Docstoc

Indemnity Agreement - QUIKSILVER INC - 1-12-2007

Document Sample
Indemnity Agreement - QUIKSILVER INC - 1-12-2007 Powered By Docstoc
					EXHIBIT 10.8 QUIKSILVER, INC. INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (the "Agreement") is made as of this _____ day of _____, 200_, by and between QUIKSILVER, INC., a Delaware corporation (the "Company"), and ___________ (the "Indemnitee"), an ________ of the Company. A. The Indemnitee is currently serving as ______________________ of the Company and in such capacity renders valuable services to the Company. B. The Company has investigated whether additional protective measures are warranted to protect adequately its directors and officers against various legal risks and potential liabilities to which such individuals are subject due to their position with the Company and has concluded that additional protective measures are warranted. C. In order to induce and encourage highly experienced and capable persons such as the Indemnitee to continue to serve as officers and directors, the Board of Directors has determined, after due consideration, that this Agreement is not only reasonable and prudent, but necessary to promote and ensure the best interests of the Company and its stockholders. NOW, THEREFORE, in consideration of the continued services of the Indemnitee and as an inducement to the Indemnitee to continue to serve as _________ of the Company, the Company and the Indemnitee do hereby agree as follows: 1. DEFINITIONS. As used in this Agreement, the following terms shall have the meanings set forth below: (a) "Proceeding" shall mean any threatened, pending or completed action, suit or proceeding, whether brought in the name of the Company or otherwise and whether of a civil, criminal, administrative or investigative nature, by reason of the fact that the Indemnitee is or was an officer and/or a director of the Company, or is or was serving at the request of the Company as director, officer, employee or agent of another enterprise, whether or not he is serving in such capacity at the time any liability or Expense is incurred for which indemnification or advancement of Expenses is to be provided under this Agreement. (b) "Expenses" means, all costs, charges and expenses incurred in connection with a Proceeding, including, without limitation, attorneys' fees, disbursements and retainers, accounting and witness fees, travel and deposition costs, expenses of investigations, judicial or administrative proceedings or appeals, and any expenses of establishing a right to indemnification pursuant to this Agreement or otherwise, including reasonable compensation for time spent by the Indemnitee in connection with the investigation, defense or appeal of a Proceeding or action for indemnification for which he is not otherwise compensated by the Company or any third party; provided, however, that the term "Expenses" includes only those

costs, charges and expenses incurred with the Company's consent, which consent shall not be unreasonably withheld; and provided further, that the term "Expenses" does not include the amount of damages, judgments, amounts paid in settlement, fines, penalties or excise taxes under the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), actually levied against the Indemnitee or paid by or on behalf of the Indemnitee. 2. AGREEMENT TO SERVE. The Indemnitee agrees to continue to serve as ____________of the Company at the will of the Company for so long as Indemnitee is duly elected or appointed or until such time as Indemnitee tenders a resignation in writing or is terminated, as ____________ by the Company. Nothing in this Agreement shall be construed to create any right in Indemnitee to continued service as _________ of the Company. 3. INDEMNIFICATION IN THIRD PARTY ACTIONS. The Company shall indemnify the Indemnitee in

accordance with the provisions of this Section 3 if the Indemnitee is a party to or threatened to be made a party to or otherwise involved in any Proceeding (other than a Proceeding by or in the right of the Company to procure a judgment in its favor), by reason of the fact that the Indemnitee is or was an officer and/or a director of the Company or is or was serving at the request of the Company as a director, officer, employee or agent of another enterprise, against all Expenses, damages, judgments, amounts paid in settlement, fines, penalties and ERISA excise taxes actually and reasonably incurred by the Indemnitee in connection with the defense or settlement of such Proceeding, to the fullest extent permitted by Delaware law; provided that any settlement shall be approved in writing by the Company. 4. INDEMNIFICATION IN PROCEEDINGS BY OR IN THE RIGHT OF THE COMPANY. The Company shall indemnify the Indemnitee in accordance with the provisions of this Section 4 if the Indemnitee is a party to or threatened to be made a party to or otherwise involved in any Proceeding by or in the right of the Company to procure a judgment in its favor by reason of the fact that the Indemnitee is or was an officer and/or a director of the Company, or is or was serving at the request of the Company as a director, officer, employee or agent of another enterprise, against all Expenses actually and reasonably incurred by Indemnitee in connection with the defense or settlement of such Proceeding, to the fullest extent permitted by Delaware law. 5. CONCLUSIVE PRESUMPTION REGARDING STANDARD OF CONDUCT. The Indemnitee shall be conclusively presumed to have met the relevant standards of conduct required by Delaware law for indemnification pursuant to this Agreement, unless a determination is made that the Indemnitee has not met such standards by (i) the Board of Directors of the Company by a majority vote of a quorum thereof consisting of directors who were not parties to such Proceeding, (ii) the stockholders of the Company by majority vote, or (iii) in a written opinion of independent legal counsel, the selection of whom has been approved by the Indemnitee in writing. 6. INDEMNIFICATION OF EXPENSES OF SUCCESSFUL PARTY. Notwithstanding any other provision of this Agreement, to the extent that the Indemnitee has been successful on the merits or otherwise in defense of any Proceeding or in defense of any claim, issue or matter therein, including the dismissal of a Proceeding without prejudice, the Indemnitee shall be 2 indemnified against all Expenses incurred in connection therewith to the fullest extent permitted by Delaware law. 7. ADVANCES OF EXPENSES. The Expenses incurred by the Indemnitee in any Proceeding shall be paid promptly by the Company in advance of the final disposition of the Proceeding at the written request of the Indemnitee to the fullest extent permitted by Delaware law; provided that the Indemnitee shall undertake in writing to repay such amount to the extent that it is ultimately determined that the Indemnitee is not entitled to indemnification by the Company. 8. PARTIAL INDEMNIFICATION. If the Indemnitee is entitled under any provision of this Agreement to indemnification by the Company for some or a portion of the Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes actually and reasonably incurred by Indemnitee in the investigation, defense, appeal or settlement of any Proceeding but not, however, for the total amount thereof, the Company shall nevertheless indemnify the Indemnitee for the portion of such Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes to which the Indemnitee is entitled. 9. INDEMNIFICATION PROCEDURE; DETERMINATION OF RIGHT TO INDEMNIFICATION. (a) Promptly after receipt by the Indemnitee of notice of the commencement of any Proceeding with respect to which the Indemnitee intends to claim indemnification pursuant to this Agreement, the Indemnitee will notify the Company of the commencement thereof. The omission to so notify the Company will not relieve the Company from any liability which it may have to the Indemnitee under this Agreement or otherwise. (b) If a claim under this Agreement is not paid by or on behalf of the Company within 30 days of receipt of written notice thereof, Indemnitee may at any time thereafter bring suit in any court of competent jurisdiction against the Company to enforce the right to indemnification provided by this Agreement. It shall be a defense to any such action (other than an action brought to enforce a claim for Expenses incurred in defending any

Proceeding in advance of its final disposition where the required undertaking, if any is required, has been tendered to the Company) that the Indemnitee has failed to meet the standard of conduct that makes it permissible under Delaware law for the Company to indemnify the Indemnitee for the amount claimed. The burden of proving by clear and convincing evidence that indemnification or advancement of Expenses are not appropriate shall be on the Company. The failure of the directors or stockholders of the Company or independent legal counsel to have made a determination prior to the commencement of such Proceeding that indemnification or advancement of Expenses are proper in the circumstances because the Indemnitee has met the applicable standard of conduct shall not be a defense to the action or create a presumption that the Indemnitee has not met the applicable standard of conduct. (c) The Indemnitee's Expenses incurred in connection with any action concerning Indemnitee's right to indemnification or advancement of Expenses in whole or in part pursuant to this Agreement shall also be indemnified by the Company regardless of the 3 outcome of such action, unless a court of competent jurisdiction determines that each of the material claims made by the Indemnitee in such action was not made in good faith or was frivolous. (d) With respect to any Proceeding for which indemnification is requested, the Company will be entitled to participate therein at its own expense and, except as otherwise provided below, to the extent that it may wish, the Company may assume the defense thereof, with counsel satisfactory to the Indemnitee. After notice from the Company to the Indemnitee of its election to assume the defense of a Proceeding, the Company will not be liable to the Indemnitee under this Agreement for any Expenses subsequently incurred by the Indemnitee in connection with the defense thereof, other than reasonable costs of investigation or as otherwise provided below. The Company shall not settle any Proceeding in any manner which would impose any penalty or limitation on the Indemnitee without the Indemnitee's written consent. The Indemnitee shall have the right to employ counsel in any Proceeding, but the Expenses of such counsel incurred after notice from the Company of its assumption of the defense thereof shall be at the expense of the Indemnitee, unless (i) the employment of counsel by the Indemnitee has been authorized by the Company, (ii) the Indemnitee shall have reasonably concluded that there may be a conflict of interest between the Company and the Indemnitee in the conduct of the defense of a Proceeding, or (iii) the Company shall not in fact have employed counsel to assume the defense of a Proceeding, in each of which cases the Expenses of the Indemnitee's counsel shall be at the expense of the Company. The Company shall not be entitled to assume the defense of any Proceeding brought by or on behalf of the Company or as to which the Indemnitee has concluded that there may be a conflict of interest between the Company and the Indemnitee. 10. LIMITATIONS ON INDEMNIFICATION. No payments pursuant to this Agreement shall be made by the Company: (a) to indemnify or advance Expenses to the Indemnitee with respect to actions initiated or brought voluntarily by the Indemnitee and not by way of defense except with respect to actions brought to establish or enforce a right to indemnification under this Agreement or any other statute or law or otherwise as required under Delaware law, but such indemnification or advancement of Expenses may be provided by the Company in specific cases if approved by the Board of Directors by a majority vote of a quorum thereof consisting of directors who are not parties to such action; (b) to indemnify the Indemnitee for any Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes for which payment is actually made to the Indemnitee under a valid and collectible insurance policy, except in respect of any excess beyond the amount paid under such insurance; (c) to indemnify the Indemnitee for any Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes for which the Indemnitee has been or is indemnified by the Company otherwise than pursuant to this Agreement; 4 (d) indemnify the Indemnitee for any Expenses, damages, judgments, amounts paid in settlement, fines or

(d) indemnify the Indemnitee for any Expenses, damages, judgments, amounts paid in settlement, fines or penalties sustained in any Proceeding for an accounting of profits made from the purchase or sale by Indemnitee of securities of the Company pursuant to the provisions of Section 16(b) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder or similar provisions of any federal, state or local statutory law; (e) to indemnify the Indemnitee for any Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes resulting from Indemnitee's conduct which is finally adjudicated by a court of competent jurisdiction (i) to have been knowingly fraudulent, a knowing violation of law, deliberately dishonest or in violation of Indemnitee's duty of loyalty to the Company or (ii) to have involved willful misconduct on the part of the Indemnitee; or (f) if a court of competent jurisdiction shall enter a final order, decree or judgment to the effect that such indemnification or advancement of Expenses hereunder is unlawful under the circumstances. 11. INDEMNIFICATION HEREUNDER NOT EXCLUSIVE. The indemnification and advancement of Expenses provided by this Agreement shall not be deemed to limit or preclude any other rights to which the Indemnitee may be entitled under the Certificate of Incorporation, the Bylaws, any agreement, any vote of stockholders or disinterested directors, Delaware law, or otherwise, both as to action in Indemnitee's official capacity and as to action in any other capacity on behalf of the Company while holding such office. 12. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon, and shall inure to the benefit of (i) the Indemnitee and Indemnitee's heirs, personal representatives, executors, administrators and assigns and (ii) the Company and its successors and assigns, including any transferee of all or substantially all of the Company's assets and any successor or assign of the Company by merger or by operation of law. 13. SEPARABILITY. Each provision of this Agreement is a separate and distinct agreement and independent of the other, so that if any provision hereof shall be held to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the validity or enforceability of the other provisions hereof. To the extent required, any provision of this Agreement may be modified by a court of competent jurisdiction to preserve its validity and to provide the Indemnitee with the broadest possible indemnification and advancement of Expenses permitted under Delaware law. If this Agreement or any portion thereof is invalidated on any ground by any court of competent jurisdiction, then the Company shall nevertheless indemnify Indemnitee as to Expenses, damages, judgments, amounts paid in settlement, fines, penalties or ERISA excise taxes with respect to any Proceeding to the full extent permitted by any applicable portion of this Agreement that shall not have been invalidated or by any applicable provision of Delaware law or the law of any other jurisdiction. 14. HEADINGS. The Headings used herein are for convenience only and shall not be used in construing or interpreting any provision of the Agreement. 5 15. GOVERNING LAW. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware. 16. AMENDMENTS AND WAIVERS. No amendment, waiver, modification, termination or cancellation of this Agreement shall be effective unless in writing and signed by the party against whom enforcement is sought. The indemnification rights afforded to the Indemnitee hereby are contract rights and may not be diminished, eliminated or otherwise affected by amendments to the Company's Certificate of Incorporation, Bylaws or agreements, including any directors' and officers' liability insurance policies, whether the alleged actions or conduct giving rise to indemnification hereunder arose before or after any such amendment. No waiver of any provision of this Agreement shall be deemed or shall constitute a waiver of any other provision hereof, whether or not similar, nor shall any waiver constitute a continuing waiver. 17. COUNTERPARTS. This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each party and delivered to the other.

