Common use of Financing Cooperation Clause in Contracts

Financing Cooperation. To complete the Merger, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to provide, and cause their representatives to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to Section 6.14(f), until the Mergerearlier of the Closing and such time as this Agreement is terminated in accordance with ARTICLE VIII, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall, and shall cause the Company Subsidiaries to, use its subsidiaries will use and their reasonable best efforts to provideto, and cause shall direct its and their representatives to providerespective Representatives to, such provide customary cooperation and customary financial information, in each case that is reasonably requested by JD Sports to assist Parent in connection with obtaining any financing contemplated by the Debt Commitment Letter (including for the Merger. Such cooperation may includeavoidance of doubt, the Debt Financing) (it being understood and agreed that the receipt of any such financing is not a condition to the Merger or any of its other obligations under this Agreement), including using commercially reasonable efforts to: • participation (i) participate in, and assist with, customary marketing efforts and marketing materials (including rating agency presentations, if applicable) for a financing of the type contemplated by the Debt Commitment Letter; (ii) execute and deliver any definitive financing documents, including any amendments, joinders, guarantees, pledge documents, security documents and other definitive financing documents (including, assuming the representations in meetingsSection 5.6 are correct, lender callsa solvency certificate of the chief financial officer of the Company in the form attached to the Debt Commitment Letter) and otherwise facilitating the pledging of, presentations and similar sessions with prospective lenders the granting, recording and rating agenciesperfection of security interests in, the collateral (including, to the extent applicable, delivery of securities and share certificates); • providing (iii) furnish to the Debt Financing Sources at least three (3) Business Days prior to the Closing Date (to the extent in writing requested at least ten (10) Business Days prior to the Closing Date) all documentation and other information required by regulatory authorities under ‎applicable “know your customer”, beneficial ownership and anti-money laundering rules and regulations, including the PATRIOT Act; (iv) provide such other financial information regarding the Company or the Company Subsidiaries as shall be reasonably requested by Parent, Merger Sub or the Debt Financing Sources in connection with the preparation of materials required for the financingDebt Financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining and (v) take such consents, approvals, authorizations and instruments corporate actions as may shall be reasonably requested to authorize and permit the consummation of the financingDebt Financing and to permit the proceeds thereof to be made available to finance the transactions contemplated in this Agreement (subject to any limits on the use of proceeds set forth herein); • facilitating provided, that (x) none of the post-closing pledging Company, the Company Subsidiaries or their Representatives or their Affiliates shall have, or be required to incur, any Liability or any obligation under any agreement or document related to the Financing, or to pay any commitment or similar fee or make any other payment or provide or agree to provide an indemnity in connection with the foregoing, in each case, the effectiveness of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each which is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to conditioned upon the occurrence of the effective timeClosing Date; and (y) no party shall be required pursuant to this Section 6.14(a) to take any action that would reasonably be expected to result in the contravention of, or that would reasonably be expected to result in a violation of any applicable Laws or of any contracts binding on such party or its property. (b) Parent shall indemnify and hold harmless the Company, the Company Subsidiaries and their respective Representatives and Affiliates from and against any and all liabilities or losses suffered or incurred by them in connection with any action taken pursuant to this Section 6.14 and any information provided pursuant to this Section 6.14, except in the event such liabilities or losses arose out of or result from the (i) willful misconduct, gross negligence, or bad faith of the Company, the Company Subsidiaries or any of their respective Representatives, or (ii) (A) any material breach by the Company, the Company Subsidiaries or any of their respective Representatives under this Agreement or (B) any material misstatement or omission of material fact in information provided, in writing, to Parent or the Debt Financing Sources by the Company, the Company Subsidiaries or their respective Representatives or Affiliates. If this Agreement is terminated pursuant to Section 8.1(b), Parent shall, promptly upon request by the Company, reimburse the Company and the Company Subsidiaries for all reasonable and documented out-of-pocket costs actually incurred by the Company and the Company Subsidiaries (including those of its Representatives) in connection with taking action required or requested by JD Sports. Efforts Parent pursuant to Complete this Section 6.14, except in the Merger Subject to certain limitationsevent such costs arose out of or result from the willful misconduct, Finish Line gross negligence, or bad faith of the Company and JD Sports have each agreed to use the Company Subsidiaries, or any of their respective Representatives. For the avoidance of doubt, the Parties acknowledge and agree that the provisions contained in this Section 6.14 represent the sole obligation of the Company, the Company Subsidiaries and their respective Affiliates and Representatives with respect to cooperation in connection with the arrangement of the Financing and no other provision of this Agreement (including the Exhibits and the Company Disclosure Letter) shall be deemed to expand or modify such obligations. (c) Until the earlier of the Closing and such time as this Agreement is terminated in accordance with ARTICLE VIII, each of Parent and Merger Sub shall use its reasonable best efforts to takedo, or cause to be takendone, all actions necessarythings necessary to arrange and obtain the Financing on the terms and conditions described in the Commitment Letters (including the “flex” provisions contained in any fee letters), proper including by using reasonable best efforts to: (i) maintain in effect the Commitment Letters; (ii) negotiate as promptly as possible, and enter into, definitive agreements relating to the Debt Financing at or advisable prior to consummate the Closing; (iii) satisfy (or obtain a waiver thereof) and make effectiveto cause their Representatives to satisfy, on a timely basis all conditions applicable to Parent, Merger Sub or their respective Representatives in the Commitment Letters; (4) assuming that all conditions contained in the Debt Commitment Letter have been satisfied or waived, cause the Debt Financing to be consummated at or prior to the Closing; (5) enforce its rights under the Commitment Letters; and (6) comply with its obligations under the Commitment Letters. Parent and Merger Sub shall keep the Company and its Representatives informed on a reasonably current basis and in reasonable detail with respect to all material activity concerning the status of its efforts to obtain the Financing. Without limiting the generality of the foregoing, Parent and Merger Sub shall give the Company prompt written notice of (i) any material breach, default, termination or repudiation by Parent, or any other party thereto of which Parent or Merger Sub becomes actually aware, under the Commitment Letters, (ii) the receipt by Parent or Merger Sub of any written notice from any Debt Financing Source or Equity Investor with respect to any actual or potential material breach, termination or repudiation by such party to the Commitment Letters, of any provisions thereto, including with respect to any material dispute related to any Financing with respect to the obligation of the Debt Financing Sources to fund the Debt Financing or the Equity Investors to fund the Equity Financing, in each case, on the most expeditious manner practicable, Closing Date and (iii) if at any time for any reason Parent or Merger Sub believes in good faith that it will not be able to obtain all or any portion of the merger Financing on the terms and the other transactions conditions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced Commitment Letters or threatened by a shareholder of Finish Line against any party definitive agreements related to the Merger Agreement or Financing. Parent shall promptly provide any of information reasonably requested by the Company and its affiliates Representatives relating to the Financing. (d) Neither Parent nor Merger Agreement, the mergerSub shall agree to, or any of the other transactions contemplated by the Merger Agreementpermit, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsthe Company, any assignment, amendment, supplement or modification to be made to, replacement, restatement or substitution of, or any waiver by Parent or Merger Sub of any material provision or remedy under, the Commitment Letters (including with respect to any alternative financing intended to replace or be substituted for, in whole or in part, any portion of the Financing) if such assignment, amendment, supplement, modification, replacement, restatement, substitution or waiver would reasonably be expected to (1) reduce the aggregate amount of the net cash proceeds of the Financing to be funded on the Closing Date, to an amount less than the Required Amount, (2) impose new or additional conditions precedent or otherwise expand, amend or modify any of the conditions precedent to the receipt of the Financing, in each case in a manner that could reasonably be expected to prevent, impede or delay the consummation of the Financing (the prohibited conditions described in this clause (2) are referred to herein as “Prohibited Conditions”), (3) adversely and materially impact the ability of Parent to enforce its rights against other parties to the Commitment Letters with respect to the Financing, or (4) prevent or impede or delay the consummation of the transactions contemplated by this Agreement; provided that Parent may amend, modify, assign, supplement, substitute, replace or restate the Commitment Letters to add (A) lenders, lead arrangers, book runners, syndication agents and similar entities, or (B) increase the aggregate amount of the Financing, subject to the foregoing clauses (1) through (4). (e) In the event that any portion of the Debt Financing becomes unavailable in the manner or from the sources contemplated in the Debt Commitment Letters for any reason whatsoever, then (i) Parent shall promptly so notify the Company of such event and the reason therefor and (ii) Parent and Merger Sub shall use reasonable best efforts to arrange and obtain, and negotiate and enter into commitment letters and/or definitive agreements with respect to, alternative financing arrangements in an amount at least equal to the amount, when added with the Equity Financing, sufficient to pay the Required Amount and which is not subject to any conditions constituting Prohibited Conditions, as promptly as practicable following the occurrence of such event (and in any event no later than the Closing Date) (A) on terms and conditions not materially less favorable in the aggregate to Parent and Merger Sub than those contained in the Debt Commitment Letter, (B) containing conditions to draw, conditions to Closing and other terms that would reasonably be expected to affect the availability thereof that (1) are not, in any material respect, more onerous than those conditions and terms contained in the Debt Commitment Letter, and (2) would not reasonably be expected to delay the Closing or make the Closing materially less likely to occur. Parent and Merger Sub shall not be required to (x) pay fees in excess of one hundred fifty percent (150%) above those contemplated by the Debt Commitment Letter as in effect on the date of this Agreement, taking into account any flex terms, or (y) seek equity financing from any Person other than the Equity Investors or in an amount in excess of the Equity Financing contemplated by the Equity Commitment Letter as of the date hereof. Parent shall promptly deliver to the Company a true and complete fully executed new financing commitment letter with respect to such alternative financing. In the event any alternative debt financing is obtained, arranged or committed to, the term “Debt Financing” as used in this Agreement shall be deemed to include any such alternative financing (in lieu of the portion of the Debt Financing replaced thereby), the term “Debt Financing Sources” and “Investors”, as applicable, shall include the financial institutions and other Persons providing the alternative debt financing and the term “Debt Commitment Letter” as used in this Agreement shall be deemed to include any new debt financing commitment letter(s), related term sheets and redacted fee letters obtained by Parent in respect of any such alternative financing. (f) Notwithstanding anything to the contrary in Section 6.14(a), (i) none of the Company, the Company Subsidiaries nor their respective Representatives shall be required to take any action that would (A) reasonably be expected to conflict with, violate, breach or otherwise contravene their respective organizational documents, (B) in the good faith determination of the Company, the Company Subsidiaries or their respective Representatives, as applicable, materially and adversely interfere with the business or operations of the Company, the Company Subsidiaries or their respective Representatives, (C) cause any condition to Closing set forth in ARTICLE VII to not be satisfied or otherwise cause any breach of this Agreement, (D) require delivery of any legal opinions or accountants’ cold comfort letters or reliance letters, (E) subject any director, manager, officer or employee of the Company, the Company Subsidiaries or their respective Representatives to any actual or potential personal liability, (F) provide any information consisting of attorney work product or to the extent the provision thereof would reasonably be expected to result in the waiver of legal privilege, (G) require the delivery of any projections or pro forma financial statements to any third parties (other than the Debt Financing Sources), provided, however, that any such projections delivered to the Debt Financing Sources (x) shall be providing in the ordinary course of business, (y) shall be in form and substance consistent with the Company’s past practices, and (z) shall not be required to address any period beyond one (1) year after the date of delivery of such projections, (H) require the delivery of any financial statements in a form or subject to a different standard than those provided to Parent on or prior to the date hereof, or (I) require the Company or any Company Subsidiary to authorize any corporate action or execute any agreement that would be effective or operative prior to Closing, and (ii) upon the occurrence of the Closing Date, no Affiliate of the Company (other than the Company and the Company Subsidiaries on or after the Closing) shall be required to execute, deliver or enter into definitive documentation relating to the Financing. (g) No later than two Business Days prior to the Closing Date, the Company shall transfer, to a newly opened Emigrant Bank account (the “Emigrant Account”), an amount of cash equal to at least $17,500,000 but no more than $20,000,000, provided, however, if Parent expressly consents in writing to any action or inaction by the Company pursuant to Section ‎6.1(b) that results in the Company maintaining an amount in Cash that is less than $17,500,000, the Company may transfer such reduced amount to the Emigrant Account. No transfer of cash to the Emigrant Account pursuant to this Section 6.14(g) shall be deemed to be a breach of Section 6.1.

Financing Cooperation. To complete the Merger(a) The Company shall (and shall cause its Subsidiaries to) provide to Parent, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will shall use reasonable best efforts to providecause representatives of the Company and its Subsidiaries to provide to Parent, and cause their representatives to provideon a timely basis, such all cooperation that is reasonably requested by JD Sports to assist with obtaining Parent or Parent’s financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested sources in connection with the preparation arrangement by Parent or Merger Sub of materials required for the financing; • assisting any debt financing (provided that such requested cooperation does not unreasonably interfere with the preparation ongoing business or operations of definitive agreements the Company or its Subsidiaries) incurred in connection with respect to the financing, transactions contemplated hereunder (including assistance with required disclosures; • facilitating field examinations or the marketing efforts in connection therewith) and the repayment of the indebtedness listed on Schedule 3.5 and any other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations existing indebtedness of the Company and instruments its Subsidiaries as may be reasonably requested by Parent, including by: (i) furnishing Parent and its financing sources as promptly as reasonably practicable with such financial and other pertinent information regarding the Company and its Subsidiaries as may be reasonably requested by Parent or Parent’s financing sources, including (x) access to and cooperation with the Company’s accountants and (y) providing the Company’s audited consolidated financial statements consisting of the consolidated balance sheets of Holdings as of December 31, 2016 and the related consolidated statements of operations, stockholders’ deficit and cash flows for the year ended December 31, 2016 as promptly as practicable after the date hereof, and in no event later than February 28, 2017, (ii) using reasonable best efforts to permit Parent’s financing sources and other prospective lenders to evaluate the consummation Company’s current assets, cash management and accounting system, policies and procedures relating thereto for the purpose of establishing collateral arrangements as of the financing; • Closing, (iii) reasonably cooperating with Parent’s financing sources and their respective agents with respect to their due diligence, including by giving access to documentation reasonably requested by persons in connection with capital markets transactions, (iv) furnishing Parent and Parent’s financing sources promptly with all documentation and other information required by any Governmental Authority with respect to any debt financing under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, and in any event at least five (5) days prior to the Closing Date, (v) arranging for customary payoff letters, lien terminations and instruments of discharge to be delivered at Closing providing for the payoff, discharge and termination on the Closing Date of all existing indebtedness of the Company or any of its subsidiaries contemplated to be paid off, discharged and satisfied and/or terminated on the Closing Date, (vi) facilitating the post-closing execution and delivery at the Closing of definitive documents related to any debt financing and the pledging of collateral at the Closing and (vii) assisting Parent in the satisfaction of conditions precedent set forth in any debt financing to the extent the satisfaction of such conditions requires the cooperation of or grants is within the control of encumbrances on the Company or its Subsidiaries. The Company hereby consents to the use of the logos of the Company and its Subsidiaries in connection with the syndication or marketing of any debt financing, provided that such logos are not used in a manner that would reasonably be expected to harm or disparage the Company, its Subsidiaries or their marks. (b) None of the Company or any of Finish Line’s its Subsidiaries shall be required to pay any commitment or other similar fee or incur any other liability prior to the Closing Date. Notwithstanding anything to the contrary in this Section 6.8, nothing herein shall require the Selling Stockholders, the Company or any of their or its subsidiariesSubsidiaries, as applicable to: (i) have any liability or obligation under any loan agreement and related documents, unless or until the Closing occurs; (ii) incur any obligation or execute any agreement (other than authorization letters in connection with financing or syndication efforts) that would be effective prior to the Effective Time; (iii) be required to take any action that will (x) conflict with or violate any Laws or such Person’s organizational documents, (y) result in the contravention of, or that would reasonably be expected to result in a violation or breach of, or a default under, any Contract to which such Person is a party, or (z) result in the disclosure of any trade secrets; or (iv) adopt resolutions or execute consents to approve or authorize the execution any financing prior to the Closing (except that directors and officers of Subsidiaries of the Company may sign resolutions or consents that do not become effective until the Closing to the extent that they shall remain directors and/or officers after giving effect to the Closing). (c) Parent shall (i) promptly, upon request by the Company, reimburse the Company for all reasonable out-of-pocket costs and expenses (including reasonable and documented attorneys’ assets as collateral for fees) incurred by the Company or any of its Subsidiaries in connection with the cooperation of the Company and its Subsidiaries contemplated by this Section 6.8 and (ii) indemnify and hold harmless the Company, its Subsidiaries and their respective representatives and Stockholder Representative from, against and in respect of any Losses , imposed on, sustained, incurred or suffered by, or asserted against, any of them, directly or indirectly relating to, arising out of or resulting from the arrangement of any debt financing; • executing financing by Parent, any other cooperation pursuant to this Section 6.8, and/or the provision of information utilized in connection therewith to the fullest extent permitted by applicable Law, except to the extent such Losses arise out of fraud or intentional misrepresentation of the Company or any of its Subsidiaries. (d) Parent acknowledges and delivering customary agreements and instruments, provided each agrees that obtaining debt financing is not effective until after a condition to the effective time; • seeking comfort letters from accountantsClosing. In the event the Debt Financing has not been obtained, consents and opinions as reasonably requested; and • taking all corporate actionsParent will continue to be obligated, subject to the occurrence satisfaction or waiver of the effective timeconditions set forth in ARTICLE VII, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationClosing.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Prior to the MergerEffective Time, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall, shall cause its Subsidiaries to, and its subsidiaries will shall use reasonable best efforts to provide, and cause their representatives to providerespective Representatives to, at the sole expense of Parent, provide such reasonable cooperation that is reasonably requested in connection with any debt and/or equity financing by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Parent or any of its Affiliates in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Transactions as may be reasonably requested to permit by Parent or its Representatives. Without limiting the consummation generality of the financing; • facilitating foregoing, the post-closing pledging Company shall, and shall cause its Subsidiaries to: (i) furnish the report of or grants the Company’s auditor on the audited consolidated financial statements of encumbrances on any of Finish Line’s or the Company and its subsidiaries’ assets as collateral Subsidiaries for the debt financing; • executing 2010, 2011 and delivering customary agreements 2012 fiscal years and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject for any fiscal year ended at least seventy-five (75) days prior to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line Closing Date and JD Sports have each agreed to use their respective its reasonable best efforts to take, or cause obtain the consent of such auditor to be taken, all actions necessary, proper or advisable to consummate the use of its report thereon in accordance with normal custom and make effective, practice in the most expeditious manner practicable, the merger connection with any debt and/or equity financing and the other transactions contemplated by the Merger Agreement. These use reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed cause such auditor to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party provide customary comfort letters to the Merger Agreement underwriters, initial purchasers or placement agents, as applicable, in connection with any such financing; (ii) furnish any financial statements, schedules or other financial data or information relating to the Company and its Subsidiaries reasonably requested by Parent or its Representatives as may be reasonably necessary to consummate any such financing, including, without limitation, to satisfy any conditions relating to the Financing and any financial information about the Company required in order to prepare a pro forma financial statements of the Parent and its Subsidiaries after giving effect to the transactions described herein, in each case, meeting the requirements of Regulation S-X for a securities offering by the Parent pursuant to a registration statement under the Securities Act; (iii) file an Annual Report on Form 10-K with respect to the Company within seventy-five (75) calendar days after the end of each fiscal year, which shall comply in all material respects with the applicable requirements of the Exchange Act and shall contain the Company’s U.S. GAAP audited financial statements, including, without limitation, a balance sheet and related statements of income stockholders’ equity and cash flows (which financial statements shall be prepared on a basis not materially inconsistent with the financial statements included in the Company’s Form 10-Ks filed prior to the date hereof); (iv) file a Quarterly Report on Form 10-Q with respect to the Company within thirty-five (35) calendar days after the end of each of the first three fiscal quarters of each fiscal year, which shall comply in all material respects with the applicable requirements of the Exchange Act and shall contain the Company’s unaudited. U.S. GAAP financial statements, including, without limitation, a balance sheet, and related statements of income, stockholders’ equity and cash flows (which financial statements shall be prepared on a basis not materially inconsistent with the financial statements included in the Company’s Form 10-Qs filed prior to the date hereof); (v) provide direct contact between (x) senior management and advisors, including auditors, of the Company and (y) the proposed lenders, underwriters, initial purchasers or placement agents, as applicable, and/or Parent’s or any of its affiliates Affiliate’s auditors in connection with, the financing; (vi) assist reasonably with the preparation of offering materials, marketing materials and presentations (including, without limitation, a confidential offering memorandum); (vii) obtain the cooperation and assistance of counsel and accountants to the Company and its Subsidiaries in providing customary legal opinions, comfort letters and other services; (viii) provide customary certificates and other documents and instruments relating to such financing and facilitate (including, without limitation, by taking all corporate, limited liability company, partnership or other similar actions necessary to authorize) the execution and delivery of definitive pledge, security and guarantee documents and other definitive documents (which documents shall only be required to become effective as of the Closing Date) and the provision of guarantees and security and the performance of the other obligations contemplated in connection with the financing; (ix) permit the reasonable use by Parent and its Affiliates of the Company’s and its Subsidiaries’ logos for syndication and underwriting, as applicable, of financing (subject to advance review of and consultation with respect to such use); (x) participate in meetings (including, without limitation, meetings with lenders), road shows, due diligence sessions, drafting sessions and sessions with ratings agencies (including the participation in such meetings of the Company’s senior management); (xi) use reasonable best efforts to assist in procuring any necessary rating agency ratings or approvals; (xii) at the Parent’s request, use commercially reasonable efforts to ensure that any syndication efforts with respect to such financing benefit materially from the Company’s and its Subsidiaries’ existing lending relationships; and (xiii) deliver to Parent, at least five (5) business days prior to the Closing Date, all documentation and other information relating to the Merger AgreementCompany and its Subsidiaries required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the mergerPATRIOT Act, in each case to the extent requested by the Parent from the Company in writing at least ten (10) business days prior to the Closing Date; provided that no obligations of the Company or any of the other transactions contemplated its Subsidiaries under any certificate, document or instrument delivered by the Merger Company or any of its Subsidiaries pursuant to this Section 4.15(a) (other than authorization or representation letters) shall be effective until the Effective Time. All non-public or otherwise confidential information regarding the Company and its Subsidiaries shall be kept confidential in accordance with the Confidentiality Agreement; provided, however, that the Parent and its Subsidiaries and their representatives shall be permitted to disclose information as necessary and consistent with customary practices in connection with any debt or equity financing in connection with the transactions described herein subject to customary confidentiality arrangements. (b) The Company shall and shall cause its Subsidiaries to (i) deliver all notices and take all other actions required to facilitate the termination of commitments under the Indebtedness of the Company and its Subsidiaries specified in Section 4.15(b) of the Company Disclosure Letter (the “Subject Indebtedness”), the repayment in full (or in the case of letters of credit, replacement or cash collateralization) of all obligations then outstanding thereunder and the release of all encumbrances in connection therewith on the Closing Date and (ii) deliver to the Parent not later than two (2) business days prior to the Effective Time customary payoff letter(s) in respect of the Subject Indebtedness in form and substance reasonably satisfactory to the Parent from all financial institutions and other persons (or the agents or trustees authorized to act on behalf thereof) parties to the Subject Indebtedness, which is referred payoff letters shall (x) indicate the total amount required to herein be paid to fully satisfy all principal, interest, prepayment premiums, penalties, breakage costs or other similar obligations related to such Indebtedness as of the Closing Date (the “transaction litigationPayoff Amount”) and (y) state that all obligations of the Company and its Subsidiaries in respect of such Indebtedness and all encumbrances on the assets of the Company and each of its Subsidiaries granted in connection therewith shall be, upon the payment of the Payoff Amount (which funds Parent shall have provided, or caused to be provided, to the Company) on the Closing Date, released.” Finish Line will (c) Notwithstanding anything in this Section 4.15 to the contrary, in fulfilling its obligations pursuant to Sections 4.15(a) and (b), (i) none of the Company, its Subsidiaries or its Representatives shall be entitled required to control (A) pay any commitment or other fee, (B) provide any security or incur any other liability in connection with any debt and/or equity financing prior to the defense Effective Time or settlement of (C) require the Company to obtain any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) third-party audit other than as obtained in the defense ordinary course of any such action, must keep JD Sports informed the Company’s business or as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.required under Section 4.15(a),

