRAT, KDC 2009 Family GRAT and KDC 1994 Charitable Trust.

(d) Not applicable.

(e) Not applicable.”

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

The disclosure in Item 6 is hereby amended by inserting the following after the final paragraph thereof:

“See the discussion in Item 4 regarding the Merger Agreement, the Rollover Agreement, the Exchange Agreement, the Voting Agreement and the Limited Guarantee.”

Item 7. Material to be Filed as Exhibits.

Item 7 is hereby amended by adding the following at the end thereof:

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: June 6, 2012

Exhibit 7

June 6, 2012

KCP Holdco, Inc.

603 West 50^th Street

New York, New York 10019

$165,000,000 Senior Secured Credit Facility

Commitment Letter

Ladies and Gentlemen:

You have advised each of Wells Fargo Bank, National Association (“Wells Fargo”) and Wells Fargo Capital Finance, LLC (“WFCF”) that KCP Holdco, Inc. (“Parent”), an entity formed and controlled by Kenneth D. Cole, individually, intends to, directly or indirectly, acquire (the “Acquisition”) (a) immediately prior to the effective time of the merger (the “Merger Effective Time”) of KCP Mergerco, Inc., a New York corporation (“Merger Sub”), with and into Kenneth Cole Productions, Inc., a New York corporation (the “Target”), with the Target being the survivor after the merger, a portion of the capital stock (the “Rollover Equity”) of the Target, pursuant to the Rollover Agreement (as defined in the Agreement and Plan of Merger, dated as of June 6, 2012, by and among Parent, Merger Sub and the Target (together with all exhibits, disclosure letters and schedules thereto, the “Merger Agreement”)), such Rollover Equity to be contributed to Parent, and (b) at the Merger Effective Time, all of the outstanding capital stock of the Target that is not then owned by Parent or it subsidiaries. Parent has also informed the Credit Parties (as defined below) that the total funds needed to (a) finance the Acquisition, (b) refinance certain existing indebtedness of the Target (which shall be accomplished pursuant to an amendment and restatement of the existing credit facility of the Target), (c) pay fees, commissions and expenses incurred in connection with the Transactions (as defined below) and (d) finance ongoing working capital requirements and other general corporate purposes, shall consist of the following: (i) a proposed senior secured credit facility in an aggregate principal amount of $165,000,000, consisting of a senior secured revolving credit facility in an aggregate principal amount of $110,000,000 (the “Senior Revolving Facility”) and a senior secured term loan facility in an aggregate principal amount of $55,000,000 (the “Term Loan Facility”; together with the Revolving Facility, the “Senior Credit Facility”) and (ii) a cash equity contribution, directly or indirectly to Parent. For the avoidance of doubt, the Target and its subsidiaries shall not have any liability under or obligations with respect to the Senior Credit Facilities until the Merger Effective Time has occurred.

The Acquisition and the transactions described above, together with the payment of fees and expenses in connection therewith, are hereinafter referred to collectively as the “Transactions”. Unless otherwise indicated, references to Parent and its subsidiaries shall be deemed to include, after the Closing Date, the Target and its subsidiaries after giving effect to the Acquisition. The undersigned Credit Parties (as defined below) are hereby pleased to deliver this commitment letter to you (together with exhibits and annexes attached hereto, this “Commitment Letter”).

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Notwithstanding anything to the contrary in this Commitment Letter, the Fee Letter, the Loan Documentation (as defined in the Term Sheet) or any other letter agreement or any other written agreement concerning the financing of the Acquisition contemplated hereby to the contrary, (a) the only representations, the accuracy of which shall be a condition to the initial funding under the Senior Credit Facility on the Closing Date shall be (i) such of the representations made by the Target and its subsidiaries in the Merger Agreement as are material to the interests of the Credit Parties, but only to the extent that Parent has the right to terminate (or not perform) its obligations under the Merger Agreement as a result of a breach of such representations in the Merger Agreement (the “Merger Agreement Representations”) and (ii) the Specified Representations (as defined below) and (b) the terms of the Loan Documentation shall be in a form such that they do not impair the making available of initial funding under the Senior Credit Facility on the Closing Date if the conditions set forth in this Section 5 and in Exhibit A hereto (under the heading: Conditions Precedent to Closing) are satisfied (it being understood that, (A) to the extent any collateral (including the creation or perfection of any security interest therein) is not or cannot be provided on the Closing Date (other than (I) the pledge and perfection of collateral with respect to which a security interest or lien may be perfected upon closing solely by the filing of financing statements under the Uniform Commercial Code or by filing of a notice with the United States Patent and Trademark Office or the United States Copyright Office, (II) the pledge and perfection of security interests in the capital stock of the Target and its wholly-owned domestic subsidiaries (after giving effect to the Acquisition) with respect to which a security interest or lien may be perfected upon closing by the delivery of a stock certificate, and (III) the pledge of security and mortgage interests in the Target’s real property interest in its headquarters known and maintained as 603 West 50^th Street, New York, New York (“Headquarters”) (together with a final title insurance policy, including gap coverage, in favor of the Agent and Term Loan Agent, in each case, which shall be in form and substance reasonably acceptable to the Agent and Term Loan Agent), the assets described in clauses (I) through (III) being referred to as “Closing Day Collateral”) after the use of reasonable best efforts by Parent and the Target to do so, then the creation and/or perfection of any such lien or security interest shall not constitute a condition precedent to the initial funding under the Senior Credit Facility on the Closing Date, but may instead be provided within 90 days after the Closing Date (or such longer periods as Agent may agree) pursuant to arrangements to be mutually agreed), and (B) the Loan Documentation for the Senior Credit Facility shall be based on the Existing Credit Agreement (as defined in the Term Sheet) subject to modifications necessary to address the terms and conditions set forth in the Term Sheet, including the addition of the Term Loan Facility and the inclusion of the Intellectual Property and the Headquarters

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(as such terms are defined in the Term Sheet) as collateral to be included in either the Revolver Borrowing Base or Term Loan Borrowing Base, as applicable, and in any event giving due regard to the operational requirements of Parent, the Target and its subsidiaries in light of their industry, size, business and business practices and the Projections. “Specified Representations” means representations of the Loan Parties in the Loan Documentation relating to existence, organizational power and authority to enter into the Loan Documentation; due execution, delivery and enforceability of such Loan Documentation; solvency of Parent and its subsidiaries on a consolidated basis on the Closing Date after giving effect to the Acquisition; Federal Reserve margin regulations; the Investment Company Act; OFAC and U.S.A. PATRIOT Act; compliance with anti-terrorism, anti-bribery and anti-money-laundering laws and regulations; no conflicts between the Loan Documentation for the Senior Credit Facility and the organization documents of the Loan Parties or material applicable law, and the creation, validity, perfection and priority of the security interests (subject to certain customary permitted liens) of Agent granted in Closing Day Collateral (subject in all respects to the foregoing provisions of this paragraph).

The Credit Parties agree that all non-public information provided to the Credit Parties by or on behalf of Parent hereunder or in connection with the Transactions shall be treated by the Credit Parties in a confidential manner, and shall not be disclosed by the Credit Parties to persons who are not parties to this Commitment Letter, except: (i) to their respective officers, directors, employees, attorneys, advisors, accountants, auditors, and consultants to the Credit Parties on a “need to know” basis in connection with Transactions contemplated hereby and on a confidential basis, (ii) to subsidiaries and affiliates of the Credit Parties, provided that any such subsidiary or affiliate shall have agreed to receive such information hereunder subject to the terms of this paragraph, (iii) upon the request or demand of any regulatory authorities with jurisdiction over the Credit Parties and their affiliates or otherwise in accordance with the regulatory compliance practices of the Credit Parties and their affiliates, to such regulatory authorities, (iv) as may be required by statute, decision, or judicial or administrative order, rule, or regulation, provided that prior to any disclosure under this clause (iv), the disclosing party agrees to provide Parent with prior notice thereof, to the extent that it is practicable to do so and to the extent that the disclosing party is permitted to provide such prior notice to Parent pursuant to the terms of the applicable statute, decision, or judicial or administrative order, rule, or regulation, (v) as may be agreed to by Parent or Target, (vi) as requested or required by any governmental authority pursuant to any subpoena or other legal process, provided that prior to any disclosure under this clause (vi) the disclosing party agrees to provide Parent with prior notice thereof, to the extent that it is practicable to do so and to the extent that the disclosing

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party is permitted to provide such prior notice to Parent pursuant to the terms of the subpoena or other legal process or law, (vii) as to any such information that is or becomes generally available to the public (other than as a result of prohibited disclosure by any Credit Party), (viii) in connection with any proposed assignment or participation of a Commitment Party’s interest in the Senior Credit Facility, provided that any such proposed assignee or participant shall have agreed to receive such information subject to the terms of this paragraph, (ix) to the extent that such information was already in such Credit Party’s possession or is independently developed by such Credit Party, (x) to ratings agencies in connection with obtaining ratings for the Senior Credit Facility, (xi) to the extent that such information was received by such Credit Party from a third party that is not to its knowledge subject to confidentiality obligations owing to Parent or any of its subsidiaries and (xii) for purposes of establishing a “due diligence” defense, in connection with the enforcement of this Commitment Letter and the Fee Letter or otherwise in connection with any litigation or other adverse proceeding involving parties to this Commitment Letter or their affiliates. Notwithstanding anything to the contrary contained herein or in any other agreement, any information received by any Credit Party concerning the Target in its capacity as a lender to Target under the Existing Credit Facility shall not be subject to the foregoing, but shall be governed by the confidentiality provisions of the existing loan documents with respect to such Existing Credit Facility.

Notwithstanding anything to the contrary in this Commitment Letter or in any other agreement, (i) Parent agrees that the Projections and all other information provided by or on behalf of Parent or any of its representatives to the Credit Parties regarding Parent and its affiliates (including the Target and its subsidiaries) and the Transactions may be disseminated by or on behalf of the Credit Parties to prospective lenders and other persons who have agreed to be bound by customary confidentiality undertakings (including, “click-through” agreements), all in accordance with the Credit Parties’ standard loan syndication practices (whether transmitted electronically by means of a website, e-mail or otherwise, or made available orally or in writing, including at potential lender or other meetings) and (ii) Parent agrees that the Credit Parties may share with their respective affiliates on a confidential basis any information relating to the Senior Credit Facility or Parent or its affiliates (including the Target and its subsidiaries) and, after the Closing Date, may disclose information relating to the Senior Credit Facility to Gold Sheets and other publications or for its marketing materials, with such information to consist of deal terms and other information customarily found in such publications or marketing materials and that, after the Closing Date, the Credit Parties may otherwise use the corporate name and logo of Parent or the Target in “tombstones” or other advertisements, marketing materials or public statements.

