Exhibit 10.14
 
 FIRST AMENDMENT AGREEMENT
  PILOT SAS   NA PALI   QUIKSILVER, INC.   PILOT SAS
 THE ORIGINAL LENDERS
 BNP PARIBAS
 Relating to a Facilities Agreement dated 31 July 2009




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THIS FIRST AMENDMENT AGREEMENT Amendment Agreement
 (1)
    
    PILOT SAS, a société par actions simplifiéewith a share capital of 104,388.09, whose
registered office is at 162, rue Belharra, 64500 Saint Jean-de-Luz, registered under the
unique identification number 070 501 374 RCS Paris (transfer to RCS Bayonne pending) (Pilot
or the Company) as borrower and original guarantor;(2)
    
    NA PALI, a société par actions simplifiée, with a share capital of 7,130,100, whose
registered office is at 162, rue Belharra, 64500 Saint Jean-de-Luz, registered under the
unique identification number 331 377 036 RCS Bayonne (Na Pali) as borrower;(3)
    
    QUIKSILVER, INC., a corporation incorporated under the laws of the State of Delaware, United
States of America, whose registered office is at 15202 Graham Street, Huntington Beach,
California 92649, United States of America (Quiksilver, Inc.) as original guarantor;(4)
    
    BNP PARIBAS, a société anonymewith a share capital of 2,526,336,308, organized and existing
under the laws of the French Republic, whose registered office is at 16, boulevard des
Italiens, 75009 Paris, registered at the trade registry of Paris under number 662 042 449 RCS
Paris, as agent of the other Finance Parties (the Agent); and(5)
    
    THE FINANCIAL INSTITUTIONSlisted on the signature pages hereto as lenders (the Original
Lenders).
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RECITALS:
 WHEREAS Facilities
Agreement
 WHEREAS Amendments and Waivers
 NOW, THEREFORE, IT IS AGREED:
 1. DEFINITIONS AND INTERPRETATION
 1.1 Definitions
  2. EFFECTIVENESS
 First Amendment Effective Date
 3. AMENDMENT PROVISIONS
 3.1 Amendments to the Facilities Agreement
 (a)
    
    The definition of QS Finance appearing in Clause 1.1 (Definitions) of the Facilities
Agreement is hereby amended by deleting the words QS Finance S.A. appearing therein and
inserting the words QS Finance Luxembourg S.A. in lieu thereof.(b)
    
    The definition of SG Bonds appearing in Clause 1.1 (Definitions) of the Facilities
Agreement is hereby amended by deleting the words Société Générale appearing therein and
inserting the words Société Générale Bank & Trust in lieu thereof.(c)
    
    Clause 1.1 (Definitions) of the Facilities Agreement is hereby further amended by deleting
the definitions of SG Financing Documents, SG Forward Financing Documents, Transaction
Documents and Transaction Security Documents and inserting the following definitions in
lieu thereof (in their proper alphabetical order):
 SG Forward Financing Agreement means the term loan agreement dated 25 September
2009 among QS Finance Luxembourg S.A. as borrower, Quiksilver, Inc. and Biarritz
Holdings as guarantors and Société Générale as lender.SG Financing Documents means the SG Bonds, the SG Forward Financing Agreement and
the Quiksilver, Inc. Guarantee/SG Financing.
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Transaction Documents means (i) the Finance Documents, (ii) the Note, (iii) all
documents evidencing the Na Pali ORAs and the Pilot ORAs, (iv) all documents
evidencing all outstanding loans made by Quiksilver, Inc. or any Subsidiary of the
latter (other than the European Group) to any member of the European Group (other
than QSH), (v) the Tax Consolidation Agreement, (vi) the Quiksilver, Inc
Undertaking/Macquarie, (vii) the Quiksilver, Inc. Guarantee/SG Financing, (viii) the
SG Financing Documents, (ix) the NP Factoring Agreements, (x) the Stock Purchase
Agreement and (xi) the Rossignol Documents.Transaction Security Documents means each of the documents listed as being a
Transaction Security Document in Part V of Schedule 2 (Conditions Precedent), each
of the documents required to be entered into as a Transaction Security Document
pursuant to paragraph 2 of Part VI of Schedule 2 (Conditions Precedent) together
with any other document entered into by any Obligor creating or expressed to create
any Security over all or any part of its assets in respect of the obligations of any
of the Obligors under any of the Finance Documents..
 (d)
    