Financing Cooperation. To complete the Merger, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and (a) The Company shall use its subsidiaries will use commercially reasonable best efforts to provide, and shall cause their representatives its Subsidiaries to use commercially reasonable efforts to provide, such cooperation that is customary cooperation, to the extent reasonably requested by JD Sports Parent in writing, in each case to assist with obtaining financing the extent necessary for the Merger. Such cooperation arrangement of third-party debt financing that may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested be obtained by Parent in connection with the transactions contemplated by this Agreement (the “Debt Financing”); provided that such requested cooperation does not unreasonably interfere with the ongoing business operations of the Company or any of its Affiliates, including using commercially reasonable efforts to: (i) participate in a reasonable number of meetings, presentations, road shows, due diligence sessions and sessions with rating agencies, at reasonable times and with reasonable advance notice, and in each case which shall be virtual unless otherwise agreed to by the Company; (ii) to the extent required by any Debt Financing, facilitate the pledging of collateral (and the perfection thereof), effective no earlier than the Closing; (iii) furnish to Parent historical financial information regarding the Company as is reasonably available to the Company at such time, customarily required in connection with the execution of financings of a type similar to the Debt Financing and reasonably requested by Parent in connection with the Financing; it being understood that the Company shall have satisfied the obligations set forth in this sentence if the Company shall have used its commercially reasonable efforts to comply with such obligations whether or not any applicable deliverables are actually obtained or provided; (iv) provide reasonable and customary assistance to Parent and the applicable lenders in the preparation of materials required customary lender presentations and other marketing material for the financing; • Debt Financing; (v) at least three (3) Business Days prior to Closing, provide all documentation and other information required by bank regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including the USA PATRIOT Act and 31 C.F.R. §1010.230, relating to the Company and its Subsidiaries, in each case as reasonably requested by Parent at least ten (10) Business Days prior to the Closing Date; (vi) cooperate with the applicable lenders due diligence, to the extent customary and reasonable; (vii) assisting with the preparation preparation, execution and delivery of definitive agreements documents in connection with the Debt Financing, including a certificate of the chief financial officer (or other comparable officer) of the Company with respect to solvency of the Company and its Subsidiaries (after giving effect to the transactions contemplated hereby) on a consolidated basis in a customary form; and (viii) delivering notices of prepayment or termination (which notices may be conditioned on the occurrence of the Closing) to the extent required by a the Company Credit Agreement prior to prepayment within the time periods required by such agreement. (b) The foregoing notwithstanding, none of the Company nor any of its Affiliates shall be required to take or permit the taking of any action pursuant to this Section 6.17 that could: (i) require the Company or any of its Affiliates or any persons who are officers or directors of such entities to pass resolutions or consents to approve or authorize the execution of the Debt Financing or enter into, execute or deliver any certificate, document, notice, instrument or agreement or agree to any change or modification of any existing certificate, document, instrument or agreement (provided that the Company will, to the extent otherwise required hereby, use commercially reasonable efforts to cause persons who will continue as officers or directors, as applicable, of the Company or any of its Subsidiaries after the occurrence of Closing, and who will not be removed or replaced in connection therewith, to pass resolutions and to execute documents in their capacities as such officers or directors, in each case, which resolutions and documents are subject to and conditioned upon, and do not become effective until, the occurrence of Closing), (ii) cause any representation or warranty in this Agreement to be breached by the Company or any of its Affiliates, (iii) require the Company or any of its Affiliates to pay any commitment or other similar fee or incur any other expense, liability or obligation in connection with the Debt Financing or otherwise incur any obligation under any agreement, certificate, document or instrument (except to the extent the effectiveness of any such fee, expense, liability or obligation is subject to and conditioned upon the occurrence of Closing), (iv) reasonably be expected to cause any director, officer, employee or stockholder of the Company or any of its Affiliates to incur any personal liability, (v) reasonably be expected to conflict with the organizational documents of the Company or any of its Affiliates or any Laws, (vi) reasonably be expected to result in a material violation or breach of, or a default (with or without notice, lapse of time, or both) under, any Contract to which the Company or any of its Affiliates is a party, (vii) provide access to or disclose information that the Company or any of its Affiliates determine would jeopardize any attorney-client privilege or other applicable privilege or protection of the Company or any of its Affiliates, (viii) require the delivery of any opinion of counsel, (ix) require the Company or any of its Affiliates to prepare any financial statements or information that are not available to the Company and prepared in the ordinary course of the Company’s financial reporting practice or (x) require the Company or any of its Affiliates to prepare or deliver any (1) consolidating financial statements, Subsidiary financial statements, related party disclosures, segment information, including any required by FASB Accounting Standards Codification Topic 280, (2) financial information that the Company or its Affiliates does not maintain in the ordinary course of business, (3) information not reasonably available to the Company or its Affiliates under their respective current reporting systems, or (4) (x) pro forma financial information or pro forma financial statements or (y) projections. Nothing contained in this Section 6.17 or otherwise shall require the Company or any of its Affiliates, prior to the Closing, to be an issuer or other obligor with respect to the financingDebt Financing. Parent shall, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances promptly on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated request by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consentsCompany, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise reimburse the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Affiliates for all reasonable out-of-pocket costs incurred by them or their respective Representatives in connection with such cooperation and shall reimburse, indemnify and hold harmless the Company and its Affiliates and their respective Representatives from and against any and all losses suffered or incurred by them in connection with the arrangement of the Debt Financing, any action taken by them at the request of Parent or its Representatives pursuant to this Section 6.17 and any information used in connection therewith. (c) The parties hereto acknowledge and agree that the provisions contained in this Section 6.17 represent the sole obligation of the Company and its Affiliates and their respective Representatives with respect to cooperation in connection with the arrangement of any financing (including any Debt Financing) that may be obtained by Parent with respect to the Merger transactions contemplated by this Agreement and the Equity Commitment Letter, and no other provision of this Agreement (including the Exhibits and Schedules hereto) or the Equity Commitment Letter shall be deemed to expand or modify such obligations. In no event shall the receipt or availability of any funds or financing (including any Debt Financing) by Parent or any of its Affiliates or any other financing or other transactions be a condition to any of Parent’s obligations under this Agreement. Notwithstanding anything to the contrary in this Agreement, the merger, Company’s or its Subsidiaries’ breach of any of the covenants required to be performed by it under this Section 6.17 shall not be considered in determining the satisfaction of the condition set forth in Section 7.2(b). (d) All non-public or otherwise confidential information regarding the Company or any of its Affiliates obtained by Parent or its Representatives pursuant to this Section 6.17 shall be kept confidential in accordance with the other transactions contemplated by the Merger Confidentiality Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall, and shall cause its subsidiaries will Subsidiaries to, use reasonable best efforts to provideprovide to Parent and Merger Sub, and cause their representatives to provideat Parent’s sole expense, such all cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Parent that is necessary in connection with obtaining the preparation Financing, any contemporaneous reorganization of materials required for the financing; • assisting Surviving Corporation and any other matters related to the transition of the Company (so long as such cooperation does not unreasonably interfere with the preparation ongoing operations of definitive agreements with respect to the financingCompany and its Subsidiaries), including assistance with required disclosures; • facilitating field examinations or including: (a) furnishing Parent and Merger Sub such financial and other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments pertinent information regarding the Company as may be reasonably requested by Parent, including by granting Parent reasonable access pursuant to permit Section 5.6; (b) assisting Parent in the consummation preparation of customary offering memoranda, bank information memoranda, authorization letters, confirmations and undertakings, rating agency presentations and lender presentations relating to obtaining financing in connection with the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective Merger; (c) using reasonable best efforts to take, or cause satisfy the conditions precedent set forth in any definitive documentation relating to be taken, all actions necessary, proper or advisable to consummate and make effective, financing in the most expeditious manner practicable, the merger and the other transactions contemplated by connection with the Merger Agreement. These to the extent the satisfaction of such conditions requires the cooperation of or is within the control of the Company; (d) using reasonable best efforts include taking certain steps to secure necessary consentscooperate with the financing sources’ due diligence investigation, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement extent customary and reasonable and not unreasonably interfering with the business of the Company; (e) obtaining any third-party consents or waivers deemed necessary by Parent, including consents and waivers that might be required in connection with any reorganization of the Surviving Corporation’s assets or liabilities anticipated by Parent to occur contemporaneously with the Closing; (f) using commercially reasonable efforts to obtain accountant’s comfort letters and legal opinions reasonably requested by Parent and customary for such financings, including issuing any customary representations letters to Grxxx Xxxxxxxx. Anything in this Section 5.16 to the contrary notwithstanding, until the Effective Time occurs, neither the Company nor any of its Subsidiaries, nor any of their respective directors or officers, as the case may be, shall (i) be required to pay any commitment or other similar fee, (ii) enter into any definitive agreement or have any liability or any obligation under any certificate, document, instrument, credit agreement or any related document or any other agreement or document related to the Financing, (iii) unless promptly reimbursed by Parent, be required to incur any other expenses in connection with the Financing or (iv) be required to take any action in his/her capacity as a director or officer of the Company or any of its affiliates relating Subsidiaries with respect to the Merger Agreement, the merger, Financing. The amounts required to be paid or any reimbursed in this paragraph shall not be deemed a part of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as subject to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsexpense limitation provisions in Section 7.3.

Financing Cooperation. To complete (a) Subject to Section 6.11(a) and the Mergerremaining provisions of this Section 6.12, JD Sports is pursuing debt financing pursuant prior to certain debt financing commitment letters. Finish Line the Merger Closing, the Company shall and shall cause its subsidiaries will use Subsidiaries to, at Parent’s sole expense, reasonably cooperate in connection with the arrangement of the Financing or any Alternative Financing, which reasonable cooperation by the Company shall consist of, at the reasonable request of Parent, (i) furnishing Parent and Merger Sub and their Financing Sources with the Required Financial Information as reasonably requested by Parent and (ii) using its reasonable best efforts to provide(A) cause its senior officers to be available, during normal business hours and cause their representatives upon reasonable advance notice, to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation participate in a reasonable number of meetings, lender callspresentations, presentations road shows, due diligence sessions and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested agencies in connection with the preparation of materials required for the financing; • assisting Financing, and using its reasonable best efforts to facilitate such contact, (B) provide customary assistance with the preparation of appropriate and customary materials for rating agency presentations, offering documents, private placement memoranda, bank information memoranda, prospectuses and similar documents customarily required in connection with debt financings, (C) execute and deliver customary definitive agreements financing documents to be effective no earlier than, and conditioned on the occurrence of, the Effective Time, (D) furnish Parent, to the extent requested in writing by Parent, with reasonable documents or other information required by bank regulatory authorities with respect to the financingFinancing under applicable “know your customer” and anti-money laundering rules and regulations, including assistance the U.S.A. Patriot Act of 2011, as well as applicable regulations of the Office of Foreign Assets Control (OFAC), the Foreign Corrupt Practices Act of 1977 and the Investment Company Act of 1940, in each case, at least 10 Business Days prior to the Merger Closing, (E) assist Parent in obtaining accountants’ comfort letters, including customary negative assurance from one or more of the Company’s independent accountants on customary terms and consistent with the accountants customary practice and reasonably cooperate with Parent’s legal counsel in connection with any legal opinions that such legal counsel may be required disclosures; • facilitating field examinations to give in connection with the Financing, (F) agree to enter into customary pay-off letters and perfection certificates and (x) deliver such officer’s certificates (including solvency certificates) and lien releases, if any, as are customary in financings of such type and (y) otherwise grant, and provide customary materials that facilitate the perfection or other due diligence review by JD Sports’ lenders; • obtaining enforcement of, liens on, the assets of the Company or any of its Subsidiaries pursuant to such consents, approvals, authorizations and instruments agreements as may be reasonably requested (including using such reasonable best efforts to permit provide original copies of all certificated securities (with transfer powers executed in blank)), provided that no obligation of the Company or any of its Subsidiaries under any such agreement, pledge or grant shall be effective until the Effective Time, (G) provide customary cooperation with the marketing efforts of Parent and its Financing Sources for all or any portion of the Financing or any Alternative Financing, (H) provide requested authorization letters with respect to the Company to the Financing Sources (including with respect to absence of material non-public information about the Company and its Subsidiaries and their securities in the public-side version of documents distributed to prospective lenders) and (I) cooperate with the Financing Sources’ customary securities underwriting and secured lending due diligence investigation, to the extent customary and reasonable. The Company shall be given reasonable opportunity to review and comment upon any private placement memoranda or similar documents, or any materials for rating agencies, that include information about the Company or any of its Subsidiaries prepared in connection with the Financing, and Parent shall include in such memoranda, documents and other materials, comments reasonably proposed by the Company. Notwithstanding anything to the contrary contained in this Agreement, neither the Company nor any of its Subsidiaries shall be required to (A) pay any commitment or other similar fee, (B) incur any liability of any kind (or cause their respective Representatives to incur any liability of any kind) prior to the Effective Time, (C) other than with respect to authorization letters referred to above, enter into any binding agreement or commitment in connection with the Financing (or any Alternative Financing) that is not conditioned on the occurrence of the Effective Time and does not terminate without liability to the Company or any of its Subsidiaries upon termination of this Agreement, (D) take any action that would (1) unreasonably interfere with the ongoing operations of the Company and its Subsidiaries, (2) cause any representation or warranty in this Agreement to be breached, (3) cause any director, officer or employee of the Company or any of its Subsidiaries to incur any personal liability, (4) conflict with the Charter, the Bylaws (or similar organizational documents of any of the Subsidiaries of the Company) or any Laws, (5) result in the contravention of, or that could reasonably be expected to result in a violation or breach of, or a default under, any contract to which the Company or any of its Subsidiaries is a party, (6) require the Company to provide access to or disclose information that the Company determines would jeopardize any attorney-client privilege of the Company or any of its Subsidiaries or (7) require the Company to prepare separate financial statements for any Subsidiary of the Company or change any fiscal period. (b) Parent shall promptly following delivery of invoices reimburse the Company for any reasonable out-of-pocket expenses and costs (including reasonable attorneys’ fees) incurred by the Company, its Subsidiaries and their respective Representatives in connection with any cooperation contemplated by this Section 6.12. The Company, its Affiliates and their respective Representatives (collectively, the “6.12 Indemnitees”) shall be indemnified and held harmless by Parent and Merger Sub for and against any and all liabilities, losses, damages, claims, costs, expenses (including advancing attorneys’ fees and expenses in advance of the final disposition of any claim, suit, proceeding or investigation), interest, awards, judgments and penalties suffered or incurred, directly or indirectly, by the 6.12 Indemnitees in connection with the arrangement of the Financing (or any Alternative Financing), any refinancing of indebtedness contemplated by this Agreement and/or any information utilized in connection therewith or the Company’s cooperation with respect thereto. This Section 6.12(b) shall survive the consummation of the financing; • facilitating Merger and the post-closing pledging Effective Time and any termination of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for this Agreement, and is intended to benefit, and may be enforced by, the debt financing; • executing 6.12 Indemnitees and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to takeheirs, executors, estates, personal representatives, successors and assigns, and shall be binding on all successors and assigns of Parent. All non-public or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in other confidential information regarding the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries obtained by Parent, Merger Sub or their Representatives pursuant to this Section 6.12 shall be kept confidential in accordance with the Confidentiality Agreement. (c) The Company hereby consents to the Merger use of its and its Subsidiaries logos in connection with the Financing; provided, however, that such logos are used solely in a manner that is reasonable and customary for such purposes that does not suggest that the Company or any of its Subsidiaries has any responsibility for the documents or materials in which such logos are used (or the contents thereof) and that is not intended to or reasonably likely to harm or disparage the Company or any of its Subsidiaries or the reputation or goodwill of the Company or any of its Subsidiaries or any of their respective products, services, offerings or intellectual property rights. (d) Notwithstanding anything to the contrary contained in this Agreement, the mergercondition set forth in Section 7.2(b), or any as it applies to the Company’s obligations under this Section 6.12, shall be deemed satisfied if (i) the Company’s breach(es), if any, of its obligations under this Section 6.12 did not cause the failure of the other transactions contemplated Financing to be obtained or (ii) Parent does not have the right to terminate this Agreement pursuant to Section 8.1(d)(i) as a result of any breaches of this Section 6.12 by the Merger Agreement, which is referred to herein as the “transaction litigationCompany.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to Section 4.19(b), prior to the MergerClosing, JD Sports is pursuing debt financing pursuant Sellers shall, and shall cause its officers and, to certain debt financing commitment letters. Finish Line the extent reasonably necessary, employees and its subsidiaries will non-legal advisors to, use reasonable best efforts to provide, provide to Buyer such customary and cause their representatives to provide, such necessary cooperation that is and assistance reasonably requested by JD Sports Buyer in connection with Bxxxx’s efforts to assist with obtaining financing for obtain the Merger. Such cooperation may include: • participation Financing or any offering of debt or equity securities by Buyer or any of its Controlled Affiliates in place of the Financing as permitted herein, including (i) to participate in a reasonable number of meetings, lender callspresentations, presentations road shows and similar due diligence sessions with Financing Sources, prospective lenders and investors and/or rating agencies; • providing information reasonably requested , in each case, upon reasonable advance notice and at mutually agreed times, (ii) to provide reasonable and customary assistance to Buyer with its preparation of materials for customary rating agency presentations and other customary marketing materials, offering documents, registration statements and similar documents customarily required in connection with the preparation Financing and any Permanent Financing funded in lieu thereof to the extent relating to the Business, including the delivery of materials required for customary authorization letters accompanying such materials; provided that such customary authorization letters (or the financing; • assisting bank information memoranda in which such letters are included) shall include language that exculpates Sellers, each of the Transferred Subsidiaries and their respective Affiliates and Representatives from any liability in connection with the preparation unauthorized use by the recipients thereof of definitive agreements the information set forth in any such bank confidential information memoranda or similar memoranda or report distributed in connection therewith, (iii) to cooperate with due diligence requests from the Financing Sources and sources of the Permanent Financing to the extent customary and reasonable, (iv) to furnish Buyer at least three (3) Business Days prior to the Closing Date (to the extent requested in writing by Buyer at least ten (10) Business Days prior to the Closing Date) with all documentation and other information required by any Governmental Authority with respect to the financingFinancing and the Permanent Financing under applicable “know your customer” and anti-money laundering rules and regulations, including assistance the PATRIOT Act and the requirements of 31 C.F.R. Section 1010.230, (v) to furnish to Buyer the Required Information and the Financing Deliverables, (vi) requesting that its independent auditors as of the Closing cooperate with the Financing and the Permanent Financing by participating in a reasonable number of drafting sections and providing the Specified Auditor Assistance and (vii) assisting Buyer with Buyer’s preparation of pro forma financial statements. Subject to the prior review by Sellers, Sellers consent to the reasonable use of its and any of its Controlled Affiliates’ logos in connection with the Financing and the Permanent Financing in a manner usual and customary for financings of a type similar to the Financing or the Permanent Financing; provided that such logos are used solely in a manner that is not intended to or reasonably likely to harm or disparage Sellers or the reputation or goodwill of Sellers and their Controlled Affiliates. (b) Notwithstanding anything in this Agreement or Section 4.19(a) to the contrary, (i) such requested cooperation shall not unreasonably disrupt or interfere with the business or the operations of Sellers and their Affiliates, (ii) such requested cooperation shall not be required disclosures; • facilitating field examinations to the extent that it would (A) subject any of Sellers’, or any of their respective Affiliates’, respective Representatives to any actual or potential personal liability with respect to matters related to the Financing or the Permanent Financing, (B) conflict with, or violate, any of Sellers’ or their Affiliates’ Organizational Documents or any applicable Law, (C) cause any condition to the Closing to not be satisfied, (D) cause any breach of this Agreement or (E) waive or amend any terms of this Agreement, (iii) Sellers, their respective Affiliates (including the Transferred Subsidiaries) and each of the respective Representatives of Sellers and such Affiliates (collectively, the “Related Parties”) shall not be required to deliver or provide opinions of internal or external counsel, (iv) Sellers and the Related Parties shall not be required to pay any commitment or other due diligence review by JD Sports’ lenders; • obtaining such consentssimilar fee, approvalsincur or reimburse any costs or expenses or incur any other liability or obligation of any kind or give any indemnities in connection with the Financing or the Permanent Financing, authorizations including under any certificate, agreement, arrangement, document or instrument related thereto, (v) the board of directors (or similar governing body) of any Transferred Subsidiary shall not be required to approve (or enter into) any Financing (or any alternative financing) or agreements related thereto prior to the Closing, (vi) Sellers and instruments as may the Related Parties shall not have any responsibility for, or incur any liability to any Person under, the Commitment Letter or the Financing or the definitive documentation related thereto, (vii) no Transferred Subsidiary or their respective Representatives shall be reasonably requested required to permit enter into any binding agreement or other arrangement the effectiveness of which is not conditioned on the consummation of the financing; • facilitating Closing, (viii) such requested cooperation shall not (A) require Sellers or the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject Related Parties to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to takeprovide, or cause to be takenprovided, any information the disclosure of which is prohibited or restricted under applicable Law or any binding agreement with a third party or that is legally privileged or consists of attorney work product or could jeopardize any attorney-client privilege or other applicable legal privilege, or (B) result in the contravention of, or that could result in a violation or breach of, or a default (with or without notice, lapse of time, or both) under, any agreement to which Sellers or any Affiliates of Sellers are party or by which they are bound and (ix) neither Sellers nor the Related Parties will be required to (A) except as provided in clause (a) above, provide or prepare any projections or pro forma financial statements or any other financial statements, (B) change any of their respective fiscal periods or (C) provide or prepare consolidating and other financial statements and data that would be required by Rules 3-09, 3-10, 3-16, 13-0 and 13-02 of Regulation S-X under the Securities Act or any segment information. Neither Sellers nor the Related Parties shall have any liability to Buyer in respect of any financial statements, other financial information or data or other information provided pursuant to Section 4.19(a). Unless otherwise agreed by Sellers in writing, all actions necessary, proper non-public or advisable other confidential information provided by Sellers or the Related Parties to consummate Buyer and make effective, its Affiliates pursuant to Section 4.19(a) shall be kept confidential in accordance with the most expeditious manner practicable, the merger Confidentiality Agreement. (c) Buyer will promptly (i) reimburse Sellers on an as-incurred basis for any reasonable and documented out-of-pocket costs or expenses (including attorney’s fees and accounting expenses) incurred or otherwise payable by Sellers and the other transactions contemplated by Related Parties in connection with their cooperation or efforts pursuant to this Section 4.19 and (ii) indemnify, defend and hold harmless Sellers and the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers Related Parties from and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party and all Liabilities, losses, damages, claims, costs, expenses (including attorney’s fees), interest, awards, judgments and penalties suffered or incurred by them in connection with the cooperation or efforts pursuant to this Section 4.19 or otherwise in complying with their obligations in connection with the arrangement of the Financing (including actions taken in accordance with this Section 4.19) or any information utilized in connection therewith, except to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or extent that any of the other transactions contemplated by foregoing arises from the Merger Agreementgross negligence, which is referred material breach or wilful misconduct of Sellers or their Affiliates. Notwithstanding anything to herein the contrary herein, the failure of Sellers to comply with this Section 4.19 shall not give rise to the failure of a condition precedent set forth in Section 6.2 or termination right pursuant to Section 7.1(c) unless Buyer failed to obtain the Financing primarily as a result of the “transaction litigation.” Finish Line will be entitled material breach of the obligations of Sellers to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable comply with their obligations under this Section 4.19 (after notice and opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportscure).

