Exhibit 10.10


AGREEMENT


THIS AGREEMENT, made this 27th
day of November, 2006 by
and between  HARTZ MOUNTAIN ASSOCIATES,  a New Jersey general partnership, having
an office at 400 Plaza Drive, P.O. Box 1515, Secaucus, New Jersey 07096-1515
(hereinafter referred to as “Landlord”) and THE
CHILDREN’S PLACE SERVICES COMPANY, LLC,  a Delaware limited liability company, having an office at 915
Secaucus Road, Secaucus, New Jersey (hereinafter referred to as “Tenant”).


WITNESSETH:


WHEREAS, by Agreement of Lease dated June 30, 1998, as amended by Letter
Agreement dated June 30, 1998, Lease Modification Agreement dated November 20,
1998 and Second Lease Modification Agreement dated November 19, 2004
(collectively “the Lease”), Landlord leased certain demised premises at 915
Secaucus Road, Secaucus, New Jersey (the “Demised Premises”) to The Children’s
Place Retail Stores, Inc.; and


WHEREAS, pursuant to that certain Assignment and Assumption of Lease Agreement
dated as of October 30, 2004, the tenant’s interest under the Lease was
assigned to Tenant; and


WHEREAS, pursuant to that certain Lease Termination Agreement dated May 3, 2006,
Landlord and Tenant agreed to terminate the Lease in accordance with the terms
and conditions therein set forth; and


WHEREAS, Landlord and Tenant have agreed to rescind the Lease Termination
Agreement and reinstate the Lease and declare the same in full force and
effect;


NOW, THEREFORE, for and in consideration of the Lease, the mutual covenants herein
contained and the consideration set forth herein, the parties agree as follows:


1.      Preamble. The foregoing preambles are hereby
incorporated by reference herein and made a part hereof.


2.      Recission of Lease Termination
Agreement and Reinstatement of the Lease: Landlord and Tenant hereby
rescind the Lease Termination Agreement dated May 3, 2006 and reinstate the
Lease and hereby declare the Lease to be in full force and effect. The Lease
shall continue without interruption as if unaffected by the Lease Termination
Agreement.


3.      Continued Validity: Except as
otherwise provided herein, all of the terms, covenants and conditions of the
Lease shall remain in full force and effect



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4.      Binding Effect. Except as modified
herein, the terms, conditions and covenants of the Lease shall remain in full
force and effect and shall be binding upon and inure to the benefit of
Landlord, Tenant and their respective successors and permitted assigns. The
paragraph headings herein contained are for convenience and shall not be deemed
to govern or control the substance hereof.


5.      Governing Law. This Agreement shall
be governed and construed under the laws of the State of New Jersey.


6.      Inconsistency. Except as modified
herein, the terms, conditions and covenants of the Lease shall remain unchanged
and otherwise in full force and effect, and are hereby ratified and reaffirmed.
In the event of an inconsistency between this Agreement and the Lease, the
terms herein shall control.


IN WITNESS
WHEREOF, the parties
hereto have caused this Agreement to be duly executed as of the day and year
first above written.


	
  

  	
   

  	
   

  	
   

  	
  HARTZ MOUNTAIN ASSOCIATES

  
	
  

  	
   

  	
  By:

  	
   

  	
  HARTZ MOUNTAIN INDUSTRIES, INC.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  (“Landlord”)

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
  /s/ Irwin A. Horowitz

  
	
   

  	
   

  	
   

  	
   

  	
  Irwin A. Horowitz

  
	
   

  	
   

  	
   

  	
   

  	
  Executive Vice President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  THE CHILDREN’S PLACE SERVICES

  COMPANY, LLC

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
  (“Tenant”)

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
  /s/ Neal Goldberg

  
	
   

  	
   

  	
   

  	
   

  	
  Neal Goldberg

  
	
   

  	
   

  	
   

  	
   

  	
  President

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
  /s/ Steven Balasiano

  
	
   

  	
   

  	
   

  	
   

  	
  Steven Balasiano

  
	
   

  	
   

  	
   

  	
   

  	
  Senior Vice President-General Counsel

  



 


Copyright© Hartz
Mountain Industries, Inc. 2003. All Rights Reserved. No portion of this
document may be reproduced without the express written consent of Hartz
Mountain Industries, Inc.



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