18. NOTICES. All notices and communications shall be in writing and shall be deemed duly given on the date of delivery if personally delivered or the date of receipt or refusal indicated on the return receipt if sent by first class mail, postage prepaid, registered or certified, return receipt requested, to the following addresses, unless notice of a change of address in duly given by one party to the other, in which case notices shall be sent to such changed address: If to the Company: Quiksilver, Inc. 15202 Graham Street Huntington Beach, CA 92649 Attention: General Counsel Telephone: 714-889-4215 Facsimile: 714-889-4250 If to M._________: ____________________ Telephone: _________ 19. SUBROGATION. In the event of any payment under this Agreement to or on behalf of the Indemnitee, the Company shall be subrogated to the extent of such payment to all of the rights of recovery of the Indemnitee against any person, firm, corporation or other entity (other than the Company) and the Indemnitee shall execute all papers requested by the Company and shall do any and all things that may be necessary or desirable to secure such rights for the Company, including the execution of such documents necessary or desirable to enable the Company to effectively bring suit to enforce such rights. 20. SUBJECT MATTER AND PARTIES. The intended purpose of this Agreement is to provide for indemnification and advancement of Expenses, and this Agreement is not intended 6 to affect any other aspect of any relationship between the Indemnitee and the Company and is not intended to and shall not create any rights in any person as a third party beneficiary hereunder. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written. "INDEMNITEE" [NAME] "COMPANY" QUIKSILVER, INC., a Delaware corporation By: Its: 7 EXHIBIT 10.11 QUIKSILVER, INC. 1996 STOCK OPTION PLAN NONSTATUTORY STOCK OPTION AGREEMENT INCENTIVE STOCK OPTION AGREEMENT NOTICE OF EXERCISE OF NONSTATUTORY STOCK OPTION NOTICE OF EXERCISE OF INCENTIVE STOCK OPTION

QUIKSILVER, INC.

1996 STOCK OPTION PLAN 1. Purpose. The purposes of this Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to the Employees and Consultants of the Company and to promote the success of the Company's business. Options granted hereunder may be either Incentive Stock Options or Nonstatutory Stock Options, at the discretion of the Board and as reflected in the terms of the written option agreement. 2. Definitions. As used herein, the following definitions shall apply: (a) "Board" shall mean the Board of Directors of the Company. (b) "Code" shall mean the Internal Revenue Code of 1986, as amended. (c) "Committee" shall mean the Committee appointed by the Board of Directors in accordance with paragraph (b) of Section 3 of the Plan, if one is appointed. (d) "Common Stock" shall mean the Common Stock of the Company. (e) "Company" shall mean Quiksilver, Inc., a Delaware corporation. (f) "Consultant" shall mean any person who is engaged by the Company or any Parent or Subsidiary to render consulting services and is compensated for such consulting services, including compensation through Options granted under this Plan; provided that the term Consultant shall not include Directors who are not compensated for their services or are paid only a director's fee by the Company. (g) "Continuous Status as an Employee or Consultant" shall mean the absence of any interruption or termination of service as an Employee or Consultant (as the case may be). Continuous Status as an Employee or Consultant shall not be considered interrupted in the case of sick leave, military leave, or any other leave of absence approved by the Board; provided that such leave is for a period of not more than 90 days or reemployment upon the expiration of such leave is guaranteed by contract or statute. (h) "Director" shall mean a member of the Board. (i) "Disability" shall mean a total and permanent disability as that term is defined in Section 22(e)(3) of the Code.

(j) "Disinterested Person" shall have the meaning set forth in Rule 16b-3 and shall mean a Director who has not, during the one-year period prior to the date he or she is appointed to the Committee or during the period he or she is on the Committee, received an option grant or stock issuance under this Plan or any other stock plan of the Company or any Parent or Subsidiary of the Company, other than as permitted by Rule 16b-3; provided, however, if Rule 16b-3 is amended after the effective date of this Plan, "Disinterested Person" shall have the meaning set forth in such amended Rule 16b-3. (k) "Employee" shall mean any person, including officers and directors, employed by the Company or any Parent or Subsidiary of the Company. The payment of a director's fee by the Company shall not be sufficient to constitute "employment" by the Company. (l) "Exchange Act" shall mean the Securities Exchange Act of 1934, as amended. (m) "Fair Market Value" shall mean: (i) if Shares are exchange-traded or traded on the NASDAQ National Market System ("NMS"), the closing sale or last sale price per share of the Shares; (ii) if Shares are regularly traded in any over-the-counter market other than NMS, the average of the bid and asked prices per share of the Shares; and (iii) if Shares are not traded as described in (i) and (ii) of this Section 2(m), the per share fair market value of the Shares as determined in good faith by the Board on such basis as the Board in its sole discretion shall choose. Fair Market Value as of a given date with respect to subparagraphs (i), (ii) and (iii) shall be determined as of the close of business on the day prior to the date of determination, or if no trading in the Shares takes place

on such date, on the next preceding trading day on which there has been such trading. (n) "Incentive Stock Option" shall mean an Option intended to qualify as an incentive stock option within the meaning of Section 422(b) of the Code. (o) "Nonstatutory Stock Option" shall mean an Option not intended to qualify as an Incentive Stock Option. (p) "Option" shall mean a stock option granted pursuant to the Plan. (q) "Optionee" shall mean an Employee or Consultant who receives an Option. (r) "Option Termination Date" shall mean the date of expiration of the term of such Option as set forth in the written option agreement. (s) "Parent" shall mean a "parent corporation", whether now or hereafter existing, as defined in Section 424(e) of the Code. (t) "Plan" shall mean this Quiksilver, Inc. 1996 Stock Option Plan. 2 (u) "Restricted Stockholder" shall mean an Optionee who, at the time the Option is granted, owns stock representing more than ten percent (10%) of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. (v) "Rule 16b-3" shall mean Rule 16b-3 promulgated by the Securities and Exchange Commission under the Exchange Act, as such rule may be amended from time to time. (w) "Share" shall mean a share of the Common Stock, as adjusted in accordance with Section 10 of the Plan. (x) "Subsidiary" shall mean a "subsidiary corporation", whether now or hereafter existing, as defined in Section 424(f) of the Code. (y) "Terminating Transaction" shall mean any of the following events: (a) the dissolution or liquidation of the Company; (b) a reorganization, merger or consolidation of the Company with one or more other corporations (except with respect to a transaction, the purpose of which is to change the domicile or name of the Company), as a result of which the Company goes out of existence or becomes a subsidiary of another corporation (which shall be deemed to have occurred if another corporation shall own, directly or indirectly, fifty percent (50%) or more of the aggregate voting power of all outstanding equity securities of the Company); or (c) a sale of all or substantially all of the Company's assets. 3. Administration. (a) The Plan shall be administered by the Board, which shall have sole authority in its absolute discretion, subject to the terms of Section 3(b) herein, (i) to determine which Employees and Consultants shall receive Options, (ii) subject to the express provisions of the Plan, to determine the time when Options shall be granted, the number of Shares subject to the Options, the exercise prices, and the terms and conditions of Options other than those terms and conditions fixed under the Plan, and (iii) to interpret the provisions of the Plan and any Option granted under the Plan. The Board shall adopt by resolution such rules and regulations as may be required to carry out the purposes of the Plan and shall have authority to do everything necessary or appropriate to administer the Plan. All decisions, determinations and interpretations of the Board shall be final and binding on all Optionees. (b) The Board may delegate administration of the Plan to a Committee of no less than two Directors, each of which shall be Disinterested Persons unless the Board expressly declares that it does not require the Plan to comply with the requirements of Rule 16b-3. The Board may from time to time remove members from, or add members to, the Committee, and vacancies on the Committee shall be filled by the Board. Furthermore, the Board at any time by resolution may abolish the Committee and revest in the Board the administration of the Plan. (For purposes of this Plan document, the term "Board" shall mean the Committee to the extent that the Board's

powers have been delegated to the Committee.) 3 4. Eligibility. (a) Incentive Stock Options may be granted only to Employees who render services which contribute to the Company. Nonstatutory Stock Options may be granted only to Employees or Consultants who render services which contribute to the Company. Options may not be granted to Directors who are not Employees of the Company. (b) The Plan shall not confer upon any Optionee any right to continue as an Employee or Consultant of the Company, nor shall it interfere in any way with Optionee's right or the Company's right to terminate Optionee's employment or relationship as a Consultant at any time, with or without cause. (c) The determination as to whether an Employee or Consultant is eligible to receive Options hereunder shall be made by the Board in its sole discretion, and the decision of the Board shall be binding and final. 5. Number of Shares. The maximum aggregate number of Shares which may be optioned and sold under this Plan is Seven Hundred Thousand (700,000) Shares of authorized but unissued Common Stock of the Company. No Employee or Consultant shall receive Options for more than 100,000 shares over any one-year period. In the event that Options granted under the Plan shall terminate or expire without being exercised, in whole or in part, the Shares subject to such unexercised Options may again be optioned and sold under this Plan. 6. Term of the Plan. The Plan shall be effective as of March 22, 1996, and shall continue in effect until March 21, 2006, unless terminated earlier. 7. Exercise Price and Consideration. (a) The per Share exercise price for the Shares to be issued pursuant to exercise of an Option shall be such price as is determined by the Board in its sole discretion, but, in the case of Incentive Stock Options only, shall be subject to the following: (i) for an Incentive Stock Option granted to a Restricted Stockholder, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant; and (ii) for an Incentive Stock Option granted to any Employee (other than a Restricted Stockholder), the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. (b) The consideration to be paid for the Shares to be issued upon exercise of an Option shall consist of full payment in cash or cash equivalents or, with the consent of the Board, one of the alternative forms specified below: 4 (i) full payment in shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or (ii) full payment through a combination of cash or cash equivalents and shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or (iii) full payment effected through a broker-dealer sale and remittance procedure pursuant to which the Optionee (A) shall provide irrevocable written instructions to a designated brokerage firm to effect the immediate sale of the purchased shares and remit to the Company, out of the sale proceeds available on the settlement date, sufficient funds to cover the aggregate option price payable for the purchased Shares plus all applicable Federal and State income and employment taxes required to be withheld by the Company by reason of such purchase

and State income and employment taxes required to be withheld by the Company by reason of such purchase and (B) shall provide written directives to the Company to deliver the certificates for the purchased Shares directly to such brokerage firm in order to complete the sale transaction; or (iv) any other legal consideration that may be acceptable to the Board. 8. Exercise of Options. (a) Vesting of Options. Any Option granted hereunder shall be exercisable at such times and under such conditions as determined by the Board, including performance criteria with respect to the Company and/or the Optionee, and as shall be permissible under the terms of the Plan. (b) Procedure for Exercise. An Option may be exercised at any time as to all or any portions of the Shares as to which it is then exercisable, except that an Option may not be exercised for a fraction of a Share and shall be subject to any provision in the written option agreement governing the minimum number of Shares as to which the Option may be exercised. An Option shall be deemed to be exercised when written notice of such exercise has been given to the Company in accordance with the terms of the Option by the person entitled to exercise the Option and full payment for the Shares with respect to which the Option is exercised has been received by the Company. Full payment may, as authorized by the Board, consist of any consideration and method of payment allowable under Section 7(b) of the Plan. (c) Termination of Options. All installments of an Option shall expire and terminate on such date(s) as the Board shall determine, but in no event later than ten (10) years from the date such Option was granted (except that an Incentive Stock Option granted to a Restricted Stockholder shall by its terms not be exercisable after the expiration of five (5) years from the date such Option was granted). 5 (d) Death or Termination of Service of Optionee. The following provisions shall govern the exercise period applicable to any Options held by an Optionee at the time of his or her death or termination of service with the Company or any Parent or Subsidiary of the Company: (i) Termination of Continuous Status as an Employee or Consultant. In the event of termination of an Optionee's Continuous Status as an Employee or Consultant (as the case may be) for any reason other than Optionee's death or Disability, such Optionee may only exercise the Option within three (3) months (or such shorter period as specified in the written option agreement) after the date of such termination. (ii) Disability of Optionee. In the event of termination of an Optionee's Continuous Status as an Employee or Consultant as a result of the Optionee's Disability, the Optionee may only exercise the Option within twelve (12) months (or such shorter period as is specified in the written option agreement) from the date of such termination. (iii) Death of Optionee. In the event of termination of an Optionee's Continuous Status as an Employee or Consultant as a result of the Optionee's death, the Option may only be exercised any time within twelve (12) months (or such shorter period as is specified in the written option agreement) following the date of death by the Optionee's estate or by a person who acquired the right to exercise the Option by bequest or inheritance. (iv) Limitations. Each Option shall, during the limited exercise period under this Section 8(d), be exercisable only as to the Shares for which the Option is exercisable on the date of the Optionee's death or termination of service with the Company. Under no circumstances shall any Option become exercisable under this Section 8(d) after the Option Termination Date. Upon the earlier of the expiration of such limited exercise period or the Option Termination Date, the Option shall terminate and cease to be exercisable. (v) Immediate Termination. Should (A) the Optionee's Continuous Status as an Employee or Consultant be terminated for misconduct (including, but not limited to, any act of dishonesty, willful misconduct, fraud or embezzlement) or (B) the Optionee make any unauthorized use or disclosure of confidential information or trade secrets of the Company or any Parent or Subsidiary, then in any such event all outstanding Options granted to the Optionee under this Plan shall terminate immediately and cease to be exercisable.