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall use reasonable best efforts to, and shall (x) cause its subsidiaries will Subsidiaries and (y) use reasonable best efforts to provide, and cause their representatives respective officers, directors, employees and accountants to, at Parent’s sole cost and expense, use reasonable best efforts to provide, provide such cooperation that as is reasonably requested by JD Sports Parent or Acquisition Sub to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations Parent and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Acquisition Sub in connection with to Parent’s efforts to obtain the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financingDebt Financing or any Replacement Financings, including assistance with required disclosures; • facilitating field examinations using reasonable best efforts to: (i) furnish, or cause to be furnished to, Parent, Acquisition Sub and/or its Debt Financing Sources the Required Information and all other due diligence review by JD Sports’ lenders; • obtaining such consentscustomary pertinent financial, approvals, authorizations business and instruments other information regarding the Company and its Subsidiaries as may be reasonably requested to permit the consummation by Parent, (ii) cause members of senior management of the financing; • facilitating Company to participate (which participation shall be limited to teleconference or virtual meeting platforms) in a reasonable number of lender meetings, lender presentations, due diligence sessions, road shows, drafting sessions and rating agency meetings, in each case, upon reasonable advance notice, during normal business hours and at mutually agreed locations and times, (iii) provide reasonable assistance to Parent in its preparation of customary rating agency presentations, lender and investor presentations, offering memoranda, customary bank information memoranda and similar documents reasonably required in connection with the postDebt Financing or any Replacement Financings (including by reasonably assisting in the preparation of such materials that do not include material non-closing pledging public information), in each case, solely with respect to information relating to the Company (to the extent related to its business) and its Subsidiaries, (iv) delivering information and documentation related to the Company and its Subsidiaries that is required by paragraph 6 of Exhibit D to the Debt Commitment Letter (or grants any successor provision thereof) and reasonably requested by Parent or the Debt Financing Sources at least ten (10) Business Days prior to the Closing Date with respect to compliance under applicable “know your customer”, beneficial ownership and anti-money laundering rules and regulations, including the USA PATRIOT Act, which information shall be provided no later than three (3) Business Days prior to the Closing Date), (v) provide reasonable and customary assistance with Parent’s preparation, negotiation and execution of encumbrances on any of Finish Linedefinitive financing documentation and the schedules and exhibits thereto (including indentures, loan agreements, guarantees, collateral agreements, hedging arrangements, customary officer’s certificates and corporate resolutions, as applicable) as may reasonably be requested by Parent or its subsidiaries’ assets as collateral for the debt financing; • executing Acquisition Sub and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective timeClosing, (vi) provide reasonable and customary assistance with facilitating the pledging of collateral in connection with the Debt Financing or any Replacement Financings, including executing and delivering any customary pledge and security documents, currency or interest hedging arrangements or other customary definitive financing documents, and documents as may be reasonably requested by JD Sports. Efforts Parent or Acquisition Sub, (vii) at the reasonable request of Parent or Acquisition Sub, and subject to Complete the Merger Subject to certain limitationsconsent of the Company (which consent shall not be unreasonably withheld, Finish Line and JD Sports have each agreed to use their respective conditioned or delayed), using reasonable best efforts to takefile a Form 8-K with the SEC disclosing information identified by Parent or Acquisition Sub relating to the Company and its Subsidiaries for purposes of permitting such information to be included in marketing or offering materials or memoranda for the Debt Financing or any Replacement Financings to be provided to potential investors who do not wish to receive material nonpublic information with respect to any of Parent, Acquisition Sub, the Company, any of their respective Affiliates or any of their respective securities, it being understood that such information shall not include projections or other information not customarily included in a Rule 144A offering memorandum and (viii) using reasonable best efforts to supplement the Required Information on a reasonably current basis to the extent that any Required Information, to the knowledge of the Company, when taken as a whole and in light of the circumstances under which such statements were made, contains any material misstatement of fact or omits to state any material fact necessary to make such information not materially misleading; provided, that the such requested cooperation shall not (A) cause any representation or warranty in this Agreement to be breached, (B) cause any condition to Closing to fail to be satisfied or otherwise cause any breach of this Agreement, (C) require the Company or any of its Subsidiaries or their respective Representatives to (i) execute, deliver, enter into, approve or perform any agreement, commitment, certificate, document or instrument (excluding any customary authorization letters (provided that such customary authorization letters (or the bank information memoranda in which such letters are included) shall include language that exculpates the Company, each of its Subsidiaries and their respective Representatives and Affiliates from any liability in connection with the unauthorized use by the recipients thereof of the information set forth in any such bank confidential information memoranda or similar memoranda or report distributed in connection therewith)), or modification of any agreement, commitment, document or instrument, in each case, that would be effective prior to the Effective Time, (ii) deliver or cause the delivery of any legal opinions, (iii) deliver or cause the delivery of any reliance letters or any certificate as to solvency or any other certificate in connection to the Debt Financing or any Replacement Financings, in each case that would be effective prior to the Effective Time, (iv) adopt any resolutions, execute any consents or otherwise take an corporate or similar action or deliver any certificate, in connection with the Debt Financing, any Replacement Financings or the incurrence of indebtedness thereby, in each case, that would be effective prior to the Effective Time or (v) pay any commitment or other similar fee, incur or reimburse any costs or expenses or incur any other liability or obligation of any kind or give any indemnities in connection with the Debt Financing or any Replacement Financings, including under any certificate, agreement, arrangement, document or instrument related thereto, in each case, that would be effective prior to the Effective Time, (D) require the Company or any of its Subsidiaries or their respective Affiliates and Representatives to deliver any certificates or take any action pursuant to this Section 6.12 if doing so could result in liability to the Company or such Subsidiary, Affiliate or Representatives, (E) require the Company or any of its Subsidiaries to provide, or cause to be takenprovided, all actions necessary, proper any information the disclosure of which is prohibited or advisable restricted under applicable Law or any binding agreement with a third party or that is legally privileged or consists of attorney work product or could reasonably be expected to consummate and make effective, result in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other loss of any litigation commenced or threatened by a shareholder of Finish Line against any party to attorney-client privilege, (F) require the Merger Agreement Company or any of its affiliates Subsidiaries to take any action that will conflict with or violate its organizational documents or any Laws or result in a violation or breach of, or default under, any Company Material Contract (other than any Company Material Contract being entered in contemplation hereof), (G) require the Company or any of its Subsidiaries to enter into or approve any binding commitment prior to the Effective Time, (H) unreasonably interfere with the ongoing operations of the Company and its Subsidiaries or (I) prepare or deliver any financial statements or other financial data other than the Required Information. Neither the Company nor any of its Affiliates or Subsidiaries shall have any liability to Parent or Acquisition Sub in respect of any financial statements, other financial information or data or other information provided pursuant to this Section 6.12. Unless otherwise agreed by the Company, all non-public or other confidential information provided by the Company to Parent or its Affiliates pursuant to this Section 6.12 shall be kept confidential in accordance with the Confidentiality Agreement. Parent shall promptly (and in any event within three (3) Business Days of delivery of documentation evidencing such cost and expenses) reimburse the Company for any out-of-pocket reasonable and documented expenses and costs (including reasonable outside attorneys’ fees and disbursements) incurred in connection with the Company’s or its Affiliates’ or Representatives’ obligations under Section 6.11 or this Section 6.12 and shall indemnify and hold harmless the Company, its Affiliates and their respective Representatives from and against any and all losses, damages, claims, costs (including cost of investigation), settlement payments, injuries, liabilities, judgements, awards, penalties, fines or expenses (including attorneys’ fees and disbursements) suffered or incurred by any of them as a result of, or in connection with, (1) such cooperation, (2) the Debt Financing or any Replacement Financings, (3) any information used in connection with the Debt Financing (except with respect to written information provided by the Company or any of its Affiliates specifically for inclusion in offering materials relating to the Merger AgreementDebt Financing or any Replacement Financings) and (4) any action taken by any of them at the request of Parent or Acquisition Sub pursuant to this Section 6.12, except, to the mergerextent such losses, damages, claims, costs (including cost of investigation), settlement payments, injuries, liabilities, judgements, awards, penalties, fines or expenses (including reasonable outside attorneys’ fees and disbursements) arose from the fraud or willful misconduct of the Company or any of its Affiliates or Representatives, as determined in a final, non-appealable judgment of a court of competent jurisdiction. The Company hereby consents to the other transactions contemplated by use of its and its Subsidiaries’ logos in connection with the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense Debt Financing or settlement of any transaction litigation, Replacement Financings; provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) such logos are used solely in the defense ordinary course as is customary for such purpose and in a manner that is not intended, or reasonably likely, to harm, disparage or otherwise adversely affect the Company, any of any such action, must keep JD Sports informed as its Subsidiaries or their reputation or goodwill. Notwithstanding anything contained herein to the status thereof contrary, the condition set forth in Section 7.2(c), as it applies in respect of the Company’s obligations under this Section 6.12, shall be deemed satisfied unless the Company has knowingly and may willfully materially breached its obligations under this Section 6.12 and which such breach was a proximate cause in Parent not settle, compromise being able to obtain the Debt Financing or cease defending against any such transaction litigation without the prior written consent of JD SportsReplacement Financings.

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant the Company shall, at Parent’s sole expense, use its reasonable best efforts, and shall use its reasonable best efforts to certain debt financing commitment letters. Finish Line cause its and its subsidiaries Subsidiaries’ respective Representatives, in each case, with appropriate seniority and expertise in the good faith judgement of the Company, to provide to Parent all cooperation as is customary and reasonably requested by Parent, in connection with arranging, syndicating, consummating and obtaining the Debt Financing under and in accordance with the terms of the Debt Commitment Letters, including, without limitation, to (a) cause the senior management of the Company to participate at reasonable times in a commercially reasonable number of meetings, drafting sessions, presentations, road shows, and rating agency and other due diligence sessions, in each case, upon reasonable advance notice, (b) furnish Parent and its Debt Financing Sources with financial and other pertinent information regarding the Company as shall exist and be reasonably requested by Parent (provided, that, for the avoidance of doubt, the Company shall not be required to provide, and Parent shall be solely responsible for, (i) the preparation of any pro forma financial information, including pro forma cost savings, synergies, capitalization or other pro forma adjustments desired to be incorporated into any pro forma financial information, (ii) any description of all or any component of the Debt Financing, including any such description to be included in any liquidity or capital resources disclosure or any “description of notes,” or (iii) projections, risk factors or other forward-looking statements relating to all or any component of the Debt Financing), (c) assist Parent and its Debt Financing Sources in the preparation of offering documents, private placement memoranda, bank information memoranda, prospectuses and similar documents for the Debt Financing (including executing customary authorization letters), (d) cooperate with the marketing efforts of Parent and its Debt Financing Sources for the Debt Financing as reasonably requested by Parent, (e) permit officers of the Company or any of its Subsidiaries who will be officers of the Company or any of its Subsidiaries after Closing to execute and deliver any documentation in connection with the Debt Financing (subject to the proviso below) including, without limitation, any customary closing officer’s certificates and secretary’s certificates prepared by Parent (including certification of organizational authorization, organizational documents and good standing certificates) of the Company and its Subsidiaries, and taking corporate action to authorize the borrowing and guarantees of, and to grant liens, security interests and make other pledges in connection with, the Debt Financing, provided that none of the foregoing documents or certificates shall be executed or delivered, and no such corporate actions shall be taken, except in connection with the Closing and the effectiveness thereof shall be conditioned upon, or become operative upon, the occurrence of the Closing, (f) furnish a certificate of a financial officer of the Company with respect to solvency matters in a customary form required to consummate the Debt Financing as of the Closing Date, (g) furnish Parent promptly (and in any event at least five Business Days prior to the Closing Date) with all documentation and other information with respect to the Company required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitation the PATRIOT Act, and in each case, to the extent requested by the Debt Financing Sources in writing at least 10 Business Days prior to the Closing Date (including, for the avoidance of doubt, a duly executed W-9 (or other applicable IRS tax form) and beneficial ownership certifications), (h) use reasonable best efforts to providecooperate with Parent to satisfy the conditions precedent to the Debt Financing that are within the control of the Company or its Subsidiaries, including, without limitation, providing evidence of insurance with respect to the Company or its Subsidiaries (i) assist in the preparation of customary definitive financing documentation and cause their representatives to providethe completion of any schedules, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested exhibits or annexes thereto (including a customary perfection certificate) in connection with the preparation of materials required Debt Financing, (j) provide company prepared monthly financial statements for the financing; • assisting Company and its Subsidiaries within 30 days of each month end, commencing with the preparation month ending April 30, 2022, in form and substance consistent with those monthly financial statements previously provided to Parent, Merger Sub and their respective affiliates (it being understood and agreed that such monthly financial statements shall be provided by the Company to Parent to the extent required by the Debt Commitment Letters notwithstanding any differing standards above, including, without limitation, “reasonable best efforts”); (k) obtain payoff letters, Lien terminations and instruments of definitive agreements discharge to be delivered at Closing to allow for the payoff, discharge and termination in full on the Closing Date of all then outstanding indebtedness and any Liens securing such indebtedness that the Debt Commitment Letters require to be paid off, discharged or terminated on the Closing Date and (l) cooperate with Parent’s legal counsel in connection with any information necessary or required in connection with any legal opinions that such legal counsel may be required to deliver in connection with the Debt Financing as reasonably requested by Parent; provided, in each case, that (i) neither the Company nor any Company Subsidiary shall be required to incur any liability (including the payment of any fees) in connection with the Debt Financing prior to the Closing Date (other than those liabilities that are contingent upon the consummation of the Closing or with respect to customary authorization letters), (ii) the financingpre-Closing board of directors of the Company (and the equivalent pre-Closing governing body of any Company Subsidiary) shall not be required to adopt resolutions approving the agreements, documents and instruments pursuant to which the Debt Financing is obtained, (iii) neither the Company nor any Company Subsidiary shall be required to execute prior to the Closing Date any definitive financing documents, including assistance with required disclosures; • facilitating field examinations any credit or other due diligence review by JD Sports’ lenders; • obtaining such consentsagreements, approvalspledge or security documents, authorizations or other certificates, or documents in connection with the Debt Financing, except the execution of documents that are conditioned on Closing and instruments customary authorization letters, (iv) except as may expressly provided above, neither the Company nor any Company Subsidiary shall be reasonably requested required to take any corporate actions prior to the Closing Date to permit the consummation of the financing; • facilitating Debt Financing, (v) neither the post-closing pledging Company nor any Company Subsidiary shall be required to take any action that would reasonably be expected to conflict with, or result in a violation or breach of, or default (with or without notice or lapse of time) under the Company Charter, the Company Bylaws, or grants the certificate of encumbrances on incorporation and bylaws, or equivalent organizational documents, of any of Finish Line’s Company Subsidiary, any applicable Law or any Company Material Contract to which the Company or any Company Subsidiary is a party and (vi) neither the Company nor any Company Subsidiary shall be required to provide any assistance or cooperation that would (1) unreasonably interfere with its subsidiaries’ assets as collateral respective business operations, (2) cause any representation or warranty in this Agreement made by the Company to be breached, or (3) cause any conditions set forth in Annex A or Article 7 to fail to be satisfied. Except for the debt financing; • executing representations and delivering customary agreements warranties of the Company set forth in Article 4 of this Agreement, neither the Company nor any Company Subsidiary shall have any liability to Parent in respect of any financial statements, other financial information, or data or other information provided pursuant to this Section 6.15. Notwithstanding anything to the contrary in this Agreement, the condition set forth in clause (B)(3) of Annex A, as it applies to the Company’s obligations under this Section 6.15, shall be deemed satisfied unless the Company has knowingly, willfully and instruments, provided each materially breached its obligations under this Section 6.15 and such breach has been the primary cause of the Debt Financing not being obtained. The Company hereby consents to the use of its and its Subsidiaries’ logos in connection with the Debt Financing so long as such logos (x) are used solely in a manner that is not effective until after intended to or reasonably likely to harm or disparage the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating to Subsidiaries or the Merger Agreement, reputation or goodwill of the merger, Company or any of its Subsidiaries and (y) are used solely in connection with a description of the Company, its business and products or the Merger (including in connection with any marketing materials related to the Debt Financing). All non-public or other transactions contemplated confidential information provided by the Merger Company, its Subsidiaries or any of their respective Representatives pursuant to this Agreement shall be kept confidential in accordance with the Confidentiality Agreement, which is referred to herein as the “transaction litigation.” Finish Line except that Parent and Merger Sub will be entitled permitted to control disclose such information to any Debt Financing Sources and other financial institutions and investors that are or may become parties to the defense Debt Financing (and, in each case, to their respective Representatives) so long as such Persons (i) agree to be bound by the Confidentiality Agreement as if parties thereto; or settlement of any transaction litigation(ii) are otherwise subject to other customary confidentiality undertakings; provided, provided however, that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of Parent shall be liable for any such action, must keep JD Sports informed as breaches of the Confidentiality Agreement or otherwise customary confidentiality undertakings by any Debt Financing Sources and other financial institutions and investors that are or may become parties to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD SportsDebt Financing.

Financing Cooperation. To complete (a) Prior to the MergerEffective Time, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries the Company will use its reasonable best efforts, and will cause each of its Subsidiaries to use its respective reasonable best efforts, and will use its reasonable best efforts to providecause its and their respective directors, officers, employees and cause their representatives to provideuse reasonable best efforts, such to provide Parent and Merger Sub with all customary cooperation that is reasonably requested by JD Sports Parent or Merger Sub to assist it in causing the conditions in its Debt Commitment Letters to be satisfied or as is otherwise customary and reasonably requested by Parent or Merger Sub in connection with obtaining financing for the Merger. Such cooperation may include: • participation Debt Financing, including using reasonable best efforts in connection with: (i) appropriate members of senior management of the Company participating in a reasonable and limited number of meetings, lender calls, presentations presentations, due diligence sessions and similar sessions with prospective lenders and Debt Financing Sources and/or rating agencies; • ; (ii) reasonably assisting Parent, Merger Sub and the Debt Financing Sources with the preparation of customary rating agency presentations, bank information memoranda and lender presentations required in connection with its Debt Financing (including customary authorization letter), providing unaudited monthly financial statements of the Company and its Subsidiaries (in the form of the schedule attached to Section 5.15(a)(ii) of the Company Disclosure Letter) no later than 15 days after the final day of each month after the date of this Agreement and such other customary and readily available information with respect to the Company and its Subsidiaries as may reasonably be requested by Parent, Merger Sub or the Debt Financing Sources; (iii) reasonably assisting Parent and Merger Sub in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect (but not executing prior to the financing, including assistance with required disclosures; • facilitating field examinations or Closing Date) any pledge and security documents and other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments definitive financing documents as may be reasonably requested to permit by Parent, Merger Sub or the consummation Debt Financing Sources and otherwise reasonably cooperating with Parent and/or Merger Sub in facilitating the pledging of collateral and the granting of security interests required by its Debt Commitment Letters, it being understood that such documents will not take effect until the Effective Time; (iv) reasonably facilitating (A) the pledging or the reaffirmation of the financing; • facilitating pledge of collateral and (B) the post-closing pledging payoff of or grants existing indebtedness for borrowed money of encumbrances on the Company and its Subsidiaries (including under the Credit Agreements) and the release and termination of any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and all related Liens (including obtaining and delivering customary agreements the Payoff Letters and instrumentsother cooperation in connection therewith) to the extent required by its Debt Commitment Letters, provided each is not effective until after on or prior to the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • Closing Date; (v) taking all corporate and other customary actions, subject to the occurrence of the effective timeClosing, reasonably requested by JD Sports. Efforts Parent or Merger Sub to Complete (A) permit the consummation of the Debt Financing (including distributing the proceeds of the Debt Financing, if any, obtained by any Subsidiary of the Company to the Surviving Corporation), and (B) cause the direct borrowing, by the Surviving Corporation or any of its Subsidiaries concurrently with or immediately following the Effective Time; (vi) if reasonably requested in writing at least 10 Business Days prior to the Closing, providing at least 3 Business Days prior to Closing, Parent, Merger Subject Sub and/or the Debt Financing Sources with all documentation and other information required by regulatory authorities pursuant to certain limitationsapplicable “know your customer” and anti-money laundering rules and regulations; and (vii) providing reasonable and customary cooperation to Parent, Finish Line Merger Sub and JD Sports have the Debt Financing Sources (or third party evaluators on their behalf) in obtaining customary appraisals and field exams required in connection with the Debt Financing upon reasonable prior notice during normal business hours and in providing such available information as it reasonably requested to assist Parent and Merger Sub in their preparation of borrowing base certificates required in connection with the Debt Financing and determination of eligible borrowing base assets, including permitting prospective lenders or investors involved in the Debt Financing to evaluate the Company’s and its Subsidiaries’ inventory, current assets, cash management and accounting systems, policies and procedures relating thereto for the purpose of establishing collateral arrangements (including conducting field exams, commercial finance examinations and inventory appraisals, conducting other customary collateral-related diligence and reasonably assisting Parent and Merger Sub with the establishment of blocked account and control agreements of the Company and its Subsidiaries to be effective no earlier than the Effective Time) in connection with the Debt Financing, in each agreed case, to use their respective reasonable best efforts the extent customary and necessary to takeobtain any portion of the Debt Financing consisting of an asset-based credit facility. (b) Nothing in this Section 5.15 will require the Company or any of its Subsidiaries to (i) waive or amend any terms of this Agreement or agree to pay any fees or reimburse any expenses prior to the Effective Time, (ii) cause any condition set forth in Article VI to not be satisfied, (iii) enter into any definitive agreement that would be effective prior to the Effective Time or that is not contingent on the occurrence of the Effective Time, (iv) give any indemnities that are effective prior to the Effective Time, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective(v) take any action that, in the most expeditious good faith determination of the Company, would unreasonably interfere with the ordinary conduct of the business or the Company and its Subsidiaries. In addition, no action, liability or obligation of the Company, any of its Subsidiaries or any of their respective Representatives pursuant to any certificate, agreement, arrangement, document or instrument relating to the Debt Financing (other than a customary authorization letter) will be effective until the Effective Time, and neither the Company nor any of its Subsidiaries will be required to take any action pursuant to any certificate, agreement, arrangement, document or instrument that is not contingent on the occurrence of the Closing or that must be effective prior to the Effective Time. Nothing in this Section 5.15 will require (A) any officer or Representative of the Company or any of its Subsidiaries to deliver any certificate or opinion (including any accountants’ cold comfort letters or reliance letters) or take any other action under this Section 5.15 that could reasonably be expected to result in personal liability to such officer or Representative or (B) the Company Board or the Special Committee to approve any financing or Contracts related thereto prior to the Effective Time. (c) The Company hereby consents to the use of its and its Subsidiaries’ logos in connection with the Debt Financing so long as such logos (i) are used solely in a manner practicablethat is not intended to, or reasonably likely to, harm or disparage the merger Company or any of its Subsidiaries or the reputation or goodwill of the Company or any of its Subsidiaries and (ii) are used solely in connection with a description of the Company or any of its Subsidiaries, its or their respective businesses and products, or the Merger or the other transactions contemplated hereby. (d) All non-public or other confidential information provided by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Representatives pursuant to this Agreement will be kept confidential in accordance with the Confidentiality Agreement, except that Parent and Merger Sub will be permitted to disclose such information to any financing sources or prospective financing sources that are or may become parties to the Merger Debt Financing (and, in each case, to their respective counsel and auditors) so long as such Persons (i) agree to be bound by the Confidentiality Agreement as if parties thereto or (ii) are subject to customary confidentiality arrangements no less restrictive than the Confidentiality Agreement, including customary “click-through” or similar confidentiality arrangements used in financings similar to the mergercontemplated Debt Financing. (e) Promptly upon request by the Company, Parent will reimburse the Company for any reasonable and documented out-of-pocket costs and expenses (including attorneys’ fees) incurred by the Company or any of its Representatives in connection with the other transactions cooperation of the Company and its Representatives contemplated by this Section 5.15. (f) Parent will indemnify and hold harmless the Merger AgreementCompany, which is referred its Subsidiaries and their respective Representatives from and against any and all liabilities, losses, damages, claims, costs, expenses (including attorneys’ fees), interest, awards, judgments, penalties and amounts paid in settlement suffered or incurred by them in connection with their cooperation in arranging the Debt Financing pursuant to herein as this Agreement or the “transaction litigation.” Finish Line will be entitled to control provision of information utilized in connection therewith (other than information provided by the defense or settlement of any transaction litigationCompany, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) Subsidiaries and/or their respective Representatives expressly for use in connection with the defense of any such actionDebt Financing), must keep JD Sports informed as except to the status thereof extent such liabilities, losses, damages, claims, costs, expenses (including attorneys’ fees), interest, awards, judgments, penalties and may amounts paid in settlement arise out of or result from the gross negligence, willful misconduct or bad faith of the Company, its Subsidiaries and/or their respective Representatives. (g) Notwithstanding the foregoing, Parent and Merger Sub acknowledge and agree that obtaining the Financing is not settle, compromise or cease defending against any such transaction litigation without a condition to the prior written consent of JD SportsClosing.

Financing Cooperation. To complete In connection with the MergerDebt Financing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Seller shall provide, and shall use its subsidiaries will use reasonable best efforts to provide, and cause their representatives its Representatives to provide, such reasonable cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with the preparation arrangement of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Debt Financing as may be reasonably requested by the Purchaser and that is necessary, customary or advisable in connection with the Purchaser’s efforts to obtain the Debt Financing (provided that such requested cooperation does not unreasonably interfere with the ongoing operations of the Seller or the Company or any of their respective Subsidiaries), including: (i) participation in a reasonable number of meetings or conference calls, rating agency and lender presentations and due diligence sessions and furnishing the Purchaser and its Debt Financing Sources with the Required Financial Information and with direct contact between appropriate members of senior management, Representatives and advisors of the Company and the Debts Financing Sources; (ii) assisting the Purchaser and its Debt Financing Sources in the preparation of (A) materials for rating agency presentations (for the avoidance of any doubt, it is understood and agreed that for purposes of this Section 5.10 the Purchaser shall be solely responsible for preparing any pro forma financial information and/or pro forma statements to be included in any such lender presentations and rating agency presentations or any other materials required by the Debt Commitment Letters) and (B) one or more credit agreements, guarantees, pledge and security documents, the delivery of possessory collateral and other definitive financing documents as reasonably requested by Purchaser and required by the terms of the Debt Commitment Letters; (iii) facilitating customary due diligence; (iv) using commercially reasonable efforts to obtain such consents, legal opinions, surveys and title insurance as applicable and as reasonably requested by the Purchaser; (v) providing documentation and other information with respect to the Acquired Companies at least three (3) Business Days prior to the Closing Date as shall have been reasonably requested in writing by the Purchaser at least ten (10) Business Days prior to the Closing Date that is required by regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including the Patriot Act; and (vi) using commercially reasonable efforts to permit the consummation Debt Financing Sources to benefit from the existing banking relationships of the financingCompany; • facilitating provided that the post-closing pledging of Seller shall not be required to pay any commitment or grants of encumbrances on other similar fee or incur any of Finish Line’s other costs, expenses or its subsidiaries’ assets as collateral Liability in connection with the Acquisition Financing prior to the Closing for the debt financing; • executing and delivering customary agreements and instruments, provided each which it is not effective until after reimbursed by the effective time; • seeking comfort letters from accountantsPurchaser. The foregoing notwithstanding, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence (i) none of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicableSeller, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger AgreementCompany, the mergerAcquired Companies, or any of their respective Affiliates or Subsidiaries or any Persons who are directors or managers of the Seller, the Company, the Acquired Companies, their respective Subsidiaries or Affiliates or any of their respective Representatives shall be required to pass any resolution or consents to approve or authorize the execution of the Debt Financing or any definitive documentation entered into in connection therewith, (ii) no obligations of the Seller, the Company, the Acquired Companies, their respective Subsidiaries or Affiliates or any of their respective Representatives undertaken pursuant to any definitive documentation for the Debt Financing shall be effective until Closing. Nothing contained in this Section 5.10 or otherwise shall require the Seller or its Affiliates (other transactions contemplated by than the Merger AgreementAcquired Companies) or, which is referred prior to herein as the “transaction litigation.” Finish Line will Closing, the Acquired Companies, to be entitled an obligor or issuer with respect to control the defense Debt Financing. The Purchaser and its Affiliates may share non-public or settlement confidential information regarding any of the Acquired Companies and their respective businesses with the Debt Financing Sources from time to time party to the Debt Commitment Letters (subject to the confidentiality provisions set forth therein), and that Seller, its Affiliates and such Debt Financing Sources may share such information with potential financing sources in connection with any transaction litigationmarketing efforts (including any syndication) in connection with the Debt Financing, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) such information is disclosed in accordance with the defense of any such action, must keep JD Sports informed as Debt Commitment Letters and subject to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsconfidentiality provisions set forth therein.