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Parent further acknowledges and agrees that (a) no fiduciary, advisory or agency relationship between Parent and the Target, on the one hand, and the Credit Parties, on the other hand, is intended to be or has been created in respect of any of the transactions contemplated by this Commitment Letter, irrespective of whether the Credit Parties or one or more of their respective affiliates has advised or is advising Parent on other matters, (b) the Credit Parties, on the one hand, and Parent and the Target, on the other hand, have an arms-length business relationship that does not directly or indirectly give rise to, nor does Parent or any of its affiliates rely on, any fiduciary duty on the part of the Credit Parties in respect of any of the transactions contemplated by this Commitment Letter, (c) Parent and Target are capable of evaluating and understanding, and each understands and accepts, the terms, risks and conditions of the transactions contemplated by this Commitment Letter, (d) Parent has been advised that the Credit Parties or one or more of their respective affiliates is engaged in a broad range of transactions that may involve interests that differ from its interests and that the Credit Parties do not have any obligation to disclose such interests and transactions to it by virtue of any fiduciary, advisory or agency relationship in respect of any of the transactions contemplated by this Commitment Letter, and (e) Parent waives, to the fullest extent permitted by law, any claims it may have against the Credit Parties for breach of fiduciary duty or alleged breach of fiduciary duty and agrees that the Credit Parties shall not have any liability (whether direct or indirect) to Parent or Target in respect of such a fiduciary duty claim or to any person asserting a fiduciary duty claim on behalf of or in right of Parent, including its stockholders, employees or creditors, in each case in connection with the transactions contemplated by this Commitment Letter.

Parent further acknowledges that one or more of the Credit Parties’ respective affiliates are full service securities firm engaged in securities trading and brokerage activities as well as providing investment banking and other financial services. In the ordinary course of business, the Credit Parties or one or more of their respective affiliates may provide investment banking and other financial services to, and/or acquire, hold or sell, for their respective own accounts and the accounts of customers, equity, debt and other securities and financial instruments (including bank loans and other obligations) of, Parent and other companies with which Parent may have commercial or other relationships. With respect to any debt or other securities and/or financial instruments so held by the Credit Parties or one or more of their respective affiliates or any of their respective customers, all rights in respect of such securities and financial instruments, including any voting rights, will be exercised by the holder of the rights, in its sole discretion.

Nothing contained herein shall limit or preclude the Credit Parties or any of their respective affiliates from carrying on any business with, providing banking or other financial services to, or from participating in any capacity, including as an equity investor, in any party whatsoever, including, without limitation, any competitor, supplier or customer of Parent or its subsidiaries or any of their affiliates, or any other party that may have interests different than or adverse to such parties. Parent acknowledges that the Credit Parties and their respective affiliates (the term Credit Parties as used in this paragraph being understood to include such affiliates) may be providing debt financing, equity capital or other services (including financial advisory services) to other companies with which Parent or its subsidiaries or affiliates may have interests that conflict, that the Credit Parties may act, without violating its contractual obligations to Parent, as it deems appropriate with respect to such other companies (provided, that, the Credit Parties will not provide any material non-public confidential information as to Parent received from Parent to any competitor, supplier or customer of Parent or its subsidiaries), and that the Credit Parties have no obligation in connection with the Senior Credit Facility to use, or to furnish to Parent or its subsidiaries or affiliates (including the Target), confidential information obtained from other companies or entities.

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Manhattan. Parent agrees, on behalf of itself and its affiliates, that the foregoing provisions of this paragraph shall also apply to Parent’s affiliates to the same extent as to Parent, and the Credit Parties’ obligations hereunder are being made in reliance on the foregoing.

Each of the parties hereto agree that this Commitment Letter is a binding and enforceable commitment with respect to the subject matter herein.

If Parent accepts and agrees to the foregoing, please so indicate by executing and arranging for Parent to execute the enclosed copy of this letter and return it to the Arranger.

We look forward to continuing to work with you to complete this transaction.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

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[Signature Page to Commitment Letter]

[Signature Page to Commitment Letter]

[Signature Page to Commitment Letter]

The provisions of this Commitment Letter are agreed to and accepted on the date first above written.

[Signature Page to Commitment Letter]

ANNEX A

to

COMMITMENT LETTER

Indemnification Provisions

Each term used, but not defined in this Annex A, shall have the meaning assigned to such term in the Commitment Letter, dated of even date herewith, from the Credit Parties to Parent (the “Indemnifying Party”), to which this Annex A is attached.

To the fullest extent permitted by applicable law, the Indemnifying Party agrees that it will indemnify, defend, and hold harmless (to the fullest extent permitted by law) each Indemnified Party from and against (i) any and all losses, claims, damages, obligations, penalties, judgments, awards, liabilities, disbursement, and reasonable and documented out-of-pocket costs and expenses actually incurred in connection therewith, (ii) any and all actions, suits, proceedings and investigations in respect thereof, and (iii) any and all reasonable and documented out-of-pocket legal fees or other reasonable and documented out-of-pocket costs, expenses or disbursements in giving testimony or furnishing documents in response to a subpoena or otherwise (including, without limitation, the reasonable and documented out-of-pocket costs, expenses and disbursements, as and when incurred, of investigating, preparing or defending any such action, proceeding or investigation (whether or not in connection with litigation in which any of the Indemnified Parties is a party) and including, without limitation, any and all losses, claims, damages, obligations, penalties, judgments, awards, and liabilities, reasonable and documented out-of-pocket costs, expenses and disbursements, resulting from any act or omission of any of the Indemnified Parties), directly or indirectly, caused by, relating to, based upon, arising out of or in connection with (a) the Transactions, (b) the Commitment Letter or the Senior Credit Facility, (c) any use or intended use of the Senior Credit Facility or (d) any untrue statement or alleged untrue statement of a material fact contained in, or omissions or alleged omissions in, information furnished by Indemnifying Party or Target, or any of their subsidiaries or affiliates, or any other person in connection with the Transactions or the Commitment Letter, regardless of whether any such Indemnified Party is a party thereto (and regardless of whether such matter is initiated by a third party or by the Indemnifying Party, Target or any of their respective affiliates or equity holders); provided, however, such indemnity agreement shall not, as to any Indemnified Party, apply to any portion of any such loss, claim, damage, obligation, penalty, judgment, award, liability, cost, expense or disbursement of an Indemnified Party to the extent a court of competent jurisdiction finally determines such loss, claim, damage, obligation, penalty, judgment, award, liability, cost, expense or disbursement of an Indemnified Party to have resulted from a material breach by such Indemnified Party of its obligations under this Commitment Letter, or the gross negligence or willful misconduct of such Indemnified Party.

These Indemnification Provisions shall be in addition to (but without duplication of) any liability which the Indemnifying Party may have to the Indemnified Parties.

If any action, suit, proceeding or investigation is commenced, as to which any of the Indemnified Parties proposes to demand indemnification, it shall notify the Indemnifying Party with reasonable promptness (and, in any event, within ten business days of the date the Indemnified Parties receive notice of the commencement of such action, suit, proceeding or investigation); provided, however, that any failure by any of the Indemnified Parties to so notify the Indemnifying Party shall not relieve the Indemnifying Party from its obligations hereunder. The Arranger, on behalf of the Indemnified Parties, shall have the right to retain counsel for all such Indemnified Parties of its choice to represent the Indemnified Parties, and the Indemnifying Party shall pay the reasonable and documented out-of-pocket fees, expenses, and disbursements of such counsel to the extent required under the second immediately preceding paragraph. The Indemnifying Party shall be liable for any settlement of any claim against any of the Indemnified Parties that is required to be indemnified by such Indemnifying Party pursuant to the terms hereof (an “Indemnified Claim”) made with its prior written consent, which consent shall not be unreasonably withheld or delayed. Without the prior written consent of the Arranger, the Indemnifying Party shall not settle or compromise any Indemnified Claim, permit a default or consent to the entry of any judgment in respect thereof, unless such settlement (i) includes an unconditional release of such Indemnified Party in form and substance reasonably satisfactory to such Indemnified Party

from all liability or claims that are the subject matter of such proceedings and (ii) does not include any statement as to or any admission of fault, culpability, wrongdoing or a failure to act by or on behalf of any Indemnified Party.

In order to provide for just and equitable contribution, if a claim for indemnification pursuant to these Indemnification Provisions is made but is found by a judgment of a court of competent jurisdiction (not subject to further appeal) that such indemnification may not be enforced in such case, even though the express provisions hereof provide for indemnification in such case, then the Indemnifying Party, on the one hand, and the Indemnified Parties, on the other hand, shall contribute to the losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements to which the Indemnified Parties may be subject in accordance with the relative benefits received by the Indemnifying Party, on the one hand, and the Indemnified Parties, on the other hand, and also the relative fault of the Indemnifying Party, on the one hand, and the Indemnified Parties collectively and in the aggregate, on the other hand, in connection with the statements, acts or omissions which resulted in such losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements and the relevant equitable considerations shall also be considered. No person found liable for a fraudulent misrepresentation that directly resulted in the relevant losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements shall be entitled to contribution from any other person who is not also found liable for such fraudulent misrepresentation.

No Indemnified Party shall be liable for any damages arising from the use by others of Information or other materials obtained through internet, Intralinks, SyndTrak or other similar transmission systems in connection with the Senior Credit Facility except to the extent a court of competent jurisdiction finally determines such damage resulted from the gross negligence or willful misconduct of such Indemnified Party. In addition, no Indemnified Party shall be responsible or liable for special, indirect, consequential, exemplary, incidental or punitive damages which may be alleged as a result of this Commitment Letter or the Fee Letter; provided that nothing contained in this sentence shall limit any Indemnifying Parties’ indemnity obligations to the extent such special, indirect, consequential or punitive damages are included in any third party claim with respect to which the applicable Indemnified Party is entitled to indemnification under this Annex A.

Notwithstanding any other provision herein, these Indemnification Provisions shall remain operative and continue in full force and effect until, and shall terminate upon, the time of the execution and delivery of the Loan Documentation.

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EXHIBIT A¹

KENNETH COLE PRODUCTIONS, INC.

SUMMARY OF TERMS AND CONDITIONS FOR UNDERWRITTEN

$110,000,000 SENIOR REVOLVING CREDIT FACILITY

AND A $55,000,000 TERM LOAN FACILITY

(to be structured as either an amended

and restated facility or a new facility, as the parties agree)

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8

9

10

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12

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ADDENDUM I

PRICING, FEES AND EXPENSES

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PRICING GRID

SENIOR REVOLVING FACILITY

Pricing to be set at Level II for the first 90 days after the Closing Date.

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Exhibit 8

June 6, 2012

To: KCP Holdco, Inc.

Re: Kenneth Cole Productions, Inc.

Ladies and Gentlemen:

This letter sets forth the commitment of Marlin Equities VII, LLC (the “Investor”) to purchase certain equity securities (as described herein) of KCP Holdco, Inc. (“Parent”), which has been formed for the purpose of acquiring Kenneth Cole Productions, Inc. (the “Company”) through the merger of KCP Mergerco, Inc. (“Merger Sub”) with and into the Company, pursuant to that certain Agreement and Plan of Merger dated as of June 6, 2012 (the “Merger Agreement”), by and among Parent, Merger Sub and the Company, all on the terms and subject to the conditions set forth in the Merger Agreement (the “Transaction”). Capitalized terms not otherwise defined herein have the meanings ascribed to such terms in the Merger Agreement.

