French *société par actions simplifiée*, Chartreuse et Mont Blanc Global Holdings S.C.A., aLuxembourg *société en commandite par actions*, Macquarie Asset Finance Limited, an Australianlimited company, and MAVILIA SAS, a French *société par actions simplifée*.     III. Amendment to Section 6.4. Section 6.4 is hereby amended by inserting the phrase“and the Rossignol Sale” immediately prior to the “.” at the end of said Section.     IV. Amendment to Section 6.5. Section 6.5 is hereby amended by (i) deleting the “and”at the end of clause (A) thereof and substituting in lieu thereof a “,”, and (ii) adding thefollowing immediately prior to the “.” at the end of said Section:“and (C) except for the Rossignol Sale; provided that, upon consummation ofthe Rossignol Sale, the Net Proceeds of the Rossignol Sale received pursuant to theRossignol SPA (including, without limitation, payments under the promissory notedescribed in Section 6.7(o)) shall be applied, promptly upon receipt thereof, toprepay the Loans as required by Section 2.7(b) and Quiksilver shall cause any suchNet Proceeds not received directly by it to be transferred to it in connection withthe foregoing”.     V. Amendment to Section 6.7. Section 6.7 is hereby amended by (i) deleting the “and”at the end of clause (m), (ii) deleting the “.” at the end of clause (n) and substituting in lieuthereof the phrase “; and” and (iii) inserting the following:“(o) the €10,000,000 promissory note issued as consideration for the Rossignol Saleunder the Rossignol SPA.”     VI. Amendment to Section 6.15. Section 6.15 is hereby amended by inserting at the endthereof the following sentence:“Quiksilver shall not, and shall not permit any of its Subsidiaries, to amend,supplement or otherwise modify (pursuant to a waiver or otherwise) the Rossignol SPAor any related documentation (including the promissory note described in Section6.7(o)) in any material respect.”     VII. Effective Date. This Amendment shall become effective on the date (the“Effective Date”) on which the Borrowers and the requisite Lenders under the CreditAgreement shall have duly executed and delivered to the US Administrative Agent this Amendment andthe US Administrative Agent shall have received satisfactory evidence that the Ninth Amendment tothe Credit Agreement shall have concurrently become effective.     VIII. Representations and Warranties. The Borrowers hereby represent and warrantsthat (a) each of the representations and warranties in Article III of the Credit Agreement shallbe, after giving effect to this Amendment, true and correct in all material respects as if made onand as of the Effective Date (unless such representations and warranties are stated to relate to aspecific earlier date, in which case such representations and warranties shall be true and correctin all material respects as of such earlier date) and (b) after giving effect to this Amendment, noDefault or Event of Default shall have occurred and be continuing.
2

 
     IX. Releases. The Lenders hereby agree that, upon the consummation of the RossignolSale (the “Rossignol Sale Effective Date”), the Rossignol Entities, Skis Rossignol-ClubRossignol S.A.S. and the direct and indirect Subsidiaries of Skis Rossignol-Club Rossignol S.A.S.listed on Schedule A to the Rossignol SPA (collectively, the “Rossignol Sale Entities”)shall be automatically released from any liability under the US Guarantee and the other LoanDocuments to which such Rossignol Sale Entity is a party. Also, the Lenders acknowledge that onthe Rossignol Sale Effective Date, (a) the assets (for the avoidance of doubt, including shares)sold pursuant to the Rossignol Sale and the assets (for the avoidance of doubt, including shares)of the Rossignol Sale Entities shall be released free and clear of the Lien and security interestunder the Security Agreement and (b) the US Administrative Agent shall be authorized to execute anddeliver any such releases and/or terminations or evidence thereof as may be reasonably requested.The US Administrative Agent is authorized, from and after the Rossignol Sale Effective Date, (i) torelease any collateral (including any chattel paper, certificated securities or instruments) thenin its possession, (ii) to file any UCC-3 or other termination statements or documents as the USBorrower may from time to time reasonably request to effectuate, or reflect of public record, therelease and discharge of the Rossignol Sale Entities from the security interests created under theSecurity Agreement and (iii) to promptly do all things, presently or in the future, which may bereasonably requested by the US Borrower to further effect and evidence of record the foregoing.All of the foregoing deliveries shall be at the expense of the US Borrower, with no liability tothe US Administrative Agent or any Lender, and with no representation or warranty by, or recourseto, the US Administrative Agent or any Lender.     X. No Other Amendments; Confirmation. Except as expressly amended hereby, theprovisions of the Credit Agreement, as amended and restated, are and shall remain in full force andeffect.     XI. Governing Law. This Amendment and the rights and obligations of the partieshereto shall be governed by, and construed and interpreted in accordance with, the laws of theState of New York.     XII. Counterparts. This Amendment may be executed by one or more of the partieshereto on any number of separate counterparts, and all of said counterparts taken together shall bedeemed to constitute one and the same instrument. This Amendment may be delivered by facsimiletransmission of the relevant signature pages hereof.*[signature pages follow]*
3

 
     IN WITNESS WHEREOF, the undersigned have caused this Amendment to be executed and delivered bytheir duly authorized officers as of the date first above written.         QUIKSILVER, INC.           By:             Name:             Title:              QUIKSILVER AMERICAS, INC.           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         JPMORGAN CHASE BANK, N.A., as USAdministrative Agent and as a Lender           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         BANK OF AMERICA, N.A., asDocumentation Agent and as a Lender           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         UNION BANK OF CALIFORNIA, N.A., asSyndication Agent and as a Lender           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         NATIXIS (F/K/A NATEXIS BANQUES POPULAIRES)           By:             Name:             Title:                    By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         ALLIED IRISH BANK           By:             Name:             Title:                    By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         GENERAL ELECTRIC CAPITAL CORP.           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         HSBC BANK USA, NATIONALASSOCIATION           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         ISRAEL DISCOUNT BANK OFNEW YORK           By:             Name:             Title:                    By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         BNP-PARIBAS           By:             Name:             Title:                    By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         SOCIETE GENERALE           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         SUMITOMO MITSUI BANKINGCORPORATION           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
     The US Guarantors hereby consent and agree to this Amendment as of the date hereof andreaffirm their obligations under the US Security Agreement, the US Guarantee and the other LoanDocuments to which they are party.         QS RETAIL, INC.           By:             Name:             Title:                    QS WHOLESALE, INC.           By:             Name:             Title:                    DC SHOES, INC.           By:             Name:             Title:                    HAWK DESIGNS, INC.           By:             Name:             Title:                    MERVIN MANUFACTURING, INC.           By:             Name:             Title:                    FIDRA, INC.           By:             Name:             Title:                    ROSSIGNOL SKI COMPANYINCORPORATED           By:             Name:             Title:           Eighth Amendment Signature Page
 

 
         SKIS DYNASTAR, INC.           By:             Name:             Title:           Eighth Amendment Signature Page