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports the Company shall provide to Parent, and shall cause the officers, employees and representatives of the Company to provide to Parent, at Parent’s sole expense, all cooperation reasonably requested by Parent that is pursuing necessary or reasonably required in connection with any debt financing pursuant by Parent, Sub or any of their respective affiliates in connection with the Transactions and that is customary in connection with financing comparable to certain debt financing commitment letters. Finish Line and its subsidiaries will use the Financing, including the following: (i) using reasonable best efforts to providecause the Company’s senior officers and other representatives, and cause their representatives upon reasonable advance notice, to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation participate in a reasonable number of meetings, lender callspresentations, presentations road shows, due diligence sessions (including accounting due diligence sessions), drafting sessions and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with the preparation of materials required for the financing; • (ii) assisting with the preparation of definitive agreements appropriate and customary materials for rating agency presentations, offering documents, bank information memoranda (including the delivery of customary representation letters as contemplated by the Commitment Letter) and similar documents reasonably required in connection with respect the Financing; (iii) using reasonable best efforts to provide direct contact between (x) senior management and advisors, including auditors, of the Company and (y) the proposed lenders, underwriters, initial purchasers or placement agents, as applicable, and/or Parent’s or any of its affiliate’s auditors in connection with the financing; (iv) using reasonable best efforts to assist with the preparation of any pledge and security documents, including assistance with required disclosures; • facilitating field examinations any indenture, loan agreement, currency or interest hedging agreement, other definitive financing documents on terms reasonably satisfactory to Parent, or other due diligence review by JD Sports’ lenders; • obtaining such consentscertificates, approvals, authorizations and instruments legal opinions or documents as may be reasonably requested to permit the consummation by Parent, provided that none of the financing; • facilitating the post-closing pledging of Company or grants of encumbrances on any of Finish Line’s its officers, employees or representatives shall be required to execute any documents that would be effective before the Closing and no obligation of the Company or any of its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instrumentsofficers, provided each is not employees or representatives under any such document or agreement shall be effective until after the effective timeClosing; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective (v) using reasonable best efforts to takefacilitate the pledging of collateral, or cause provided that no pledge shall be effective until the Closing; (vi) using reasonable best efforts to furnish on a confidential basis to Parent and its financing sources, as promptly as practicable, financial and other pertinent information regarding the Company as may be takenreasonably requested by Parent, including all financial statements and other financial data required by the documents used in connection with the Financing and such additional financial information as is necessary to make such financial statements compliant with Regulation S-X (the “Required Information”); (vii) providing monthly financial statements (excluding footnotes) to the extent the Company customarily prepares such financial statements within the time such statements are customarily prepared; (viii) deliver to Parent, at least five days prior to the Closing Date, all actions necessarydocumentation and other information relating to the Company and its affiliates required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, proper including the PATRIOT Act, to the extent such documentation and other information is requested by providers of the Financing at least 10 Business Days prior to the Closing Date; and (ix) using reasonable best efforts to cause the Company’s independent accountants to cooperate with and assist Parent in preparing customary and appropriate information packages and offering materials as the parties to the Commitment Letter or advisable other parties participating in the Financing may reasonably request for use in connection with the offering and/or syndication of equity securities, debt securities, loan participations and other matters contemplated by the Commitment Letter, including by providing customary accountant’s comfort letters (including “negative assurance”) and consents from the Company’s independent accountants; provided that nothing in this Agreement shall require such cooperation to consummate and make effectivethe extent it would, in the most expeditious manner practicableCompany’s reasonable judgment, (A) interfere unreasonably with the merger and business or operations of the Company, (B) cause any representation, warranty, covenant or other transactions term in this Agreement to be breached or (C) cause any closing condition set forth in this Agreement to fail to be satisfied; provided, further, that notwithstanding anything in this Agreement to the contrary, until the Closing occurs, neither the Shareholder Representative nor the Company nor any of their respective affiliates shall (1) be required to pay any commitment or other fee, (2) have any liability or obligation under any loan agreement or any related document or any other agreement or document related to the Financing (or Alternative Financing) or (3) be required to incur any other liability in connection with the Financing contemplated by the Merger AgreementCommitment Letter (or any Alternative Financing) or take any action that would be prohibited by any applicable Law or cause a default of, or breach under, or otherwise violate any Material Contract. These Parent shall, promptly upon written request by the Company, reimburse the Company for all reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities documented out-of-pocket costs and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party expenses (including attorneys’ fees) to the Merger Agreement extent such costs and expenses are incurred by the Company or any of its affiliates relating in connection with such cooperation provided by the Company or its affiliates or their respective officers, employees and other representatives pursuant to the Merger Agreementterms of this Section 6.11 or in connection with compliance with its obligations under this Section 6.11 and Parent shall indemnify and hold harmless the Company and its affiliates and their respective officers, employees and representatives from and against any and all liabilities, losses, damages, claims, costs or expenses suffered or incurred by any of them in connection with the mergerarrangement of the Financing and any information utilized in connection therewith (other than arising from information provided by the Shareholder Representative or the Company), except in the event such liabilities or losses arose out of or result from the willful misconduct of the Company or any of its representatives. The Company hereby consents to the other transactions contemplated by use of its logos in connection with the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, Financing; provided that Finish Line must give JD Sports such logos are used solely in a reasonable opportunity manner that is not intended or reasonably likely to participate (at harm or disparage the Company or the reputation or goodwill of the Company and its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof affiliates and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportstheir respective marks.

Financing Cooperation. To complete PKI shall, and shall cause the MergerAsset Sellers and the Acquired Companies to, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will use commercially reasonable best efforts to provide, and cause their representatives to provide, provide Buyer with such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with Buyer’s arrangement and obtaining of the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Debt Financing as may be reasonably requested by Buyer (the “Financing Cooperation”), provided that (a) such requested Financing Cooperation does not unreasonably interfere with the ongoing operations of PKI and its subsidiaries and (b) neither PKI nor any of its subsidiaries shall be required to permit pay any commitment or other similar fee or incur any other liability (for avoidance of doubt, excluding any allocable overhead costs) in connection with such cooperation. Buyer shall, promptly upon request by PKI, reimburse PKI for all reasonable out-of-pocket costs incurred by PKI or any of its subsidiaries in connection with such Financing Cooperation. Such Financing Cooperation will include (i) assistance in Buyer’s preparation of any bank books, rating agency presentation materials or other similar offering materials in connection with the consummation Debt Financing, (ii) providing such financial and other information regarding the Business as is reasonably available and reasonably required to be delivered as a condition precedent to the initial funding of the financing; • facilitating Debt Financing and providing such other financial and other information regarding the postBusiness as is reasonably available and reasonably requested by Buyer, (iii) providing, within the time period required under the terms of the Debt Financing, documentation and information required by sources of the Debt Financing to be delivered under applicable “know your customer” and anti-closing pledging money laundering rules and regulations, including the U.S.A. Patriot Act of 2001, (iv) reasonably promptly responding to any diligence inquiries of the sources of the Debt Financing, (v) providing Buyer with reasonable assistance in Buyer’s efforts to obtain subordination and non-disturbance agreements, landlord waivers, collateral access agreements, account control agreements, consents, payoff letters, lien releases, and other customary agreements from the Business’ landlords, depositary banks, lenders or grants other third parties as may be requested by the sources of encumbrances on any the Debt Financing, and (vi) making appropriate officers and employees of Finish Line’s the Business available, at such times and in such manner as to not unreasonably interfere with the normal operation of the Business, for participation in meetings with, or presentations to, prospective sources of the Debt Financing or the prospective rating agencies for such Debt Financing. All non-public or otherwise confidential information regarding PKI or its subsidiaries’ assets as collateral for subsidiaries obtained by Buyer or its representatives pursuant to this Section 4.8 shall be kept confidential in accordance with the debt financingConfidentiality Agreement; • executing provided that disclosure shall be permitted to be made to the prospective and delivering customary agreements and instruments, provided each is not effective until after actual sources of the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actionsDebt Financing, subject to the occurrence terms of the effective timeConfidentiality Agreement or a confidentiality agreement to be entered into with the sources of the Debt Financing on substantially similar terms to the Confidentiality Agreement or other customary terms reasonably acceptable to PKI and the applicable sources of the Debt Financing. Buyer shall indemnify and hold harmless PKI, the other Sellers, the Acquired Companies and their respective representatives from and against any and all liabilities, losses, damages, claims, costs, expenses, interest, awards, judgments and penalties suffered or incurred by any of them in connection with their cooperation in respect of the arrangement of the Debt Financing and any information utilized in connection therewith (other than historical financial statements referenced in Section 2.6 and other historical information reasonably requested by JD Sports. Efforts Buyer and specifically approved in writing by PKI for use therein (such approval not to Complete be unreasonably withheld or delayed)), except to the Merger Subject to certain limitationsextent any such liabilities, Finish Line and JD Sports have each agreed to use losses, damages, claims, costs, expenses, interest, awards, judgments or penalties resulted from the gross negligence or willful misconduct of, or breach of this Agreement by, PKI, the other Sellers, the Acquired Companies or their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationrepresentatives.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) The Company agrees to, and to cause the MergerCompany Subsidiaries to, JD Sports is pursuing debt financing pursuant provide, on a timely basis, such assistance (and to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to providecause its and their respective officers, employees, consultants and cause their representatives advisors, including legal and accounting advisors, to provideprovide such assistance) in connection with the arrangement of the Financing (which term, such cooperation that for purposes of this Section 6.12, shall include any other debt (including debt securities), equity, or hybrid financing incurred or to be incurred by Holdco, Broadcom or any Broadcom Subsidiary) as is reasonably requested by JD Sports Broadcom. Without limiting the generality of the foregoing, such assistance and reasonable best efforts in any event shall include: (i) participation in, and assistance with, the marketing efforts related to assist with obtaining financing the Financing, including the preparation of customary confidential information memoranda, offering memoranda, private placement memoranda, registration statements, prospectuses and the other customary marketing materials and information for delivery to prospective lenders and other investors or participants in the Merger. Such cooperation may include: • Financing, including estimates, forecasts, projections and other forward-looking financial information regarding the future performance of the Company and the Company Subsidiaries; (ii) participation in meetingsby senior management and advisors of the Company in, lender callsand assistance with, the preparation of rating agency presentations and similar meetings with rating agencies, roadshows, due diligence sessions, drafting sessions and meetings with prospective lenders and rating agencies; • providing debt investors; (iii) delivery to Broadcom and its Financing Sources as promptly as reasonably practicable of documentation and other information reasonably requested by Broadcom or the Financing Sources with respect to (A) applicable “know-your-customer” and anti-money laundering rules and regulations, including without limitation the PATRIOT Act, and (B) the U.S. Treasury Department’s Office of Foreign Assets Control and the FCPA or any other similar Laws (and in any case at least four (4) Business Days prior to the Closing Date, to the extent requested in writing at least nine (9) days prior to the Closing Date); (iv) delivery to Broadcom and its Financing Sources of (A) audited consolidated balance sheets and related statements of income and cash flows of the Company for each fiscal year of the Company not later than sixty (60) days after the end of such fiscal year, (B) unaudited consolidated balance sheets and related statements of income and cash flows of the Company for each fiscal quarter not later than forty (40) days after the end of such fiscal quarter (but excluding the fourth quarter of any fiscal year), (C) any other information requested by Broadcom to assist in the preparation of (1) confidential bank information memoranda (including information to assist in the preparation of customary pro forma financial information for use therein and, to the extent necessary, preparation of an additional bank information memorandum that does not include material non-public information) and (2) any preliminary prospectuses, preliminary offering memoranda or preliminary private placement memoranda or registration statements, which, in each case contain all financial statements and other data (including all audited financial statements, all unaudited financial statements (which shall have been reviewed by the independent accountants as provided in Statement on Auditing Standards No. 100) and all information to assist in the preparation of pro forma financial statements prepared in accordance with, or reconciled to, GAAP and prepared in accordance with Regulation S-X under the Securities Act) that the SEC would require in a registered offering of notes, or that would be required to receive customary “comfort” (including “negative assurance” comfort) from Broadcom’s independent accountants and the independent accountants for the Company in connection with an offering of unsecured senior notes, and (D) any other information relating to the Company, the Company Subsidiaries or their businesses customary or reasonably necessary in connection with the preparation of materials required Financing to the extent reasonably requested by Broadcom; provided that (I) Broadcom shall be responsible for the financing; • assisting with the preparation of such pro forma financial statements and pro forma adjustments giving effect to the Transactions and (II) the Company shall not be required to change its fiscal year; (v) causing its independent auditors to cooperate with the Financing consistent with their customary practice, including by providing customary “comfort letters” (including customary “negative assurances”) which the auditors would be prepared to issue at the time of pricing and at closing of any Financing that is in the form of debt securities upon completion of customary procedures and customary assistance with the due diligence activities of Broadcom and the Financing Sources, and customary consents to the inclusion of audit reports in any relevant marketing materials, registration statements, information memoranda, offering memoranda, private placement memoranda, prospectuses and related government filings; (vi) assisting Broadcom with Broadcom’s preparation of pro forma financial information and pro forma financial statements (subject to the proviso set forth in clause (iv) above) and other materials for rating agency presentations, bank information memoranda, offering memoranda, private placement memoranda, registration statements, prospectuses and similar documents used in connection with the Financing and providing customary estimates, financial projections and other forward-looking financial information regarding the future performance of the business of the Company and the Company Subsidiaries to the extent reasonably requested by Broadcom and/or the Financing Sources; (vii) informing Broadcom if the Company shall have actual knowledge (A) of any facts that would likely require the restatement of any financial statements included in the information required by clause (iv) above for such financial statements to comply with GAAP or (B) that the information provided pursuant to clause (iv) above contains any untrue statement of material fact or omits to state any material fact necessary in order to make the statements contained therein not materially misleading; (viii) providing customary bank authorization and representation letters; (ix) executing and delivering definitive agreements financing documents, including any required guarantees, certificates, management representation letters and other documents, to the extent reasonably requested by Broadcom; (x) cooperating with Broadcom’s legal counsel in connection with any legal opinions that such legal counsel may be required to deliver in connection with the Financing; (xi) using commercial efforts to ensure that any syndication efforts in connection with the Financing benefit materially from the Company’s existing lending and investment banking relationships; and (xii) cooperating with respect to due diligence in connection with the Financing, to the extent customary and reasonable. (b) The Company hereby consents to the use of all of its and the Company Subsidiaries’ logos in connection with the Financing; provided that such logos are used solely in a manner that is not intended to or reasonably likely to harm or disparage the Company or the Company Subsidiaries or the reputation or goodwill of the Company or any Company Subsidiary. (c) Notwithstanding any other provision set forth herein or in any other agreement between the Company and Broadcom (or its affiliates), the Company agrees that Broadcom and its affiliates may share customary projections and other non-public information provided pursuant to this Section 6.12 with respect to the financingCompany on a customary basis with its Financing Sources, including assistance and that Broadcom, its affiliates and such Financing Sources may share such information with required disclosures; • facilitating field examinations potential Financing Sources in connection with any marketing efforts in connection with the Financing, provided that the recipients of such information agree to customary confidentiality arrangements. (d) Notwithstanding anything to the contrary in this Agreement, none of the Company, any Company Subsidiaries or any of its or their respective directors or officers or other due diligence review personnel shall be required by JD Sports’ lenders; • obtaining such consents, approvals, authorizations this Section 6.12: (i) to take any action or provide any assistance to the extent it would interfere materially and instruments as may be reasonably requested to permit unreasonably with the consummation ongoing operations of the financingCompany and Company Subsidiaries; • facilitating or (ii) enter into any definitive agreement or commitment that would be effective prior to the postClosing (other than such management representation letters and authorization letters with respect to information memoranda, authorizing the distribution of information to prospective lenders and placement agents and containing customary representations that such information does not contain a material misstatement or omission, and that the public-closing pledging side versions of such documents, if any, do not include material non-public information with respect to the Company or grants its securities for purposes of encumbrances on federal securities laws). Broadcom shall (1) promptly upon request by the Company, reimburse the Company for all reasonable and documented out-of-pocket costs and expenses (including reasonable attorney’s fees) incurred by the Company or any Company Subsidiaries in connection with providing the assistance contemplated by this Section 6.12 and (2) indemnify and hold harmless the Company and the Company Subsidiaries and its and their respective directors, officers, personnel and advisors from and against any and all liabilities, losses, damages, claims, costs, expenses (including reasonable attorney’s fees), interest, awards, judgments and penalties suffered or incurred by any of Finish Line’s them in connection with the Financing or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instrumentsany assistance or activities in connection therewith, provided in each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject case other than to the occurrence extent any of the effective timeforegoing arises from (I) the bad faith, reasonably requested gross negligence or willful misconduct of, or breach of this Agreement by JD Sports. Efforts a Financing Indemnitee or (II) any information provided by the Company or any Company Subsidiaries. (e) Unless the Nautilus Agreement is terminated, the Company agrees to, and to Complete cause the Merger Subject to certain limitationsCompany Subsidiaries to, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to takecause Nautilus and its Subsidiaries to provide, on a timely basis, such assistance (and to use reasonable best efforts to cause its and their respective officers, employees, consultants and advisors, including legal and accounting advisors, to provide such assistance) in connection with the arrangement of the Financing (which term, for purposes of this Section 6.12, shall include any other debt (including debt securities), equity, or cause hybrid financing incurred or to be takenincurred by Holdco, Broadcom or any Broadcom Subsidiary) as is reasonably requested by Broadcom, including such assistance as is described in this Section 6.12 but with respect to Nautilus and its Subsidiaries. (f) At the request of Broadcom or Holdco, subject to applicable Law and the Governing Documents of the Company and the Company Subsidiaries, the Company shall, and shall cause the Company Subsidiaries to, do all actions things necessary, proper or advisable (including by reasonably cooperating with Broadcom or Holdco) to consummate and make effectiveavailable (by way of a dividend, a loan, or such other method, in each case as and to the most expeditious manner practicableextent requested by Broadcom or Holdco) any cash, cash equivalents and marketable securities (which shall be liquidated for cash at the merger request of Broadcom or Holdco) of the Company and the other transactions contemplated by Company Subsidiaries, wherever held, for the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consentsfunding of the consummation of the Transactions, approvalsincluding the amounts payable in connection with the consummation of the Transaction, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party as close as reasonably practicable but at least one Business Day prior to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationClosing Date.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will the Company shall use reasonable best efforts to provide, provide to SPAC such reasonable cooperation as may be requested by SPAC and cause their representatives to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing customary for financings of the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested type contemplated in connection with the preparation arrangement of materials the Debt Financing contemplated by the Commitment Letter, including (i) participating (and using reasonable efforts to make the officers of the Company available to participate) in a reasonable number of meetings (including customary one-on-one meetings with the Debt Financing Sources and representatives of the Company), presentations, due diligence sessions, and meetings with prospective lenders or rating agencies in connection with the Debt Financing; (ii) providing to SPAC financial statements, financial data and pertinent information about the Company of the type customarily required for the financing; • assisting with the preparation of definitive agreements with respect to the financingDebt Financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments in all cases as may be reasonably requested by the Debt Financing Sources and that are reasonably available to the Company; (iii) furnishing at least five (5) Business Days prior to the Closing Date all documentation and other information required under applicable “know your customer” and anti-money laundering rules and regulations, including the U.S.A. Patriot Act of 2001 to the extent reasonably requested by SPAC; (iv) obtaining customary evidence of authority, customary officer’s certificates and customary insurance certificates and cooperating with SPAC’s legal counsel in connection with customary legal opinions; (v) obtaining and delivering to the Debt Financing Sources at the Closing a certificate of the chief financial officer of the Company in a form reasonably required by the Debt Financing Sources with respect to solvency matters; (vi) executing and delivering and assisting in the preparation of one or more credit agreements, pledge and security documents, guarantees, mortgages and other definitive financing documents as may be reasonably requested by SPAC and taking of all corporation actions by the Company with respect to entering such definitive financing documents and otherwise necessary to permit consummation of the Debt Financing (including with respect to the grant of security) so long as such agreements and documents do not become effective prior to the Closing, and furnishing such other information as is reasonably requested by SPAC to permit the consummation of the financingDebt Financing; • facilitating and (vii) assisting the post-closing pledging Debt Financing Sources with their customary and reasonable due diligence in connection with the Debt Financing; provided, that no obligation of or grants of encumbrances on the Company under any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing such definitive financing documents, including any pledge and delivering customary agreements and instrumentssecurity documents, provided each is not shall be effective until after the Closing Date; provided, further, that nothing herein shall require the Company to (A) take any action that would be effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject prior to the occurrence of Closing to the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effectiveextent it would, in the most expeditious manner practicableCompany’s reasonable judgment, interfere unreasonably with the business or operations of the Company, (B) waive or amend any terms of this Agreement, (C) authorize, execute, and/or deliver any certificate, document or instrument pursuant to such Debt Financing that will be effective prior to the Closing, (D) take any action that would conflict with any applicable law, the merger and organizational documents of the Company or result in the contravention of, or would reasonably be expected to result in the violation or breach of, or default under, any material contract to which the Company is a party or (E) prepare, assist in the preparation of, or otherwise provide (1) any information that is not in the possession of the Company or (2) any other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party information to the Merger Agreement extent such disclosure (x) may result in a waiver of attorney-client privilege, work product doctrine or similar privilege or (y) may violate any applicable law or any of its affiliates relating to the Merger Agreement, the merger, or any confidentiality obligation of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationCompany.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to Section 6.11(a) and the Mergerremaining provisions of this Section 6.12, JD Sports is pursuing debt financing pursuant prior to certain debt financing commitment letters. Finish Line the Merger Closing, the Company shall and shall cause its subsidiaries will use reasonable best efforts to provideSubsidiaries to, and cause their representatives to provideat Parent’s sole expense, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested cooperate in connection with the arrangement of the Debt Financing or any Alternative Financing, which cooperation by the Company shall consist of, at the reasonable request of Parent, (i) furnishing Parent and Merger Sub and their Financing Sources with customary financial information (including the information required by paragraphs 4 and 5 of Exhibit E of the Debt Commitment Letter) regarding the Company as reasonably requested by Parent, including all financial statements and financial data of the type required by Regulation S-X and Regulation S-K under the Securities Act and of type and form customarily included in offering memoranda for private placements under Rule 144A of the Securities Act (and with such exceptions as is customary for an offering under Rule 144A of the Securities Act, including without limitation, no need (A) to comply with Rules 3-09, 3-10 and 3-16 of Regulation S-X or otherwise provide separate financial statements of any Subsidiary and (B) to include Compensation Discussion and Analysis required by Regulation S-K Item 402(b)) and in form and substance reasonably necessary for the Financing Sources to receive customary accountants’ comfort letters, to consummate the offerings of any debt securities contemplated by the Debt Commitment Letter and of the type customary for one or more confidential information memoranda in connection with the Debt Financing (all such information required to be delivered or prepared pursuant to this Section 6.12(a)(i), together with any replacements or restatements thereof, if any such information would be unusable under customary practices for such purposes, the “Required Financial Information”); provided, that such information shall not include, and Parent shall be solely responsible for, the preparation of materials pro forma financial information, including pro forma cost savings, synergies, capitalization or other pro forma adjustments desired to be incorporated into any pro forma financial information and provided further, that in no case shall the Required Financial Information be required for to include financial statements of the financing; • Company or any of its subsidiaries other than as set forth in paragraph 4 of Exhibit E of the Debt Commitment Letter, (ii) using reasonable efforts to cause its senior officers to be available, during normal business hours and upon reasonable advance notice, to participate in a reasonable number of meetings, presentations, road shows, due diligence sessions and sessions with rating agencies in connection with the Debt Financing, and using commercially reasonable efforts to facilitate such contact, (iii) assisting with the preparation of appropriate and customary materials for rating agency presentations, offering documents, private placement memoranda, bank information memoranda, prospectuses and similar documents customarily required in connection with debt financings, (iv) executing and delivering customary definitive agreements financing documents to be effective no earlier than, and conditioned on the occurrence of, the Effective Time, (v) furnishing Parent with reasonable documents or other information required by bank regulatory authorities with respect to the financingDebt Financing under applicable “know your customer” and anti-money laundering rules and regulations, including assistance the U.S.A. Patriot Act of 2011, as well as applicable regulations of the Office of Foreign Assets Control (OFAC), the Foreign Corrupt Practices Act of 1977 and the Investment Company Act of 1940, in each case, at least 10 Business Days prior to the Merger Closing, (vi) using reasonable efforts to assist Parent in obtaining accountants’ comfort letters, including customary negative assurance from one or more of the Company’s independent accountants on customary terms and consistent with the accountants customary practice and cooperate with Parent’s legal counsel in connection with any legal opinions that such legal counsel may be required disclosures; • facilitating field examinations to give in connection with the Debt Financing, (vii) agreeing to enter into such agreements, including customary pay-off letters and perfection certificates, and using its reasonable efforts to (A) deliver such officer’s certificates (including solvency certificates) and lien releases, if any, as are customary in financings of such type and (B) otherwise grant, and provide customary materials that facilitate the perfection or other due diligence review by JD Sports’ lenders; • obtaining enforcement of, liens on, the assets of the Company or any of its Subsidiaries pursuant to such consents, approvals, authorizations and instruments agreements as may be reasonably requested (including using such reasonable best efforts to permit provide original copies of all certificated securities (with transfer powers executed in blank), control agreement, surveys, title insurance and mortgages), provided that no obligation of the Company or any of its Subsidiaries under any such agreement, pledge or grant shall be effective until the Effective Time, (viii) cooperating with the marketing efforts of Parent and its Financing Sources for all or any portion of the Debt Financing or any Alternative Financing, (ix) providing requested authorization letters to the Financing Sources (including with respect to absence of material non-public information about the Company and its Subsidiaries and their securities in the public-side version of documents distributed to prospective lenders) (x) cooperating with the Financing Sources’ customary securities underwriting and secured lending due diligence investigation, to the extent customary and reasonable and (xi) using commercially reasonably efforts to procure prior to or concurrent with the launch of syndication, at the Company’s expense, ratings (but not specific ratings) for the Debt Financing from each of Standard & Poor’s Ratings Services (“S&P”) and Xxxxx’x Investor Services, Inc. (“Moody’s”), and a public corporate credit rating and a public corporate family rating (but not specific ratings in either case) in respect of Parent after giving effect to the transactions contemplated in the Debt Commitment Letters from each of S&P and Moody’s, respectively. The Company shall be given reasonable opportunity to review and comment upon any private placement memoranda or similar documents, or any materials for rating agencies, that include information about the Company or any of its Subsidiaries prepared in connection with the Debt Financing, and Parent shall include in such memoranda, documents and other materials, comments reasonably proposed by the Company. Notwithstanding anything to the contrary contained in this Agreement, neither the Company nor any of its Subsidiaries shall be required to (A) pay any commitment or other similar fee, (B) incur any liability of any kind (or cause their respective Representatives to incur any liability of any kind) prior to the Effective Time, (C) other than with respect to authorization letters referred to above, enter into any binding agreement or commitment in connection with the Debt Financing (or any Alternative Financing) that is not conditioned on the occurrence of the Effective Time and does not terminate without liability to the Company or any of its Subsidiaries upon termination of this Agreement, (D) take any action that would (1) unreasonably interfere with the ongoing operations of the Company and its Subsidiaries, (2) cause any representation or warranty in this Agreement to be breached, (3) cause any director, officer or employee of the Company or any of its Subsidiaries to incur any personal liability, (4) conflict with the Charter, the Bylaws (or similar organizational documents of any of the Subsidiaries of the Company) or any Laws, (5) result in the contravention of, or that could reasonably be expected to result in a violation or breach of, or a default under, any contract to which the Company or any of its Subsidiaries is a party, (6) require the Company to provide access to or disclose information that the Company determines would jeopardize any attorney-client privilege of the Company or any of its Subsidiaries or (7) require the Company to prepare separate financial statements for any Subsidiary of the Company or change any fiscal period. (b) Parent shall promptly reimburse the Company for any reasonable out-of-pocket expenses and costs (including reasonable attorneys’ fees) incurred by the Company, its Subsidiaries and their respective Representatives in connection with any cooperation contemplated by this Section 6.12. The Company, its Affiliates and their respective Representatives (collectively, the “6.12 Indemnitees”) shall be indemnified and held harmless by Parent and Merger Sub for and against any and all liabilities, losses, damages, claims, costs, expenses (including advancing attorneys’ fees and expenses in advance of the final disposition of any claim, suit, proceeding or investigation), interest, awards, judgments and penalties suffered or incurred, directly or indirectly, by the 6.12 Indemnitees in connection with the arrangement of the Debt Financing (or any Alternative Financing), any refinancing of indebtedness contemplated by this Agreement and/or any information utilized in connection therewith or the Company’s cooperation with respect thereto. This Section 6.12(b) shall survive the consummation of the financing; • facilitating Merger and the post-closing pledging Effective Time and any termination of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for this Agreement, and is intended to benefit, and may be enforced by, the debt financing; • executing 6.12 Indemnitees and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to takeheirs, executors, estates, personal representatives, successors and assigns, and shall be binding on all successors and assigns of Parent. All non-public or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in other confidential information regarding the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries obtained by Parent, Merger Sub or their Representatives pursuant to this Section 6.12 shall be kept confidential in accordance with the Confidentiality Agreement. (c) The Company hereby consents to the Merger use of its and its Subsidiaries logos in connection with the Debt Financing; provided, however, that such logos are used solely in a manner that is reasonable and customary for such purposes that does not suggest that the Company or any of its Subsidiaries has any responsibility for the documents or materials in which such logos are used (or the contents thereof) and that is not intended to or reasonably likely to harm or disparage the Company or any of its Subsidiaries or the reputation or goodwill of the Company or any of its Subsidiaries or any of their respective products, services, offerings or intellectual property rights. (d) Notwithstanding anything to the contrary contained in this Agreement, the mergercondition set forth in Section 7.2(b), or any as it applies to the Company’s obligations under this Section 6.12, shall be deemed satisfied if (i) the Company’s breach(es), if any, of its obligations under this Section 6.12 did not cause the failure of the other transactions contemplated Debt Financing to be obtained or (ii) Parent does not have the right to terminate this Agreement pursuant to Section 8.1(d)(i) as a result of any breaches of this Section 6.12 by the Merger Agreement, which is referred to herein as the “transaction litigationCompany.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant the MLP Entities shall, and shall cause their respective officers, employees, advisors and other representatives to certain debt financing commitment letters. Finish Line and its subsidiaries will use their reasonable best efforts to provideto, cooperate, at Parent’s expense, with Parent, Parent GP, Holdings and cause their representatives to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested advisors in connection with the preparation arrangement of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations Debt Financing or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Alternative Financing as may be reasonably requested by Parent, Parent GP or Holdings, including using reasonable best efforts in (i) participating in a reasonable number of meetings, drafting sessions, presentations, road shows, rating agency and due diligence sessions, sessions with prospective Debt Financing Sources and investors; (ii) furnishing Parent, Parent GP, Holdings and the Debt Financing Sources as promptly as practicable with the Required Financial Information, and other customary documents (in the case of such other documents, to permit the consummation extent reasonably requested by Parent GP), to consummate the Debt Financing or the Alternative Financing at the time the Debt Financing or the Alternative Financing is to be consummated; (iii) reasonably assisting Parent, Parent GP, Holdings and the Debt Financing Sources in the preparation prior to commencement of the financingMarketing Period of (A) offering documents, private placement memoranda, bank information memoranda, prospectuses and similar documents required in connection with the Debt Financing or the Alternative Financing and (B) materials for rating agency presentations; • facilitating (iv) reasonably cooperating with, and providing access to the post-closing pledging Parent Entities’ counsel to, MLP’s legal counsel in connection with any legal opinions that such legal counsel may be required to deliver in connection with the Debt Financing or Alternative Financing; (v) assisting in the preparation of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • and executing and delivering any necessary pledge and security documents (including all schedules thereto and any customary agreements perfection certificates reasonably requested by Parent GP) and instrumentsotherwise reasonably cooperating with Parent, provided each is not effective until after Parent GP and Holdings in facilitating the effective timegranting of a security interest (and perfection thereof) in collateral, guarantees, mortgages, other definitive financing documents or other certificates or documents as may be reasonably requested by Parent GP; • seeking comfort (vi) obtaining customary authorization letters from accountants, of a member of MLP GP’s management with respect to the bank information memoranda and using reasonable best efforts to obtain consents and opinions as reasonably requestedof accountants for use of their reports in any materials relating to the Debt Financing or Alternative Financing; and • (vii) taking all corporate actions, subject to the occurrence of the effective timeClosing, reasonably requested by JD Sports. Efforts Parent GP necessary to Complete permit the Merger Subject consummation of such Debt Financing or Alternative Financing; (viii) providing unaudited consolidated quarterly financial statements of MLP and its Subsidiaries (excluding footnotes) for each quarter ended at least 45 days before the Closing, consisting of a balance sheet, income statement and statement of cash flows; (ix) assisting Parent and Parent GP in obtaining legal opinions, surveys and title insurance as reasonably requested by Parent GP; and (x) providing Parent, Parent GP and Holdings with all documentation and other information with respect to certain limitationsMLP and its Subsidiaries as shall have been reasonably requested in writing by Parent GP at least eight Business Days prior to the Closing Date and that is required in connection with the Debt Financing and Alternative Financing by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effectiveincluding the Patriot Act, in each case no later than three Business Days prior to the most expeditious manner practicableClosing Date. Notwithstanding the foregoing, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps MLP Entities shall not be required to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of provide any litigation commenced cooperation or threatened by a shareholder of Finish Line against any party assistance under this Section 6.5 to the Merger Agreement extent doing so would (i) unreasonably interfere with the ongoing business or operations of MLP or any of its affiliates Subsidiaries, (ii) require MLP or any of its Subsidiaries to take any action that would conflict with or violate any law or subject any director, manager, officer or employee of MLP or any of its Subsidiaries to any actual personal liability, (iii) require providing access to or disclose information that MLP reasonably determines could jeopardize any attorney client privilege of, or conflict with any confidentiality requirements (not created in contemplation hereof) applicable to, MLP or any of its Subsidiaries, (iv) require any of the MLP Group Entities to take any action that would reasonably be expected to result in a breach of any Contract or subject it to actual or potential liability, to bear any cost or expense or to pay any commitment or other similar fee or make any other payment (other than reasonable out-of-pocket costs that are reimbursed by Parent) or incur any other liability of any kind or provide or agree to provide any indemnity, (v) other than in connection with the customary authorization letter referred to in clause (vii) above, require any of the MLP Group Entities to execute prior to the Closing any definitive financing documents, including any credit or other agreements, pledge or security documents, or other certificates, legal opinions or documents or (vi) require MLP GP Board in place prior to Closing to enter into any resolutions or take similar action. MLP hereby consents to the use of its logos and logos of its Subsidiaries in connection with the Debt Financing or Alternative Financing. Parent shall indemnify, defend and hold harmless the MLP Entities and their respective Representatives from and against any and all liabilities, losses, damages, claims, costs, expenses (including attorneys’ fees), interest, awards, judgments, penalties suffered or incurred and amounts paid by any of them in connection with the Debt Financing or Alternative Financing, including any action taken in accordance with this Section 6.5(d) and any information utilized in connection therewith (other than historical financial information relating to the Merger Agreement, MLP and its Subsidiaries provided in writing by the merger, MLP or its Subsidiaries expressly for use in connection with the Debt Financing or Alternative Financing) or except to the extent such losses result from actual fraud of any of the other transactions contemplated MLP Entities or their respective Representatives. Parent shall, promptly upon request by MLP, reimburse the MLP Entities for all reasonable and documented out-of-pocket costs (including reasonable attorneys’ fees) incurred by the Merger Agreement, which is referred to herein as the “transaction litigationMLP Entities in connection with this Section 6.5(d).” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Subject to Section 6.11(a), prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall and shall cause its subsidiaries will use Subsidiaries to, at Parent’s sole expense, provide reasonable best efforts to provide, and cause their representatives to provide, such cooperation that is necessary and customary in connection with Parent’s efforts (a) to obtain the Bridge Debt Financing, including, at the reasonable request of Parent, (i) furnishing, or causing to be furnished, to Parent and its Debt Financing Sources in respect of the Bridge Debt Financing such customary financial and other information with respected to the Company and its Subsidiaries as Parent shall reasonably requested request in order to consummate the Bridge Debt Financing (provided, however, that there shall be no obligation to prepare any financial statements, reports or other information or documents other than such financial statements and reports prepared by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation Company and/or its Subsidiaries in the ordinary course of business), (ii) participating in a reasonable number of lender meetings, lender callspresentations, presentations due diligence sessions and rating agency meetings, in each case, upon reasonable advance notice and at mutually agreed times, (iii) providing reasonable assistance to Parent in its preparation of rating agency presentations, customary bank information memoranda and similar sessions with prospective lenders documents reasonably and rating agencies; • providing information reasonably requested customarily required in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements Bridge Debt Financing, in each case, solely with respect to information relating to the financingCompany and its Subsidiaries, (iv) delivering information and documentation requested in writing by the Debt Financing Sources at least ten (10) Business Days prior to the Closing Date with respect to compliance under applicable “know your customer” and anti-money laundering rules and regulations, including assistance with required disclosures; • facilitating field examinations or the USA PATRIOT Act, and (v) using reasonable efforts to obtain a customary payoff letter, and lien terminations and other due diligence review customary documentation to allow for the payoff, discharge and termination of the Company’s existing credit facilities contemplated in Section 6.13 and (b) if reasonably requested by JD Sports’ lenders; • obtaining such Parent, to obtain any consents, approvals, authorizations and instruments as may be waivers and/or amendments required or reasonably requested desirable under the BofA Loan Agreement or the Portuguese Loan Agreements to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary this Agreement thereunder (any such consents, approvalscollectively, waivers the “Transaction Consent”) and, the Company shall, and authorizations shall cause its Subsidiaries to, execute and deliver such customary notices, agreements, documents or instruments necessary in connection therewith, in each case, at the reasonable request of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise Parent; provided that such requested cooperation shall not (A) unreasonably interfere with the other ongoing operations of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries, (B) cause any representation or warranty in this Agreement to the Merger be breached, (C) cause any condition to Closing to fail to be satisfied or otherwise cause any breach of this Agreement, (D) require the merger, Company or any of its Subsidiaries or their respective Representatives to (1) execute, deliver, enter into, or perform any agreement, document or instrument, with respect to the Debt Financing and/or the Letter of Credit, that is not contingent upon the Closing or that would be effective prior to the Effective Time, (2) deliver or cause the delivery of, prior to the Closing, any legal opinions or reliance letters or any certificate in connection with the Debt Financing and/or the Letter of Credit or (3) adopt resolutions or execute consents prior to the Closing to approve or authorize the execution of the Debt Financing, the Letter of Credit or the incurrence of indebtedness thereby, (E) require any Representative of the Company or any of its Subsidiaries or their respective Affiliates to deliver any certificate or take any other transactions action pursuant to this Section 6.12 if doing so would, or could reasonably be expected to, result in liability to such Representative, (F) require the Company or any of its Subsidiaries to provide any information the disclosure of which is prohibited or restricted under applicable Law or any binding agreement with a third party or is legally privileged or consists of attorney work product, (G) require the Company or any of its Subsidiaries to take any action that will conflict with or violate its organizational documents, any Laws or result in a violation or breach of, or default under, any agreement to which the Company or any of its Subsidiaries is a party, (H) require the Company or any of its Subsidiaries to enter into or approve any Debt Financing and/or the Letter of Credit or (I) in furtherance of (and not in limitation of) Section 6.11(g), require the Company or any of its Subsidiaries or any of their respective Representatives to pay any commitment or other fee, provide any security or incur any other liability in connection with the Debt Financing and/or the Letter of Credit. All non-public or other confidential information provided by the Company to Parent or its Affiliates pursuant to this Section 6.12 shall be kept confidential in accordance with the Confidentiality Agreement, except that Parent shall be permitted to disclose such information to rating agencies and prospective lenders and investors during syndication of the debt financing contemplated by the Merger AgreementBridge Commitment Letter, subject to customary confidentiality undertakings, which is referred to herein as shall, in any event, require “click through” or other affirmative action by the “transaction litigation.” Finish Line will be entitled to control recipient acknowledging the defense confidentiality of such information. Parent shall promptly (and in any event within three (3) Business Days of delivery of documentation evidencing such cost and expenses) reimburse the Company for any expenses and costs incurred in connection with the Company’s or settlement of any transaction litigationits Affiliates’ or Representatives’ obligations under Section 6.11, provided that Finish Line must give JD Sports this Section 6.12 or Section 6.13. Any offering materials, presentations and other documents shall include a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as conspicuous disclaimer to the status thereof effect that none of the Company or any of its Subsidiaries or their respective Affiliates or any of their or their Affiliates’ respective Representatives have any responsibility for the content of such document and may not settle, compromise or cease defending against disclaim all responsibility therefor and shall further include a disclaimer with respect to the Company and its Subsidiaries and their respective Affiliates and their and their Affiliates’ respective Representatives in any oral disclosure with respect to such transaction litigation without financing. Any use of the Company’s and its Subsidiaries’ logos in connection with the Bridge Debt Financing shall require the Company’s prior written consent of JD Sports(which consent shall not be unreasonably withheld, conditioned or delayed).