    Clause 11.1(iii) (Exit) of the Facilities Agreement is hereby amended by inserting the
following text at the end thereof:
 (other than a sale, disposal or transfer by an indirect shareholder of Biarritz
Holdings to another Subsidiary of Quiksilver, Inc.).
 (e)
    
    The definition of Disposal appearing in Clause 11.2(a) (Disposal, Insurance, Issuance and
Reimbursement Proceeds and Excess Cashflow) of the Facilities Agreement is hereby restated in
its entirety as follows:
 Disposal means a sale, lease, licence, transfer, loan or other disposal by a
person of any asset (of any nature whatsoever), undertaking or business
(whether by a voluntary or involuntary single transaction or series of
transactions) other than a sale, lease, license, transfer, loan or other
disposal described in paragraphs (a), (b), (c), (e), (f), (g), (h) and (i) of
the definition of Permitted Disposals..
 (f)
    
    Clause 25.20(a) (Financial Indebtedness) of the Facilities Agreement is hereby restated in
its entirety as follows:
 (a)
    
    No TopCo Obligor (other than Quiksilver Inc. and QSH) shall
(and each TopCo Obligor shall procure (in accordance with article 1120 of the
French Code civil (promesse de porte-fort)) that none of its Subsidiaries which
is a member of the European Group (other than QSH) but not a member of the
Group will) incur or allow to remain outstanding any Financial Indebtedness,
except the Financial Indebtedness (i) existing on the date of this Agreement
set out in Schedule 14 (Existing Financial Indebtedness), (ii) arising pursuant
to the SG Financing (including
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Treasury Transactions entered into pursuant thereto) and (iii) arising under
any Finance Document..
 (g)
    
    Clause 25.25(a) (Amendments) of the Facilities Agreement is hereby amended by inserting, at
the end thereof, , except that no such consent is required in connection with the entry into
certain SG Financing Documents on the Closing Date, including, without limitation, an
amendment to the SG Bonds..
 (h)
    
    Clause 26.5(a) (Cross Default) of the Facilities Agreement is hereby restated in its entirety
as follows:
 (a)
    
    Financial Indebtedness(i)
    
    Any Financial Indebtedness (including for the avoidance of
doubt any Financial Indebtedness under the 2009 ABL Agreement, the Rhône
Financing Documents, the Senior Notes or the SG Financing) of any TopCo
Obligor, Quiksilver Americas, Inc. (including, without limitation, with respect
to the Financial Indebtedness under the 2009 ABL Agreement), QS Finance or any
member of the Group is not paid when due nor within any originally applicable
grace period, provided that in the case of any Financial Indebtedness under the
Rhône Financing Documents, such Financial Indebtedness has not been paid within
the seven-day period following its due date or the last day of any originally
applicable grace period (as the case may be).(ii)
    
    Any Financial Indebtedness (including for the avoidance of
doubt any Financial Indebtedness under the 2009 ABL Agreement, the Rhône
Financing Documents, the Senior Notes or the SG Financing) of any TopCo
Obligor, Quiksilver Americas, Inc. (including, without limitation, with respect
to the Financial Indebtedness under the 2009 ABL Agreement), QS Finance or any
member of the Group is declared to be or otherwise becomes due and payable
prior to its specified maturity as a result of an event of default (however
described).(iii)
    