(vi) Board Discretion to Accelerate. The Board shall have complete discretion, exercisable either at the time the Option is granted or at any time the Option remains outstanding, to permit one or more Options granted under this Plan to be exercised during the limited exercise period applicable under this Section 8(d), not only for the number of Shares for which each such Option is exercisable at the time of the 6 Optionee's death or termination of service but also for one or more subsequent installments of Shares for which the Option would otherwise have become exercisable had such death or termination of service not occurred. (e) Extensions. Notwithstanding the provisions covering the exercisability of Options following death or termination of service, as described in Section 8(d), the Board may, in its sole discretion, with the consent of the Optionee or the Optionee's estate (in the case of the death of Optionee), extend the period of time during which the Option shall remain exercisable, provided that in no event shall such extension go beyond the Option Termination Date. In the case of Incentive Stock Options, extensions under this Section 8(e) may result in loss of the favorable treatment accorded to incentive stock options under the Code. 9. Restrictions on Grants of Options and Issuance of Shares. (a) Regulatory Approvals. No Shares shall be issued or delivered upon exercise of an Option unless and until there shall have been compliance with all applicable requirements of the Securities Act of 1933, as amended, (the "1933 Act"), and any other requirement of law or of any regulatory body having jurisdiction over such issuance and delivery. The inability of the Company to obtain any required permits, authorizations or approvals necessary for the lawful issuance and sale of any Shares hereunder on terms deemed reasonable by the Board shall relieve the Company, the Board, and any Committee of any liability in respect of the non-issuance or sale of such Shares as to which such requisite permits, authorizations, or approvals shall not have been obtained. (b) Representations and Warranties. As a condition to the granting or exercise of any Option, the Board may require the person receiving or exercising such Option to make any representation and/or warranty to the Company as may be required (or deemed appropriate by the Board, in its discretion) under any applicable law or regulation, including but not limited to a representation that the Option and/or Shares are being acquired only for investment and without any present intention to sell or distribute such Option and/or Shares, if such a representation is required under the 1933 Act or any other applicable law, rule, or regulation. (c) Stockholder Approval. The exercise of Options under the Plan also is conditioned on approval of the Plan by the Company's Stockholders, and no Option shall be exercisable hereunder unless and until the Plan has been so approved. 10. Option Adjustments. (a) Change in Capitalization. If the outstanding shares of Common Stock of the Company are increased, decreased, changed into or exchanged for a different number or kind of shares of the Company through reorganization, recapitalization, reclassification, stock dividend, stock split or reverse stock split, upon authorization by the Board an appropriate and proportionate adjustment shall be made in the number or kind of shares, and the per-share option price thereof, which may be issued in the aggregate and to any individual Optionees under the Plan upon exercise of Options granted under the Plan; provided, however, that no such 7 adjustment need be made if, upon the advice of counsel, the Board determines that such adjustment may result in the receipt of federal taxable income to holders of Options granted under the Plan or the holders of Common Stock or other classes of the Company's securities. (b) Corporate Reorganizations. Upon the occurrence of a Terminating Transaction, as of the effective date of such Terminating Transaction, the Plan and any then outstanding Options (whether or not vested) shall terminate unless (i) provision is made in writing in connection with such transaction for the continuance of the Plan and for the assumption of such Options, or for the substitution for such Options of new options covering the securities of a successor corporation or an affiliate thereof, with appropriate adjustments as to the number and kind of

a successor corporation or an affiliate thereof, with appropriate adjustments as to the number and kind of securities and exercise prices, in which event the Plan and such outstanding Options shall continue or be replaced, as the case may be, in the manner and under the terms so provided; or (ii) the Board otherwise shall provide in writing for such adjustments as it deems appropriate in the terms and conditions of the then-outstanding Options (whether or not vested), including without limitation (A) accelerating the vesting of outstanding Options, and/or (B) providing for the cancellation of Options and their automatic conversion into the right to receive the securities or other properties which a holder of the Shares underlying such Options would have been entitled to receive upon such Terminating Transaction had such Shares been issued and outstanding (net of the appropriate option exercise prices). If, pursuant to the foregoing provisions of this paragraph (b), the Plan and the Options shall terminate by reason of the occurrence of a Terminating Transaction without provision for any of the action(s) described in clause (i) or (ii) hereof, then any Optionee holding outstanding Options shall have the right, at such time immediately prior to the consummation of the Terminating Transaction as the Board shall designate, to exercise his or her Options to the full extent not theretofore exercised, including any portion which has not yet become exercisable. 11. Option Agreement. The terms and conditions of Options granted under the Plan shall be evidenced by a written option agreement executed by the Company and the person to whom the Option is granted. Each option agreement shall incorporate the Plan by reference and shall include such provisions as are determined to be necessary or appropriate by the Board. 12. Limitations on Incentive Stock Options. In the event that the aggregate Fair Market Value of Shares (determined as of the date of grant of the Option covering such Shares) with respect to which Incentive Stock Options are exercisable for the first time by an Employee during any calendar year under this Plan and any other plan of the Company exceeds $100,000, Options with respect to and to the extent of such excess shall be treated as Nonstatutory Stock Options. This Section 12 shall be applied by taking Options which are intended to be Incentive Stock Options into account in the order in which they were granted. 13. Amendment or Termination of the Plans. (a) Board Authority. The Board may amend, suspend, alter, or terminate the Plan at any time. To the extent necessary or desirable to comply with Rule 16b-3 of the Exchange Act, the Code or any other applicable law or regulation, the Company may obtain 8 stockholder approval of any amendment to the Plan only in such a manner and to such a degree as required under applicable law. (b) Limitation on Board Authority. Furthermore, the Plan may not, without the approval of the stockholders, be amended in any manner that would cause Incentive Stock Options issued hereunder to fail to qualify as Incentive Stock Options as defined in Section 422(b) of the Code. Notwithstanding the foregoing, no amendment, suspension or termination of the Plan shall adversely affect Options granted on or prior to the date thereof, as evidenced by the execution of an option agreement by both the Company and the Optionee, without the consent of such Optionee. (c) Contingent Grants Based on Amendments. Options may be granted in reliance on and consistent with any amendment adopted by the Board and which is necessary to enable such Options to be granted under the Plan, even though such amendment requires future stockholder approval; provided, however, that any such contingent Option by its terms may not be exercised prior to stockholder approval of such amendment, and provided further, that in the event stockholder approval is not obtained within twelve months of the date of grant of such contingent Option, then such contingent Option shall be deemed cancelled and no longer outstanding. 14. Options Not Transferable. Options granted under this Plan may not be sold, pledged, hypothecated, assigned, encumbered, gifted or otherwise transferred or alienated in any manner, either voluntarily or involuntarily by operation of law, other than by will or the laws of descent or distribution, and may be exercised during the lifetime of an Optionee only by such Optionee. 15. No Rights in Shares Before Issuance and Delivery. Neither the Optionee, his or her estate nor his or her

transferees by will or the laws of descent and distribution shall be, or have any rights or privileges of, a stockholder of the Company with respect to any Shares issuable upon exercise of the Option unless and until certificates representing such Shares shall have been issued and delivered notwithstanding exercise of the Option. No adjustment will be made for a dividend or other rights where the record date is prior to the date such stock certificates are issued, except as provided in Section 10. 16. Taxes. The Board shall make such provisions and take such steps as it deems necessary or appropriate for the withholding of any federal, state, local and other tax required by law to be withheld with respect to the grant or exercise of an Option under the Plan, including, without limitation, the deduction of the amount of any such withholding tax from any compensation or other amounts payable to an Optionee by the Company, or requiring an Optionee (or the Optionee's beneficiary or legal representative) as a condition of granting or exercising an Option to pay to the Company any amount required to be withheld, or to execute such other documents as the Board deems necessary or desirable in connection with the satisfaction of any applicable withholding obligation. In the discretion of the Board, upon exercise of a Nonstatutory Stock Option, the Optionee may request the Company to withhold from the Shares to be issued upon such exercise that number of Shares (based on the Fair 9 Market Value of the Shares as of the day notice of exercise is received by the Company) that would satisfy any tax withholding requirement. 17. Legends on Options and Stock Certificates. Each option agreement and each certificate representing Shares acquired upon exercise of an Option shall be endorsed with all legends, if any, required by applicable federal and state securities laws to be placed on the option agreement and/or the certificate. The determination of which legends, if any, shall be placed upon option agreements and/or the certificates representing Shares shall be made by the Board in its sole discretion and such decision shall be final and binding. 18. Availability of Plan. A copy of this Plan shall be delivered to the Secretary of the Company and shall be shown by the Secretary to any eligible person making reasonable inquiry concerning the Plan. 19. Applicable Law. This Plan shall be governed by and construed in accordance with the laws of the State of California. Date Plan approved by Board: January 26, 1996 Date Plan approved by Shareholders: March 22, 1996 10 NONSTATUTORY STOCK OPTION AGREEMENT On this ___ day of __________, ____, ("Grant Date"), QUIKSILVER, INC., a Delaware corporation (the "Company"), hereby grants to ____________________ (the "Optionee") an Option to purchase a total of __________ shares of Common Stock (the "Shares"), on the terms and conditions set forth below, and in all respects subject to the terms, definitions and provisions of the Quiksilver, Inc. 1996 Stock Option Plan (the "Plan") adopted by the Company, which is incorporated herein by reference. Unless otherwise defined in this Option, the terms defined in the Plan shall have the same defined meanings in this Option. In the event of any conflict between the provisions of this Option and those of the Plan, the Plan shall control. 1. NATURE OF THE OPTION. This Option is intended to qualify as a Nonstatutory Stock Option. 2. EXERCISE PRICE. The exercise price is $____ for each share of Common Stock. 3. VESTING AND EXERCISE OF OPTION. This Option shall be exercisable during its term in accordance with the provisions of Section 8 of the Plan as follows: (a) VESTING. Subject to the limitations contained in this Option and the Plan, this Option shall become exercisable in installments as follows:

exercisable in installments as follows: Number of Shares Date of Earliest Exercise (Installment) (Vesting) The installments provided for in this Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to this Section shall remain exercisable until expiration or earlier termination of this Option. (b) METHOD OF EXERCISE. This Option shall be exercisable by written notice (in a form designated by the Company) which shall state the election to exercise the Option, the number of Shares in respect of which the Option is being exercised, and such other representations and warranties of Optionee as may be required by the Company pursuant to Section 9(b) of the Plan. Such written notice shall be signed by Optionee and shall be delivered in person or by certified mail to the President, Secretary or Chief Financial Officer of the Company. The written notice shall be accompanied by payment of the exercise price.