1. Commitment. Subject to the terms and conditions herein, the Investor hereby commits to Parent to purchase, directly or indirectly through one or more intermediate entities, equity securities of Parent, on such terms as described in Exhibit A hereto (the “Term Sheet”) in all material respects, with an aggregate purchase price of $20,001,000 immediately prior to the Effective Time (the “Commitment”). The proceeds from the Investor’s purchases of equity securities pursuant to this commitment letter shall be used solely for funding the Transaction, including the payment of the aggregate Merger Consideration and the payment of fees and expenses in connection with the Transaction, and no other purpose. All payments hereunder will be made in U.S. dollars by wire transfer of immediately available funds. In no event shall the Investor be obligated to contribute to Parent more than the Commitment.

2. Closing Conditions. The Investor’s obligation to purchase equity securities of Parent pursuant to this commitment letter is conditioned only upon (i) the substantially concurrent funding of the Debt Financing set forth in the Debt Commitment Letter, (ii) the substantially concurrent funding of the Equity Financing set forth in the Equity Commitment Letter between Parent and Cole Family Holdco, LLC (including pursuant to a final order or judgment having been validly entered which awards specific performance of such funding pursuant to, and in accordance with, Section 8.08(b) of the Merger Agreement), (iii) the satisfaction or waiver by Parent (provided that Parent shall not waive any condition if such waiver would have an adverse impact on the Investor, without the Investor’s prior written consent) of the conditions set forth in Sections 6.01 and 6.02 of the Merger Agreement (other than any conditions that by their nature are to be satisfied at the Closing and which are capable of being satisfied were the Closing to occur) and (iii) either (x) the substantially concurrent consummation of the Merger in accordance with the terms and conditions of the Merger Agreement or (y) a final order or judgment having been validly entered which awards specific performance of the Commitment pursuant to, and in accordance with, Section 8.08(b) of the Merger Agreement.

3. Efforts. In the period between the date hereof and the Closing Date, Parent and the Investor shall (i) maintain in effect this commitment letter, (ii) use their respective reasonable best efforts to negotiate in good faith definitive agreement(s) with respect to the Equity Financing and related shareholder arrangements in all material respects in accordance with the terms and conditions set forth in Exhibit A hereto and otherwise reasonably satisfactory to Parent and the Investor so that such agreement(s) (the “Equity Agreement(s)”) are effective no later than immediately prior to the Closing, (iii) use their respective reasonable best efforts to satisfy prior to the Closing all conditions precedent applicable to Parent or Investor in such Equity Agreement(s) or this commitment letter that are within their respective control and that have not been waived by the other parties thereto in accordance with the terms thereof and (iv) subject to the satisfaction or waiver of the conditions set forth in Section 2,consummate the Equity Financing in accordance with the terms described in such Equity Agreement(s) and this commitment letter (or otherwise acceptable to Parent and Investor) at or prior to the Closing. Subject to the terms and conditions hereof and in the Equity Agreement(s), the Parent and Investor shall use their respective reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective as promptly as practicable, and no later than the Closing, the transactions contemplated by this commitment letter and the Equity Agreement(s), and shall reasonably cooperate with each other in connection with the foregoing.

4. Required Information. The Investor agrees to promptly provide to Parent (and no later than five (5) Business Days after Parent or the Company makes such written request) any information about the Investor (or its Affiliates and Associates) that Parent or the Company reasonably determines upon the advice of counsel is required to be included in (i) the Proxy Statement, (ii) solely with respect to requests made by Parent, the Schedule 13E-3 or (iii) any other any other filing or notification with any Governmental Entity in connection with the Merger and the transactions contemplated by the Merger Agreement, this commitment letter or the Equity Agreement(s). The Investor shall cooperate with Parent in connection with the preparation of the foregoing documents to the extent such documents relate to the Investor (or its Affiliates and Associates). The Investor hereby represents and warrants to Parent that, solely with respect to any information supplied by the Investor in writing pursuant to this Section 4, none of such information contained or incorporated by reference in the Proxy Statement will at the time of the mailing of the Proxy Statement to the stockholders of the Company, at the time of Company Stockholders Meeting, or at the time of any amendments thereof or supplements thereto, and none of such information supplied or to be supplied by the Investor for inclusion or incorporation by reference in the Schedule 13E-3 to be filed with the SEC concurrently with each filing of the Proxy Statement will, at the time of such filing with the SEC, or at the time of filing with the SEC any amendments thereof or supplements thereto, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If required under applicable Law or requested by applicable Governmental Entities following the time that all of the relevant facts and circumstances of the Investor’s involvement in the transaction are provided to such Governmental Entities and the Investor has had a reasonable amount of time (taking into consideration the status of the applicable Governmental Entity’s clearance of other related documents and filings relating to this transaction, such as the Proxy Statement) to present and explain its positions with the applicable Governmental Entities, the Investor agrees to join (and to cause its Affiliates and Associates to join) as a filing party to any Schedule 13E-3 filing discussed in the previous sentence.

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5. Access to Information. From and after the date hereof and, after the Closing (but in no event following the consummation of a “Qualified IPO” as described in Exhibit A) (the “Access Period”), Parent shall afford to the Investor reasonable access during normal business hours and upon reasonable advance notice to Parent’s and Company’s books and records, except that prior to the Closing, access to the Company’s books and records shall be to the extent permitted under the Merger Agreement and the Confidentiality Agreement (and the Investor’s joinder thereto), and, during such Access Period, shall furnish reasonably promptly to the Investor any information (financial or otherwise) concerning Parent’s and Company’s business, except that prior to the Closing, access to the Company’s business shall be to the extent permitted under the Merger Agreement and the Confidentiality Agreement (and the Investor’s joinder thereto), in each case as the Investor may reasonably request. Notwithstanding the foregoing, Parent shall not be required by this Section 5 to provide the Investor with any information that Parent reasonably believes may not be provided to the Investor by reason of applicable Law which constitutes information protected by attorney/client privilege, or which Parent is required to keep confidential by reason of contract, agreement or understanding with third parties. The Investor, in the exercise of its rights described in this Section 5, shall not unduly interfere with the operation of the business of Parent or the Company.

6. Notice of Closing. Parent shall use commercially reasonable efforts to provide the Investor with not less than five (5) Business Days’ prior written notice of the Closing Date under the Merger Agreement. Any notices or correspondence received by Parent under, in connection with, or related to the Merger Agreement shall be promptly provided to the Investor in accordance with Section 12(c).

7. Enforcement.

(a) Except as set forth in Section 7(b), this commitment letter may be enforced solely by Parent and the Investor. Except as set forth in Section 7(b), no Person (including without limitation the Company, any shareholder, or any direct or indirect creditor of the Company, Parent, Merger Sub or any direct or indirect parent company of Merger Sub) shall: (a) be a beneficiary hereof; or (b) have any right whatsoever hereunder (whether at law or in equity, whether in contract, tort, statute, regulation or otherwise), including (without limitation) to, or to cause Parent or the Company to, enforce the Commitment or this commitment letter. This Commitment or this commitment letter is not intended to create a fiduciary relationship between the parties hereto. The Company acknowledges and accepts the provisions of this Section 7.

(b) Notwithstanding anything to the contrary in this letter (or any of the Exhibits hereto) or the Merger Agreement, each of the Investor, Parent and the Company acknowledges and agrees that the Company is hereby made a third party beneficiary of this letter solely for the purposes of enforcing Parent’s specific performance rights hereunder to enforce the Investor’s compliance with its obligations under Sections 1 and 4 in accordance with the terms hereof with respect to the Investor’s obligation to fund its Commitment, and Guarantor’s

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obligations under Section 7(c), in each case solely to the extent expressly provided and permitted by the terms and conditions of Section 8.08(b) of the Merger Agreement and the terms and conditions hereof, including each of the conditions in Section 2.

(c) Limited Guarantee. (i) To induce the Company to enter into the Merger Agreement, Martin E. Franklin (the “Guarantor”), intending to be legally bound, hereby absolutely, unconditionally and irrevocably guarantees to the Company, due and punctual payment and performance of Investor’s obligations under Section 4 hereof and the Investor’s obligation to fund the Commitment under Section 1 hereof pursuant to, and in accordance with, Section 7(b) above and Section 8.08(b) of the Merger Agreement (collectively, the “Guaranteed Obligation”). This limited guarantee is made by Mr. Franklin solely for the benefit of the Company. The Company may not assign any of its rights or interests under this Section 7(c) to any other Person. This limited guarantee shall terminate and the Guarantor shall have no further obligations under this Section 7(c) as of the earlier to occur of (i) the performance and payment of the Guaranteed Obligation, including funding of the Commitment by the Investor and (ii) the expiration of this commitment letter in accordance with Section 9 hereof. Notwithstanding the foregoing, or anything express or implied in this Section 7(c) or otherwise (i) in the event that the Company, or any person authorized by the Company to claim by, through or for the benefit of the Company, asserts that the Guarantor is liable in respect of this commitment letter in excess of or to a greater extent than the Guaranteed Obligation then the obligations of the Guarantor under or in connection with this Section 7(c) shall terminate ab initio and be null and void; and (ii) except with respect to the Guaranteed Obligation, the Guarantor shall not have any liability whatsoever (whether at law or in equity, whether sounding in contract, tort, statute or otherwise) to the Company, Parent or any other person in any way under or in connection with this Section 7(c) or this commitment letter.

