AMENDMENT NO. 2
CREDIT CARD PROGRAM AGREEMENT
This Amendment No. 2 to the Credit Card Program Agreement (the “Amendment”) is made and entered into
this 8th day of June, 2007, by and among Pier 1 Imports (U.S.), Inc., a Delaware corporation (“Pier 1”) and
Chase Bank USA, N.A. (“Bank”).
WHEREAS , Pier 1 and Bank have previously entered into that certain Credit Card Program Agreement,
dated as of August 30, 2006, as amended (the “Program Agreement”);
WHEREAS , Pier 1 and Bank desire to further amend the Program Agreement to provide for certain
modifications to address the issuance of a “co-brand” credit card pursuant to the Program Agreement;
NOW, THEREFORE , in consideration of the premises, the mutual covenants herein contained, and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties
hereto agree as follows:
DEFINITIONS AND USAGE
1.1 Definitions .
For purposes of this Amendment, capitalized terms used but not otherwise defined in this Amendment will
have the meaning ascribed to such terms in the Program Agreement.
1.2 Miscellaneous .
(a) As used herein: (1) all references to the plural number shall include the singular number (and vice versa);
(2) all references to “herein,” “hereunder,” “hereof” or like words shall refer to this Amendment as a whole and
not to any particular section, subsection or clause contained in this Amendment; (3) all references to “include,”
“includes” or “including” shall be deemed to be followed by the words “without limitation”; (4) unless specified
as Business Days or Fiscal Months, all references to days or months shall be deemed references to calendar
days or months; and (5) all references to “__DOCTEXT__rdquo; or “dollars” shall be deemed references to United States dollars.
(b) Any approvals and consents required under this Amendment shall not be unreasonably withheld, unless
such consent or approval may be made in