0000950134-06-002065 Sample Contracts

SEVENTH AMENDMENT AGREEMENT
Seventh Amendment Agreement • February 7th, 2006 • Pier 1 Imports Inc/De • Retail-home furniture, furnishings & equipment stores • New York

This Seventh Amendment Agreement (“Amendment”) is executed as of the sixth day of February, 2006, by and among Pier 1 Funding, L.L.C., a Delaware limited liability company, as transferor (the “Transferor”), Pier 1 Imports (U.S.), Inc., a Delaware corporation, as servicer (the “Servicer”), and Wells Fargo Bank, National Association (successor by merger to Wells Fargo Bank Minnesota, National Association), a national banking association, as trustee (the “Trustee”).

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WAIVER
Waiver • February 7th, 2006 • Pier 1 Imports Inc/De • Retail-home furniture, furnishings & equipment stores • New York

WAIVER dated as of February 6, 2006 to the Credit Agreement dated as of November 22, 2005 (the “Credit Agreement”) among PIER 1 IMPORTS (U.S.), INC. and PIER 1 KIDS, INC., (the “Borrowers”), the LENDERS named therein (the “Lenders”), BANK OF AMERICA, N.A., as Administrative Agent and Collateral Agent (the “Agent”), WELLS FARGO RETAIL FINANCE, LLC AND WACHOVIA BANK, NATIONAL ASSOCIATION, as Co-Syndication Agents and HSBC BANK USA, NA and JPMORGAN CHASE BANK, N.A., as Co-Documentation Agents, and BANK OF AMERICA SECURITIES LLC, as Arranger.

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