(ii) Nature of Limited Guarantee. The Company shall not be obligated to file any claim relating to the Guaranteed Obligation in the event that Investor becomes subject to a bankruptcy, reorganization or similar proceeding, and the failure of the Company to so file shall not affect the Guarantor’s obligations hereunder. In the event that any payment in respect of the Guaranteed Obligation is rescinded or must otherwise be returned for any reason whatsoever, the Guarantor shall remain liable hereunder with respect to the Guaranteed Obligation as if such payment had not been made. This limited guarantee is an unconditional guarantee of payment and not of collectibility. The Guarantor agrees that the obligations of the Guarantor hereunder shall not be released or discharged, in whole or in part, or otherwise affected by (a) the failure of the Company to assert any claim or demand or to enforce any right or remedy against Investor; (b) any change in the time, place or manner of payment of the Guaranteed Obligation; (c) the addition, substitution or release of any Person primarily or secondarily liable for the Guaranteed Obligation; (d) any change in the existence, structure or ownership of Investor or any other Person liable with respect to the Guaranteed Obligation; (e) any insolvency, bankruptcy, reorganization or other similar proceeding affecting Investor or any other Person liable with respect to the Guaranteed Obligation; (f) the existence of any claim, set-off or other right which the Guarantor may have at any time against Investor or the Company or any of its Affiliates, whether in connection with the Guaranteed Obligation or otherwise; (g) the adequacy of any other means the Company may have of obtaining payment of the Guaranteed Obligation; or (h) any other act or omission which might in any manner or to any extent vary the risk of the

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Guarantor or otherwise operate as a release or discharge of the Guarantor. To the fullest extent permitted by law, the Guarantor hereby expressly waives any and all rights or defenses arising by reason of any law which would otherwise require any election of remedies by the Company. The Guarantor waives promptness, diligence, notice of the acceptance of this limited guarantee and of the Guaranteed Obligation, presentment, demand for payment, notice of non-performance, default, dishonor and protest, notice of the incurrence of the Guaranteed Obligation and all other notices of any kind, all defenses which may be available by virtue of any valuation, stay, moratorium law or other similar law now or hereafter in effect, any right to require the marshalling of assets of Investor or any other Person primarily or secondarily liable with respect to the Guaranteed Obligation, and all suretyship defenses generally (other than defenses to the payment of the Guaranteed Obligation that are available to Investor under this commitment letter). The Guarantor acknowledges that it will receive substantial direct and indirect benefits from the transactions contemplated by the Merger Agreement and that the waivers set forth in this Limited Guarantee are knowingly made in contemplation of such benefits. The Guarantor hereby unconditionally and irrevocably agrees not to exercise any rights that it may now have or hereafter acquire against Investor or any other Person liable with respect to the Guaranteed Obligation that arise from the existence, payment, performance, or enforcement of the Guarantor’s obligations under or in respect of this limited guarantee or any other agreement in connection therewith, including, without limitation, any right of subrogation, reimbursement, exoneration, contribution or indemnification and any right to participate in any claim or remedy of the Company against Investor or such other Person, whether or not such claim, remedy or right arises in equity or under contract, statute or common law, including, without limitation, the right to take or receive from Investor or such other Person, directly or indirectly, in cash or other property or by set-off or in any other manner, payment or security on account of such claim, remedy or right, unless and until the Guaranteed Obligation shall have been satisfied in full. If any amount shall be paid to the Guarantor in violation of the immediately preceding sentence at any time prior to the payment in full in cash of the Guaranteed Obligation, such amount shall be received and held in trust for the benefit of the Company, shall be segregated from other property and funds of the Guarantor and shall forthwith be paid or delivered to the Company in the same form as so received (with any necessary endorsement or assignment) to be credited and applied to the Guaranteed Obligation, in accordance with the terms of this commitment letter, or to be held as collateral for the Guaranteed Obligation thereafter arising. No failure on the part of the Company to exercise, and no delay in exercising, any right, remedy or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise by the Company of any right, remedy or power hereunder or otherwise preclude any other or future exercise of any right, remedy or power hereunder. Each and every right, remedy and power hereby granted to the Company or allowed it by law or other agreement shall be cumulative and not exclusive of any other, and may be exercised by the Company at any time or from time to time.

(iii) Representations and Warranties. The Guarantor hereby represents and warrants that: (A) the Guarantor has the legal capacity to execute, deliver and perform this limited guarantee, the execution, delivery and performance of this limited guarantee by the Guarantor does not contravene any agreement or other document to which the Guarantor is a party or any law, regulation, rule, decree, order, judgment or contractual restriction binding on the Guarantor or the Guarantor’s assets and the execution, delivery and performance by the Guarantor hereof do not require any consent from any spouse of the Guarantor or any other person, (B) all

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consents, approvals, authorizations, permits of, filings with and notifications to, any governmental authority necessary for the due execution, delivery and performance of this limited guarantee by the Guarantor have been obtained or made and all conditions thereof have been duly complied with, and no other action by, and no notice to or filing with, any governmental authority or regulatory body is required in connection with the execution, delivery or performance of this limited guarantee; and (C) this limited guarantee constitutes a legal, valid and binding obligation of the Guarantor enforceable against the Guarantor in accordance with its terms, subject to (x) the effects of bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other similar laws affecting creditors’ rights generally, and (y) general equitable principles (whether considered in a proceeding in equity or at law).

8. Recourse. Notwithstanding anything that may be expressed or implied in, under and/or by this commitment letter, Parent by its acceptance hereof, covenants, acknowledges and agrees that (a) no Person other than the Investor shall have any obligation hereunder or in connection herewith (whether at law or in equity, whether in contract, tort, statute, regulation or otherwise), (b) no recourse hereunder or in connection herewith under any documents or instruments delivered in connection herewith may be sought or had against any Non-Recourse Party, whether by or through attempted piercing of the corporate, limited liability company or limited partnership veil, by or through a claim on behalf of the Company, Parent, Merger Sub or any other Person against any Non-Recourse Party, other than as expressly set forth herein, whether by the enforcement of any judgment or assessment or by any legal or equitable proceeding or by virtue of any statute, regulation or other law or otherwise, and (c) no liability whatsoever will attach to, be imposed on or otherwise be suffered or incurred by any Non-Recourse Party, in each case other than with respect to the Guarantor’s limited guarantee of the Guaranteed Obligation in accordance with and subject to the terms of Section 7(c) of this commitment letter. As used herein, the term “Non-Recourse Parties” shall mean, individually or collectively, any direct or indirect former, current or future equity holders, controlling persons, directors, officers, employees, agents, advisors, general or limited partners, managers, management companies, members, stockholders, lenders, Affiliates or assignees of the Investor, and any and all direct or indirect former, current or future equity holders, controlling persons, directors, officers, employees, agents, advisors, general or limited partners, managers, management companies, members, stockholders, lenders, Affiliates or assignees of any of the foregoing, and any and all former, current or future heirs, executors, administrators, trustees, successors or assigns of any of the foregoing; provided, however, in no event shall Non-Recourse Parties, with respect to the Investor, be interpreted to include the Investor.

9. Expiration. The obligations of the Investor under or in connection with this commitment letter shall expire automatically and immediately upon the earliest to occur of (a) the Closing (at which time all such obligations shall be discharged); (b) the valid termination of the Merger Agreement pursuant to its terms; provided, however, that for the avoidance of doubt, any purported termination of the Merger Agreement that is not a valid termination shall not give rise to a termination of this commitment letter pursuant to this clause (b); and (c) the assertion by the Company or any of its Subsidiaries, or by any Person authorized by the Company or any of its Subsidiaries to claim by, through or for the benefit of the Company or any of its Subsidiaries, of any claim against any Non-Recourse Party under or in connection with this commitment letter, or the transactions contemplated hereby, other than any claim against the Guarantor in accordance with and subject to Section 7(c) hereof; provided that any rights of the Investor that survive termination shall continue in full force and effect for purposes of clarity.

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10. No Assignment; Amendment.

(a) Neither this commitment letter nor any of Parent’s or the Investor’s rights or obligations hereunder shall be assigned or otherwise transferred by Parent or the Investor without the prior written consent of Parent and the Investor, and any purported assignment or transfer without such consent shall be null and void; provided that, without the prior written consent of Parent, the Investor may assign or transfer a portion of its Commitment to one or more of its Affiliates (a “Permitted Assignee”), provided that no such assignment or transfer shall reduce the Commitment or relieve the Investor of its obligations under this commitment letter, and provided further that any Permitted Assignee shall, as a condition to any such assignment or transfer, execute a joinder agreement, in form and substance reasonably satisfactory to Parent, whereby the Permitted Assignee agrees to be bound by the provisions of this Agreement and the Equity Agreement(s) applicable to the Investor with respect to the portion of the Commitment assigned or transferred to it. This commitment letter may not be amended or otherwise modified except in a writing duly executed by the Investor, Parent and the Company. No failure or delay by any party in exercising any rights under this commitment letter shall operate as a waiver hereof.

(b) The Company may not assign or transfer this commitment letter or any of its rights or obligations hereunder and any purported assignment or transfer without the prior written consent of the Investor shall be null and void.

11. Parties in Interest; Third Party Beneficiaries. Except as set forth in Section 7(b) above, this commitment letter shall inure to the benefit of and be binding solely upon Parent and the Investor. By execution and delivery of this commitment letter, each of the Company, Parent and the Investor, on behalf of itself, its Affiliates, and any Person claiming by, through or for its benefit, acknowledges and agrees that it consents to and is bound by the terms, conditions and limitations of this commitment letter. Except as set forth in Section 7(b) above, nothing in this commitment letter, express or implied, is intended to confer upon any Person other than Parent, the Investor, any rights or remedies under, or by reason of, this commitment letter or to confer upon any Person any rights or remedies against any Person other than the Investor under or by reason of this commitment letter, except that any Non-Recourse Party may rely on and enforce the provisions of Sections 7 and 8 hereof.

12. Governing Law; Jurisdiction; Venue; Waiver of Objections; Notice/Service of Process.

(a) Governing Law. This commitment letter shall be governed by and construed in accordance with the Laws of the State of New York, regardless of the Laws that might otherwise govern under applicable principles of conflicts of Laws thereof, except to the extent that mandatory provisions of federal Law apply.

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(b) Jurisdiction. Each party to this commitment letter, and the Company by its acknowledgement hereof, hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the courts of the State of New York and any appellate court thereof and the United States District Court for the Southern District of New York and any appellate court thereof in any action or proceeding arising out of or relating to this commitment letter or the agreements delivered in connection herewith or the transactions contemplated hereby or thereby or for recognition or enforcement of any judgment relating thereto, and each party, and the Company by its acknowledgement hereof, hereby irrevocably and unconditionally (i) agrees not to commence any such action except in such courts, (ii) agrees that any claim in respect of any such action or proceeding may be heard and determined in such courts, (iii) waives, to the fullest extent it may legally and effectively do so any objection which it may now or hereafter have to venue of any such action or proceeding in any such courts, and (iv) waives, to the fullest extent permitted by Law, the defense of any inconvenient forum to the maintenance of such action or proceeding in any such courts. Each party hereto, and the Company by its acknowledgement hereof, agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law. Each party, and the Company by its acknowledgement hereof, irrevocably consents to service of process in any such action or proceeding in the manner provided for notices in Section 12(c) below; provided, however, that nothing in this commitment letter shall affect the right of any party to serve process in any other manner permitted by Law.

(c) Notice/Service of Process. Each party, and the Company by its acknowledgement hereof, hereby (i) agrees that (x) all notices and other communications hereunder and (y) service of process in any action described in Section 12(b) hereof, in each case shall be in writing and shall be deemed to have been duly given if delivered personally or sent by telecopy, overnight courier service or by registered or certified mail (postage prepaid, return receipt requested), to the respective party at the following addresses or at such addresses as shall be specified by the party by like notice:

If to Parent or Merger Sub:

c/o Kenneth Cole Productions, Inc.

603 West 50^th Street

New York, NY 10019

Telecopier: 1-866-698-7042

Attention: Kenneth D. Cole

with a copy to (which shall not constitute notice):

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, New York 10019

Telecopier: (212) 728-9129

Attention: Adam M. Turteltaub

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If to the Company:

Kenneth Cole Productions, Inc.