No Shares will be issued pursuant to the exercise of an Option unless such issuance and such exercise shall comply with all relevant provisions of law. Assuming such compliance, for income tax purposes the Shares shall be considered transferred to the Optionee on the date on which the Option is exercised with respect to such Shares. (c) MINIMUM EXERCISE. The minimum number of Shares with respect to which this Option may be exercised at any one time is One Hundred (100) Shares, and this Option shall be exercised for whole Shares only. 4. CERTAIN REPRESENTATIONS AND WARRANTIES. (a) Optionee represents to the Company the following: (i) that Optionee has read and understands the terms and provisions of the Plan, and hereby accepts this Agreement subject to all the terms and provisions of the Plan; (ii) that Optionee shall accept as binding and final all decisions or interpretations of the Board or of the Committee upon any questions arising under the Plan; and (iii) Optionee understands that, unless at the time of exercise of this Option a registration statement under the Securities Act of 1933, as amended, is in effect covering the Shares, as a condition to the exercise of the Option the Company may require Optionee to represent that Optionee is acquiring the Shares for Optionee's own account only and not with a view to, or for sale in connection with, any distribution of the Shares. 5. METHOD OF PAYMENT. (a) The consideration to be paid for the Shares to be issued upon exercise of the Option shall consist of full payment in cash or cash equivalents or, with the consent of the Board or the Committee, one of the alternative forms specified below: (i) full payment in shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or (ii) full payment through a combination of cash or cash equivalents and shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or 2 (iii) full payment effected through a broker-dealer sale and remittance procedure pursuant to which the Optionee (A) shall provide irrevocable written instructions to a designated brokerage firm to effect the immediate sale of

(A) shall provide irrevocable written instructions to a designated brokerage firm to effect the immediate sale of the purchased shares and remit to the Company, out of the sale proceeds available on the settlement date, sufficient funds to cover the aggregate option price payable for the purchased Shares plus all applicable Federal and State income and employment taxes required to be withheld by the Company by reason of such purchase and (B) shall provide written directives to the Company to deliver the certificates for the purchased Shares directly to such brokerage firm in order to complete the sale transaction; or (iv) any other legal consideration that may be acceptable to the Board or the Committee. 6. RESTRICTIONS ON EXERCISE. This Option may not be exercised if the issuance of such Shares upon such exercise or the method of payment of consideration for such Shares would constitute a violation of any applicable federal or state securities or other law or regulation. As a condition to the exercise of this Option, the Company may require Optionee to make any representation and warranty to the Company as may be required by any applicable law or regulation. 7. TERMINATION OF STATUS AS AN EMPLOYEE OR CONSULTANT. In the event of termination of Optionee's Continuous Status as an Employee or Consultant, Optionee may, but only within three (3) months after the date of such termination (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), exercise this Option to the extent that Optionee was entitled to exercise it at the date of such termination. To the extent that Optionee was not entitled to exercise this Option at the date of such termination, or if Optionee does not exercise this Option within the time specified herein, this Option shall terminate. 8. DISABILITY OF OPTIONEE. Notwithstanding the provisions of Section 7 above, in the event of termination of Optionee's Continuous Status as an Employee or Consultant as a result of Optionee's permanent and total disability (as defined in Section 22(e)(3) of the Code), Optionee may, but only within twelve (12) months from the date of termination of employment or relationship as director or consultant (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), exercise this Option to the extent Optionee was entitled to exercise it at the date of such termination. To the extent that Optionee was not entitled to exercise this Option at the date of termination, or if Optionee does not exercise such Option (which Optionee was entitled to exercise) within the time specified herein, this Option shall terminate. 9. DEATH OF OPTIONEE. In the event of the death of Optionee during the term of this Option while an Employee or Consultant of the Company and having been in Continuous Status as an Employee or Consultant since the date of grant of this Option, this Option may be exercised, at any time within twelve (12) months following the date of death (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), by 3 Optionee's estate or by a person who acquired the right to exercise this Option by bequest or inheritance, but only to the extent Optionee was entitled to exercise this Option on the date of death. 10. NON-TRANSFERABILITY OF OPTION. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Optionee only by Optionee. The terms of this Option shall be binding upon the executors, administrators, heirs, successors and assigns of Optionee. 11. TERM OF OPTION. In no event may this Option be exercised after __________, 200_ (which date shall be no more than ten (10) years from the date this Option was granted). 12. NO EMPLOYMENT RIGHTS. Optionee acknowledges and agrees that the vesting of Shares pursuant to Section 3 hereof is earned only through Optionee's Continuous Status as an Employee or Consultant (not through the act of being hired or engaged, being granted this Option or acquiring Shares hereunder). Optionee further acknowledges and agrees that this Option, the Company's Plan which is incorporated herein by reference, the transactions contemplated hereunder and the vesting schedule set forth herein do not constitute an express or implied promise of continued engagement as an Employee or Consultant for the vesting period, for any period, or at all, and shall not interfere with Optionee's right or the Company's right to terminate Optionee's employment or

consulting relationship at any time, with or without cause. 13. WITHHOLDING OF TAXES. Optionee authorizes the Company to withhold, in accordance with any applicable law, from any compensation payable to him any taxes required to be withheld by federal, state, or foreign law as a result of the grant of the Option or the issuance of stock pursuant to the exercise of the Option. 14. NOTICES. Any notice to be given to the Company shall be addressed to the Company in care of its Secretary at its principal office, and any notice to be given to Optionee shall be addressed to Optionee at the address given below or at such other address as the Optionee may hereafter designate in writing to the Company. Any such notice shall be deemed duly given upon personal delivery or three business days after deposit in the United States mail, registered or certified, postage prepaid. 4 15. GOVERNING LAW. This Option shall be governed by and construed in accordance with the internal laws of the State of California. QUIKSILVER, INC. By:___________________________________ Title:________________________________ _________________, Optionee Address:______________________________ 5 INCENTIVE STOCK OPTION AGREEMENT On this ___ day of __________, ____, ("Grant Date"), QUIKSILVER, INC., a Delaware corporation (the "Company"), hereby grants to ____________________ (the "Optionee") an Option to purchase a total of __________ shares of Common Stock (the "Shares"), on the terms and conditions set forth below, and in all respects subject to the terms, definitions and provisions of the Quiksilver, Inc. 1996 Stock Option Plan (the "Plan") adopted by the Company, which is incorporated herein by reference. Unless otherwise defined in this Option, the terms defined in the Plan shall have the same defined meanings in this Option. In the event of any conflict between the provisions of this Option and those of the Plan, the Plan shall control. 1. NATURE OF THE OPTION. This Option is intended to qualify as an Incentive Stock Option. 2. EXERCISE PRICE. The exercise price is $___ for each share of Common Stock, which price is not less than the fair market value per share of Common Stock on the date of grant, as determined by the Board or the Committee. 3. VESTING AND EXERCISE OF OPTION. This Option shall be exercisable during its term in accordance with the provisions of Section 8 of the Plan as follows: (a) VESTING. Subject to the limitations contained in this Option and the Plan, this Option shall become exercisable in installments as follows: Number of Shares Date of Earliest Exercise (Installment) (Vesting) The installments provided for in this Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to this Section shall remain exercisable until expiration or earlier termination of this Option. (b) METHOD OF EXERCISE. This Option shall be exercisable by written notice (in a form designated by the

Company) which shall state the election to exercise the Option, the number of Shares in respect of which the Option is being exercised, and such other representations and warranties of Optionee as may be required by the Company pursuant to Section 9(b) of the Plan. Such written notice shall be signed by Optionee and shall be delivered in person or by certified mail to the President, Secretary or Chief Financial Officer of the Company. The written notice shall be accompanied by payment of the exercise price.

No Shares will be issued pursuant to the exercise of an Option unless such issuance and such exercise shall comply with all relevant provisions of law. Assuming such compliance, for income tax purposes the Shares shall be considered transferred to the Optionee on the date on which the Option is exercised with respect to such Shares. (c) MINIMUM EXERCISE. The minimum number of Shares with respect to which this Option may be exercised at any one time is One Hundred (100) Shares, and this Option shall be exercised for whole Shares only. 4. CERTAIN REPRESENTATIONS AND WARRANTIES. (a) Optionee represents to the Company the following: (i) that Optionee has read and understands the terms and provisions of the Plan, and hereby accepts this Agreement subject to all the terms and provisions of the Plan; (ii) that Optionee shall accept as binding and final all decisions or interpretations of the Board or of the Committee upon any questions arising under the Plan; (iii) Optionee understands that the existence of the Plan and the execution of this Option are not sufficient by themselves to cause any exercise of any Incentive Stock Options granted under the Plan and this Option to qualify for favorable tax treatment through the application of Section 422(a) of the Code; and that Optionee must, in order to so qualify, individually meet by Optionee's own action all applicable requirements of Section 422, including without limitation, the requirement that no disposition of Shares may be made by Optionee within two (2) years from the date of the granting of the Option nor within one (1) year after the transfer of such Shares to Optionee; and (iv) Optionee understands that, unless at the time of exercise of this Option a registration statement under the Securities Act of 1933, as amended, is in effect covering the Shares, as a condition to the exercise of the Option the Company may require Optionee to represent that Optionee is acquiring the Shares for Optionee's own account only and not with a view to, or for sale in connection with, any distribution of the Shares. 5. METHOD OF PAYMENT. (a) The consideration to be paid for the Shares to be issued upon exercise of the Option shall consist of full payment in cash or cash equivalents or, with the consent of the Board or the Committee, one of the alternative forms specified below: 2 (i) full payment in shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or (ii) full payment through a combination of cash or cash equivalents and shares of Common Stock (duly endorsed for transfer to the Company) held by the Optionee for the requisite period necessary to avoid a charge to the Company's earnings for financial reporting purposes and valued at Fair Market Value on the date of delivery; or (iii) full payment effected through a broker-dealer sale and remittance procedure pursuant to which the Optionee (A) shall provide irrevocable written instructions to a designated brokerage firm to effect the immediate sale of the purchased shares and remit to the Company, out of the sale proceeds available on the settlement date,

the purchased shares and remit to the Company, out of the sale proceeds available on the settlement date, sufficient funds to cover the aggregate option price payable for the purchased Shares plus all applicable Federal and State income and employment taxes required to be withheld by the Company by reason of such purchase and (B) shall provide written directives to the Company to deliver the certificates for the purchased Shares directly to such brokerage firm in order to complete the sale transaction; or (iv) any other legal consideration that may be acceptable to the Board or the Committee. 6. RESTRICTIONS ON EXERCISE. This Option may not be exercised if the issuance of such Shares upon such exercise or the method of payment of consideration for such Shares would constitute a violation of any applicable federal or state securities or other law or regulation. As a condition to the exercise of this Option, the Company may require Optionee to make any representation and warranty to the Company as may be required by any applicable law or regulation. 7. TERMINATION OF STATUS AS AN EMPLOYEE. In the event of termination of Optionee's Continuous Status as an Employee, Optionee may, but only within three (3) months after the date of such termination (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), exercise this Option to the extent that Optionee was entitled to exercise it at the date of such termination. To the extent that Optionee was not entitled to exercise this Option at the date of such termination, or if Optionee does not exercise this Option within the time specified herein, this Option shall terminate. 8. DISABILITY OF OPTIONEE. Notwithstanding the provisions of Section 7 above, in the event of termination of Optionee's Continuous Status as an Employee, as a result of Optionee's permanent and total disability (as defined in Section 22(e)(3) of the Code), Optionee may, but only within twelve (12) months from the date of termination of employment (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), exercise this Option to the extent Optionee was entitled to exercise it at the date of such 3 termination. To the extent that Optionee was not entitled to exercise this Option at the date of termination, or if Optionee does not exercise such Option (which Optionee was entitled to exercise) within the time specified herein, this Option shall terminate. 9. DEATH OF OPTIONEE. In the event of the death of Optionee during the term of this Option while an Employee of the Company and having been in Continuous Status as an Employee since the date of grant of this Option, this Option may be exercised, at any time within twelve (12) months following the date of death (but in no event later than the date of expiration of the term of this Option as set forth in Section 11 below), by Optionee's estate or by a person who acquired the right to exercise this Option by bequest or inheritance, but only to the extent Optionee was entitled to exercise this Option on the date of death. 10. NON-TRANSFERABILITY OF OPTION. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Optionee only by Optionee. The terms of this Option shall be binding upon the executors, administrators, heirs, successors and assigns of Optionee. 11. TERM OF OPTION. In no event may this Option be exercised after _______, ____ (which date shall be no more than ten (10) years from the date this Option was granted). 12. NO EMPLOYMENT RIGHTS. Optionee acknowledges and agrees that the vesting of Shares pursuant to Section 3 hereof is earned only by continuing service as an employee at the will of the Company (not through the act of being hired, being granted this Option or acquiring Shares hereunder). Optionee further acknowledges and agrees that this Option, the Company's Plan which is incorporated herein by reference, the transactions contemplated hereunder and the vesting schedule set forth herein do not constitute an express or implied promise of continued engagement as an employee for the vesting period, for any period, or at all, and shall not interfere with Optionee's right or the Company's right to terminate Optionee's employment relationship at any time, with or without cause.

