0000950134-05-018817 Sample Contracts

SIXTH AMENDMENT AGREEMENT
Sixth Amendment Agreement • October 5th, 2005 • Pier 1 Imports Inc/De • Retail-home furniture, furnishings & equipment stores • New York

This Sixth Amendment Agreement (“Amendment”) is executed as of the 19th day of September, 2005, 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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September 19, 2005
Pier 1 Imports Inc/De • October 5th, 2005 • Retail-home furniture, furnishings & equipment stores

Reference is made to the Certificate Purchase Agreement dated as of September 4, 2001 (as amended, supplemented or otherwise modified from time to time the “Purchase Agreement”) among Pier 1 Funding, L.L.C., as the transferor (the “Transferor”), Pier 1 Imports (U.S.), Inc., as the servicer (in such capacity, the “Servicer”), the Class A Purchasers named therein, and JPMorgan Chase Bank, N.A. (as successor to Morgan Guaranty Trust Company of New York) (“JPMorgan Chase”), as agent (in such capacity, the “Administrative Agent”). The sole Class A Purchasers as of the date hereof are Delaware Funding Corporation, as the Structured Investor, and JPMorgan Chase, as the sole Committed Investor. The Purchase Agreement has been executed and delivered by the parties thereto in connection with the execution and delivery of the Series 2001-1 Supplement dated as of September 4, 2001 (as amended, supplemented, or otherwise modified from time to time, the “Supplement”), among the Transferor, the Servi

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