603 West 50th Street

New York, NY 10019

Telecopier: (212) 315-8279

Attention: Michael Colosi

with a copy to (which shall not constitute notice):

Sidley Austin LLP

787 Seventh Avenue

New York, New York 10019

Telecopier: (212) 839-5599

Attention: Joseph W. Armbrust

If to the Investor:

Marlin Equities VII, LLC

555 Theodore Fremd Avenue

Rye, New York 10580

Telecopier: (914) 967-9405

Attention: Martin E. Franklin

with a copy to (which shall not constitute notice):

Kane Kessler, P.C.

1350 Avenue of the Americas, 26^th Floor

New York, New York 10019

Telecopier: (212) 245-3009

Attention: Robert L. Lawrence, Esq. and Mitchell D. Hollander, Esq.

(ii) agrees that service of process made in accordance with clause (i) will constitute good and valid service of process in any such action, and (iii) waives and agrees not to assert (by way of motion, as a defense, or otherwise) in any such action any claim that service of process made in accordance with clause (i) does not constitute good and valid service of process.

13. WAIVER OF JURY TRIAL. EACH PARTY, AND THE COMPANY BY ITS ACKNOWLEDGEMENT HEREOF, ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THIS COMMITMENT LETTER IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND THEREFORE IT HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS COMMITMENT LETTER AND ANY OF THE AGREEMENTS DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. EACH PARTY, AND THE COMPANY BY ITS ACKNOWLEDGEMENT HEREOF, CERTIFIES AND ACKNOWLEDGES THAT (I) NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD

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NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE SUCH WAIVER, (II) IT UNDERSTANDS AND HAS CONSIDERED THE IMPLICATIONS OF SUCH WAIVER, (III) IT MAKES SUCH WAIVER VOLUNTARILY, AND (IV) IT HAS BEEN INDUCED TO ENTER THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVER AND CERTIFICATIONS CONTAINED IN THIS SECTION 13.

14. Confidentiality. This commitment letter shall be treated as confidential and is being provided to Parent solely in connection with the Transaction. Subject to the immediately following sentence, this commitment letter may not be used, circulated, quoted or otherwise referred to in any document, except with the written consent of the Investor and Parent. The foregoing notwithstanding, this commitment letter shall be provided to the Company, and the Company and the Investor may disclose this commitment letter (i) to their respective Affiliates and representatives, and (ii) to the extent required by Law, including by disclosing this commitment letter and the terms hereof in the Proxy Statement and Schedule 13E-3.

15. Representations. The Investor hereby represents and warrants with respect to itself to Parent that (a) it has all limited liability company power and authority to execute, deliver and perform this commitment letter; (b) the execution, delivery and performance of this commitment letter by the Investor has been duly and validly authorized and approved by all necessary limited liability company action by it; (c) this commitment letter has been duly and validly executed and delivered by it and constitutes a valid and legally binding obligation of it; (d) the amount of the Commitment is less than the maximum amount that it is permitted to invest in any one portfolio investment pursuant to the terms of its constituent documents or otherwise; (e) it has available capital in excess of the sum of the Commitment plus the aggregate amount of all other commitments and obligations it currently has outstanding; (f) all funds necessary for the Investor to fulfill its obligations under this commitment letter shall be available to Investor for so long as this Commitment shall remain in effect in accordance with the terms hereof; (g) the execution, delivery and performance by it of this commitment letter does not (i) violate its organizational documents, (ii) violate any applicable Law or judgment or (iii) result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination, cancellation or acceleration of any obligation or to the loss of any benefit under, any Contract to which it is a party; (h) as of the date hereof and as of the Closing Date, the Investor beneficially owns no shares of Class A Stock and no shares of Class B Stock; (i) Martin E. Franklin, directly or indirectly, beneficially owns a majority of the outstanding voting securities and is a Managing Member of the Investor, and as of the Closing Date, Martin E. Franklin will, directly or indirectly, beneficially own a majority of the outstanding voting securities and be a Managing Member of the Investor; (j) there are no Contracts or other agreements, arrangements or understandings (whether oral or written) or commitments to enter into agreements, arrangements or understandings (whether oral or written) between the Investor or any of its Affiliates, on the one hand, and any member of the Company’s management or directors, on the other hand, as of the date hereof that relate in any way to the Company or the Merger; and (k) none of the Investor or any of its Affiliates has entered into any agreement, discussion, arrangement or understanding with any Third Party concerning the possible sale of the Surviving Corporation or all or substantially all the assets of the Surviving Corporation to a Third Party after the Merger has been consummated.

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16. Expense Reimbursement. Parent shall reimburse all reasonable, documented fees, costs and expenses of the Investor (including, without limitation, all reasonable out-of-pocket costs and expenses arising in connection with the Commitment and any due diligence investigation performed by the Investor, and the reasonable fees and expenses of one law firm to the Investor in connection with the negotiation, preparation and delivery of this commitment letter and the Equity Agreement(s)) (collectively, the “Transaction Expenses”); provided that, in the event the Closing does not occur, Parent shall not be required to reimburse the Investor for any such Transaction Expenses in excess of $100,000. Notwithstanding anything to the contrary in this Agreement, in the event that the Closing does not occur, Parent shall not be required to reimburse the Investor for any Transaction Expenses in respect of any expenses incurred as a result of the Investor’s or any of the Investor’s Affiliates’ gross negligence, bad faith, fraud or willful misconduct.

17. Indemnity; Liquidated Damages.

(a) Parent agrees to indemnify and hold harmless the Investor as set forth in Exhibit B hereto, the terms of which are incorporated herein in their entirety.

(b) In the event the Closing of the Merger occurs, but the funding of the Commitment in an amount equal to $20,001,000 does not occur as a result of Parent electing not to seek, or seeking only in part, the funding of the Commitment pursuant to this commitment letter and the Equity Agreement(s), due to Parent’s receipt of alternative financing for the Merger, Parent shall cause the Company to pay to the Investor, as liquidated damages for time, effort and lost opportunities (and not as a penalty), a cash payment equal to $300,000 within ten (10) Business Days of the Closing Date. Parent acknowledges and agrees with Investor that actual damages arising from such a consummation of the transactions contemplated hereby and the Merger Agreement or any other similar transaction are difficult to determine and that these liquidated damages are reasonable and appropriate measures of the damages for Investor’s time, effort and opportunity cost of providing the Commitment and do not represent a penalty for losses sustained by Investor.

(c) In no event shall the Investor be liable to Parent for any punitive, incidental, special or consequential damages arising out of or in any way connected with the Commitment pursuant to this commitment letter, the Equity Agreement(s) or the Merger Agreement.

18. Miscellaneous. This commitment letter may be executed by facsimile or electronic transmission in pdf format, and in one or more counterparts, each of which, when so executed, shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. This commitment letter shall become effective when one or more counterparts have been executed and delivered by Parent and the Investor to the other. This commitment letter supersedes all prior understandings, whether written or oral, between the parties hereto.

[Signature page follows]

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Kenneth D. Cole, individually, hereby acknowledges and agrees to be bound by and guaranty all obligations of Parent pursuant to Sections 16 and 17 of this commitment letter, unless the Closing occurs.

Martin E. Franklin, individually, hereby acknowledges and agrees to be bound by and guaranties the Guaranteed Obligation, including the obligations of the Investor to fund the Commitment, pursuant to and in accordance with Section 7(c) of this commitment letter.

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By acceptance and acknowledgment of its rights as third party beneficiary hereunder, the undersigned also accepts and acknowledges its obligation and the limitations imposed under Sections 7, 8, 9, 10, 11 and 12 hereof.

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Exhibit A

Equity Term Sheet

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3

4

5

6

7

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Exhibit B

Indemnification Provisions

Unless otherwise defined, terms used herein shall have the meanings assigned thereto in the commitment letter dated today’s date (the “Commitment Letter”) (such term and each other capitalized term used but not defined herein having the meaning assigned in the Commitment Letter).

In accordance with the Commitment Letter, whether or not the Closing Date occurs, the Parent (the “Indemnitor”) hereby indemnifies and holds harmless all Indemnified Parties (as defined below) from and against all Liabilities (as defined below). “Indemnified Party” shall mean Investor, any Permitted Assignee, each affiliate of any of the foregoing and the respective directors, officers, members, agents and employees of each of the foregoing, and each other person controlling any of the foregoing within the meaning of either Section 15 of the Securities Act of 1933, as amended, or Section 20 of the Securities Exchange Act of 1934, as amended. “Liabilities” shall mean any and all losses, claims, damages, liabilities or other reasonable out-of-pocket costs or expenses to which an Indemnified Party may become subject which arise out of or related to or result from any transaction, action or proceeding related to the transactions or the other matters described or referred to in the Commitment Letter including, but not limited to, joining as a filing party to any Schedule 13E-3 to be filed with the SEC and any related filings or being named in any action resulting from being such a filing party; provided that Liabilities shall not include any losses, claims, damages, liabilities or other costs or expenses which (a) a court of competent jurisdiction determines in a final judgment that the Liabilities resulted primarily from a breach by the Investor or any Permitted Assignee of the Commitment Letter and/or the Equity Agreement(s) or otherwise primarily due to the bad faith, gross negligence or intentional misconduct of such Indemnified Party; (b) arise out of statements made based solely on information supplied in writing by the Investor (or Permitted Assignee) specifically for inclusion in the Schedule 13E-3 or Proxy Statement; or (c) are with respect to any loss in value of the equity securities purchased by the Investor or any Permitted Assignee pursuant to the Commitment.

In addition to the foregoing, the Indemnitor agrees to reimburse each Indemnified Party for all reasonable legal or other out-of-pocket expenses incurred in connection with investigating, defending or participating in any action or other proceeding relating to any Liabilities (whether or not such Indemnified Party is a party to any such action or proceeding).

In no event shall the Parent have any liability to any Indemnified Party for any consequential or punitive damages, except for any such consequential or punitive damages included in any third party claim in connection with which such Indemnified Person is entitled to indemnification. In connection with any action or proceeding for which an Indemnified Party is entitled to indemnification under this Exhibit B, the Indemnified Party shall provide prompt written notice of such action or proceeding to Parent and Parent shall be entitled to assume the defense of any such action or proceeding with counsel reasonably satisfactory to the Indemnified Party. Upon assumption by Parent of the defense of any such action or proceeding, the Indemnified Party shall have the right to participate in such action or proceeding and to retain its own counsel at its own cost and expense, provided that Parent shall pay any legal expenses of such counsel incurred

by such Indemnified Party in connection with the defense thereof if (i) Parent has agreed to pay such fees and expenses, (ii) Parent shall have failed to employ counsel reasonably satisfactory to the Indemnified Party in a timely manner, or (iii) the Indemnified Party shall have been advised by counsel that there are actual or potential conflicting interests between Parent and the Indemnified Party, including situations in which there are one or more legal defenses available to the Indemnified Party that are different from or additional to those available to Parent. Parent shall not consent to the terms of any compromise or settlement of any action defended by Parent in accordance with the foregoing without the prior written consent of the Indemnified Party, not to be unreasonably delayed or withheld (other than any such compromise or settlement exclusively requiring payment of money by Parent).