13. WITHHOLDING OF TAXES. Optionee authorizes the Company to withhold, in accordance with any applicable law, from any compensation payable to him any taxes required to be withheld by federal, state, or foreign law as a result of the grant of the Option or the issuance of stock pursuant to the exercise of the Option. 14. NOTICES. Any notice to be given to the Company shall be addressed to the Company in care of its Secretary at its principal office, and any notice to be given to Optionee shall be addressed to Optionee at the address given below or at such other address as the Optionee may hereafter designate in writing to the Company. Any such notice shall be deemed duly given upon personal delivery or three business days after deposit in the United States mail, registered or certified, postage prepaid. 4 15. GOVERNING LAW. This Option shall be governed by and construed in accordance with the internal laws of the State of California. QUIKSILVER, INC. By:___________________________________ Title:________________________________ _________________, Optionee Address:______________________________ 5 NOTICE OF EXERCISE OF NONSTATUTORY STOCK OPTION Quiksilver, Inc. 1740 Monrovia Avenue Costa Mesa, CA 92627 Gentlemen: In accordance with the terms of the Quiksilver, Inc. 1996 Stock Option Plan (the "Plan"), and the related Incentive Stock Option Agreement dated as of ________________, 199_ between me and Quiksilver, Inc. (the "Company"), I hereby give notice of exercise of my option (the "Option") as to ___________ shares of Company Common Stock (the "Shares") at a purchase price of $______________ per share, or $__________________ in the aggregate. By this exercise, I agree (i) to provide such additional documents as you may require pursuant to the terms of the Plan, and (ii) to provide for the payment by me to you (in the manner designated by you) of your withholding obligation, if any, relating to the exercise of the Option. Unless a registration statement covering the Shares is currently in effect under the Securities Act of 1933, as amended (the "Act"), I hereby make the following certifications and representations with respect to the Shares: (1) I acknowledge that the Shares have not been registered under the Act and are deemed to constitute "restricted securities" under Rule 144 promulgated under the Act. I represent and warrant to the Company that I am acquiring the Shares for my own account and for investment purposes only and I have no present intention of distributing or selling the Shares, except as permitted under the Act and any applicable state securities laws; and (2) I further acknowledge that all certificates representing any of the Shares subject to the provisions of the Option shall have endorsed thereon appropriate legends reflecting the foregoing limitations, as well as any legends reflecting restrictions pursuant to applicable securities laws.

There accompanies this Notice payment in full for the aggregate purchase price for the Shares as follows (check applicable method of payment): / / Check in the amount of $___________________ / / If authorized by the Plan and the Board, shares of the Company's Stock currently owned by me as follows:
Certificate Number(s) --------------------__________ __________ Number of Shares ---------------__________ __________

Please mail the certificate representing the Shares to the following address:

Dated:

________________, 199_

____________________________________ Signature

____________________________________ Type or Print Name

2 NOTICE OF EXERCISE OF INCENTIVE STOCK OPTION Quiksilver, Inc. 1740 Monrovia Avenue Costa Mesa, CA 92627 Gentlemen: In accordance with the terms of the Quiksilver, Inc. 1996 Stock Option Plan (the "Plan"), and the related Incentive Stock Option Agreement dated as of ________________, 199_ between me and Quiksilver, Inc. (the "Company"), I hereby give notice of exercise of my option (the "Option") as to ___________ shares of Company Common Stock (the "Shares") at a purchase price of $______________ per share, or $__________________ in the aggregate. By this exercise, I agree (i) to provide such additional documents as you may require pursuant to the terms of the Plan, and (ii) to notify you in writing within fifteen (15) days after the date of any disposition of any of the shares of Common Stock issued upon exercise of the Option that occurs within two (2) years after the date of grant of the Option or within one (1) year after such shares of Common Stock are issued upon exercise of the Option. Unless a registration statement covering the Shares is currently in effect under the Securities Act of 1933, as amended (the "Act"), I hereby make the following certifications and representations with respect to the Shares: (3) I acknowledge that the Shares have not been registered under the Act and are deemed to constitute "restricted securities" under Rule 144 promulgated under the Act. I represent and warrant to the Company that I am acquiring the Shares for my own account and for investment purposes only and I have no present intention of distributing or selling the Shares, except as permitted under the Act and any applicable state securities laws; and (4) I further acknowledge that all certificates representing any of the Shares subject to the provisions of the Option shall have endorsed thereon appropriate legends reflecting the foregoing limitations, as well as any legends

reflecting restrictions pursuant to applicable securities laws.

There accompanies this Notice payment in full for the aggregate purchase price for the Shares as follows (check applicable method of payment): / / Check in the amount of $___________________ / / If authorized by the Plan and the Board, shares of the Company's Stock currently owned by me as follows:
Certificate Number(s) --------------------__________ __________ Number of Shares ---------------__________ __________

Please mail the certificate representing the Shares to the following address:

Dated:

________________, 199_

____________________________________ Signature

____________________________________ Type or Print Name

2 Exhibit 10.13 (QUIKSILVER LOGO) December 22, 2006 PERSONAL AND CONFIDENTIAL David Morgan Executive Vice President, Global Finance and Operations c/o Quiksilver, Inc. 15202 Graham Street Huntington Beach, California 92649 Re: Employment at Quiksilver, Inc. Dear David: This letter ("Agreement") will confirm our understanding and agreement regarding your continued employment with Quiksilver, Inc. ("Quiksilver" or the "Company"). This Agreement is effective as of November 1, 2006, and completely supersedes and replaces any existing or previous oral or written understandings or agreements, express or implied, between you and the Company regarding your employment. 1. Position; Exclusivity. The Company hereby agrees to employ you as its Executive Vice President, Global Finance and Operations, reporting to the President or Chief Executive Officer, or their designee. During your employment with Quiksilver, you will devote your full professional and business time, interest, abilities and energies to the Company and will not render any services to any other person or entity, whether for compensation or otherwise, or engage in any business activities competitive with or adverse to the Company's

business or welfare, whether alone, as an employee, as a partner, as a member, or as a shareholder, officer or director of any other corporation, or as a trustee, fiduciary or in any other similar representative capacity of any other entity. 2. Base Salary. Your base salary will be $39,583 per month ($475,000 on an annualized basis), less applicable withholdings and deductions, paid on the Company's regular payroll dates. Your salary will be reviewed at the time management salaries are reviewed periodically and may be adjusted (but not below $39,583 per month) at the Company's discretion in light of the Company's performance, your performance, market conditions and other factors deemed relevant by the Company. -13. Bonus. For the fiscal year ending October 31, 2007 and each fiscal year thereafter, you shall be eligible to receive a discretionary bonus under the terms approved by the Board of Directors for such bonus. Any such bonus shall be paid within thirty (30) days following the date the Company publicly releases its annual audited financial statements (the "Bonus Payment Date"). In the event that your employment with the Company terminates prior to the end of the applicable fiscal year, your eligibility to receive a pro rata portion of the bonus is governed by Paragraph 9 below. Any bonus payments shall be less applicable withholdings and deductions. 4. Vacation. Since Quiksilver does not have a vacation policy for executives of your level, no vacation days will be treated as earned or accrued. 5. Health and Disability Insurance. You (and any eligible dependents you elect) will be covered by the Company's group health insurance programs on the same terms and conditions applicable to comparable employees. You will also be covered by the long-term disability plan for senior executives on the same terms and conditions applicable to comparable employees. The Company reserves the right to change, modify, or eliminate such coverages in its discretion. 6. Clothing Allowance. You will be provided a clothing allowance of $4,000 per year at the Company's wholesale prices. 7. Stock Options. You shall continue to be a participant in Quiksilver's Stock Incentive Plan, or any successor equity plan. The amount and terms of any restricted stock, stock options, stock appreciation rights or other interests to be granted to you will be determined by the Board of Directors in its discretion and covered in separate agreements, but shall be substantially similar to those granted to other senior executives of Quiksilver of equivalent level. Stock options granted to you after the date hereof through the termination of your employment shall provide that if you are terminated by the Company without Cause (as hereinafter defined), as a result of your death or permanent disability, or you terminate your employment for Good Reason (as hereinafter defined), any such options outstanding will automatically vest in full on an accelerated basis so that the options will immediately prior to such termination become exercisable for all option shares and remain exercisable until the earlier to occur of (i) the first anniversary of such termination, (ii) the end of the option term, or (iii) termination pursuant to other provisions of the applicable option plan or agreement (e.g., a corporate transaction). 8. Life Insurance. The Company will pay the premium on a term life insurance policy on your life with a company and policy of our choice, and a beneficiary of your choice, in the face amount determined by the Company of not less than $2,000,000. Our obligation to obtain and maintain this insurance is -2contingent upon your establishing and maintaining insurability, and we are not required to pay premiums for such a policy in excess of $5,000 annually. 9. Unspecified Term; At Will Employment; Termination. (a) Notwithstanding anything to the contrary in this Agreement or in your prior employment relationship with the Company, express or implied, your employment is for an unspecified term and either you or Quiksilver may terminate your employment at will and with or without Cause (as defined below) or notice at any time for any reason; provided, however, that you agree to provide the Company with thirty (30) days advance written notice

reason; provided, however, that you agree to provide the Company with thirty (30) days advance written notice of your resignation (during which time the Company may elect, in its discretion, to relieve you of all duties and responsibilities). This at-will aspect of your employment relationship can only be changed by an individualized written agreement signed by both you and an authorized officer of the Company. (b) The Company may also terminate your employment immediately, without notice, for Cause, which shall include, but not be limited to, (i) your death, (ii) your permanent disability which renders you unable to perform your duties and responsibilities for a period in excess of three consecutive months, (iii) willful misconduct in the performance of your duties, (iv) commission of a felony or violation of law involving moral turpitude or dishonesty, (v) self-dealing, (vi) willful breach of duty, (vii) habitual neglect of duty, or (viii) a material breach by you of your obligations under this Agreement. If the Company terminates your employment for Cause, or you terminate your employment other than for Good Reason (as defined below), you (or your estate or beneficiaries in the case of your death) shall receive your base salary and other benefits earned and accrued prior to the termination of your employment and, in the case of a termination pursuant to subparagraphs (i) or (ii) only, a pro rata portion of your bonus, if any, as provided in Paragraph 3 for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and you shall have no further rights to any other compensation or benefits hereunder on or after the termination of your employment. (c) If Quiksilver elects to terminate your employment without Cause, or if you terminate your employment with the Company for Good Reason within six (6) months of the action constituting Good Reason, the Company will (i) continue to pay your base salary (but not any employment benefits) on its regular payroll dates for a period of eighteen (18) months, (ii) pay you a pro rata portion of a bonus adopted pursuant to Paragraph 3, if any, for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and (iii) pay you an amount equal to two (2) times the average annual bonus earned by you pursuant to Paragraph 3 during the two (2) most recently completed fiscal years of the Company, payable over an eighteen (18) month period following -3termination in equal installments on the Company's regular payroll dates, less applicable withholdings and deductions. Notwithstanding the foregoing, if such termination without Cause or for Good Reason occurs within twelve (12) months immediately following a Change of Control (as defined in Addendum "A"), the Company will instead (i) continue to pay your base salary (but not any employment benefits) on its regular payroll dates for a period of twenty-four (24) months, (ii) pay you a pro rata portion of a bonus, if any, for the fiscal year in which such termination occurs, less applicable withholdings and deductions, and (iii) pay you an amount equal to two (2) times the average annual bonus earned by you pursuant to Paragraph 3 during the two (2) most recently completed fiscal years of the Company, payable over a twenty-four (24) month period following termination in equal installments on the Company's regular payroll dates, less applicable withholdings and deductions. In order for you to be eligible to receive the payments specified in this Paragraph 9(c), you must execute a general release of claims in a form reasonably acceptable to the Company. You shall have no further rights to any other compensation or benefits hereunder on or after the termination of your employment. You shall not have a duty to seek substitute employment, and the Company shall not have the right to offset any compensation due you against any compensation or income received by you after the date of such termination. "Good Reason" for you to terminate employment means a voluntary termination as a result of (i) the assignment to you of duties materially inconsistent with your position as set forth above without your consent, (ii) a material change in your reporting level from that set forth in this Agreement without your consent, (iii) a material diminution of your authority without your consent, (iv) a material breach by the Company of its obligations under this Agreement, (v) a failure by the Company to obtain from any successor, before the succession takes place, an agreement to assume and perform the obligations contained in this Agreement, or (vi) the Company requiring you to be based (other than temporarily) at any office or location outside of the Southern California area without your consent. Notwithstanding the foregoing, Good Reason shall not exist unless you provide the Company notice of termination on account thereof and, if such event or condition is curable, the Company fails to cure such event or condition within thirty (30) days of such notice. (d) In the event that any payment or benefit received or to be received by you (collectively, the "Payments") would constitute a parachute payment within the meaning of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), then the following limitation shall apply:

The aggregate present value of those Payments shall be limited in amount to the greater of the following dollar amounts (the "Benefit -4Limit"): (i) 2.99 times your Average Compensation (as defined below), or (ii) the amount which yields you the greatest after-tax amount of Payments under this Agreement after taking into account any excise tax imposed under Code Section 4999 on those Payments. The present value of the Payments will be measured as of the date of the Change in Control and determined in accordance with the provisions of Code Section 280G(d)(4). Average Compensation means the average of your W-2 wages from the Company for the five (5) calendar years completed immediately prior to the calendar year in which the Change in Control is effected. Any W-2 wages for a partial year of employment will be annualized, in accordance with the frequency which such wages are paid during such partial year, before inclusion in Average Compensation. (e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a "specified employee" within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph. 10. Trade Secrets; Confidential and/or Proprietary Information. The Company owns certain trade secrets and other confidential and/or proprietary information which constitute valuable property rights, which it has developed through a substantial expenditure of time and money, which are and will continue to be utilized in the Company's business and which are not generally known in the trade. This proprietary information includes the list of names of the customers and suppliers of Quiksilver, and other particularized information concerning the products, finances, processes, material preferences, fabrics, designs, material sources, pricing information, production schedules, sales and marketing strategies, sales commission formulae, merchandising strategies, order forms and other types of proprietary information relating to our products, customers and suppliers. You agree that you will not disclose and will keep strictly secret and -5confidential all trade secrets and proprietary information of the Company, including, but not limited to, those items specifically mentioned above. 11. Expense Reimbursement. The Company will reimburse you for documented reasonable and necessary business expenses incurred by you while engaged in business activities for the Company's benefit on such terms and conditions as shall be generally available to other executives of the Company. 12. Compliance With Business Policies. You will devote your full business time and attention to Quiksilver and will not be involved in other business ventures without written authorization from the Company's Board of Directors. You will be required to observe the Company's personnel and business policies and procedures as they are in effect from time to time. In the event of any conflicts, the terms of this Agreement will control. 13. Entire Agreement. This Agreement, its addenda, and any stock option agreements the Company may enter

into with you contain the entire integrated agreement between us regarding these issues, and no modification or amendment to this Agreement will be valid unless set forth in writing and signed by both you and an authorized officer of the Company. 14. Arbitration as Exclusive Remedy. To the fullest extent allowed by law, any controversy, claim or dispute between you and the Company (and/or any of its affiliates, owners, shareholders, directors, officers, employees, volunteers or agents) relating to or arising out of your employment or the cessation of that employment will be submitted to final and binding arbitration in Orange County, California, for determination in accordance with the American Arbitration Association's ("AAA") Employment Arbitration Rules, as the exclusive remedy for such controversy, claim or dispute. In any such arbitration, the parties may conduct discovery to the same extent as would be permitted in a court of law. The arbitrator shall issue a written decision, and shall have full authority to award all remedies which would be available in court. The Company shall pay the arbitrator's fees and any AAA administrative expenses. Any judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Possible disputes covered by the above include (but are not limited to) unpaid wages, breach of contract, torts, violation of public policy, discrimination, harassment, or any other employment-related claims under laws including but not limited to, Title VII of the Civil Rights Act of 1964, the Americans With Disabilities Act, the Age Discrimination in Employment Act, the California Fair Employment and Housing Act, the California Labor Code and any other statutes or laws relating to an employee's relationship with his/her employer, regardless of whether such dispute is initiated by the employee or the Company. Thus, this bilateral arbitration agreement fully applies to any and all claims that the Company may have against you, including (but not limited to) claims for misappropriation of Company property, disclosure of proprietary information or trade secrets, interference -6with contract, trade libel, gross negligence, or any other claim for alleged wrongful conduct or breach of the duty of loyalty. Nevertheless, claims for workers' compensation benefits or unemployment insurance, those arising under the National Labor Relations Act, and any other claims where mandatory arbitration is prohibited by law, are not covered by this arbitration agreement, and such claims may be presented by either the Company or you to the appropriate court or government agency. BY AGREEING TO THIS BINDING ARBITRATION PROVISION, BOTH YOU AND THE COMPANY GIVE UP ALL RIGHTS TO TRIAL BY JURY. This mutual arbitration agreement is to be construed as broadly as is permissible under applicable law. 15. Successors and Assigns. This Agreement will be assignable by the Company to any successor or to any other company owned or controlled by the Company, and will be binding upon any successor to the business of the Company, whether direct or indirect, by purchase of securities, merger, consolidation, purchase of all or substantially all of the assets of the Company or otherwise. Please sign, date and return the enclosed copy of this letter to me for our files to acknowledge your agreement with the above. Very truly yours, Charles Exon Executive Vice President, General Counsel and Secretary Enclosure ACKNOWLEDGED AND AGREED: David Morgan Date Effective: December 22, 2006 -7ADDENDUM A

DEFINITION OF CHANGE IN CONTROL "Change in Control" means the occurrence of one or more of the following events: (i) any corporation, partnership, person, other entity, or group (as defined in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended) (collectively, a "Person") acquires shares of capital stock of the Company representing more than 50% of the total number of shares of capital stock that may be voted for the election of directors of the Company, (ii) a merger, consolidation, or other business combination of the Company with or into another Person is consummated, or all or substantially all of the assets of the Company are acquired by another Person, as a result of which the stockholders of the Company immediately prior to the consummation of such transaction own, immediately after consummation of such transaction equity securities possessing less than 50% of the voting power of the surviving or acquiring Person (or any Person in control of the surviving or acquiring Person, the equity securities of which are issued or transferred in such transaction), or (iii) the stockholders of the Company approve a plan of complete liquidation, dissolution or winding up of the Company. -Addendum A-

Exhibit 10.15 December 21, 2006 Mr. Robert B. McKnight, Jr. Quiksilver, Inc. 15202 Graham Street Huntington Beach, California 92649 RE: AMENDMENT TO EMPLOYMENT AGREEMENT Dear Bob: Reference is made to your Employment Agreement ("Agreement") dated May 25, 2005 by and between Quiksilver, Inc. ("Quiksilver") and you. Capitalized terms used in this letter and not defined herein shall have the meaning ascribed to them in the Agreement. This letter amends the Agreement as follows: 1. The parties agree to add clause 9(e) to the Agreement as follows: "(e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the U.S. Internal Revenue Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a "specified employee" within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph." Except as expressly amended by this letter, the terms, conditions, covenants and agreements contained in the Agreement remain unaffected by this letter and continue in full force and effect. This letter is intended by the parties to satisfy the requirement in clause 13 of the Agreement that any modification or amendment to the Agreement be in writing and signed by both parties. Further, this letter and the Agreement constitute the entire agreement between the parties with respect to the subject matter set forth herein and therein and supercede all other agreements, proposals, oral or written statements. Please confirm your agreement by signing and returning one copy of this letter to the undersigned, whereupon this letter will become a binding agreement between the

parties. Very truly yours, By: Name: Charles Exon Title: Secretary and General Counsel Executive Vice President Business and Legal Affairs International Accepted and agreed to this ____ day of ____________, 2006 By: Name: Robert B. McKnight, Jr. Title: Chairman and Chief Executive Officer Exhibit 10.17 December 21, 2006 Mr. Bernard Mariette Quiksilver, Inc. 15202 Graham Street Huntington Beach, California 92649 RE: AMENDMENT TO EMPLOYMENT AGREEMENT Dear Bernard: Reference is made to your Employment Agreement ("Agreement") dated May 25, 2005 by and between Quiksilver, Inc. ("Quiksilver") and you. Capitalized terms used in this letter and not defined herein shall have the meaning ascribed to them in the Agreement. This letter amends the Agreement as follows: 1. The parties agree to add clause 9(e) to the Agreement as follows: "(e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the U.S. Internal Revenue Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a "specified employee" within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph." Except as expressly amended by this letter, the terms, conditions, covenants and agreements contained in the Agreement remain unaffected by this letter and continue in full force and effect. This letter is intended by the parties to satisfy the requirement in clause 13 of the Agreement that any modification or amendment to the Agreement be in writing and signed by both parties. Further, this letter and the Agreement constitute the entire agreement between the parties with respect to the subject matter set forth herein and therein and supercede all other agreements, proposals, oral or written statements. Please confirm your agreement by signing and returning

one copy of this letter to the undersigned, whereupon this letter will become a binding agreement between the parties. Very truly yours, By: Name: Charles Exon Title: Secretary and General Counsel Executive Vice President Business and Legal Affairs International Accepted and agreed to this ____ day of ____________, 2006 By: Name: Bernard Mariette Title: President Exhibit 10.19 December 21, 2006 Mr. Charles S. Exon, Esq. Quiksilver, Inc. 15202 Graham Street Huntington Beach, California 92649 RE: AMENDMENT TO EMPLOYMENT AGREEMENT Dear Charlie: Reference is made to your Employment Agreement ("Agreement") dated May 25, 2005 by and between Quiksilver, Inc. ("Quiksilver") and you. Capitalized terms used in this letter and not defined herein shall have the meaning ascribed to them in the Agreement. This letter amends the Agreement as follows: 1. The parties agree to add clause 9(e) to the Agreement as follows: "(e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the U.S. Internal Revenue Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a "specified employee" within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph." Except as expressly amended by this letter, the terms, conditions, covenants and agreements contained in the Agreement remain unaffected by this letter and continue in full force and effect. This letter is intended by the parties to satisfy the requirement in clause 13 of the Agreement that any modification or amendment to the Agreement be in writing and signed by both parties. Further, this letter and the Agreement constitute the entire agreement between the parties with respect to the subject matter set forth herein and therein and supercede all other agreements, proposals, oral or written statements. Please confirm your agreement by signing and returning

one copy of this letter to the undersigned, whereupon this letter will become a binding agreement between the parties. Very truly yours, By: Name: Bernard Mariette Title: President Accepted and agreed to this ____ day of ____________, 2006 By: Name: Charles S. Exon, Esq. Title: Secretary and General Counsel Executive Vice President Business and Legal Affairs International Exhibit 10.21 December 21, 2006 Mr. Steve L. Brink Quiksilver, Inc. 15202 Graham Street Huntington Beach, California 92649 RE: AMENDMENT TO EMPLOYMENT AGREEMENT Dear Steve: Reference is made to your Employment Agreement ("Agreement") dated May 25, 2005 by and between Quiksilver, Inc. ("Quiksilver") and you. Capitalized terms used in this letter and not defined herein shall have the meaning ascribed to them in the Agreement. This letter amends the Agreement as follows: 1. The parties agree to add clause 9(e) to the Agreement as follows: "(e) Notwithstanding the foregoing, to the extent the Company reasonably determines that any payment or benefit under this Agreement is subject to Section 409A of the U.S. Internal Revenue Code, such payment or benefit shall be made at such times and in such forms as the Company reasonably determines are required to comply with Code Section 409A (including, without limitation, in the case of a "specified employee" within the meaning of Code Section 409A, any payments that would otherwise be made during the six-month period following separation of service will be paid in a lump sum after the end of the six-month period) and the Treasury Regulations and the transitional relief thereunder; provided, however, that in no event will the Company be required to provide you with any additional payment or benefit in the event that any of your payments or benefits trigger additional income tax under Code Section 409A or in the event that the Company changes the time or form of your payments or benefits in accordance with this paragraph." Except as expressly amended by this letter, the terms, conditions, covenants and agreements contained in the Agreement remain unaffected by this letter and continue in full force and effect. This letter is intended by the parties to satisfy the requirement in clause 13 of the Agreement that any modification or amendment to the Agreement be in writing and signed by both parties. Further, this letter and the Agreement constitute the entire agreement between the parties with respect to the subject matter set forth herein and therein and supercede all other agreements, proposals, oral or written statements. Please confirm your agreement by signing and returning

one copy of this letter to the undersigned, whereupon this letter will become a binding agreement between the parties. Very truly yours, By: Name: Charles Exon Title: Secretary and General Counsel Executive Vice President Business and Legal Affairs International Accepted and agreed to this ____ day of ____________, 2006 By: Name: Steve L. Brink Title: Chief Financial Officer and Treasurer EXHIBIT 10.22 NON-EMPLOYEE DIRECTOR COMPENSATION On December 13, 2006, upon the recommendation of the Compensation Committee, the Board of Directors of Quiksilver, Inc. (the "Company") approved the following revised compensation structure for non-employee directors. Cash Compensation Effective November 1, 2006, non-employee directors of the Company will receive the following cash compensation: - $50,000 annual cash retainer; - $30,000 additional annual cash retainer for the Chair of the Audit Committee. - $20,000 additional annual cash retainer for the Chair of other Board committees. - $15,000 additional cash retainer per committee membership, excluding Chairs. The annual cash retainers will be payable quarterly. Equity Compensation Under the Company's 2000 Stock Incentive Plan (the "2000 Plan"), each non-employee director is automatically granted an option to purchase 60,000 shares of common stock when he or she first becomes a member of the Board of Directors, and such stock options vest over a three-year period in equal annual installments. Each nonemployee director also receives an annual stock option grant to purchase 20,000 shares, which are immediately vested, upon re-election of the director at each annual meeting of stockholders, provided that such director has been on the Board for a minimum of six months. The shares subject to the 60,000 share option grant vest immediately upon the director's death or permanent disability or an acquisition of the Company (whether by merger, asset sale or sale of stock by the stockholders). The options are granted at an exercise price equal to the fair market value of the common stock on the date of grant and expire on the earlier of 10 years from the date of grant or 12 months after a director's termination from the Board. Subject to stockholder approval at the Company's 2007 annual meeting, the current automatic option grant program under the 2000 Plan is expected to be replaced with a new equity compensation program for nonemployee directors consisting of both stock options and restricted stock. If the new equity compensation