    Any commitment for any Financial Indebtedness (including for
the avoidance of doubt any Financial Indebtedness under the 2009 ABL Agreement,
the Rhône Financing Documents, the Senior Notes or the SG Financing) of any
TopCo Obligor, Quiksilver Americas, Inc. (including, without limitation, with
respect to the Financial Indebtedness under the 2009 ABL Agreement), QS Finance
or any member of the Group is cancelled or suspended by a creditor of any TopCo
Obligor, Quiksilver Americas, Inc., QS Finance or any member of the Group as a
result of an event of default (however described).(iv)
    
    Any creditor of any TopCo Obligor, Quiksilver Americas, Inc.,
QS Finance or any member of the Group becomes entitled to declare any Financial
Indebtedness (including for the avoidance of doubt any
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Financial Indebtedness under the 2009 ABL Agreement, the Rhône Financing
Documents, the Senior Notes or the SG Financing) of any TopCo Obligor,
Quiksilver Americas, Inc. (including, without limitation, with respect to
the Financial Indebtedness under the 2009 ABL Agreement), QS Finance or of
any member of the Group due and payable prior to its specified maturity as a
result of an event of default (however described), provided that in the case
of events of default (however described) (other than payment defaults), such
events of default have remained unremedied and not waived for a period of 30
days following the relevant date on which they occurred.(v)
    
    With respect to (x) the Financial Indebtedness of the members
of the Group, no Event of Default will occur under this Clause 26.5 unless the
aggregate amount of Financial Indebtedness of the members of the Group or
commitment for Financial Indebtedness falling within paragraphs (i) to (iv)
above is 500,000 or more (or its equivalent in any other currency or
currencies) and (y) the Financial Indebtedness of Quiksilver, Inc., QS Finance
and Quiksilver Americas, Inc., no Event of Default will occur under this Clause
26.5 unless (a) the aggregate amount of Financial Indebtedness of Quiksilver,
Inc. or commitment for Financial Indebtedness falling within paragraphs (i) to
(iv) above is 5,000,000 or more (or its equivalent in any other currency or
currencies) or (ß) the Financial Indebtedness falling within paragraphs (i) to
(iv) above is Financial Indebtedness under the SG Financing..
 (i)
    
    Clause 42 (Election of Domicile) of the Facilities Agreement is hereby amended by deleting
the text: 26/28 rue Danielle Casanova, 75002 Paris and inserting the text 162, rue
Belharra, 64500 Saint Jean-de-Luz in lieu thereof.(j)
    
    Part V of Schedule 2 (Conditions Precedent) of the Facilities Agreement is hereby restated in
its entirety as set forth on Schedule 1 hereto.
 4. AMENDMENT LIMITED
  5. EXPENSES
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6. REPRESENTATIONS AND WARRANTIES
  6.1 Status
 (a)
    
    It and each of its Subsidiaries which is a member of the European Group is a company with
limited liability (with the exception of Tyax which is a société en nom collectif), duly
incorporated and validly existing under the law of its jurisdiction of incorporation.(b)
    
    It and each of its Subsidiaries which is a member of the European Group has the power to own
its assets and carry on its business as it is being conducted.
 6.2 Binding obligations
  6.3 Non-conflict with other obligations
  (a)
    
    any law or regulation applicable to it;(b)
    
    its constitutional documents and the constitutional documents of any member of the Group; or(c)
    
    any agreement (including for the avoidance of doubt the 2009 ABL Agreement, the Senior Notes
and the Rhône Financing Documents) or instrument binding upon it or any of its Subsidiaries or
any of its or any of its Subsidiaries assets or constitute a default or termination event
(however described) under any such agreement or instrument.
 6.4 Power and authority
  6.5 Validity and admissibility in evidence
  (a)
    
    to enable it lawfully to enter into, exercise its rights and comply with its obligations in
the Amendment Agreement; and
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(b)
    
    to make the Amendment Agreement admissible in evidence in its
Relevant Jurisdictions, have been obtained or effected and are in full force and effect.
 6.6 Governing law and enforcement
 (a)
    