Financing Cooperation. To complete (i) Prior to the MergerClosing or termination of this Agreement in accordance with Article VIII, JD Sports is pursuing debt financing pursuant subject to certain debt financing commitment letters. Finish Line actions taken in response to COVID-19 Measures, the Company shall use commercially reasonable efforts to provide, shall cause each of the Company Subsidiaries and its subsidiaries will and their respective employees and officers to use commercially reasonable best efforts to provide, and shall use commercially reasonable efforts to cause their representatives the directors and other Representatives of the Company and the Representatives of each of the Company Subsidiaries to provide, such in each case at Parent’s sole expense, all customary cooperation that is to the extent reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Parent in connection with the preparation arrangement of materials required for any debt financing in connection with the transactions contemplated hereby, including using commercially reasonable efforts to: (A) cause the senior management of the Company and the Company Subsidiaries to participate at reasonable times in a reasonable number of meetings, drafting sessions, presentations and due diligence sessions with prospective financing sources, investors and ratings agencies, in each case, upon reasonable advance notice (provided that such participations may be over conference call or other electronic means and need not be in person), (B) reasonably cooperate with Parent’s marketing efforts in connection with any debt financing; • , including executing and delivering customary authorization letters and assisting with Parent in the preparation of definitive agreements bank information memoranda, lender presentations and other customary marketing materials and rating agency materials to be used in connection with the arrangement of any debt financing (including a version of such marketing materials that does not contain any material non-public information with respect to the Company and the Company Subsidiaries), (C) furnish Parent with historical financial statements of the Company and the Company Subsidiaries required as a condition to the funding of any debt financing, including assistance (D) provide Parent with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations information reasonably necessary to complete customary perfection certificates and instruments customary schedules to loan documents as may be reasonably requested by Parent, (E) reasonably facilitate the pledging of collateral as of (but not prior to) the Closing, (F) provide, at least four (4) Business Days prior to the Closing Date, all documentation and other information about the Company and the Company Subsidiaries as is required under applicable “know your customer” and anti-money laundering rules and regulations including the USA PATRIOT Act, to the extent requested by Parent in writing at least nine (9) Business Days prior to the Closing Date, (G) execute and deliver, on the Closing Date, any customary credit agreements, pledge and security documents, guarantees or other definitive financing documents or other requested certificates, including a customary solvency certificate duly executed by the chief financial officer of the Surviving Corporation, in each case solely to the extent the applicable officers executing and delivering any such documents and certificates will continue in their respective positions from and after the Closing Date, (H) reasonably facilitate the pledging of collateral, including any possessory collateral, (I) take, on the Closing Date, corporate actions to permit the consummation of the debt financing and to permit the proceeds thereof to be made available to the Surviving Corporation at the Effective Time, it being understood that no such corporate action will take effect prior to the Closing and that the Company Board will not approve any debt financing prior to the Closing Date, and (J) cooperate with, and take all actions reasonably requested by, Parent in order to facilitate the termination and payoff of the commitments under the Existing Credit Facility at Closing upon or simultaneously with the funding of any debt financing, in accordance with the Debt Payoff Letter. (ii) Notwithstanding anything to the contrary in this Section 6.14(b), no action contemplated in this Section 6.14(b) shall be required if any such action shall: (A) unreasonably interfere with the business or ongoing operations of the Company or the Company Subsidiaries; • facilitating (B) reasonably be expected to result in the postwaiver or loss of attorney-closing pledging client privilege, work product doctrine or similar privilege, breach any material Contract or contravene any applicable Law; (C) involve the entry into any definitive agreements with respect to any debt financing or the execution and delivery of any pledge or grants security documents, certificates, documents or instruments relating to the provision of encumbrances on guarantees and collateral, in each case that would be effective prior to the Closing Date (excluding, for the avoidance of doubt, any authorization letters to be delivered in connection with any debt financing); (D) require the Company or any of Finish Line’s the Company Subsidiaries or its subsidiaries’ assets as collateral for any of their Representatives to provide any legal opinions; (E) require the debt financing; • executing and delivering customary agreements and instruments, provided each is Company or any of the Company Subsidiaries to pay any out-of-pocket fees or expenses prior to the Closing that are not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence reimbursement by Parent pursuant to Section 6.14(b)(iii); (F) cause any director, officer or employee of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries to incur any personal liability; (G) require the Company or any of the Company Subsidiaries to prepare any (w) pro forma financial information, including pro forma cost savings, synergies, capitalization, or other pro forma adjustments desired to be incorporated into any pro forma financial information or any financial statements or financial information other than as provided under Section 6.14(b)(i)(C), (x) any description of all or any component of any debt financing, including any such description to be included in any liquidity or capital resources disclosure or any “description of notes,” (y) projections, risk factors, or other forward-looking statements or any other information of the type required by Rule 3-09, Rule 3-10, or Rule 3-16 of Regulation S-X, or (z) Compensation Disclosure and Analysis required by Item 402(b) of Regulation S-K; (H) require the Company or any of the Company Subsidiaries to take any corporate action or adopt corporate resolutions related to or approving any debt financing, unless (x) the directors, managers, members or other appropriate persons taking such action or adopting such corporate resolutions are to continue to serve in such capacities from and after the Effective Time and (y) such corporate actions or resolutions are only effective as of, the Effective Time; or (I) cause any condition to the Merger Agreement, Closing set forth in Article VII to fail to be satisfied. The Company hereby consents to the mergeruse of the Company’s and the Company Subsidiaries’ logos in connection with any debt financing solely to the extent used in a manner that is not intended or reasonably likely to harm or disparage the reputation or goodwill of the Company or any of the Company Subsidiaries, or any of their respective Intellectual Property. Notwithstanding anything to the other transactions contemplated contrary herein, the condition precedent set forth in ‎‎‎Section 7.3(b), as it applies to the Company’s obligations under Section 6.14(b)(i), shall be deemed satisfied unless (i) any applicable debt financing has not been obtained in substantial part as a result of a willful and material breach by the Merger AgreementCompany of its obligations under Section 6.14(b)(i), which is referred and (ii) Parent has notified the Company of such willful and material breach in writing a reasonably sufficient amount of time prior to herein as the “transaction litigation.” Finish Line will be entitled Closing to control afford the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports Company with a reasonable opportunity to participate cure such willful and material breach. (at its own expenseiii) Parent shall (A) promptly reimburse the Company and the Company Subsidiaries for all reasonable and documented out-of-pocket costs and expenses (including reasonable and documented attorneys’ fees) incurred by the Company or any of the Company Subsidiaries in connection with the defense cooperation provided for in Section 6.14(b)(i), and (B) indemnify and hold harmless the Company and the Company Subsidiaries and their respective Representatives from and against any and all liabilities, claims, losses, damages, costs, expenses, interest, awards, judgments and penalties (including reasonable and documented attorneys’ fees) actually suffered or incurred by them in connection with the arrangement or consummation of any such actiondebt financing or the cooperation provided for in Section 6.14(b)(i), must keep JD Sports informed as except to the status thereof and may not settle, compromise or cease defending against extent any such transaction litigation without liabilities, claims, losses, damages, costs, expenses, interest, awards, judgments or penalties arise out of or result from (x) the prior written consent gross negligence, bad faith or willful misconduct, (y) a willful and material breach of JD SportsSection 6.14(b)(i) by the Company, the Company Subsidiaries or their respective Representatives or (z) any historical financial information pertaining to any of the Company, the Company Subsidiaries or their respective Representatives, in each case, as determined by a final, non-appealable judgment of a court of competent jurisdiction. The Company shall not have any liability to Parent or Merger Sub in respect of any financial statements, financial information, data or other information provided pursuant to this Section 6.14(b). (iv) Parent and Merger Sub acknowledge and agree that, notwithstanding anything in this Agreement to the contrary, the obligations to perform their respective agreements hereunder, including to consummate the Closing subject to the terms and conditions hereof, are not conditioned on obtaining debt financing. (v) All confidential, proprietary or non-public information regarding the Company obtained by Parent or its Representatives pursuant to this Section 6.14 shall be kept confidential in accordance with the terms of the Confidentiality Agreement.