program is approved by the Company's stockholders, the 60,000 share option grant upon first becoming a nonemployee director of the Company will be eliminated and the 20,000 share annual option grant will be reduced to 7,500 shares. In addition, the maximum term of the options will be reduced from ten to seven years. Also, if the new equity compensation program is approved by the Company's stockholders, on the date of each annual stockholders meeting, each individual who is to continue to serve as a non-employee Board member after such meeting will also be automatically granted 5,000 restricted shares of

common stock. The shares subject to each automatic restricted stock award will vest and all restrictions will lapse upon the individual's completion of three years of Board service measured from the restricted stock award date. The form and manner of implementing the new equity compensation program, if approved by the Company's stockholders, has not been finalized, but it is anticipated that the Board will propose to the Company's stockholders that the 2000 Plan be amended and/or a new plan be adopted to implement the program. In light of the intent to propose a new equity compensation program for non-employee directors to the Company's stockholders, the Compensation Committee has suspended that portion of the existing automatic option grant program under the 2000 Plan which provides for the automatic grant of an option to acquire 60,000 shares of common stock to each non-employee Board member upon first becoming a member of the Board, as well as the automatic annual stock option grant to acquire 20,000 shares upon re-election of the director at each annual stockholders meeting. In the event that the new equity compensation program to be proposed to the Company's stockholders is not approved by the stockholders, the current automatic option grant program, including the 60,000 share option grant upon first becoming a director and the annual 20,000 share option grant, will remain in place. Clothing Allowance and Expense Reimbursement Non-employee directors will continue to receive an annual allowance of up to $2,000 to purchase apparel and other Company products. Directors will also continue to be reimbursed for travel and other out-of-pocket expenses incurred by them that are incidental to their service as directors.

EXHIBIT 10.25 DECEMBER 20, 2006 AWARD GRANT UNDER LONG-TERM INCENTIVE PLAN On December 20, 2006, the Compensation Committee of the Board of Directors of Quiksilver, Inc. (the "Company") granted awards to the Company's Chief Executive Officer and its President pursuant to the terms of the Company's Long-Term Incentive Plan. The awards are for the performance period beginning November 1, 2006 and ending October 31, 2009 and provide for the payment of cash bonuses at the end of the performance period if the Company achieves specified levels of earnings per share growth during the performance period.

EXHIBIT 10.30 BASE SALARIES FOR EXECUTIVE OFFICERS On December 20, 2006, the Compensation Committee of the Board of Directors of Quiksilver, Inc. (the "Company") approved new annual base salaries (effective as of November 1, 2006) for the Company's named executive officers. The following table sets forth the annual base salary levels of the Company's named executive officers for fiscal 2007:
Name and Position ----------------Robert B. McKnight, Jr., Chief Executive Officer Bernard Mariette, Base Salary ----------$950,000

President Charles S. Exon, Executive Vice President, Secretary and General Counsel Steven L. Brink, Chief Financial Officer and Treasurer

$800,000

$425,000

$350,000

EXHIBIT 10.31 FOURTH AMENDMENT FOURTH AMENDMENT (this "Amendment"), dated as of December __, 2006, to the Amended and Restated Credit Agreement dated as of June 3, 2005 (the "Credit Agreement"), among Quiksilver, Inc., a Delaware corporation, Quiksilver Americas, Inc., a California corporation, the several banks and other institutions from time to time parties thereto (the "Lenders"), Bank of America, N.A., as documentation agent, Union Bank of California, N.A., as syndication agent, JPMorgan Chase Bank, N.A., as US administrative agent for the US Lenders thereunder (in such capacity, the "US Administrative Agent"), JPMorgan Chase Bank, N.A., London Branch, as an alternate currency fronting lender, J.P. Morgan Europe Limited, as alternate currency fronting agent (in such capacity, the "Alternate Currency Fronting Agent"), and JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian administrative agent for the Canadian Lenders (in such capacity, the "Canadian Administrative Agent"). WITNESSETH: WHEREAS, pursuant to the Credit Agreement, the Lenders have agreed to make, and have made, certain loans and other extensions of credit to the Borrowers; WHEREAS, the Borrowers have requested that certain provisions of the Credit Agreement be amended as set forth herein; and WHEREAS, the Lenders are willing to agree to such amendment on the terms set forth herein; NOW THEREFORE, in consideration of the premises and mutual covenants contained herein, the undersigned hereby agree as follows: I. Defined Terms. Terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. II. Amendments to Article I. (a) The definition of "Availability Event" is hereby amended and restated in its entirety to read as follows: "Availability Event": the occurrence of any date if, on such date the average sum of the daily Suppressed Availability and the daily Availability was less than US$25,000,000 for the preceding 30-day period." (b) The following definition is inserted in appropriate alphabetical order: "Suppressed Availability": at any time, the lesser of (a) the difference between (i) the sum of the US Borrowing Base and the Canadian Borrowing Base and (ii) the sum of the Aggregate US Revolving Loan Commitment and the Aggregate

Canadian Revolving Loan Commitment (provided, that such difference is not less than zero for purposes of this calculation) and (b) US$10,000,000." III. Amendments to Article II.

(a) Section 2.1(a) is hereby amended by deleting the phrase "US$100,000,000" set forth therein and substituting in lieu thereof the phrase "US$125,000,000". (b) Section 2.5(a) is hereby amended by deleting the second parenthetical set forth therein. (c) Section 2.5(b) is hereby amended by deleting the phrase "US$100,000,000" set forth therein and substituting in lieu thereof the phrase "US$125,000,0000". IV. Amendments to Article V. (a) Section 5.2 is hereby amended by inserting after the phrase "Availability Event" the following parenthetical "(provided, that such Availability Event shall be deemed to be continuing until the average sum of the daily Suppressed Availability and the daily Availability is greater than or equal to US$30,000,000 for any 90-day period thereafter (calculated as of any date during such period to reflect the average sum of Availability and Suppressed Availability for the preceding 30 days))". (b) Section 5.8 is hereby amended by deleting the first parenthetical set forth therein and substituting in lieu thereof the phrase "(not more frequently than once per calendar year or, following the occurrence and during the continuance of an Availability Event at any time during a calendar year, twice per calendar year)". (c) Section 5.10 is hereby amended by inserting after the phrase "Availability Event" the following parenthetical "(provided, that such Availability Event shall be deemed to be continuing until the average sum of the daily Suppressed Availability and the daily Availability is greater than or equal to US$30,000,000 for any 90-day period thereafter (calculated as of any date during such period to reflect the average sum of Availability and Suppressed Availability for the preceding 30 days))". V. Amendments to Article VI. (a) Section 6.1 is hereby amended and restated in its entirety to read as follows: "SECTION 6.1. Financial Condition Covenants. Following the occurrence and during the continuance of an Availability Event, Quiksilver will not permit the Fixed Charge Coverage Ratio, calculated as of the most recent financial statements of Quiksilver delivered in accordance with Section 5.1, to be less than 1.1 to 1.0; provided, that such Availability Event shall be deemed to be continuing until the average sum of the daily Suppressed Availability and the daily Availability is greater than or equal to US$30,000,000 for any 90-day period thereafter (calculated as of any date during such period to reflect the average sum of Availability and Suppressed Availability for the preceding 30 days)." 2 (b) Section 6.2(k) is hereby amended by deleting clause (ii) in its entirety and substituting in lieu thereof a new clause (ii) to read as follows: "(ii) after giving pro forma effect thereto, the average sum of the daily Suppressed Availability and the daily Availability was not less than $25,000,000 for any period of 30 consecutive days during the 6-month period ending on the date on which such incurrence is to occur". (c) Section 6.2(l) is hereby amended by deleting the proviso set forth therein in its entirety and substituting in lieu thereof a new proviso to read as follows: "provided, that no such Indebtedness of any Subsidiary (other than any Loan Party) to any Loan Party shall be permitted to be incurred to the extent that (x) after giving pro forma effect thereto, the average sum of the daily Suppressed Availability and the daily Availability was less than $25,000,000 for any period of 30 consecutive days at any time during the 3-month period ending on the date on which such incurrence is to occur and (y) a Default or an Event of Default has occurred and is continuing or would be cause thereby; and" (d) Section 6.2(m) is hereby amended by deleting the phrase "US$35,000,000" set forth therein and substituting in lieu thereof the phrase "US$65,000,000".

(e) Section 6.6 is hereby amended by deleting the first clause (x) set forth therein in is entirety and substituting in lieu thereof a new clause (x) to read as follows: "(x) after giving pro forma effect thereto the average sum of the daily Suppressed Availability and the daily Availability was not less than $25,000,000 for any period of 30 consecutive days during the 6-month period ending on the date on which such Restricted Payment is to be made," (f) Section 6.7(d) is hereby amended by (x) deleting the phrase "US$10,000,000" set forth therein and substituting in lieu thereof the phrase "US$25,000,000", (y) deleting the phrase ", and US$50,000,000 in the aggregate, during the term of this Agreement" set forth therein in its entirety and (z) deleting the first parenthetical set forth therein and substituting in lieu thereof the phrase "(provided, that no restriction on the cash Consideration for Permitted Acquisitions shall be applicable if, after giving pro forma effect thereto, the average sum of the daily Suppressed Availability and the daily Availability was not less than $25,000,000 for any period of 30 consecutive days during the 3-month period ending on the date on which such Permitted Acquisition is to be consummated)". (g) Section 6.7(i) is hereby amended and restated in its entirety to read as follows: "(i) investments in an aggregate amount not to exceed US$27,000,000 by Quiksilver, the US Borrower or QS Holdings S.a.r.l. in Quiksilver Mexico JV pursuant to a joint venture agreement dated as of September 26, 2005, Quiksilver Brazil JV pursuant to a joint venture agreement dated as of November 1, 2004 or a Subsidiary or joint venture in Russia pursuant to a joint venture agreement." 3 (h) Section 6.13 is hereby amended by deleting clause (a) in its entirety and substituting in lieu thereof a new clause (a) to read as follow: "(a) after giving pro forma effect thereto, the average sum of the daily Suppressed Availability and the daily Availability was not less than $25,000,000 for any period of 30 consecutive days during the 6-month period ending on the date on which such prepayment or redemption is to be made" VI. Effective Date. This Amendment shall become effective on the date (the "Effective Date") on which (x) the Borrowers and the Required Lenders under the Credit Agreement shall have duly executed and delivered to the US Administrative Agent this Amendment and (y) the US Borrower has paid and reimbursed the Administrative Agents for all of their out-of-pocket costs and reasonable expenses incurred to date in connection with this Amendment and the other Loan Documents, including, without limitation, the reasonable fees and disbursements of legal counsel to the Administrative Agents. VII. Representations and Warranties. The Borrowers hereby represent and warrants that (a) each of the representations and warranties in Article III of the Credit Agreement shall be, after giving effect to this Amendment, true and correct in all material respects as if made on and as of the Effective Date (unless such representations and warranties are stated to relate to a specific earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date) and (b) after giving effect to this Amendment, no Default or Event of Default shall have occurred and be continuing. VIII. No Other Amendments; Confirmation. Except as expressly amended hereby, the provisions of the Credit Agreement, as amended and restated, are and shall remain in full force and effect. IX. Governing Law. This Amendment and the rights and obligations of the parties hereto shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York. X. Counterparts. This Amendment may be executed by one or more of the parties hereto on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. This Amendment may be delivered by facsimile transmission of the relevant signature pages hereof. [signature pages follow]

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

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

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

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

ALLIED IRISH BANK

By: Name: Title: Amendment Signature Page

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

HSBC By: Name: Title: Amendment Signature Page

ISRAEL DISCOUNT BANK NEW YORK By: Name: Title: Amendment Signature Page

CALYON By: Name: Title: Amendment Signature Page

NATEXIS By: Name: Title:

Amendment Signature Page

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

SOCIETE GENERALE By: Name: Title: Amendment Signature Page

The US Guarantors hereby consent and agree to this Amendment as of the date hereof and reaffirm their obligations under the US Security Agreement, the US Guarantee and the other Loan Documents 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 COMPANY INCORPORATED By: Name: Title: Amendment Signature Page

SKIS DYNASTAR, INC. By: Name: Title: ROGER CLEVELAND GOLF COMPANY, INC. By: Name: Title: Amendment Signature Page

  

EXHIBIT 21.1 QUIKSILVER, INC. NAMES AND JURISDICTIONS OF SUBSIDIARIES   
Subsidiary Name

     
   Jurisdiction

Fidra, Inc. Hawk Designs, Inc. Mervin Manufacturing, Inc. Mt. Waimea, Inc. QS Optics, Inc. QS Retail, Inc. Quiksilver Entertainment, Inc. Quiksilver Wetsuits, Inc. DC Shoes, Inc. DC Direct, Inc. Quiksilver Americas, Inc.