In order to provide for just and equitable contribution, if a claim for indemnification pursuant to these indemnification provisions is made but is found by a judgment of a court of competent jurisdiction (not subject to further appeal) that such indemnification may not be enforced in such case, even though the express provisions hereof provide for indemnification in such case, then the Indemnitor, on the one hand, and the Indemnified Parties, on the other hand, shall contribute to the losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements to which the Indemnified Parties may be subject in accordance with the relative benefits received by the Indemnitor, on the one hand, and the Indemnified Parties, on the other hand, and also the relative fault of the Indemnitor, on the one hand, and the Indemnified Parties collectively and in the aggregate, on the other hand, in connection with the statements, acts or omissions which resulted in such losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements and the relevant equitable considerations shall also be considered. No person found liable for a fraudulent misrepresentation that directly resulted in the relevant losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements shall be entitled to contribution from any other person who is not also found liable for such fraudulent misrepresentation.

Exhibit 9

To: KCP Holdco, Inc.

Re: Kenneth Cole Productions, Inc.

Ladies and Gentlemen:

This letter sets forth the commitment of (i) Cole Family Holdco, LLC (the “Investor”) and Kenneth D. Cole (“KDC”) to jointly and severally purchase equity securities of KCP Holdco, Inc. (“Parent”), which has been formed for the purpose of acquiring Kenneth Cole Productions, Inc. (the “Company”) through the merger of KCP Mergerco, Inc. (“Merger Sub”) with and into the Company, pursuant to that certain Agreement and Plan of Merger dated as of June 6, 2012 (the “Merger Agreement”), by and among Parent, Merger Sub and the Company, all on the terms and subject to the conditions set forth in the Merger Agreement (the “Transaction”) and (ii) the Family Stockholders (as defined in the Merger Agreement) to effectuate, and cause the Investor, Parent and KCP Acquisitions, Inc. (“Intermediate Holdco”) to effectuate, the transactions contemplated by the Rollover Agreement, attached hereto as Exhibit A, and the Exchange Agreement, attached hereto as Exhibit B, immediately prior to the Effective Time in accordance with the respective terms thereof. Capitalized terms not otherwise defined herein have the meanings ascribed to such terms in the Merger Agreement.

1. Commitment.

(a) Subject to the terms and conditions herein, (i) the Investor and KDC hereby jointly and severally commit to Parent to purchase, directly or indirectly through one or more intermediate entities, equity securities of Parent with an aggregate purchase price of $15,000,000 immediately prior to the Effective Time (the “Commitment”) and (ii) each of the Family Stockholders hereby commits to Parent to effectuate, and cause the Investor, Parent and Intermediate Holdco to effectuate, the transactions contemplated by the Rollover Agreement and the Exchange Agreement immediately prior to the Effective Time in accordance with the respective terms thereof (the “Rollover Transactions”).

(b) The proceeds from the Investor’s and KDC’s purchases of equity securities pursuant to this commitment letter shall be used solely for funding the Transaction, including the payment of the aggregate Merger Consideration and the payment of fees and expenses in connection with the Transaction, and no other purpose. All payments hereunder will be made in U.S. dollars by wire transfer of immediately available funds. In no event shall the Investor and KDC be obligated to contribute to Parent more than the Commitment, nor shall the Family Stockholders be obligated to deliver to the Investor more than the number of Rollover Shares (as defined in the Rollover Agreement) in accordance with the terms of the Rollover Agreement.

2. Closing Conditions. The Investor’s and KDC’s joint and several obligation to purchase equity securities of Parent, and the Family Stockholders’ obligations to effectuate, and cause the Investor, Parent and Intermediate Holdco to effectuate, the Rollover Transactions, pursuant to this commitment letter is conditioned only upon (i) the substantially concurrent funding of the Debt Financing set forth in the Debt Commitment Letter, (ii) the satisfaction or waiver by Parent of the conditions set forth in Sections 6.01 and 6.02 of the Merger Agreement (other than any conditions that by their nature are to be satisfied at the Closing and which are capable of being satisfied were the Closing to occur) and (iii) either (x) the substantially concurrent consummation of the Merger in accordance with the terms and conditions of the Merger Agreement or (y) a final order or judgment having been validly entered which awards specific performance of the Commitment and the Rollover Transactions pursuant to, and in accordance with, Section 8.08(b) of the Merger Agreement.

3. Efforts. In the period between the date hereof and the Closing Date, Parent, the Investor and the Family Stockholders shall (i) maintain in effect this commitment letter, the Rollover Agreement and the Exchange Agreement, (ii) use their respective reasonable best efforts to satisfy prior to the Closing all conditions precedent applicable to Parent, the Investor or the Family Stockholders, as applicable, in this commitment letter, the Rollover Agreement and the Exchange Agreement that are within their respective control and that have not been waived by the other parties hereto or thereto in accordance with the terms hereof and thereof and (iii) subject to the satisfaction or waiver of the conditions set forth in Section 2, consummate the funding of the Commitment and the Rollover Transactions in accordance with the terms described in this commitment letter and the Rollover Agreement and Exchange Agreement (or otherwise acceptable to Parent and the Investor) at or prior to the Closing. Subject to the terms and conditions hereof, the Investor and the Family Stockholders shall use their respective reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable to consummate and make effective as promptly as practicable, and no later than the Closing, the transactions contemplated by this commitment letter, the Rollover Agreement and the Exchange Agreement and shall reasonably cooperate with each other in connection with the foregoing.

4. Required Information. The Investor and the Family Stockholders agree to promptly provide to Parent (and no later than five (5) Business Days after Parent or the Company makes such request) any information about the Investor or the Family Stockholders (or their respective Affiliates or Associates) that Parent or the Company reasonably determines upon the advice of counsel is required to be included in (i) the Proxy Statement, (ii) solely with respect to requests made by Parent, the Schedule 13E-3 or (iii) any other any other filing or notification with any Governmental Entity in connection with the Merger and the transactions contemplated by the Merger Agreement, this commitment letter, the Rollover Agreement and the Exchange Agreement. The Investor and the Family Stockholders shall cooperate with Parent in connection with the preparation of the foregoing documents to the extent such documents relate to the Investor or the Family Stockholders (or their respective Affiliates or Associates), respectively. The Investor and the Family Stockholders hereby represent and warrant, with respect to themselves respectively, to Parent that, solely with respect to any information supplied by the Investor or the Family Stockholders pursuant to this Section 4, none of such information contained or incorporated by reference in the Proxy Statement will at the time of the mailing of the Proxy Statement to the stockholders of the Company, at the time of Company Stockholders

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Meeting, or at the time of any amendments thereof or supplements thereto, and none of such information supplied or to be supplied by the Investor or the Family Stockholders for inclusion or incorporation by reference in the Schedule 13E-3 to be filed with the SEC concurrently with each filing of the Proxy Statement will, at the time of such filing with the SEC, or at the time of filing with the SEC any amendments thereof or supplements thereto, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If required under applicable law, as reasonably determined by counsel to Parent, the Investor or any of the Family Stockholders agree to join (and to cause their respective Affiliates and Associates to join) as a filing party to any Schedule 13E-3 filing discussed in the previous sentence.

5. Notice of Closing. Parent shall use commercially reasonable efforts to provide the Investor and the Family Stockholders with not less than five (5) Business Days’ prior written notice of the Closing Date under the Merger Agreement. Any notices or correspondence received by Parent under, in connection with, or related to the Merger Agreement shall be promptly provided to the Investor and the Family Stockholders in accordance with Section 11(c).

6. Enforcement.

(a) Except as set forth in Section 6(b), this commitment letter may be enforced solely by Parent and the Investor. Except as set forth in Section 6(b), no Person (including without limitation the Company, any shareholder, or any direct or indirect creditor of the Company, Parent, Merger Sub or any direct or indirect parent company of Merger Sub) shall: (a) be a beneficiary hereof; or (b) have any right whatsoever hereunder (whether at law or in equity, whether in contract, tort, statute, regulation or otherwise), including (without limitation) to, or to cause Parent or the Company to, enforce the Commitment, the Rollover Transactions or this commitment letter. This Commitment or this commitment letter is not intended to create a fiduciary relationship between the parties hereto.

(b) Notwithstanding anything to the contrary in this letter (or any of the Exhibits hereto), each of the Investor, the Family Stockholders and Parent acknowledges and agrees that the Company is hereby made a third party beneficiary of this letter solely for the purposes of enforcing Parent’s specific performance rights hereunder to enforce the Family Stockholders’ and the Investor’s compliance with their obligations under Sections 1, 3 and 4 in accordance with the terms hereof, including the Investor’s and KDC’s joint and several obligation to fund their Commitment and the Family Stockholders’ obligations to effectuate the Rollover Transactions, solely to the extent expressly provided and permitted by the terms and conditions of Section 8.08(b) of the Merger Agreement and the terms and conditions hereof.

7. Recourse. Notwithstanding anything that may be expressed or implied in, under and/or by this commitment letter, Parent by its acceptance hereof covenants, acknowledges and agrees that (a) no Person other than the Investor and the Family Stockholders shall have any obligation hereunder or in connection herewith (whether at law or in equity, whether in contract, tort, statute, regulation or otherwise), (b) no recourse hereunder or in connection herewith under any documents or instruments delivered in connection herewith may be sought or had against any Non-Recourse Party, whether by or through attempted piercing of the corporate, limited

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liability company or limited partnership veil, by or through a claim on behalf of the Company, Parent, Merger Sub or any other Person against any Non-Recourse Party, other than as expressly set forth herein, whether by the enforcement of any judgment or assessment or by any legal or equitable proceeding or by virtue of any statute, regulation or other law or otherwise, and (c) no liability whatsoever will attach to, be imposed on or otherwise be suffered or incurred by any Non-Recourse Party, other than with respect to the Company’s rights to assert any Retained Claim against a Non-Recourse Party in accordance with and subject to the terms of Section 9 of the Limited Guarantee. As used herein, the term “Non-Recourse Parties” shall mean, individually or collectively, any direct or indirect former, current or future equity holders, controlling persons, directors, officers, employees, agents, advisors, general or limited partners, managers, management companies, members, stockholders, lenders, Affiliates or assignees of the Investor, the Family Stockholders, Parent or Merger Sub and any and all direct or indirect former, current or future equity holders, controlling persons, directors, officers, employees, agents, advisors, general or limited partners, managers, management companies, members, stockholders, lenders, Affiliates or assignees of any of the foregoing, and any and all former, current or future heirs, executors, administrators, trustees, successors or assigns of any of the foregoing; provided, however, in no event shall Non-Recourse Parties, with respect to the Investor, the Family Stockholders, Parent or Merger Sub, be interpreted to include the Investor, the Family Stockholders, Parent or Merger Sub, respectively.