    The choice of governing law of the Amendment Agreement will be recognised and enforced in its
Relevant Jurisdictions.(b)
    
    Any judgment obtained in relation to the Amendment Agreement in France will be recognised and
enforced in its Relevant Jurisdictions.
 7. MISCELLANEOUS
 7.1 Invalidity of any provision
  7.2 Third Parties
  8. GOVERNING LAW AND SUBMISSION TO JURISDICTION
 8.1 Governing law
  8.2 Enforcement- Jurisdiction of the French Courts
 (a)
    
    The Commercial Court (Tribunal de Commerce) of Paris has exclusive jurisdiction to settle any
dispute arising out of or in connection with this Amendment Agreement (including a dispute
regarding the existence, validity or termination of this Amendment Agreement) (a Dispute).(b)
    
    Clause 8.2(a) is for the benefit of the Finance Parties only. As a result, no Finance Party
shall be prevented from taking proceedings relating to a Dispute in any other courts with
jurisdiction. To the extent allowed by law, the Finance Parties may take concurrent
proceedings in any number of jurisdictions.
 8.3 Election of Domicile
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SIGNATURES
 THE COMPANYPILOT SASBy:Title:THE BORROWERSPILOT SASBy:Title:NA PALI SASBy:Title:THE ORIGINAL GUARANTORSQUIKSILVER, INC.By:Title:PILOT SASBy:Title:
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THE AGENTBNP PARIBASBy:Title:THE ORIGINAL LENDERSBANQUE POPULAIRE DU SUD OUESTBy:Title:BNP PARIBASBy:Title:CAISSE REGIONALE DE CRÉDIT AGRICOLE
 MUTUEL PYRÉNÉES-GASCOGNEBy:Title:
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CIC  SOCIETE BORDELAISEBy:Title:CREDIT LYONNAISBy:Title:HSBC FRANCEBy:Title:NATIXISBy:Title:SOCIETE GENERALEBy:Title:
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Schedule 1
 Part V
 Transaction Security Documents and security related documents to be delivered on the Closing Date
 1.
    
    At least two originals of the following documents (in form and substance satisfactory
to all the Lenders) shall be received by the Agent prior the Closing Date (with the documents
listed in paragraphs (e) through (q) being Transaction Security Documents):
 (a)
    
    a New York law guarantee agreement executed by Quiksilver, Inc. as guarantor
to guarantee the obligations of Pilot and Na Pali under the Finance Documents;(b)
    
    a Luxembourg law first demand guarantee agreement executed by Biarritz
Holdings S.à r.l as guarantor to secure the obligations of Pilot and Na Pali under the
Facilities;(c)
    
    a Spanish law first demand guarantee agreement executed by Quiksilver Europa
SL as guarantor to secure the obligations of Pilot and Na Pali under the Facilities;(d)
    
    a French law first demand guarantee agreement executed by Pilot as guarantor
to secure the obligations of Na Pali under the Facilities;(e)
    
    a Luxembourg law first ranking pledge agreement executed by QS Holdings S.à
r.l as pledgor over 100% of the ordinary shares and restricted shares (and all other
securities whatsoever) owned by it in Biarritz Holdings S.à r.l ;(f)
    
    a Spanish law first ranking pledge agreement executed by Biarritz Holdings S.à
r.l as pledgor over 100% of the shares owned by it in Quiksilver Europa SL;(g)
    
    a French law first ranking pledge agreement (nantissement de compte titres)
executed by Quiksilver Europa SL as pledgor over 100% of the ordinary shares and all
other securities whatsoever issued by Pilot and owned by Quiksilver Europa SL;(h)
    
    a French law first ranking pledge agreement (nantissement de compte titres)
executed by Pilot as pledgor over 100% over the shares and all other securities
whatsoever issued by Na Pali and owned by Pilot (including the NP ORAs, if any);(i)
    
    a French law first ranking pledge agreement (nantissement de compte titres)
executed by Biarritz Holdings S.à r.l as pledgor over the Pilot ORAs;
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(j)
    