Financing Cooperation. To complete the Merger, JD Sports is pursuing debt financing pursuant (a) The Company agrees to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to provideprovide such assistance (and to cause the other Acquired Companies, and to use reasonable best efforts to cause its and their representatives respective Representatives, to provideprovide such assistance) with any debt financing undertaken by Ultimate Parent, such cooperation that Parent or any of their respective Subsidiaries in connection with the transactions contemplated by this Agreement (the “Debt Financing”) as is reasonably requested by JD Sports to assist with obtaining financing for the MergerParent. Such cooperation may assistance shall include: • participation in meetings, lender callsat the reasonable request of Parent and upon reasonable prior notice, presentations and similar sessions with prospective lenders and rating agencies; • providing information (i) activities reasonably requested undertaken (or proposed to be undertaken) in connection with the preparation underwriting, syndication or other marketing of the Debt Financing, including participating in a reasonable and limited number of meetings, Table of Contents drafting sessions, rating agency presentations and due diligence sessions, (ii) furnishing Parent and its financing sources with all financial and other information reasonably required by Parent’s financing sources in connection with the Debt Financing, including financial statements, financial data, audit reports and other information regarding the Acquired Companies as reasonably requested by Parent and of a type and form and for periods, in each case, customarily included in offering documents and syndication materials required used to syndicate credit facilities and in offering documents used in private placements of securities under Rule 144A of the Securities Act (which, for the financing; • avoidance of doubt, will not include (or be deemed to require the Company to prepare) any (1) pro forma financial statements or adjustments (including regarding any synergies, cost savings, ownership or other post-Closing adjustments) or projections, (2) description of all or any portion of the Debt Financing, including any “description of notes,” (3) risk factors relating to all or any component of the Debt Financing, (4) financial statements in respect of its Subsidiaries, other than as may be required under Section 6.08(a)(v), or (5) other information required by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X, any Compensation, Discussion and Analysis required by Item 402(b) of Regulation S-K, any information required by Items 10 through 14 of Form 10-K or any other information customarily excluded from an offering memorandum for private placements of non-convertible high-yield bonds pursuant to Rule 144A), (iii) assisting with Parent and its lenders in the preparation of customary prospectuses, bank books, offering memoranda, information packages and other customary marketing materials, (iv) furnishing Ultimate Parent and its direct and indirect Subsidiaries and their underwriters and lenders promptly with all documentation and other information required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations and all information reasonably necessary to obtain title and survey, (v) assisting in the preparation of (but not executing and delivering) definitive agreements financing documents, (vi) assisting Parent in connection with respect its preparation of pro forma financial information and pro forma financial statements to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be extent reasonably requested by Parent; (vii) using reasonable best efforts to cause its accountants to provide customary “comfort letters” (including customary “negative assurances”) under customary circumstances; and (viii) cooperating with Parent to the extent within the control of the Company, and taking all corporate actions, in each case subject to the occurrence of the Closing, reasonably requested by Parent to permit the consummation of the financing; • facilitating Debt Financing. The Company shall provide (x) audited consolidated balance sheets and related statements of income and cash flows of the post-closing pledging Company for any completed fiscal year ending after the date hereof and at least 90 days prior to the Closing Date and (y) unaudited consolidated balance sheets and related statements of income and cash flows of the Company for each completed fiscal quarter ending after the date hereof and at least 45 days prior to the Closing Date (but excluding the fourth quarter of any fiscal year). Any information provided to Parent or any other Person pursuant to this Section 6.07(a) shall be subject to the Confidentiality Agreement. (b) Notwithstanding anything in this Agreement to the contrary, (i) neither the Company nor any of its Subsidiaries shall be required to pay any commitment or other similar fee or reimburse any expenses or enter into any definitive agreement or incur any other liability or obligation in connection with the Debt Financing prior to the Effective Table of Contents Time, (ii) none of the Company or any of its Subsidiaries shall be required to take any action that will conflict with or violate the Company’s or such Subsidiary’s organizational documents or any Applicable Laws or result in the contravention of, or that would reasonably be expected to result in a violation or breach of or grants of encumbrances on default under, any Material Contract to which the Company or any of Finish Line’s its Subsidiaries is a party, and (iii) none of the Company nor any of its Subsidiaries will be required to give any indemnities that are effective prior to the Effective Time, take any action that would unreasonably interfere with the conduct of the business or the Company and its subsidiaries’ assets as collateral for Subsidiaries or provide any information the debt financing; • executing disclosure of which is prohibited or restricted under Applicable Law or is legally privileged. In addition, no action, liability or obligation of the Company, any of its Subsidiaries or any of their respective Representatives pursuant to any certificate, agreement, arrangement, document or instrument relating to the Debt Financing will be effective until the Effective Time, and delivering customary agreements and instrumentsneither the Company nor any of its Subsidiaries will be required to take any action pursuant to any certificate, provided each agreement, arrangement, document or instrument (including being an issuer or other obligor with respect to the Debt Financing) that is not contingent on the occurrence of the Closing or that must be effective until after prior to the effective time; • seeking comfort letters from accountantsEffective Time. Nothing in this Agreement will require (A) any officer or Representative of the Company or any of its Subsidiaries to deliver any certificate or opinion or take any other action pursuant to Section 6.07 or any other provision of this Agreement that could reasonably be expected to result in personal liability to such officer or Representative, consents or (B) the Company’s board of directors to approve any financing or Contracts related thereto prior to the Effective Time. (c) Parent and opinions as reasonably requested; Merger Sub each acknowledge and • taking all corporate actionsagree that obtaining the Debt Financing is not a condition to the Closing, and that if the Debt Financing has not been obtained, Parent and Merger Sub will each continue to be obligated, subject to the occurrence satisfaction or waiver of the effective timeconditions set forth in Section 8.01 and 8.02, reasonably requested by JD Sports. Efforts to Complete consummate the Merger Subject Merger. (d) At the request of Ultimate Parent or Parent, subject to certain limitationsApplicable Law and the organizational documents of the Company and its Subsidiaries, Finish Line the Company shall, and JD Sports have each agreed to use their respective reasonable best efforts to takeshall cause its Subsidiaries to, or cause to be taken, do all actions things necessary, proper or advisable (including by reasonably cooperating with Ultimate Parent or Parent) to consummate and make effectiveavailable (by way of a dividend, a loan, or such other method, in each case as and to the most expeditious manner practicableextent requested by Ultimate Parent or Parent) any cash, cash equivalents and marketable securities (which shall be liquidated for cash at the merger request of Ultimate Parent or Parent) of the Company and its Subsidiaries, wherever held, for the other transactions funding of the consummation of the Transaction, including the amounts payable in connection with the consummation of the Transaction, as close as reasonably practicable but at least one Business Day prior to the Closing Date. (e) Parent shall promptly, upon request by the Company, reimburse the Company and its Subsidiaries, as applicable, for all reasonable and documented out-of-pocket costs and expenses (including any attorneys’ fees and Tax Costs) incurred by the Company or its Subsidiaries, as applicable, in connection with the assistance of the Company and its Subsidiaries, as applicable, contemplated by the Merger Agreementthis Section 6.07. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.Parent shall indemnify and

Financing Cooperation. To complete Prior to the MergerClosing, JD Sports is pursuing debt financing pursuant the Company shall use, and shall cause its Subsidiaries and their respective Representatives to certain debt financing commitment letters. Finish Line and its subsidiaries will use use, their reasonable best efforts efforts, at the sole cost and expense of Parent and Merger Sub, to providecooperate with Parent, and cause their representatives to provideMerger Sub or any of its Affiliates as necessary, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested proper or advisable in connection with the preparation arrangement of materials required for the financing; • assisting Debt Financing as may be customary and reasonably requested by Parent (provided that such requested cooperation does not unreasonably interfere with the ongoing operations of the Company and its Subsidiaries), including (but not limited to) using reasonable best efforts to: (i) cause the Company’s senior officers to participate in a reasonable number of meetings, due diligence sessions, presentations, sessions with rating agencies or other customary syndication activities, in each case, at mutually agreeable times; (ii) assist Parent and the Merger Sub with the preparation of customary materials for rating agency presentations (including obtaining one or more ratings for the Company and its Subsidiaries), bank information memoranda and similar documents reasonably necessary in connection with the Debt Financing; (iii) assist with the preparation of any pledge and security documents contemplated by the Debt Financing, and other customary definitive agreements with respect financing documents on terms reasonably satisfactory to Parent and otherwise facilitate the financingpledging of collateral contemplated by the Debt Financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested by Parent or Merger Sub, provided that no obligation of the Company and its Subsidiaries under any such document or agreement and no pledge shall be effective until the Closing; CLI-202375011v3 (iv) using commercially reasonable efforts to obtain third-party consents to the Transactions and the Financing, in each case, as may reasonably be requested by Parent or Merger Sub, including, if required (as reasonably determined by the Parent and Merger Sub), consent from third-parties to existing joint-venture agreements, financing documents, property management agreements, and purchase and sale agreements; (v) furnish to Parent: (1) U.S. GAAP audited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows of the Company and the Company consolidated Subsidiaries for the last two full fiscal years ended at least 60 days before the Closing Date; (2) U.S. GAAP unaudited consolidated and balance sheets and related statements of income, stockholders’ equity and cash flows of the Company and the Company’s consolidated Subsidiaries for each subsequent fiscal quarter (other than the fourth fiscal quarter of the Company’s fiscal year) ended at least 40 days before the Closing Date, it being understood that, with respect to such financial information for each such fiscal year and subsequent interim period, such covenant shall be deemed satisfied through the filing by the Company of its annual report on Form 10-K or quarterly report on Form 10-Q with respect to such fiscal year or interim period; and (3)(i) customary financial information for the preparation of an unaudited pro forma consolidated balance sheet and related unaudited pro forma consolidated statements of income and cash flows by the Parent and Merger Sub to give effect to the Transactions contemplated hereby, to the extent reasonably requested and such information is available and customary for a bank syndication of the type and nature of the Debt Financing; and (ii) such other customary and available financial and other pertinent information regarding the Company and its Subsidiaries as may be reasonably requested by Parent or Merger Sub to assist in the preparation of the customary bank information memoranda, lender presentations and customary information documents needed for financings of the type contemplated by the Debt Commitment Letter and any supplements thereto (the information and financial statements referred to in subclauses (1), (2) and (3) above, the “Required Financial Information”); (vi) provide (1) reasonable and customary assistance with the preparation of an unaudited pro forma consolidated balance sheet and related unaudited pro forma consolidated statements of income and cash flows by the Parent and Merger Sub, as of and for the twelve-month period ending on the last day of the most recently completed four-fiscal quarter period for which financial statements have been delivered, prepared after giving effect to the Merger as if the Merger had occurred as of such date (in the case of such balance sheet) or at the beginning of such period (in the case of such other financial statements; and (2) upon the request by the Parent or Merger Sub, providing customary authorization and representation letters in connection with the information provided as Required Financial Information (including prior to any bank meeting for the Debt Financing); (vii) arrange for customary payoff letters pursuant to Section 6.17; CLI-202375011v3 (viii) assist Parent and Merger Sub in ensuring that the syndication efforts benefit from the existing banking relationships of the Company and its Subsidiaries; (ix) assist Parent and Merger Sub in obtaining surveys and title insurance as reasonably requested by Parent or Merger Sub, including by providing title affidavits or similar documents required by a nationally-recognized title company for (A) the deletion of any standard or pre-printed exceptions in any title insurance policies or proforma or (B) the satisfaction of any requirement set forth in any title commitment and, to the extent appropriate, appraisals of Owned Real Property and Leased Real Property; (x) take all actions reasonably necessary to permit prospective financing providers to conduct customary field examinations for third party reports and, to the extent appropriate, appraisals of Owned Real Property and Leased Real Property; provided, however, that the foregoing shall be subject to Section 6.5 hereof and no access shall be required to be granted to conduct Phase II or other environmental or intrusive sampling without the Company’s prior written consent, which shall be granted in the Company’s sole discretion; and (xi) at least five (5) Business Days prior to the Closing (in each case, to the extent requested at least ten (10) Business Days prior to the Closing), provide all documentation and other information about the Company and any of its Subsidiaries as is reasonably requested in writing by Parent which the parties to the Debt Commitment Letter (other than Parent and Merger Sub) reasonably determine is required by applicable “know your customer” and anti-money laundering rules and regulations, including the USA PATRIOT ACT that is required under paragraph 6 of Exhibit B to the Debt Commitment Letter. (1) Notwithstanding the foregoing or anything else contained herein to the contrary, none of the Company or any of its Subsidiaries shall be required to incur any liability in connection with the Financing before the Closing, (2) the pre-Closing Company Board and the directors, managers and general partners of the Company’s Subsidiaries shall not be required to adopt resolutions approving the agreements, documents and instruments pursuant to which the Financing is obtained, (3) none of the Company or any of its Subsidiaries shall be required to execute before the Closing any definitive financing documents, including any credit or other agreements, pledge documents, security documents or other certificates in connection with the Financing (other than customary authorization letters in connection with the Debt Financing, if any), (4) none of the Company or any of its Subsidiaries shall be required to take any corporate action before the Closing to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instrumentsFinancing, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence (5) none of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates Subsidiaries shall be required to provide, and Parent shall be solely responsible for, (A) the assumptions underlying the pro forma adjustments to be made in the preparation of pro forma financial statements, (B) projections, risk factors or other forward-looking statements relating to any component of the Merger Financing, (C) subsidiary financial statements or any other information of the CLI-202375011v3 type required by Rule 3-09, Rule 3-10 or Rule 3-16 of Regulation S-X, and (D) Compensation Disclosure and Analysis required by Item 402(b) of Regulation S-K, and (6) Parent shall indemnify, defend and hold harmless the Company and its Affiliates, and their respective pre-Closing directors, officers, employees, agents, representatives and professional advisors, from and against any liability, obligation or loss suffered or incurred by them in connection with the arrangement of the Financing, any information provided in connection therewith (other than arising from information provided by or on behalf of the Company or its Subsidiaries but including any violation of the Confidentiality Agreement) and any misuse of the logos or marks of the Company or its Subsidiaries, except in the mergerevent such liabilities, obligations or losses arose out of or result from the bad faith, gross negligence, willful misconduct or material breach of this Agreement of the Company, any of its Subsidiaries or any of their respective Affiliates and Representatives, and the Guaranty shall guaranty the obligations of Parent pursuant to this Section 6.12. Nothing in this Section 6.12 shall require any cooperation or other transactions contemplated action by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as Company to the status thereof extent that it would materially interfere with the business or operations of the Company or any of its Subsidiaries. Parent shall promptly reimburse the Company and may its Subsidiaries for all reasonable, documented and invoiced costs incurred by the Company or its Subsidiaries in connection with such cooperation. Subject to Parent’s indemnification obligations under this Section 6.12, the Company hereby consents to the use of all of its and its Subsidiaries’ corporate logos in connection with the initial syndication or marketing of the Debt Financing, so long as such logos are used solely in a manner that is not settle, compromise intended to or cease defending against reasonably likely to harm or disparage the Company or its Subsidiaries or the reputation or goodwill of the Company or any such transaction litigation without the prior written consent of JD Sportsits Subsidiaries.

Financing Cooperation. To complete the Merger, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to provide(a) The Company shall, and shall cause its Subsidiaries to, and shall cause its and their representatives to provideRepresentatives to, such provide all cooperation that is reasonably requested by JD Sports to assist Parent in connection with obtaining financing for arrangements (including, without limitation, assumptions, guarantees, amendments, supplements, modifications, refinancings, replacements, repayments, terminations or prepayments of existing financing arrangements) as Parent may reasonably determine necessary or advisable in connection with the Mergercompletion of the Merger or the other transactions contemplated hereby. Such cooperation may include: • participation shall include (i) participating in a reasonable number of meetings, lender calls, presentations and similar due diligence sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with such financing arrangements, (ii) providing reasonable and timely assistance with the preparation of materials for presentations, offering memoranda, prospectuses and similar documents required in connection with such financing arrangements, (iii) as promptly as reasonably practical, and in any event at least 10 days prior to the Closing Date, furnishing Parent and any of its financing sources with (A) unaudited condensed consolidated balance sheets and related condensed consolidated statements of operations, comprehensive income, changes in equity and cash flows (in each case, subject to normal year-end adjustments and absence of footnotes) for the financing; • assisting Company for the fiscal quarter ended March 31, 2019 and each subsequent fiscal quarter ended on a date that is not a fiscal year end and that is at least 40 days before the Closing Date and (B) in the event that the Closing Date occurs on a date that is more than 60 days following December 31, 2019, audited consolidated balance sheets and related audited consolidated statements of operations, comprehensive income (loss), changes in equity and cash flows for the fiscal year ended December 31, 2019, in each case prepared in accordance with GAAP and (iv) to the preparation of definitive agreements extent requested in writing at least ten (10) Business Days prior to the Closing, delivering at least three Business Days prior to the Closing all documentation and other information with respect to the financingCompany and its Subsidiaries that are required by regulatory authorities under applicable “know-your-customer” rules and regulations, including assistance the USA PATRIOT Act. Notwithstanding the foregoing, the Company and its Subsidiaries and their respective Representatives shall not be required to enter into any letter, certificate, document, agreement or instrument (other than customary authorization and representation letters) that will be effective prior to the Closing and nothing in this Section 5.13 shall require (x) such cooperation to the extent it would disrupt unreasonably the business or operations of the Company or any of its Subsidiaries or require any of them to take any actions that would reasonably be expected to violate applicable Law, contract or Organizational Documents, (y) the Board of Directors of the Company or the Board of Directors or similar governing body of any Subsidiary of the Company to adopt resolutions approving any letter, certificate, document, agreement or instrument (other than customary authorization and representation letters to the extent necessary) that will be effective prior to the Closing or (z) the Company or any of its Subsidiaries to incur any liability (including due to any act or omission by the Company or any of its Subsidiaries or any of their respective Representatives) prior to the Closing for which it has not received prior reimbursement or is not otherwise indemnified by or on behalf of Parent. It is understood and agreed that a failure to consummate a financing of the type described in the first sentence of this Section 5.13(a) shall not, in and of itself, constitute a failure by the Company to satisfy its obligations under this Section 5.13(a). (b) The Company shall, and shall cause its Subsidiaries to, use commercially reasonable efforts to, as soon as reasonably practicable after (and not prior to) the receipt of a written request from Parent to do so, on the terms and conditions specified by Parent and in compliance with required disclosures; • facilitating field examinations all applicable terms and conditions of the applicable Company Debt Agreement, seek an amendment or amendments to any of the Company Debt Agreements or pursue any approach chosen by Parent to the assumption, defeasance, satisfaction and discharge, constructive satisfaction and discharge, refinancing, repayment, repurchase, redemption, termination, amendment, guarantee, purchase, unwinding or other due diligence review by JD Sports’ lenders; • obtaining such consentstreatment of, approvalsthe Company Debt Agreements and the indebtedness incurred pursuant thereto, authorizations and instruments as may be reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided in each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actionscase, subject to the occurrence of the effective timeClosing (any such transaction, a “Debt Transaction”). The Company shall not be required to take any action in respect of any Debt Transaction until Parent shall have provided the Company with drafts of any necessary documentation required in connection with such Debt Transaction in a form reasonably satisfactory to the Company (collectively, the “Debt Transaction Documents”) at least three (3) Business Days prior to the date of such requested action. The Company shall use commercially reasonable efforts to, and shall cause its Subsidiaries to use commercially reasonable efforts to, cause its and their respective Representatives to provide cooperation and assistance reasonably requested by JD Sports. Efforts Parent in connection with the Debt Transactions (including taking all corporate action reasonably necessary to Complete authorize the Merger Subject to certain limitations, Finish Line execution and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause delivery of any Debt Transaction Documents to be takenentered into prior to Closing and delivering all officer’s certificates and legal opinions required to be delivered in connection therewith (such corporate action, all actions necessaryexecution and delivery not to be unreasonably withheld, proper delayed or advisable to consummate and make effectiveconditioned)); provided, that the effectiveness of any such Debt Transaction Documents or, in the most expeditious manner practicablecase of a notice of prepayment or redemption, such prepayment or redemption, shall be expressly conditioned on the Closing. It is understood and agreed that a failure to effectuate any Debt Transaction shall not constitute a failure by the Company to satisfy its obligations under this Section 5.13(b). (c) The Company shall, and shall cause its Subsidiaries to, after (and not prior to) the receipt of a written request from Parent to do so, deliver all notices and take all other actions to facilitate the termination at the Effective Time of all commitments in respect of each of the Company Credit Facility and any other indebtedness of the Company or its Subsidiaries to be paid off, discharged and terminated on the Closing Date as specifically requested by Parent in writing, the merger repayment in full on the Closing Date of all obligations in respect of the indebtedness thereunder, and the other transactions contemplated release on the Closing Date of any Liens securing such indebtedness and guarantees in connection therewith. In furtherance and not in limitation of the foregoing, the Company and its Subsidiaries shall use commercially reasonable efforts to deliver to Parent (i) at least 10 Business Days prior to the Closing Date (or such short period as agreed by Parent), a draft payoff letter with respect to each of the Company Credit Facility and (to the extent requested by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party Parent to the Merger Agreement Company in writing) any other indebtedness (including mortgages) of the Company or its Subsidiaries to be paid off, discharged and terminated on the Closing Date and (ii) at least one Business Day prior to the Closing Date, an executed payoff letter with respect to each of the Company Credit Facility (the “Payoff Letters”) and such other indebtedness (including mortgages) of the Company or its Subsidiaries to be paid off, discharged and terminated on the Closing Date, in each case in form and substance customary for transactions of this type, from the Persons (or the applicable agent on behalf of the Persons) to whom such indebtedness is owed, which Payoff Letters together with any related release documentation shall, among other things, (x) include the payoff amount (including customary per diem) and (y) provide that Liens (and guarantees), if any, granted in connection with the Company Credit Facility or any such other indebtedness of its affiliates the Company to be paid off, discharged and terminated on the Closing Date relating to the Merger Agreementassets, the merger, or any rights and properties of the other transactions contemplated by Company and its Subsidiaries securing or relating to such indebtedness, shall, upon the Merger Agreement, which is referred to herein as payment of the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) amount set forth in the defense of any such action, must keep JD Sports informed as applicable Payoff Letter at or prior to the status thereof Effective Time, be released and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsterminated.

Financing Cooperation. To complete (a) Subject to Section 4.19(b), prior to the MergerClosing, JD Sports is pursuing debt financing pursuant Sellers shall, and shall cause its officers and, to certain debt financing commitment letters. Finish Line the extent reasonably necessary, employees and its subsidiaries will non-legal advisors to, use reasonable best efforts to provide, provide to Buyer such customary and cause their representatives to provide, such necessary cooperation that is and assistance reasonably requested by JD Sports Buyer in connection with Xxxxx’s efforts to assist with obtaining financing for obtain the Merger. Such cooperation may include: • participation Financing or any offering of debt or equity securities by Buyer or any of its Controlled Affiliates in place of the Financing as permitted herein, including (i) to participate in a reasonable number of meetings, lender callspresentations, presentations road shows and similar due diligence sessions with Financing Sources, prospective lenders and investors and/or rating agencies; • providing information reasonably requested , in each case, upon reasonable advance notice and at mutually agreed times, (ii) to provide reasonable and customary assistance to Buyer with its preparation of materials for customary rating agency presentations and other customary marketing materials, offering documents, registration statements and similar documents customarily required in connection with the preparation Financing and any Permanent Financing funded in lieu thereof to the extent relating to the Business, including the delivery of materials required for customary authorization letters accompanying such materials; provided that such customary authorization letters (or the financing; • assisting bank information memoranda in which such letters are included) shall include language that exculpates Sellers, each of the Transferred Subsidiaries and their respective Affiliates and Representatives from any liability in connection with the preparation unauthorized use by the recipients thereof of definitive agreements the information set forth in any such bank confidential information memoranda or similar memoranda or report distributed in connection therewith, (iii) to cooperate with due diligence requests from the Financing Sources and sources of the Permanent Financing to the extent customary and reasonable, (iv) to furnish Buyer at least three (3) Business Days prior to the Closing Date (to the extent requested in writing by Buyer at least ten (10) Business Days prior to the Closing Date) with all documentation and other information required by any Governmental Authority with respect to the financingFinancing and the Permanent Financing under applicable “know your customer” and anti-money laundering rules and regulations, including assistance the PATRIOT Act and the requirements of 31 C.F.R. Section 1010.230, (v) to furnish to Buyer the Required Information and the Financing Deliverables, (vi) requesting that its independent auditors as of the Closing cooperate with the Financing and the Permanent Financing by participating in a reasonable number of drafting sections and providing the Specified Auditor Assistance and (vii) assisting Buyer with Buyer’s preparation of pro forma financial statements. Subject to the prior review by Sellers, Sellers consent to the reasonable use of its and any of its Controlled Affiliates’ logos in connection with the Financing and the Permanent Financing in a manner usual and customary for financings of a type similar to the Financing or the Permanent Financing; provided that such logos are used solely in a manner that is not intended to or reasonably likely to harm or disparage Sellers or the reputation or goodwill of Sellers and their Controlled Affiliates. (b) Notwithstanding anything in this Agreement or Section 4.19(a) to the contrary, (i) such requested cooperation shall not unreasonably disrupt or interfere with the business or the operations of Sellers and their Affiliates, (ii) such requested cooperation shall not be required disclosures; • facilitating field examinations to the extent that it would (A) subject any of Sellers’, or any of their respective Affiliates’, respective Representatives to any actual or potential personal liability with respect to matters related to the Financing or the Permanent Financing, (B) conflict with, or violate, any of Sellers’ or their Affiliates’ Organizational Documents or any applicable Law, (C) cause any condition to the Closing to not be satisfied, (D) cause any breach of this Agreement or (E) waive or amend any terms of this Agreement, (iii) Sellers, their respective Affiliates (including the Transferred Subsidiaries) and each of the respective Representatives of Sellers and such Affiliates (collectively, the “Related Parties”) shall not be required to deliver or provide opinions of internal or external counsel, (iv) Sellers and the Related Parties shall not be required to pay any commitment or other due diligence review by JD Sports’ lenders; • obtaining such consentssimilar fee, approvalsincur or reimburse any costs or expenses or incur any other liability or obligation of any kind or give any indemnities in connection with the Financing or the Permanent Financing, authorizations including under any certificate, agreement, arrangement, document or instrument related thereto, (v) the board of directors (or similar governing body) of any Transferred Subsidiary shall not be required to approve (or enter into) any Financing (or any alternative financing) or agreements related thereto prior to the Closing, (vi) Sellers and instruments as may the Related Parties shall not have any responsibility for, or incur any liability to any Person under, the Commitment Letter or the Financing or the definitive documentation related thereto, (vii) no Transferred Subsidiary or their respective Representatives shall be reasonably requested required to permit enter into any binding agreement or other arrangement the effectiveness of which is not conditioned on the consummation of the financing; • facilitating Closing, (viii) such requested cooperation shall not (A) require Sellers or the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject Related Parties to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to takeprovide, or cause to be takenprovided, any information the disclosure of which is prohibited or restricted under applicable Law or any binding agreement with a third party or that is legally privileged or consists of attorney work product or could jeopardize any attorney-client privilege or other applicable legal privilege, or (B) result in the contravention of, or that could result in a violation or breach of, or a default (with or without notice, lapse of time, or both) under, any agreement to which Sellers or any Affiliates of Sellers are party or by which they are bound and (ix) neither Sellers nor the Related Parties will be required to (A) except as provided in clause (a) above, provide or prepare any projections or pro forma financial statements or any other financial statements, (B) change any of their respective fiscal periods or (C) provide or prepare consolidating and other financial statements and data that would be required by Rules 3-09, 3-10, 3-16, 13-0 and 13-02 of Regulation S-X under the Securities Act or any segment information. Neither Sellers nor the Related Parties shall have any liability to Buyer in respect of any financial statements, other financial information or data or other information provided pursuant to Section 4.19(a). Unless otherwise agreed by Sellers in writing, all actions necessary, proper non-public or advisable other confidential information provided by Sellers or the Related Parties to consummate Buyer and make effective, its Affiliates pursuant to Section 4.19(a) shall be kept confidential in accordance with the most expeditious manner practicable, the merger Confidentiality Agreement. (c) Buyer will promptly (i) reimburse Sellers on an as-incurred basis for any reasonable and documented out-of-pocket costs or expenses (including attorney’s fees and accounting expenses) incurred or otherwise payable by Sellers and the other transactions contemplated by Related Parties in connection with their cooperation or efforts pursuant to this Section 4.19 and (ii) indemnify, defend and hold harmless Sellers and the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers Related Parties from and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party and all Liabilities, losses, damages, claims, costs, expenses (including attorney’s fees), interest, awards, judgments and penalties suffered or incurred by them in connection with the cooperation or efforts pursuant to this Section 4.19 or otherwise in complying with their obligations in connection with the arrangement of the Financing (including actions taken in accordance with this Section 4.19) or any information utilized in connection therewith, except to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or extent that any of the other transactions contemplated by foregoing arises from the Merger Agreementgross negligence, which is referred material breach or wilful misconduct of Sellers or their Affiliates. Notwithstanding anything to herein the contrary herein, the failure of Sellers to comply with this Section 4.19 shall not give rise to the failure of a condition precedent set forth in Section 6.2 or termination right pursuant to Section 7.1(c) unless Buyer failed to obtain the Financing primarily as a result of the “transaction litigation.” Finish Line will be entitled material breach of the obligations of Sellers to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable comply with their obligations under this Section 4.19 (after notice and opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportscure).