8. Expiration. The obligations of the Investor and the Family Stockholders under or in connection with this commitment letter shall expire automatically and immediately upon the earliest to occur of (a) the Closing (at which time all such obligations shall be discharged); (b) the valid termination of the Merger Agreement pursuant to its terms; provided, however, that, for the avoidance of doubt, any purported termination of the Merger Agreement that is not a valid termination shall not give rise to a termination of this commitment letter pursuant to this clause (b); and (c) the assertion by the Company or any of its Subsidiaries, or by any Person authorized by the Company or any of its Subsidiaries to claim by, through or for the benefit of the Company or any of its Subsidiaries, of any claim against any Non-Recourse Party under or in connection with the Commitment Letters (including this commitment letter), the Rollover Agreement, the Exchange Agreement, the Limited Guarantee or the Merger Agreement, or the transactions contemplated hereby or thereby, other than any Retained Claim against any Non-Recourse Party against which such Retained Claim may be asserted pursuant to Section 9 of the Limited Guarantee; provided that any rights of the Investor that survive termination shall continue in full force and effect for purposes of clarity.

9. No Assignment; Amendment.

(a) Neither this commitment letter, the Rollover Agreement, the Exchange Agreement nor any of Parent’s or the Investor’s or Family Stockholders’ rights or obligations hereunder or thereunder shall be assigned or otherwise transferred by Parent, the Investor or the Family Stockholders without the prior written consent of Parent, the Investor and the Family Stockholders, and any purported assignment or transfer without such consent shall be null and void; provided that, with the prior written consent of Parent (which may be withheld in Parent’s sole discretion), the Investor and KDC may assign or transfer a portion of their Commitment to any Person (a “Permitted Assignee”), provided that no such assignment or transfer shall reduce the Commitment or relieve the Investor and KDC of their joint and several obligations under this

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commitment letter, and provided further that any Permitted Assignee shall, as a condition to any such assignment or transfer, execute a joinder agreement, in form and substance reasonably satisfactory to Parent, whereby the Permitted Assignee agrees to be bound by the provisions of this Agreement applicable to the Investor and KDC with respect to the portion of the Commitment assigned or transferred to it. Neither this commitment letter, the Rollover Agreement or the Exchange Agreement may be amended or otherwise modified except in a writing duly executed by the Investor, the Family Stockholders, Parent and the Company. No failure or delay by any party in exercising any rights under this commitment letter shall operate as a waiver hereof.

(b) The Company may not assign or transfer this commitment letter or any of its rights or obligations hereunder and any purported assignment or transfer without the prior written consent of the Investor shall be null and void.

10. Parties in Interest; Third Party Beneficiaries. Except as set forth in Section 6(b) above, this commitment letter shall inure to the benefit of and be binding solely upon Parent, the Investor and the Family Stockholders. By execution and delivery of this commitment letter, each of Parent, the Investor and each Family Stockholder, on behalf of itself, its respective Affiliates, and any Person claiming by, through or for its benefit, acknowledges and agrees that it consents to and is bound by the terms, conditions and limitations of this commitment letter. Except as set forth in Section 6(b) above, nothing in this commitment letter, express or implied, is intended to confer upon any Person other than Parent, the Investor, the Family Stockholders, any rights or remedies under, or by reason of, this commitment letter or to confer upon any Person any rights or remedies against any Person other than the Investor and the Family Stockholders under or by reason of this commitment letter, except that any Non-Recourse Party may rely on and enforce the provisions of Sections 6 and 7 hereof.

11. Governing Law; Jurisdiction; Venue; Waiver of Objections; Notice/Service of Process.

(a) Governing Law. This commitment letter shall be governed by and construed in accordance with the Laws of the State of New York, regardless of the Laws that might otherwise govern under applicable principles of conflicts of Laws thereof, except to the extent that mandatory provisions of federal Law apply.

(b) Jurisdiction. Each party to this commitment letter, and the Company by its acknowledgement hereof, hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the courts of the State of New York and any appellate court thereof and the United States District Court for the Southern District of New York and any appellate court thereof in any action or proceeding arising out of or relating to this commitment letter or the agreements delivered in connection herewith or the transactions contemplated hereby or thereby or for recognition or enforcement of any judgment relating thereto, and each party, and the Company by its acknowledgement hereof, hereby irrevocably and unconditionally (i) agrees not to commence any such action except in such courts, (ii) agrees that any claim in respect of any such action or proceeding may be heard and determined in such courts, (iii) waives, to the fullest extent it may legally and effectively do so any objection which it may now or hereafter have to venue of any such action or proceeding in any such courts, and (iv) waives,

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to the fullest extent permitted by Law, the defense of any inconvenient forum to the maintenance of such action or proceeding in any such courts. Each party hereto, and the Company by its acknowledgement hereof, agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law. Each party, and the Company by its acknowledgement hereof, irrevocably consents to service of process in any such action or proceeding in the manner provided for notices in Section 11(c) below; provided, however, that nothing in this commitment letter shall affect the right of any party to serve process in any other manner permitted by Law.

(c) Notice/Service of Process. Each party, and the Company by its acknowledgement hereof, hereby (i) agrees that (x) all notices and other communications hereunder and (y) service of process in any action described in Section 11(b) hereof, in each case shall be in writing and shall be deemed to have been duly given if delivered personally or sent by telecopy, overnight courier service or by registered or certified mail (postage prepaid, return receipt requested), to the respective party at the following addresses or at such addresses as shall be specified by the party by like notice:

If to Parent, Merger Sub, the Investor or the Family Stockholders:

c/o Kenneth Cole Productions, Inc.

603 West 50^th Street

New York, NY 10019

Telecopier: 1-866-698-7042

Attention: Kenneth D. Cole

with a copy to (which shall not constitute notice):

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, New York 10019

Telecopier: (212) 728-9129

Attention: Adam M. Turteltaub

If to the Company:

Kenneth Cole Productions, Inc.

603 West 50th Street

New York, NY 10019

Telecopier: (212) 315-8279

Attention: Michael Colosi

with a copy to (which shall not constitute notice):

Sidley Austin LLP

787 Seventh Avenue

New York, New York 10019

Telecopier: (212) 839-5599

Attention: Joseph W. Armbrust

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(ii) agrees that service of process made in accordance with clause (i) will constitute good and valid service of process in any such action, and (iii) waives and agrees not to assert (by way of motion, as a defense, or otherwise) in any such action any claim that service of process made in accordance with clause (i) does not constitute good and valid service of process.

12. WAIVER OF JURY TRIAL. EACH PARTY, AND THE COMPANY BY ITS ACKNOWLEDGEMENT HEREOF, ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY THAT MAY ARISE UNDER THIS COMMITMENT LETTER IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND THEREFORE IT HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS COMMITMENT LETTER AND ANY OF THE AGREEMENTS DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY. EACH PARTY, AND THE COMPANY BY ITS ACKNOWLEDGEMENT HEREOF, CERTIFIES AND ACKNOWLEDGES THAT (I) NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE SUCH WAIVER, (II) IT UNDERSTANDS AND HAS CONSIDERED THE IMPLICATIONS OF SUCH WAIVER, (III) IT MAKES SUCH WAIVER VOLUNTARILY, AND (IV) IT HAS BEEN INDUCED TO ENTER THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVER AND CERTIFICATIONS CONTAINED IN THIS SECTION 12.

13. Confidentiality. This commitment letter shall be treated as confidential and is being provided to Parent solely in connection with the Transaction. Subject to the immediately following sentence, this commitment letter may not be used, circulated, quoted or otherwise referred to in any document, except with the written consent of the Investor, the Family Stockholders and Parent. The foregoing notwithstanding, this commitment letter shall be provided to the Company, and the Company, the Investor and the Family Stockholders may disclose this commitment letter (i) to their respective Affiliates and representatives, and (ii) to the extent required by Law, including by disclosing this commitment letter and the terms hereof in the Proxy Statement and Schedule 13E-3.

14. Representations. The Investor and the Family Stockholders hereby represent and warrant, with respect to themselves respectively, to Parent that (a) it has all power and authority or, if an individual, capacity to execute, deliver and perform this commitment letter; (b) the execution, delivery and performance of this commitment letter by the Investor or the Family Stockholders (i) has been duly and validly authorized and approved by all necessary action by it and (ii) does not require any consent from any spouse of any Family Stockholder or any other person; (c) the Family Stockholders beneficially own and have the right to dispose of the Rollover Shares (subject to the terms of the Rollover Agreement); (d) this commitment letter has been duly and validly executed and delivered by it and constitutes a valid and legally binding obligation of it; (e) in the case of the Investor, the amount of the Commitment is less than the maximum amount that it is permitted to invest in any one portfolio investment pursuant to the terms of its constituent documents or otherwise; (f) in the case of the Investor and KDC, as of the

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Closing, they will have available capital in excess of the sum of the Commitment plus the aggregate amount of all other commitments and obligations they currently have outstanding; (g) in the case of the Investor and KDC, all funds necessary for the Investor and KDC to fulfill their joint and several obligations under this commitment letter shall be available to the Investor and KDC for so long as this Commitment shall remain in effect in accordance with the terms hereof; (h) the execution, delivery and performance by it of this commitment letter does not (i) if it is an entity, violate its organizational documents, (ii) violate any applicable Law or judgment or (iii) result in any violation of, or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination, cancellation or acceleration of any obligation or to the loss of any benefit under, any Contract to which it is a party; (i) there are no Contracts or other agreements, arrangements or understandings (whether oral or written) or commitments to enter into agreements, arrangements or understandings (whether oral or written) between the Investor or any of the Family Stockholders or any of their respective Affiliates (other than the Company), on the one hand, and any member of the Company’s management or directors (other than Kenneth D. Cole), on the other hand, as of the date hereof that relate in any way to the Company or the Merger; and (j) none of the Investor, the Family Stockholders or any of their respective Affiliates has entered into any agreement, discussion, arrangement or understanding with any Third Party concerning the possible sale of the Surviving Corporation or all or substantially all the assets of the Surviving Corporation to a Third Party after the Merger has been consummated.

15. Expense Reimbursement. Parent shall reimburse all reasonable, documented fees, costs and expenses of the Investor and the Family Stockholders (including, without limitation, all reasonable out-of-pocket costs and expenses arising in connection with the Commitment and the Rollover Transactions and the reasonable fees and expenses of legal counsel to the Investor and the Family Stockholders in connection with the negotiation, preparation and delivery of this commitment letter) (collectively, the “Transaction Expenses”). Notwithstanding anything to the contrary in this Agreement, in the event that the Closing does not occur, Parent shall not be required to reimburse the Investor or the Family Stockholders for any Transaction Expenses in respect of any expenses incurred as a result of the Investor’s or the Family Stockholders’, respectively, or any of such Investor’s or Family Stockholders’ Affiliates’ gross negligence, bad faith, fraud or willful misconduct.

16. Indemnity.

(a) Parent agrees to indemnify and hold harmless the Investor as set forth in Exhibit C hereto, the terms of which are incorporated herein in their entirety.