                                

California California California California California California California California California California California

  

EXHIBIT 21.1 QUIKSILVER, INC. NAMES AND JURISDICTIONS OF SUBSIDIARIES   
Subsidiary Name

     
   Jurisdiction

Fidra, Inc. Hawk Designs, Inc. Mervin Manufacturing, Inc. Mt. Waimea, Inc. QS Optics, Inc. QS Retail, Inc. Quiksilver Entertainment, Inc. Quiksilver Wetsuits, Inc. DC Shoes, Inc. DC Direct, Inc. Quiksilver Americas, Inc. QS Wholesale, Inc. Union Distribution LLC Roger Cleveland Golf Company, Inc. Quiksilver Alps LLC Quiksilver Links LLC Rossignol Ski Company, Inc. Skis Dynastar, Inc. QS Mexico Holdings UMTT Pty Ltd. Caribbean Pty Ltd. Pavilion Productions Pty Ltd. QSJ Holdings Pty Ltd. Quiksilver Australia Pty Ltd. Quiksilver International Pty Ltd. Ug Manufacturing Co. Pty Ltd. DC Shoes Australia Pty Ltd. QS Retail Pty Ltd. QS Retail (NZ) Limited  Rossignol Osterreich GMBH Hanalei NV Cleveland Golf Canada Corp. Quiksilver Canada Corp. Skis Rossignol Canada Ltd. Skis Dynastar Canada Ltd. Quiksilver Asia Sourcing (Shanghai) Co, Ltd. Quiksilver Glorious Sun Licensing Ltd. (HK) Quiksilver Glorious Sun Trading (SH) Ltd. Ft. (PRC)  Quiksilver Glorious Sun Apparels (HZ) Ltd.  Chloelys Investment Ltd. Cariboo SARL Emerald Coast SA Infoborn SARL Kokolo SARL Na Pali SAS Na Pali Entertainment SARL Na Pali Europe SARL Omareef Europe SAS Tavarua SCI Echo Beach Café SARL    

                                                                                                                                                     

California California California California California California California California California California California California California California California California Delaware Delaware Delaware Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Austria Belgium Canada Canada Canada Canada China China China China Cyprus France France France France France France France France France France

  

  
Subsidiary Name

     
   Jurisdiction

Tanna SARL Marina Travels SARL Zebraska SARL Pilot SAS Ski Expansion SAS Skis Rossignol SAS Skis Dynastar SAS Look Fixations SAS Tyax SNC Riviera SNC Kauai GMBH Makaha GMBH Rossignol Ski Deutschland GMBH Quiksilver Asia Sourcing Ltd. Quiksilver Greater China Ltd. Quiksilver Sourcing Australia Quiksilver Glorious Sun JV Ltd. (HK) Quiksilver Glorious Sun Mfg. (Longmen) Ltd. (PRC) Main Bridge PT Quiksilver Indonesia Namotu Ltd. Haapiti SRL Moorea SRL Rossignol Lange SRL Rossignol SCI SRL Rossignol Ski Poles SRL Montebianco Sport SRL Quiksilver Japan KK Groupe Rossignol KK Cleveland Golf Asia YK QS Holdings SARL Quiksilver Deluxe SARL Skis Rossignol Finance Luxembourg SA Urban Surf Pukalani BV Tuvalu BV Ug Manufacturing Co. Pty Ltd. Rawaki sp. zoo Kiribati Lda. Tarawa Lda. Santocha Ltd. Quiksilver Singapore New Pier Trading Ltd. SD Bakio SL Quiksilver Europa, SL Sumbawa SL Skis Rossignol De Espana SL Besiberri Outdoor Company SL Sunshine Diffusion SA Longboarder Zurich GMBH LISA Lange International SARL Rossignol GMBH Town Surf Estacade Ltd. Lanai Ltd. Molokai Ltd.

                                                                                                                                                              

France France France France France France France France France France Germany Germany Germany Hong Kong Hong Kong Hong Kong Hong Kong Hong Kong Hong Kong Indonesia Ireland Italy Italy Italy Italy Italy Italy Japan Japan Japan Luxembourg Luxembourg Luxembourg Malaysia Netherlands Netherlands New Zealand Poland Portugal Portugal Russia Singapore South Africa Spain Spain Spain Spain Spain Switzerland Switzerland Switzerland Switzerland Thailand United    Kingdom United    Kingdom United

  

  
Subsidiary Name

     
   Jurisdiction

Tanna SARL Marina Travels SARL Zebraska SARL Pilot SAS Ski Expansion SAS Skis Rossignol SAS Skis Dynastar SAS Look Fixations SAS Tyax SNC Riviera SNC Kauai GMBH Makaha GMBH Rossignol Ski Deutschland GMBH Quiksilver Asia Sourcing Ltd. Quiksilver Greater China Ltd. Quiksilver Sourcing Australia Quiksilver Glorious Sun JV Ltd. (HK) Quiksilver Glorious Sun Mfg. (Longmen) Ltd. (PRC) Main Bridge PT Quiksilver Indonesia Namotu Ltd. Haapiti SRL Moorea SRL Rossignol Lange SRL Rossignol SCI SRL Rossignol Ski Poles SRL Montebianco Sport SRL Quiksilver Japan KK Groupe Rossignol KK Cleveland Golf Asia YK QS Holdings SARL Quiksilver Deluxe SARL Skis Rossignol Finance Luxembourg SA Urban Surf Pukalani BV Tuvalu BV Ug Manufacturing Co. Pty Ltd. Rawaki sp. zoo Kiribati Lda. Tarawa Lda. Santocha Ltd. Quiksilver Singapore New Pier Trading Ltd. SD Bakio SL Quiksilver Europa, SL Sumbawa SL Skis Rossignol De Espana SL Besiberri Outdoor Company SL Sunshine Diffusion SA Longboarder Zurich GMBH LISA Lange International SARL Rossignol GMBH Town Surf Estacade Ltd. Lanai Ltd. Molokai Ltd.

                                                                                                                                                              

France France France France France France France France France France Germany Germany Germany Hong Kong Hong Kong Hong Kong Hong Kong Hong Kong Hong Kong Indonesia Ireland Italy Italy Italy Italy Italy Italy Japan Japan Japan Luxembourg Luxembourg Luxembourg Malaysia Netherlands Netherlands New Zealand Poland Portugal Portugal Russia Singapore South Africa Spain Spain Spain Spain Spain Switzerland Switzerland Switzerland Switzerland Thailand United    Kingdom United    Kingdom United    Kingdom

Belfry Golf Ltd.

United    Kingdom   

  

EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-04169, No. 33356593, No. 333-40328, No. 333-64106, No. 333-85204, No. 333-104462, No. 333-114845, No. 333-123858 and No. 333-133229 of Quiksilver, Inc. on Form S-8 of our reports, dated January 11,  2007, relating to the Financial Statements of Quiksilver, Inc., and management’s report on the effectiveness of internal control over financial reporting, and our report dated January 11, 2007,  relating to the Financial Statements of Roger Cleveland Golf Company, Inc. appearing in this Annual Report on Form 10-K of Quiksilver, Inc. /s/ Deloitte & Touche LLP Costa Mesa, California January 11, 2007    
  

EXHIBIT 31.1 § 302 CERTIFICATION            I, Robert B. McKnight, certify that:       (1) I have reviewed this annual report on Form 10-K of Quiksilver, Inc.;      (2) Based on my knowledge, this report does not contain any untrue statement of a material fact  or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;      (3) Based on my knowledge, the financial statements, and other financial information included in  this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;      (4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have:           a. Designed such disclosure controls and procedures, or caused such disclosure controls  and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;           b. Designed such internal control over financial reporting, or caused such internal control over  financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;           c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and           d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

  

EXHIBIT 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in Registration Statements No. 333-04169, No. 33356593, No. 333-40328, No. 333-64106, No. 333-85204, No. 333-104462, No. 333-114845, No. 333-123858 and No. 333-133229 of Quiksilver, Inc. on Form S-8 of our reports, dated January 11,  2007, relating to the Financial Statements of Quiksilver, Inc., and management’s report on the effectiveness of internal control over financial reporting, and our report dated January 11, 2007,  relating to the Financial Statements of Roger Cleveland Golf Company, Inc. appearing in this Annual Report on Form 10-K of Quiksilver, Inc. /s/ Deloitte & Touche LLP Costa Mesa, California January 11, 2007    
  

EXHIBIT 31.1 § 302 CERTIFICATION            I, Robert B. McKnight, certify that:       (1) I have reviewed this annual report on Form 10-K of Quiksilver, Inc.;      (2) Based on my knowledge, this report does not contain any untrue statement of a material fact  or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;      (3) Based on my knowledge, the financial statements, and other financial information included in  this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;      (4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have:           a. Designed such disclosure controls and procedures, or caused such disclosure controls  and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;           b. Designed such internal control over financial reporting, or caused such internal control over  financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;           c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and           d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and      (5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):           a. All significant deficiencies and material weaknesses in the design or operation of internal  control over financial reporting which are reasonably likely to adversely affect the registrant’s ability

  

EXHIBIT 31.1 § 302 CERTIFICATION            I, Robert B. McKnight, certify that:       (1) I have reviewed this annual report on Form 10-K of Quiksilver, Inc.;      (2) Based on my knowledge, this report does not contain any untrue statement of a material fact  or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;      (3) Based on my knowledge, the financial statements, and other financial information included in  this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;      (4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have:           a. Designed such disclosure controls and procedures, or caused such disclosure controls  and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;           b. Designed such internal control over financial reporting, or caused such internal control over  financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;           c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and           d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and      (5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):           a. All significant deficiencies and material weaknesses in the design or operation of internal  control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and           b. Any fraud, whether or not material, that involves management or other employees who have  a significant role in the registrant’s internal control over financial reporting.                Date: January 11, 2007     /s/ Robert B. McKnight, Jr.             Robert B. McKnight, Jr.       Chief Executive Officer (Principal Executive          Officer)   
   

  
  

EXHIBIT 31.2 § 302 CERTIFICATION            I, Steven L. Brink, certify that: 

  

EXHIBIT 31.2 § 302 CERTIFICATION            I, Steven L. Brink, certify that:       (1) I have reviewed this annual report on Form 10-K of Quiksilver, Inc.;      (2) Based on my knowledge, this report does not contain any untrue statement of a material fact  or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;      (3) Based on my knowledge, the financial statements, and other financial information included in  this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;      (4) The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have:           a. Designed such disclosure controls and procedures, or caused such disclosure controls  and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;           b. Designed such internal control over financial reporting, or caused such internal control over  financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;           c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and           d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and      (5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):           a. All significant deficiencies and material weaknesses in the design or operation of internal  control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and           b. Any fraud, whether or not material, that involves management or other employees who have  a significant role in the registrant’s internal control over financial reporting.                /s/ Steven L. Brink Date: January 11, 2007        Steven L. Brink    Chief Financial Officer (Principal Financial          Officer)   
   

  
  

EXHIBIT 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

  

EXHIBIT 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2003 In connection with the Annual Report of Quiksilver, Inc. (the “Company”) on Form 10-K for the period ending October 31, 2006 as filed with the Securities and Exchange Commission on the date  hereof (the “Report”), I, Robert B. McKnight, Jr., Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2003, that:      1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities  Exchange Act of 1934; and      2. The information contained in the Report fairly presents, in all material respects, the financial  condition and result of operations of the Company.          /s/ Robert B. McKnight, Jr.       Robert B. McKnight, Jr.       Chief Executive Officer       January 11, 2007       
   

  
  

EXHIBIT 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2003 In connection with the Annual Report of Quiksilver, Inc. (the “Company”) on Form 10-K for the period ending October 31, 2006 as filed with the Securities and Exchange Commission on the date  hereof (the “Report”), I, Steven L. Brink, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2003, that:      1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities  Exchange Act of 1934; and      2. The information contained in the Report fairly presents, in all material respects, the financial  condition and result of operations of the Company.          /s/ Steven L. Brink       Steven L. Brink       Chief Financial Officer       January 11, 2007       
   

  

  

EXHIBIT 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2003 In connection with the Annual Report of Quiksilver, Inc. (the “Company”) on Form 10-K for the period ending October 31, 2006 as filed with the Securities and Exchange Commission on the date  hereof (the “Report”), I, Steven L. Brink, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2003, that:      1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities  Exchange Act of 1934; and      2. The information contained in the Report fairly presents, in all material respects, the financial  condition and result of operations of the Company.          /s/ Steven L. Brink       Steven L. Brink       Chief Financial Officer       January 11, 2007