Financing Cooperation. To complete (a) Subject to Sections 5.10(b) and 5.10(c), the MergerCompany shall, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and shall cause its subsidiaries will Subsidiaries to, and shall use its reasonable best efforts to providecause the Company Representatives to, in each case at Parent’s sole expense and provided that such efforts do not interfere unreasonably with the business or operations of the Company and its Subsidiaries, use its good faith efforts to: (i) furnish Parent, reasonably promptly after Parent’s request for specified items, all financial statements, financial data and other information reasonably available to the Company relating to the Company and its Subsidiaries of the type required by Regulation S-X and Regulation S-K promulgated under the Securities Act to be included for registered public offering of debt securities, and cause their representatives to provideof the type and form customarily included in offering documents used in private placements under Rule 144A promulgated under the Securities Act, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit by Parent in connection with such financing; (ii) cause the consummation independent accountants of the Company and its Subsidiaries to timely deliver their consent to Parent’s inclusion of such accountants’ report on the Company’s audited financial statements and notes and schedules thereto included in any registration statement or offering memorandum for any such financing; • facilitating , and in connection therewith furnish such accountants such information and representation letters as are customarily required in connection with the post-closing pledging issuance of or grants such auditors’ consent; (iii) to cause the independent accountants of encumbrances on any of Finish Line’s or the Company and its subsidiaries’ assets as collateral for the debt financing; • executing Subsidiaries to timely issue a “comfort” and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject “bring down comfort” letter with respect to the occurrence financial information provided by the Company pursuant to Section 5.10(a)(i) in accordance with and to the extent provided by the rules and guidelines as set forth in AU Section 634, Letters for Underwriters and Certain Other Requesting Parties, as adopted by the Public Company Accounting Oversight Board, and in connection therewith furnish such accountants such information and representation letters as are customarily required in connection with the issuance of such “comfort” and “bring down comfort” letters; (iv) provide Parent with such financial and other data reasonably available to the effective time, Company concerning the Company and its Subsidiaries as Parent reasonably requests as being necessary for Parent’s preparation of pro forma financial statements and Parent’s offering document for any such financing reasonably promptly after Parent’s request therefor; (v) participate as reasonably requested by JD SportsParent in due diligence meetings in connection with any such financing in order to respond to questions concerning the Company, its Subsidiaries and the information provided by the Company pursuant to Section 5.10(a)(i); and (vi) update the information provided by the Company pursuant to Section 5.10(a)(i)reasonably promptly after Parent’s request for such update as necessary so that such information does not contain any untrue statement of material fact or omit to state any material fact necessary in order to make the statements contained therein not misleading. Efforts Except for the information provided pursuant to Complete Section 5.10(a)(i)-(vi), neither the Merger Subject Company, any Subsidiary of the Company nor any officer, director or employee of the Company or any Subsidiary of the Company shall be required by this Section 5.10 to certain limitations(A) prepare any disclosure or marketing documents or materials intended to be given to prospective or actual lenders or investors, Finish Line and JD Sports have each agreed to use their respective reasonable best (B) participate in any marketing efforts to takeby Parent, including any road show presentations, or cause (C) execute any registration statement or otherwise assume liability or responsibility with respect to be taken, all actions necessary, proper or advisable Parent’s offering. (b) Parent acknowledges and agrees that the Company (prior to consummate the Effective Time) and make effective, in the most expeditious manner practicable, the merger its Subsidiaries and the other Company Representatives shall not have any responsibility for, or incur any liability to any person under, any financing that Parent may raise or seek to raise in connection with the transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger this Agreement or any cooperation provided pursuant to this Section 5.10 and that Parent and Merger Sub shall indemnify and hold harmless the Company, its Subsidiaries and the Company Representatives from and against any and all losses, damages, claims, costs or expenses suffered or incurred by any of its affiliates relating them in connection with the arrangement of any financing Parent elects to seek and any information utilized in connection therewith except for: (i) as to financial statements or other information appearing in a Company SEC Document, any incorrectness or omission that renders the SEC Document materially false or materially misleading or (ii) as to information provided pursuant to Section 5.10(a)(i) other than financial statements or other information appearing in a Company SEC Document, such information was materially false or misleading when provided and such falsity or misleading character was known to the Merger Company or resulted from the Company’s gross negligence. (c) Notwithstanding anything contained in this Agreement, the merger, Parent and Merger Sub expressly acknowledge and agree that their obligations hereunder are not conditioned in any manner upon Parent or Merger Sub or any affiliate of the other transactions contemplated by the Merger Agreement, which either obtaining any financing. In no event will any noncompliance with this Section 5.10 constitute a closing condition under Section 6.2(b) or give right to a right of termination under Section 7.1(f)(y) unless such noncompliance is referred to herein as the “transaction litigationknowing and intentional.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Prior to the MergerEffective Time, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall, and shall cause the Company Subsidiaries to, and shall use its subsidiaries will use reasonable best efforts to providecause its and their Representatives to, provide all customary cooperation and cause their representatives to provideall customary financial information, such cooperation in each case, that is reasonably requested by JD Sports Parent or Merger Sub in connection with the Financing, including: (i) furnishing to assist with obtaining financing for Parent such financial statements and other information regarding the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations Company and similar sessions with prospective lenders and rating agencies; • providing information the Company Subsidiaries as is reasonably requested in writing by Parent and (A) customarily required in connection with the execution of financings of a type similar to the Financing, including in connection with the preparation of materials customary marketing documents (and any supplements thereto) relating to the Financing (including (1) identifying whether any information provided to Parent constitutes material non-public information and (2) executing customary authorization letters (including customary representations with respect to accuracy of information) authorizing the distribution of such applicable information) or (B) necessary to satisfy the conditions set forth in the Debt Commitment Letter; (ii) reasonably cooperating with any customary due diligence process as reasonably requested by Parent or the Financing Entities, including participating in a reasonable number of due diligence sessions, and cooperating with the customary marketing efforts of Parent, in each case, in connection with any Financing; (iii) reasonably cooperating with Xxxxxx’s outside legal counsels in connection with any legal opinions that such outside legal counsels may be required to deliver in connection with any Financing; (iv) providing Parent and the Financing Entities, at least three business days prior to the Closing Date, all documentation and other information required by applicable and customary regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including without limitation the USA PATRIOT Act and 31 C.F.R. §1010.230, relating to the Company and the Company Subsidiaries, in each case as reasonably requested by Parent at least 10 business days prior to the Closing Date; (v) to the extent required under the Debt Commitment Letter, using reasonable best efforts to facilitate the pledging of, granting of security interests in, and obtaining perfection of any liens on collateral reasonably requested by Xxxxxx and as contemplated by the Debt Commitment Letter (including, for the financingavoidance of doubt, using the Company’s reasonable best efforts to cause the delivery of stock certificates and stock powers with respect to outstanding shares of the Company Subsidiaries that are certificated, in each case, as of Closing or prior to the Closing Date to be held in escrow pending the Closing); • assisting with provided that no pledge shall be effective until the preparation of definitive agreements Closing. (b) Notwithstanding anything to the contrary in this Section 7.13, neither the Company nor any Company Subsidiary shall pursuant to this Section 7.13: (i) be required to (A) incur any fees, expenses or other liabilities prior to the Effective Time for which it is not previously or simultaneously reimbursed and indemnified or (B) become an issuer or an obligor with respect to the financingFinancing prior to the Effective Time; (ii) be required to cause any director, including assistance with required disclosures; • facilitating field examinations officer, member, partner, accountant, legal counsel, employee or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation Representative of the financing; • facilitating the post-closing pledging Company or any Company Subsidiary to take any action that would reasonably be expected to result in such Person incurring any personal liability; (iii) be required to waive or amend any terms of this Agreement; (iv) be required to provide any information that is prohibited or grants of encumbrances on restricted from being provided by applicable Law or any of Finish Line’s or its subsidiaries’ assets Material Contract existing as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective timedate hereof or is legally privileged (provided, reasonably requested by JD Sports. Efforts to Complete however, that the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to Company shall use their respective its reasonable best efforts to takeprovide an alternative means of disclosing or providing such information to the maximum extent permitted by Law or such contractual obligation or to the maximum extent that does not result in a loss of such legal privilege, as applicable), and in the event that the Company or any Company Subsidiary does not provide access or information in reliance on this clause, the Company shall provide notice to Parent that information is being withheld; (v) be required to, nor shall any of their directors, employees, officers, members, partners or managers be required to, adopt resolutions or consents to approve or authorize the execution of the agreements, documents and instruments pursuant to which the Financing is obtained or to execute, deliver or enter into, or cause to be takenperform any agreement, all actions necessarydocument or instrument (other than as set forth in Section 7.14), proper including any credit or advisable to consummate and make effectiveother agreements, guarantees, pledge or security documents or certificates in connection with the Financing, in each case, that would be effective prior to the most expeditious manner practicableEffective Time and any such action, authorization, consent, approval, execution, delivery or performance will only be required of the respective directors, employees, officers, members, partners or managers of the Company and the Company Subsidiaries who retain their respective positions as of, and immediately after, the merger and the Effective Time (except in each case as set forth in Section 7.14); (vi) be required to (or be required to cause their Representatives to) enter into or approve any agreement or other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps documentation, or agree to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other any change or modification of any litigation commenced existing agreement or threatened by a shareholder of Finish Line against any party other documentation that would be effective prior to the Merger Agreement or any of its affiliates relating Effective Time (other than as set forth in Section 7.14 and other than with respect to the Merger Agreement, customary authorization letters referenced in clause (i) above); (vii) be required to (or be required to cause their Representatives to) provide any indemnity prior to the merger, Effective Time for which it has not received prior reimbursement or is not otherwise concurrently indemnified by or on behalf of Parent; (viii) be required to (or be required to cause their Representatives to) take any action that would conflict with or violate any charter or other organizational documents of the Company or any of the Company Subsidiaries as in effect on the date hereof; (ix) be required to (or be required to cause their Representatives to) take any actions that would cause any representation or warranty in this Agreement to be breached by the Company or any Company Subsidiary or that would cause any condition set forth in Article VIII to fail to be satisfied (in each case unless Parent waives such breach or failure prior to the Company or any Company Subsidiary taking such action); (x) be required to (or be required to cause their Representatives to) take any actions that would unreasonably interfere with the Company’s and the Company Subsidiaries’ business or operations, taken as a whole; (xi) be required to (or be required to cause their Representatives to) prepare or furnish (A) pro forma financial statements, (B) any other financial statements that are not readily available or prepared in the ordinary course of its financial reporting practice or (C) projections; or (xii) be required to (or be required to cause their Representatives to) provide opinions of internal or external counsel. (c) All non-public or otherwise confidential information regarding the Company or the Company Subsidiaries obtained by Parent or Merger Sub or their respective Representatives pursuant to this Section 7.13 from or on behalf of the Company shall be kept confidential in accordance with the Confidentiality Agreement; provided that, notwithstanding anything to the contrary in this Agreement or in the Confidentiality Agreement, such information may be disclosed (i) to prospective lenders, underwriters, initial purchasers, dealer managers and agents during syndication and marketing of the Financing that enter into confidentiality arrangements customary for financing transactions of the same type as the Financing (including customary “click-through” confidentiality undertakings) and (ii) on a confidential basis to rating agencies. Any reference in this Agreement to the “Financing” (other than in Section 5.12) shall include any financing that Parent, Merger Sub or other Subsidiaries of Parent elects to obtain for the purpose of financing the transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense hereby or settlement of any transaction litigationundertaken in connection herewith, provided that Finish Line must give JD Sports whether or not pursuant to the Debt Commitment Letter. Notwithstanding anything in this Agreement to the contrary in this Section 7.13, the Company shall not be deemed to have breached Section 7.13(a) as it relates to the condition set forth in Section 8.3(b) unless (A) the Company has materially breached its obligations under this Section 7.13, (B) Parent has notified the Company of such material breach in writing a reasonably sufficient amount of time prior to the Outside Date to afford the Company with a reasonable opportunity to participate cure such material breach and (at its own expenseC) in the defense of any Company has failed to cure such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsmaterial breach.

Financing Cooperation. To complete Subject to Section 6.10(a), prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall and shall cause its subsidiaries will Subsidiaries to, at Parent’s sole expense, use reasonable best efforts to providecooperate in connection with the closing of the Financing (provided, that such requested cooperation does not unreasonably interfere with the ongoing operations of the Company and cause their representatives its Subsidiaries). Such cooperation by the Company shall include, at the reasonable request of Parent, (i) furnishing, or causing to be furnished to, Parent and its Financing Sources such customary financial and other information as Parent shall reasonably request in order to consummate the Debt Financing, including all financial statements and financial data of the type necessary for the preparation of a confidential information memoranda customary for transactions of the type contemplated by the Debt Financing and other customary and reasonably available marketing materials, including (1) audited consolidated balance sheets and related statements of income and cash flows of the Company for the fiscal years 2011, 2012 and 2013, (2) unaudited consolidated balance sheets and related statements of income and cash flows of the Company for each fiscal quarter of the Company (other than the fourth fiscal quarter) ended after the close of its most recent fiscal year and at least 45 days prior to the Closing Date (all such information to be provided under this clause (i), collectively, the “Required Information,” provided that in no event shall the Required Information be deemed to include, or shall the Company be required to provide, pro forma financial statements or adjustments or projections (provided that the Company agrees to use reasonable best efforts to cooperate with Parent in its preparation of such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation materials), (ii) participating in a reasonable number of meetings, lender callspresentations, presentations due diligence sessions, drafting sessions and road shows, in each case, upon reasonable advance notice and at mutually agreed times, (iii) providing reasonable assistance to Parent and its Financing Sources in its preparation of rating agency presentations, customary bank information memoranda, offering memoranda and similar sessions documents reasonably and customarily required in connection with prospective lenders the Financing (including providing customary executed authorization and management representation letters and ratings agency engagement letters, provided, that the Company shall not be required to pay any cost or expenses relating to rating agencies; • providing information reasonably requested agency engagement letters), (iv) assisting Parent in connection with the preparation and registration of materials required for the financing; • assisting with the preparation of (but not executing) any pledge and security documents, currency or interest hedging arrangements, other definitive agreements with respect to the financingfinancing documents, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments documents as may be reasonably requested to permit by Parent or the consummation of the financing; • Financing Sources or otherwise reasonably facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for in connection with the debt financing; • executing and delivering customary agreements and instrumentsDebt Financing (provided that such documents will not take effect until the Effective Time), provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective (v) using commercially reasonable best efforts to takeensure that any syndication efforts benefit from existing lending and investment banking relationships, or cause (vi) requesting customary payoff letters to be takendelivered at the Effective Time, of all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions indebtedness contemplated by the Merger AgreementDebt Commitment Letters to be paid off, discharged and terminated at the Effective Time in accordance with Section 6.12 and (vii) providing all customary documentation and other information about the Company and its Subsidiaries requested by Parent or the Financing Sources in connection with the Debt Financing and required under applicable “know your customer” sanctions and anti-money-laundering rules and regulations. These reasonable best efforts include taking certain steps Any use of the Company’s and its Subsidiaries’ logos in connection with the Financing shall require the Company’s prior written consent (such consent not to secure necessary consentsbe unreasonably withheld, approvalsconditioned or delayed); provided, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise that the other of actions contemplated in the foregoing clauses do not (A) involve any litigation commenced or threatened binding commitment by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries which commitment is not conditioned on the Closing and does not terminate without liability to the Merger Agreement, the merger, Company or any of its Subsidiaries upon the termination of this Agreement, (B) require the Company or any of its Subsidiaries to provide any information the disclosure of which is prohibited or restricted under applicable Law or is legally privileged; provided that the Company shall notify Parent and the Financing Sources if any such information is being withheld on such basis, (C) require the Company or any of its Subsidiaries to take any action that will conflict with or violate its organizational documents, any Laws or result in a violation or breach of, or default under, any agreement to which the Company or any of its Subsidiaries is a party; provided that the Company shall notify Parent and the Financing Sources if any such action is not being taken on such basis, or (D) require the Company or any of its Subsidiaries to enter into or approve any Financing or purchase agreement for the Financing prior to the Effective Time. All non-public or other transactions confidential information provided by the Company to Parent or its Affiliates pursuant to this Section 6.11 shall be kept confidential in accordance with the Confidentiality Agreement, except that Parent and the Financing Sources shall be permitted to disclose such information to rating agencies, prospective lenders and investors during syndication of the Debt Financing as contemplated by the Merger AgreementDebt Commitment Letters, which is subject to customary confidentiality undertakings. Parent shall promptly reimburse the Company for any expenses and costs incurred in connection with the Company’s or its Affiliates’ or Representatives’ obligations under this Section 6.11. Notwithstanding anything in this Agreement to the contrary, (i) neither the Company nor any of its Subsidiaries shall be required to pay any commitment or other similar fee or enter into any definitive agreement (other than executing the authorization letters referred to herein in this Section 6.11(iii) above) or incur any other liability or obligation in connection with the Financing (or any alternative financing) prior to the Effective Time, or pay any expenses prior to the Effective Time that are not promptly reimbursed by Parent as set forth in this Section 6.11, (ii) no officer or Representative of the “transaction litigation.” Finish Line will Company or any of its Subsidiaries shall be entitled required to control deliver any certificate or opinion or take any other action pursuant to this Section 6.11 to the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of extent any such action, must keep JD Sports informed as action would reasonably be expected to result in personal liability to such officer or Representative and (iii) the board of directors of the Company shall not be required to approve any financing or agreements related thereto prior to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD SportsEffective Time.

Financing Cooperation. To complete Subject to Section 6.11(a), prior to the MergerClosing, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall and shall cause its subsidiaries will use Subsidiaries to, at Parent’s sole expense, provide reasonable best efforts to provide, and cause their representatives to provide, such cooperation that is necessary and customary in connection with Parent’s efforts to obtain the Debt Financing (provided that such requested cooperation does not unreasonably interfere with the ongoing operations of the Company and its Subsidiaries), including, at the reasonable request of Parent, (i) furnishing, or causing to be furnished to, Parent and its Debt Financing Sources such customary financial and other information with respected to the Company and its Subsidiaries as Parent shall reasonably requested request in order to consummate the Debt Financing (provided, however, that there shall be no obligation to prepare any financial statements, reports or other information or documents other than such financial statements and reports prepared by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation Company and/or its Subsidiaries in the ordinary course of business), (ii) participating in a reasonable number of lender meetings, lender callspresentations, presentations due diligence sessions and rating agency meeting, in each case, upon reasonable advance notice and at mutually agreed times, (iii) providing reasonable assistance to Parent in its preparation of rating agency presentations, customary bank information memoranda and similar sessions with prospective lenders documents reasonably and rating agencies; • providing information reasonably requested customarily required in connection with the preparation of materials required Debt Financing, in each case, solely with respect to information relating to the Company and its Subsidiaries, (iv) delivering information and documentation requested in writing by the Debt Financing Sources at least ten (10) Business Days prior to the Closing Date with respect to compliance under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act and (v) obtaining a customary payoff letter, and lien terminations and other customary documentation to allow for the financingpayoff, discharge and termination of the Existing Credit Agreement; • assisting with provided that the preparation such requested cooperation shall not (A) cause any representation or warranty in this Agreement to be breached, (B) cause any condition to Closing to fail to be satisfied or otherwise cause any breach of definitive agreements this Agreement, (C) require the Company or any of its Subsidiaries or their respective Representatives to (i) execute, deliver, enter into, or perform any agreement, document, advisors or instrument, with respect to the financing, including assistance with required disclosures; • facilitating field examinations Debt Financing that is not contingent upon the Closing or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may that would be reasonably requested effective prior to permit the consummation effective time of the financing; • facilitating Closing, (ii) deliver or cause the post-closing pledging of delivery of, prior to Closing, any legal opinions or grants of encumbrances on reliance letters or any of Finish Line’s certificate as to solvency or its subsidiaries’ assets as collateral for any other certificate in connection with the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, Financing or (iii) adopt resolutions or execute consents and opinions as reasonably requested; and • taking all corporate actions, subject prior to the occurrence Closing to approve or authorize the execution of the effective timeDebt Financing or the incurrence of indebtedness thereby, reasonably requested by JD Sports. Efforts to Complete (D) require any Representative of the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement Company or any of its affiliates relating Subsidiaries or their respective Affiliates to deliver any certificate or take any other action pursuant to this Section 6.12 if doing so would, or could reasonably be expected to, result in liability to such Representative (E) require the Merger Agreement, the merger, Company or any of its Subsidiaries to provide any information the disclosure of which is prohibited or restricted under applicable Law or any binding agreement with a third party or is legally privileged or consists of attorney work product, (F) require the Company or any of its Subsidiaries to take any action that will conflict with or violate its organizational documents, any Laws or result in a violation or breach of, or default under, any agreement to which the Company or any of its Subsidiaries is a party or (G) require the Company or any of its Subsidiaries to enter into or approve any Debt Financing. All non-public or other transactions confidential information provided by the Company to Parent or its Affiliates pursuant to this Section 6.12 shall be kept confidential in accordance with the Confidentiality Agreement, except that Parent shall be permitted to disclose such information to rating agencies and prospective lenders and investors during syndication of the debt financing contemplated by the Merger AgreementDebt Commitment Letter, subject to customary confidentiality undertakings, which is referred to herein as shall, in any event, require “click through” or other affirmative action by the “transaction litigation.” Finish Line will be entitled to control recipient acknowledging the defense confidentiality of such information. Parent shall promptly (and in any event within three (3) Business Days of delivery of documentation evidencing such cost and expenses) reimburse the Company for any expenses and costs incurred in connection with the Company’s or settlement of any transaction litigationits Affiliates’ or Representatives’ obligations under Section 6.11 or this Section 6.12. Any offering materials, provided that Finish Line must give JD Sports presentations and other documents shall include a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as conspicuous disclaimer to the status thereof effect that none of the Company or any of its Subsidiaries or their respective Affiliates or any of their or their Affiliates’ respective Representatives have any responsibility for the content of such document and may not settle, compromise or cease defending against disclaim all responsibility therefor and shall further include a disclaimer with respect to the Company and its Subsidiaries and their respective Affiliates and their and their Affiliates’ respective Representatives in any oral disclosure with respect to such transaction litigation without financing. Any use of the Company’s and its Subsidiaries’ logos in connection with the Debt Financing shall require the Company’s prior written consent of JD Sports(such consent not to be unreasonably withheld, conditioned or delayed).