    a first ranking pledge agreement executed by Na Pali as pledgor over the
shares owned by it in each Material Subsidiary, governed by the law of the jurisdiction
of incorporation of the relevant Material Subsidiary;(k)
    
    a Luxembourg law first ranking pledge agreement executed by Biarritz Holdings
S.à r.l as pledgor over the marks and trademarks owned by it (such marks and trademarks
to include the Material Trademarks and other trademarks held by Biarritz Holdings and
used by Pilot and its Subsidiaries) to secure the obligations of Pilot and Na Pali
under the Facilities and the obligations of QS Finance S.à r.l under the SG Financing
Documents, provided that such pledge shall provide that
all the marks and trademarks which are identified on the lists provided by the
Company to the Agent pursuant to Clause 25.24(c) (Intellectual Property) are pledged
at all times;(l)
    
    a first ranking notarized and registered mortgage deed (hypothèque
conventionnelle inscrite) executed by Na Pali as mortgagor over the walls of Na Palis
corporate seat in Saint-Jean-de-Luz;(m)
    
    a French law first ranking pledge agreement executed by Na Pali as pledgor
over its on-going concern (fonds de commerce) located at 32 avenue des Champs-Elysées,
75008 Paris;(n)
    
    a French law assignment by way of security agreement (cession de créances
professionnelles à titre de garantie) executed by Na Pali as assignor of:
 (i)
    
    the commercial receivables originated by it which do not fall within
the scope of the factoring programme pursuant to the NP Factoring Agreements or
any other factoring programme in replacement thereof in accordance with this
Agreement; and(ii)
    
    any receivable (other than commercial receivables) due to it by
Quiksilver, Inc. or any Subsidiary of Quiksilver. Inc. under any existing (to
the extent those receivables have not been repaid distributed or otherwise
extinguished on the Closing Date) or future intercompany loans;
 (o)
    
    a French law first ranking pledge agreement executed by Pilot as pledgor over
any amount due to it by Chartreuse et Mont Blanc SAS under the EUR 10,000,000
Subordinated Promissory Note dated 12 November 2008 issued by Chartreuse et Mont Blanc
SAS, provided that such pledge shall not restrict setoff against payments owed to the
purchaser under the stock purchase agreement dated 12 November 2008 entered into for
the purpose of the Rossignol Sale;(p)
    
    first ranking pledge agreements executed by Pilot and Biarritz Holdings S.à
r.l as pledgors over any existing (to the extent those receivables have not been
repaid, distributed or otherwise extinguished on the Closing Date) or future
receivables (other than commercial receivables) held by any of them against Quiksilver,
Inc. or any of its Subsidiaries; and
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(q)
    
    a first ranking pledge agreement executed by QS Holdings S.à r.l as pledgor
over any existing (to the extent those receivables have not been repaid, distributed or
otherwise extinguished on the Closing Date) or future receivables (other than
commercial receivables) owned by QS Holdings S.à r.l against Biarritz Holdings S.à r.l
or any of its Subsidiaries.
 2.
    
    A copy of all notices required to be sent under the Transaction Security Documents
duly acknowledged by the addressee in accordance with and at the times provided for in the
Transaction Security Documents.3.
    
    If the Transaction Security Document to be executed by the relevant Obligor creates a
Security over shares in a Subsidiary of that Obligor:
 (a)
    
    where such Subsidiary is not itself an Obligor, a certified copy of the
constitutional documents of such Subsidiary in a form acceptable to the Agent;(b)
    
    appropriate corporate resolutions from each such Subsidiary (including any
agrément); and(c)
    
    a certified copy of all documents (such as, with respect to each Subsidiary
organized under the laws of France, registre de mouvement de titres, comptes de
titulaires de valeurs mobilières) evidencing the ownership of any security issued by
such Subsidiary owned by that Obligor and evidencing Security thereon in accordance
with the Transaction Security Documents.
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