(b) In no event shall the Investor be liable to Parent for any punitive, incidental, special or consequential damages arising out of or in any way connected with the Commitment pursuant to this commitment letter, Rollover Agreement, the Exchange Agreement or the Merger Agreement.

17. Miscellaneous. This commitment letter may be executed by facsimile or electronic transmission in pdf format, and in one or more counterparts, each of which, when so executed, shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. This commitment letter shall become effective when one or more counterparts have been executed and delivered by Parent, the Investor and the Family Stockholders to the other. This commitment letter supersedes all prior understandings, whether written or oral, between the parties hereto.

[Signature page follows]

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Exhibit A

Rollover Agreement

Exhibit B

Exchange Agreement

Exhibit C

Indemnification Provisions

Unless otherwise defined, terms used herein shall have the meanings assigned thereto in the commitment letter dated today’s date (the “Commitment Letter”) (such term and each other capitalized term used but not defined herein having the meaning assigned in the Commitment Letter).

In accordance with the Commitment Letter, whether or not the Closing Date occurs, the Parent (the “Indemnitor”) hereby indemnifies and holds harmless all Indemnified Parties (as defined below) from and against all Liabilities (as defined below). “Indemnified Party” shall mean Investor, any Permitted Assignee, each affiliate of any of the foregoing and the respective directors, officers, members agents and employees of each of the foregoing, and each other person controlling any of the foregoing within the meaning of either Section 15 of the Securities Act of 1933, as amended, or Section 20 of the Securities Exchange Act of 1934, as amended. “Liabilities” shall mean any and all losses, claims, damages, liabilities or other reasonable out-of-pocket costs or expenses to which an Indemnified Party may become subject which arise out of or related to or result from any transaction, action or proceeding related to the transactions or the other matters described or referred to in the Commitment Letter; provided that Liabilities shall not include any losses, claims, damages, liabilities or other costs or expenses which (a) a court of competent jurisdiction determines in a final judgment that the Liabilities resulted primarily from a breach by the Investor or any Permitted Assignee of the Commitment Letter or otherwise primarily due to the bad faith, gross negligence or intentional misconduct of such Indemnified Party; (b) arise out of statements made based solely on information supplied in writing by the Investor (or Permitted Assignee) specifically for inclusion in the Schedule 13E-3 or Proxy Statement; or (c) are with respect to any loss in value of the equity securities purchased by the Investor or any Permitted Assignee pursuant to the Commitment.

In addition to the foregoing, the Indemnitor agrees to reimburse each Indemnified Party for all reasonable legal or other out-of-pocket expenses incurred in connection with investigating, defending or participating in any action or other proceeding relating to any Liabilities (whether or not such Indemnified Party is a party to any such action or proceeding).

In no event shall the Parent have any liability to any Indemnified Party for any consequential or punitive damages, except for any such consequential or punitive damages included in any third party claim in connection with which such Indemnified Person is entitled to indemnification. In connection with any action or proceeding for which an Indemnified Party is entitled to indemnification under this Exhibit C, the Indemnified Party shall provide prompt written notice of such action or proceeding to Parent and Parent shall be entitled to assume the defense of any such action or proceeding with counsel reasonably satisfactory to the Indemnified Party. Upon assumption by Parent of the defense of any such action or proceeding, the Indemnified Party shall have the right to participate in such action or proceeding and to retain its own counsel at its own cost and expense, provided that Parent shall pay any legal expenses of such counsel incurred by such Indemnified Party in connection with the defense thereof if (i) Parent has agreed to pay such fees and expenses, (ii) Parent shall have failed to employ counsel reasonably satisfactory to the Indemnified Party in a timely manner, or (iii) the Indemnified Party shall have been advised

by counsel that there are actual or potential conflicting interests between Parent and the Indemnified Party, including situations in which there are one or more legal defenses available to the Indemnified Party that are different from or additional to those available to Parent. Parent shall not consent to the terms of any compromise or settlement of any action defended by Parent in accordance with the foregoing without the prior written consent of the Indemnified Party, not to be unreasonably delayed or withheld (other than any such compromise or settlement exclusively requiring payment of money by Parent).

In order to provide for just and equitable contribution, if a claim for indemnification pursuant to these indemnification provisions is made but is found by a judgment of a court of competent jurisdiction (not subject to further appeal) that such indemnification may not be enforced in such case, even though the express provisions hereof provide for indemnification in such case, then the Indemnitor, on the one hand, and the Indemnified Parties, on the other hand, shall contribute to the losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements to which the Indemnified Parties may be subject in accordance with the relative benefits received by the Indemnitor, on the one hand, and the Indemnified Parties, on the other hand, and also the relative fault of the Indemnitor, on the one hand, and the Indemnified Parties collectively and in the aggregate, on the other hand, in connection with the statements, acts or omissions which resulted in such losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements and the relevant equitable considerations shall also be considered. No person found liable for a fraudulent misrepresentation that directly resulted in the relevant losses, claims, damages, obligations, penalties, judgments, awards, liabilities, costs, expenses and disbursements shall be entitled to contribution from any other person who is not also found liable for such fraudulent misrepresentation.

Exhibit 10

Kenneth Cole Productions, Inc.’s Board of Directors Approves Kenneth D. Cole’s Offer to Acquire

the Company for $15.25 per Share in Cash

NEW YORK,–/PRNewswire/– June 6, 2012— Kenneth Cole Productions, Inc. (NYSE: KCP) (the “Company”) announced that it has entered into a definitive merger agreement under which Kenneth D. Cole, Chairman and Chief Creative Officer of the Company and the beneficial holder of approximately 46% of the Company’s outstanding common stock (representing approximately 89% of the voting power), will acquire the Company through KCP Holdco, Inc., an entity he controls that was formed for the purposes of the acquisition.

Under the agreement, the Company’s shareholders, excluding Mr. Cole and his affiliated entities, will receive $15.25 per share in cash upon completion of the transaction. The price represents a premium of 17% to the closing price of the Company’s shares on February 23, 2012, the last trading day before the announcement by Mr. Cole of his proposal, and a premium of 28% over the average closing price of the Company’s Class A common stock for the 45 trading days prior to that date, and implies a total enterprise value of approximately $245 million.

A special committee of the board of directors, comprised of all of the directors of the Company other than Kenneth Cole and Paul Blum, was formed in February 2012 to review the proposal from Mr. Cole, with the assistance of independent legal and financial advisors. The special committee completed a thorough review of the proposal, considered alternatives, and unanimously concluded that the transaction with Mr. Cole was in the best interests of the Company’s shareholders other than Mr. Cole and his affiliates and associates. Based on the unanimous recommendation of the special committee, the agreement was also approved by the full board other than Mr. Cole, who abstained.

Completion of the transaction is subject to certain closing conditions, including receipt of shareholder approval and other customary conditions. The merger agreement contains a non-waivable condition that a majority of the outstanding shares of the Company not owned by Mr. Cole and his affiliates and associates vote in favor of the adoption of the merger agreement.

In addition, Wells Fargo Bank, N.A., part of Wells Fargo & Company (NYSE: WFC), and certain other parties have entered into a binding commitment letter to provide debt financing in the event the closing conditions have been met, and Cole Family Holdco, LLC, an entity formed by Mr. Cole, and another third party have entered into binding commitment letters to provide equity financing in the event the closing conditions have been met.

BofA Merrill Lynch is acting as financial advisor to the special committee, and Sidley Austin LLP is acting as legal advisor to the special committee.

Peter J. Solomon Company is acting as financial advisor to Mr. Cole, and Willkie Farr & Gallagher LLP is acting as legal advisor to Mr. Cole.

About Kenneth Cole Productions, Inc.

Kenneth Cole Productions, Inc. designs, sources, and markets a broad range of footwear, handbags, apparel and accessories under the brand names Kenneth Cole New York; Kenneth Cole Reaction; and Unlisted, as well as footwear under the proprietary trademark Gentle Souls. The Company has also granted a wide variety of third party licenses for the production of men’s, women’s and children’s apparel as well as fragrances, watches, jewelry, eyewear, and several other accessory categories. The Company’s products are distributed through department stores, better specialty stores, company-owned retail stores and its e-commerce website. Further information can be found at http://www.kennethcole.com.

Additional Information and Where to Find It

This communication may be deemed to be solicitation material in respect of the proposed acquisition of the Company by KCP Holdco, Inc. In connection with the transaction, the Company will file a proxy statement and file or furnish other relevant materials with the Securities and Exchange Commission, or SEC. SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY ALL RELEVANT MATERIALS FILED OR FURNISHED WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING THE PROXY STATEMENT WHEN IT IS AVAILABLE, BECAUSE THESE MATERIALS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Shareholders will be able to obtain a free copy of the proxy statement when available and other relevant documents filed with the SEC from the SEC’s website at www.sec.gov, or by directing a request by mail to Kenneth Cole Productions, Inc., 603 West 50th Street, New York, NY 10019, or from the Company’s website at http://www.kennethcole.com. The contents of the websites referenced above are not deemed to be incorporated by reference into the proxy statement.

Participants in Solicitation

The Company and certain of its directors, officers and other members of management may, under the rules of the SEC, be deemed to be “participants” in the solicitation of proxies from its shareholders that will occur in connection with the transaction. Information concerning the interests of the persons who may be considered “participants” in the solicitation is set forth in the Company’s proxy statements and Annual Reports on Form 10-K previously filed with the SEC, and will be set forth in the proxy statement relating to the transaction when the proxy statement becomes available. Copies of these documents can be obtained, without charge, at the SEC’s website at http://www.sec.gov, by directing a request to the Company at the address above, or at http://www.kennethcole.com.

Forward Looking Statement Disclosure

The statements contained in this release that are not historical facts may be deemed to constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Actual future results might differ materially from those projected in such statements due to a number of risks and uncertainties, including but not limited to those mentioned above, demand and competition for the Company’s products, the ability to enter into new product license agreements or to renew or replace existing product licensee agreements, changes in consumer preferences or fashion trends, delays in anticipated store openings, and changes in the Company’s relationships with retailers, licensees, vendors and other resources. The forward looking statements contained herein are also subject to other risks and uncertainties that are described in the Company’s reports and registration statements filed with the Securities and Exchange Commission, including without limitation the risk factors described in Item 1A of the Company’s most recent annual report on Form 10-K filed on March 9, 2012.

CONTACT: Company: David Edelman, Chief Financial Officer, Kenneth Cole Productions, Inc., +1-212-265-1500, or Investor Relations: James R. Palczynski, Principal, Integrated Corporate Relations, Inc., +1-203-682-8200

Exhibit 11

AGREEMENT AND PLAN OF MERGER

BY AND AMONG

KCP HOLDCO, INC.,

KCP MERGERCO, INC.

AND

KENNETH COLE PRODUCTIONS, INC.

DATED AS OF JUNE 6, 2012

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TABLE OF EXHIBITS

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INDEX OF DEFINED TERMS

iv