Financing Cooperation. To complete 18.1 The Seller shall and shall cause the Merger, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line Company and its subsidiaries will use reasonable best efforts Subsidiaries and its and their Representatives, including legal, tax, regulatory and accounting to provide, and cause their representatives provide to provide, such the Purchaser all cooperation that is reasonably requested by JD Sports the Purchaser in connection with the Purchaser Debt Finance, including the following: (i) reasonable access to assist with obtaining financing senior officers of the Company and/or its Subsidiaries for the Merger. Such cooperation may include: • participation in meetingspurposes of rating agency presentations, lender calls, presentations and similar sessions due diligence sessions; (ii) in respect of the Company and its Subsidiaries (only), reasonably cooperating with prospective lenders the marketing efforts of the Purchaser and rating agenciesthe Debt Financing Sources; • (iii) furnishing on a confidential basis to the Purchaser and the Debt Financing Sources as promptly as reasonably practicable the Accounts and any other information or documents necessary for the preparation of customary bank information memoranda or offering documents reasonably required in connection with the Purchaser Debt Finance; (iv) providing financial information and other data regarding in respect of the Company and its Subsidiaries reasonably required or requested in connection with the preparation of materials required pro-forma financial statements; (v) assisting in the preparation of, and executing and delivering, customary definitive financing documentation and the completion of any schedules thereto, and permitting officers of the Company and its Subsidiaries to execute and deliver any documentation in connection with the Purchaser Debt Finance (including a solvency certificate); (vi) in respect of the Company and its Subsidiaries (only), facilitating the pledging of collateral and the granting of security interests (and the perfection thereof) in collateral; (vii) if applicable, obtaining and delivering payoff letters and other customary lien terminations and instruments of discharge in relation to the Company and its Subsidiaries, to be delivered prior to or at Completion pursuant to this Agreement, and giving any other necessary notices, to allow for the financingpayoff, discharge and termination in full at Completion of such indebtedness; • assisting (viii) at least three (3) Business Days prior to Completion, providing (A) such documentation and information regarding the Company and its Subsidiaries required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including the USA Patriot Act of 2001 and (B) certifications regarding beneficial ownership required by 31 C.F.R. § 1010.230 to the extent requested at least nine (9) Business Days prior to Completion; and (ix) in respect of the Company and its Subsidiaries (only), cooperating with the preparation of definitive agreements with respect Purchaser in satisfying the conditions to the financingfunding of the Purchaser Debt Finance to the extent the satisfaction of such conditions requires the cooperation of, including assistance or is within the control of, the Seller or the Company and its Subsidiaries. Notwithstanding any other provision of this Clause 18, the obligations of the Seller under this Clause 18 shall not extend to allowing access to information which is : (a) reasonably regarded as confidential to the activities of the Seller otherwise than in relation to the Company and its Subsidiaries; or (b) commercially sensitive information of the Company and its Subsidiaries if such information cannot be shared with the Purchaser prior to Completion in compliance with applicable law. 18.2 Notwithstanding anything in this Agreement to the contrary, none of the Seller, the Company or the Company’s Subsidiaries shall (i) be required disclosures; • facilitating field examinations to pay any commitment or other due diligence review similar fee in connection with the Purchaser Debt Finance prior to Completion (unless subject to reimbursement by JD Sports’ lendersthe Purchaser); • obtaining such consents(ii) have any liability or obligation under any agreement or any document related to the Purchaser Debt Finance prior to Completion (other than in connection with any historical financial information or data regarding the Company and its Subsidiaries and only to the extent set out in this Agreement); (iii) be required to take any action that would conflict with, approvals, authorizations and instruments as may be reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging violate or result in a material breach of or grants of encumbrances material default under this Agreement or any applicable law binding on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicableSeller, the merger Company and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps its Subsidiaries; (iv) be required to secure necessary consents, approvals, waivers and authorizations cause any director or manager of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the Seller, the Company and its Subsidiaries to pass resolutions or consents to approve or authorise the execution of the Purchaser Debt Finance that are not contingent upon Completion; or (v) be required to take any action that would unreasonably interfere with the conduct of the business of the Seller, the Company and its Subsidiaries. 18.3 The Seller hereby expressly authorises the use of the financial statements and other transactions contemplated information and data to be provided to the Purchaser and the Debt Financing Sources in connection with the Purchaser Debt Finance and the Seller is not aware of any limitation on the use of such financial statements required by the Merger AgreementDebt Financing Sources. The Seller shall promptly provide the Purchaser with electronic versions of the trademarks, which is referred service marks and corporate logos of the Company and its Subsidiaries for use in marketing materials for the Purchaser Debt Finance and the Seller hereby consents to herein as the “transaction litigation.” Finish Line will be entitled to control use of the defense or settlement of any transaction litigation, Company and its Subsidiaries’ logos in connection with the Purchaser Debt Finance; provided that Finish Line must give JD Sports such logos are used solely in a reasonable opportunity to participate (at its own expense) in manner that is not intended to, nor reasonably likely to, harm or disparage the defense of any such action, must keep JD Sports informed as to Seller or the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD SportsCompany.

Financing Cooperation. To complete (a) Subject to Section 6.15(b), prior to Closing or termination of this Agreement, the MergerCompany shall, JD Sports is pursuing debt financing pursuant and shall cause the Company’s Subsidiaries and shall use its commercially reasonable efforts to certain debt financing commitment letters. Finish Line cause its and its subsidiaries will their respective officers, directors (or equivalent managers), employees, accountants, consultants, legal counsel and agents and other representatives to, use commercially reasonable best efforts to provide, at Parent’s sole cost and cause their representatives to provideexpense, such cooperation that is as Parent may reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested request in connection with Parent obtaining any Debt Financing to finance the transactions contemplated by this Agreement, including by using commercially reasonable efforts to: (i) reasonably assist Parent in the preparation of materials required for the financing; • assisting with the preparation of definitive agreements marketing and syndication documentation with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Parent’s Debt Financing as may be reasonably requested by Parent and as are customary for a financing of such type; (ii) assist with the pledging of, and granting of security interests in, the collateral of the Company or the Company’s Subsidiaries in connection with Parent's Debt Financing (which will only be effective at Closing); (iii) facilitate the taking of corporate (or equivalent) actions by the Company or its Subsidiaries as may be reasonably necessary to permit the consummation of the financingParent’s Debt Financing on the Closing Date and to permit the proceeds thereof to be made available to Parent as of the Closing Date; • facilitating it being understood and agreed that (i) no such corporate or other action will take effect prior to the post-closing pledging Closing and (ii) no Persons other than Persons who are directors or equivalent members of the Company Board or grants equivalent governing bodies of encumbrances on any of Finish Line’s the Company or its subsidiaries’ assets as collateral for the debt financing; • executing Subsidiaries from and delivering customary agreements and instruments, provided each is not effective until after the effective timeEffective Time shall be required to approve or execute such approvals; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject and (iv) at least four business days prior to the occurrence of Closing Date (or such shorter timeframe as may be otherwise agreed), provide (i) all documentation and other information about the effective time, Company or its Subsidiaries as has been reasonably requested by JD SportsParent in writing to the Company or its Subsidiaries at least eight business days prior to the Closing Date under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act (Title III of Pub. Efforts L. 107-56 (signed into law October 26, 2001), as amended, supplemented or modified from time to Complete time) and (ii) a certification regarding beneficial ownership as required by 31 C.F.R. § 1010.230. (b) Notwithstanding this Section 6.15, the Merger Subject Company and its Subsidiaries shall not be required to: (i) pay any commitment, consent or other similar fee, incur or reimburse any costs or expenses, incur any personal liability, or provide or agree to certain limitationsprovide any indemnity in connection with Parent’s Debt Financing prior to the Closing for which the Company is not reimbursed or otherwise indemnified by the Parent; (ii) take any action or do anything that would: (A) contravene any applicable Legal Requirement or its organizational documents or (B) contravene any of the Material Contracts; (iii) disclose any information that in the reasonable judgment of the Company would result in the disclosure of any trade secrets or similar non-financial proprietary information or violate any obligations of the Company, Finish Line its Subsidiaries or any other Person with respect to confidentiality or could result in the loss of or jeopardize any attorney-client privilege, attorney work product protections or similar protections; (iv) waive or amend any terms of this Agreement or cause any representation or warranty in this Agreement to be breached or cause any condition to Closing to fail to be satisfied or otherwise cause any breach of this Agreement; (v) deliver any certificate or opinion or take any other action pursuant to this Section 6.15 that would or would reasonably be expected to result in personal liability to the Company or its Subsidiaries; (vi) provide cooperation that involves any binding commitment or agreement or instrument by the Company or its Subsidiaries (or commitment or agreement which becomes effective prior to the Closing) which is not conditional on the Closing and JD Sports have each agreed does not terminate without liability to use their respective reasonable best efforts the Company or its Subsidiaries upon the termination of this Agreement; (vii) prepare any financial statements or information that are not reasonably available to takeit and prepared in the ordinary course of its financial reporting practice (including pro forma financial statements and projections); (viii) take any action in connection with this Section 6.15 that would interfere unreasonably with the business or operations of the Company or its Subsidiaries; (ix) cause any director, officer, employee or other Representative of the Company or its Subsidiaries to incur any actual or potential personal Liability or breach any fiduciary duty; (x) change any fiscal period; (xi) require the Company or its Subsidiaries to provide any solvency or other similar certificate of its chief financial officer or similar officer; and (xii) require the Company, its Subsidiaries or any Representative thereof to deliver or cause to be takendelivered any opinion of counsel, all actions necessaryreliance letters or any certificate, proper comfort letter or advisable to consummate and make effectivesimilar deliverable in connection with the Parent Debt Financing (other than customary authorization letters in connection with any confidential information memorandum in connection with the debt financing). In addition, in the most expeditious manner practicablenotwithstanding this Section 6.15, the merger board of directors of the Company or its Subsidiaries shall not be required to approve or adopt any Debt Financing effective prior to the Closing. (c) Parent acknowledges and agrees that, prior to the other Closing, the Company, its Subsidiaries and their respective Representatives shall not have any responsibility for, or incur any liability to any Person under, any financing that Parent may raise in connection with the transactions contemplated by this Agreement (including Parent’s Debt Financing) or any cooperation provided pursuant to Section 6.15(a), and shall indemnify and hold harmless the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consentsCompany, approvalsits Subsidiaries and their respective Representatives, waivers from and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement and all losses suffered or incurred by any of them in connection with Parent’s Debt Financing or any of its affiliates relating to the Merger Agreement, the merger, or alternative financing and any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationinformation utilized in connection therewith.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to the Mergerlimitations set forth in Section 5.9(b), JD Sports from the date hereof the through the earlier of the Closing Date and the date this Agreement is pursuing debt financing pursuant terminated, the Company shall, and shall cause its Subsidiaries to, and shall use commercially reasonable efforts to certain debt financing commitment letters. Finish Line cause its and its subsidiaries will their respective Representatives, including legal, Tax, regulatory and accounting Representatives, to use commercially reasonable best efforts to provide, and cause their representatives to provideon a timely basis, such all reasonable cooperation that is reasonably requested by JD Sports to assist Parent in connection with obtaining any debt financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested sought by Parent in connection with the preparation of materials required for Mergers (the financing“Financing”), including, to the extent reasonably requested by Parent (and subject to the limitations set forth in Section 5.9(b)): (i) promptly providing Parent with such financial and other pertinent information regarding the Company and its Subsidiaries as Parent shall reasonably request in order to consummate the Financing; • (ii) assisting with in the preparation of definitive agreements customary marketing materials and cooperating with the marketing efforts for the Financing, (iii) subject to Section 5.9(e), taking actions reasonably requested by Parent in connection with the payoff of existing indebtedness of the Company Entities on the Closing Date and the release of related Liens on the Closing Date (including obtaining customary payoff letters, lien terminations and other instruments of discharge with respect to the financingCompany Debt Instruments (as defined below)), including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations (iv) causing the taking of corporate and instruments as may be organizational actions reasonably requested necessary to permit the consummation completion of the financing; • facilitating Financing, (v) providing cooperation with the post-closing pledging of Financing Sources’ and their respective agents’ due diligence investigation as reasonably requested by such Persons and as is customary in connection with lending or grants of encumbrances on any of Finish Line’s or capital markets transactions, and using commercially reasonable efforts to cause its subsidiaries’ assets as collateral certified independent auditors to provide customary cooperation in connection with the Financing, including providing customary consents, reports and comfort letters for the debt financing; • financial information related to the Company Entities, (vi) providing the documentation and other information as reasonably requested by Parent for the purposes of (A) applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act, in connection with the Financing and (B) procuring corporate and facilities ratings for the Financing, (vii) executing and delivering definitive financing documents, including any pledge agreements, guarantees and collateral documents, reasonably requested by Parent in connection with the Financing or other financing; (viii) providing customary agreements projected financial information relating to the Company Entities as reasonably requested by Parent to permit Parent to prepare pro forma financial statements required for the Financing or other financing; and instruments(ix) taking actions reasonably requested by Parent to (A) permit the Financing Sources and prospective Financing Sources to evaluate the Company Entities and the assets, provided each is not effective until business, cash management and accounting systems, policies and procedures relating thereto, including inventory appraisals and field audits, for the purpose of establishing collateral arrangements and (B) establish bank and other accounts and other blocked account contracts and lock box arrangements in connection with the foregoing after the Closing. All non-public or otherwise confidential information regarding the Company or any of its Subsidiaries or Affiliates obtained by Parent, Merger Sub, or any Financing Source pursuant to this Section 5.9(a) shall be kept confidential in accordance with the Confidentiality Agreement. (b) Notwithstanding anything in Section 5.9(a) to the contrary, none of the Company Entities shall be required to (i) agree to pay any commitment or other fees or expenses prior to the Closing in connection with the Financing, (ii) incur any liability or give any indemnity in connection with the Financing prior to the Closing, except for expenses reimbursed under Section 5.9(c), (iii) take any action that would require any director, officer, manager, general partner or employee of any Company Entity to execute or authorize any document, agreement, certificate or instrument that would be effective time; • seeking comfort letters from accountantsprior to the Closing, consents and opinions (iv) take any action that would unreasonably interfere with the ongoing business or operation of the Company Entities, (v) take any action that would (A) conflict with or violate the Constituent Documents of any of the Company Entities then in effect or any applicable Law or (B) result in a violation of any material Contract to which it is a party (including the Company Debt Instruments (as reasonably requested; and • taking all corporate actionsdefined below)) or any confidentiality agreement or result in the loss of any legal or other privilege (provided, subject that the Company shall give notice to Parent of the fact that it is withholding information pursuant to this clause (v)), (vi) cause any director, officer or employee of any Company Entity to incur any personal liability, (vii) cause any director (or similar manager or governing body) of the Company Entities to pass any resolutions or take any similar action approving the Financing or any documentation with respect to the Financing prior to the Closing if such resolutions or action would be effective prior to the Closing, (viii) involve consenting to the pre filing of financing statement or other perfection documents or any grant of Liens or other encumbrances prior to the Closing, (ix) (A) give representations or warranties which are not conditioned on the occurrence of the effective timeClosing Date or (B) approach any third parties prior to the Closing to discuss agreements limiting the rights of such third parties, reasonably (x) waive or amend any terms hereof, (xi) (A) prepare any projections, pro forma financial information or any other forward-looking information or (B) provide any financial or other information that is not readily prepared, or which is not unduly burdensome for the Company Entities to prepare at the time requested by JD Sports. Efforts Parent, (xii) deliver any financial statements in a form or subject to Complete a standard different than those of the Merger Subject Company Entities available to certain limitationsParent on or prior to the date hereof, Finish Line (xiii) deliver any legal opinions reliance letters, (xiv) require any meetings other than (A) “virtual” (i.e., video chat) meetings that do not require the use of specialized hardware or (B) telephonic meetings or (xv) provide any cooperation that is not customary for capital markets transactions or the obtaining and/or arranging of asset-based revolving credit facilities from commercial banks. (c) Parent shall indemnify and JD Sports have each agreed to use hold harmless the Company Entities and their respective directors, officers, employees, equityholders, Representatives, advisors and Affiliates from and against any out-of-pocket costs or expenses (including reasonable best efforts to takeattorneys’ fees), judgments, fines, losses, claims, or cause damages suffered or incurred by any of them in connection with the Financing and any information utilized in connection therewith except to the extent any such cost or expense, judgment, fine, loss, claim, or damage results from the bad faith, willful misconduct or gross negligence of Company Entities or their respective Representatives. Parent shall reimburse the Company upon written request therefor for any reasonable and documented out-of-pocket costs or expenses incurred or otherwise payable by the Company Entities or any of their respective directors, officers, employees, equityholders, Representatives, advisors and Affiliates in connection with the Financing and any cooperation provided in connection with the Financing. (d) On or prior to the Closing, the Company shall deliver a customary payoff letter (each, a “Payoff Letter”) to Parent, executed by the lenders (or the applicable agent on behalf of such lenders) under each Contract or other evidence of Indebtedness listed in Section 5.9(d) of the Company Disclosure Schedule (the “Company Debt Instruments”), a draft of which shall be provided to Parent no less than three (3) Business Days (or such later time as Parent may reasonably agree) prior to the anticipated Closing Date. Each Payoff Letter shall (i) be customary in form and substance, (ii) indicate the total amount required to be takenpaid to fully satisfy all principal, interest, prepayment premiums, penalties, breakage costs and any other monetary obligations then due and payable under the applicable Company Debt Instrument as of the anticipated Closing Date (each, a “Payoff Amount”) and (iii) provide that upon receipt of such Payoff Amount (A) such Company Debt Instrument and all actions necessaryrelated loan documents shall be terminated (other than provisions that by the express terms thereof survive termination) and (B) all Liens and all guarantees in connection therewith related to any Company Entity or any of its assets or properties shall be automatically released. (e) Notwithstanding anything to the contrary contained in this Agreement, proper it is expressly understood and agreed that (i) it shall not be a condition to the obligations of Parent or advisable Merger Sub to pay all of their respective payment obligations hereunder and consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger this Agreement or any of its affiliates relating Parent’s or Merger Sub’s other obligations under this Agreement that Parent or Merger Sub obtain or have access to any Financing or capital markets transaction and (ii) neither the obtaining, availability nor funding of any Financing or capital markets transaction of any kind shall constitute a condition to the obligation of Parent and Merger Agreement, Sub to timely consummate the merger, or any of the other transactions contemplated by the Merger Agreementthis Agreement as and when required hereby. The Company’s breach of, which is referred or failure to herein perform or comply with its obligations under, this Section 5.9 shall not be considered a breach of, or a failure to perform or comply with, a covenant or agreement hereunder for purposes of Section 6.2(b) as the “transaction litigationlong as such breach or failure was not a Willful Breach.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Each of Seller and the MergerCompany shall, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will the Company shall cause the Subsidiary to, at Acquiror’s sole expense, use commercially reasonable best efforts to provide, and cause their representatives to provide, such cooperation that is cooperate in connection with the arrangement of the Debt Financing (or any replacement thereof) as may be reasonably requested by JD Sports to assist Acquiror (provided that such requested cooperation does not unreasonably interfere with obtaining financing for the Mergerongoing operations of the Company and the Subsidiary). Such cooperation may include: • participation , but not be limited to, (a) assisting Acquiror with respect to information regarding the Company and the Subsidiary in meetings, lender calls, presentations preparing customary offering and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested marketing materials required in connection with the preparation of materials required for the financing; • assisting Debt Financing, including an offering memorandum, confidential information memorandum, rating and agency presentations, as reasonably requested by Acquiror, (b) providing Acquiror with the preparation Required Financial Statements, in each case, prepared in accordance with, or reconciled to, generally accepted accounting principles in the United States and prepared in all material respects in accordance with Regulation S-X under the Securities Act, subject to customary exceptions for Rule 144A offering memoranda including that such offering memorandum shall not be required to include financial statements or information required by Rules 3-10 or 3-16 of definitive agreements Regulation S-X, Compensation Discussion and Analysis otherwise required by Regulation S-K Item 402(b) or other information customarily excluded from a Rule 144A offering memorandum, (c) obtaining customary payoff letters, termination statements and other release and Encumbrance termination documents and instruments from existing financing sources and other lienholders of the Company or the Subsidiary as reasonably requested by Acquiror or the Lenders solely with respect to Indebtedness of the Company or the Subsidiary, (d) providing customary “comfort” letters referred to in the Debt Commitment Letter from the Company’s auditors (with respect to information regarding the Company and the Subsidiary, subject to completion by such auditors of customary procedures relating thereto, including the receipt of customary representation letters), (e) furnishing such documentation and other information regarding the Company and the Subsidiary required with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining Debt Financing under applicable “know your customer” and anti-money laundering rules and regulations to the extent that such consents, approvals, authorizations documentation and instruments as may be information has been reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject at least ten Business Days prior to the occurrence of anticipated Closing Date, and (f) providing customary cooperation with respect to the effective time, Company and the Subsidiary to the extent reasonably requested by JD Sports. Efforts Acquiror to Complete facilitate the Merger Subject execution and delivery of the definitive agreements related to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, Debt Financing on the merger and the other transactions terms contemplated by the Merger AgreementDebt Commitment Letter or as otherwise reasonably necessary in connection with the Debt Financing to the extent within the control of Seller, the Company or the Subsidiary. These reasonable best efforts include taking certain steps Notwithstanding anything in this Agreement to secure necessary consentsthe contrary, approvals(i) nothing in this Agreement shall require any cooperation to the extent that it would require the Company or the Subsidiary to pay any commitment or other fees, waivers reimburse any expenses or incur any other liability or obligation or provide or agree to provide any indemnity in connection with the Debt Financing prior to the Closing Date and authorizations (ii) no obligation of governmental authorities the Company or the Subsidiary under any certificate, document or instrument (other than customary authorization letters) delivered in connection with the Debt Financing shall be effective until the Closing Date and third partiesnone of the Company or the Subsidiary shall be required to take any action under any certificate, document or instrument delivered in connection with the Debt Financing that is not contingent upon the Closing or that would be effective prior to the Closing. Certain Litigation Finish Line The managers of the Company and JD Sports have agreed officers of the Company, and the managers and officers of the Subsidiary, shall not be required, prior to promptly advise the other Closing Date, to adopt resolutions approving the agreements, documents and instruments in connection with the Debt Financing or pursuant to which any portion of the Debt Financing is obtained or execute any litigation commenced of such agreements, documents or threatened instruments, and the Subsidiary shall not be required to execute, prior to the Closing Date any documents contemplated by a shareholder of Finish Line the Debt Financing. Acquiror shall promptly, upon request by the Company, indemnify and hold harmless the Company and its Affiliates and their respective directors, officers, employees and representatives from and against any party and all losses, damages, claims, costs or expenses suffered or incurred by any of them in connection with the arrangement of the Debt Financing (including any action taken in accordance with this Section 5.10) and any information used in connection therewith (other than information relating to the Merger Agreement Company or the Subsidiary provided to Acquiror in writing by the Company expressly for use therewith)), in each case, other than to the extent that such losses, damages, claims, costs or expenses arise from the gross negligence or willful misconduct of, or with respect to any material misstatement or omission in any information provided hereunder in writing by, the Company or any of its affiliates relating to Affiliates expressly for use in connection with the Merger Debt Financing. This indemnification shall survive termination of this Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to Section 6.15(b), prior to Closing or termination of this Agreement, the MergerCompany shall, JD Sports is pursuing debt financing pursuant and shall cause the Company’s Subsidiaries and shall use its commercially reasonable efforts to certain debt financing commitment letters. Finish Line cause its and its subsidiaries will their respective officers, directors (or equivalent managers), employees, accountants, consultants, legal counsel and agents and other representatives to, use commercially reasonable best efforts to provide, at Parent’s sole cost and cause their representatives to provideexpense, such cooperation that is as Parent may reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested request in connection with Parent obtaining any Debt Financing to finance the transactions contemplated by this Agreement, including by using commercially reasonable efforts to: (i) reasonably assist Parent in the preparation of materials required for the financing; • assisting with the preparation of definitive agreements marketing and syndication documentation with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Parent’s Debt Financing as may be reasonably requested by Parent and as are customary for a financing of such type; (ii) assist with the pledging of, and granting of security interests in, the collateral of the Company or the Company’s Subsidiaries in connection with Parent’s Debt Financing (which will only be effective at Closing); (iii) facilitate the taking of corporate (or equivalent) actions by the Company or its Subsidiaries as may be reasonably necessary to permit the consummation of the financingParent’s Debt Financing on the Closing Date and to permit the proceeds thereof to be made available to Parent as of the Closing Date; • facilitating it being understood and agreed that (i) no such corporate or other action will take effect prior to the post-closing pledging Closing and (ii) no Persons other than Persons who are directors or equivalent members of the Company Board or grants equivalent governing bodies of encumbrances on any of Finish Line’s the Company or its subsidiaries’ assets as collateral for the debt financing; • executing Subsidiaries from and delivering customary agreements and instruments, provided each is not effective until after the effective timeEffective Time shall be required to approve or execute such approvals; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject and (iv) at least four business days prior to the occurrence of Closing Date (or such shorter timeframe as may be otherwise agreed), provide (i) all documentation and other information about the effective time, Company or its Subsidiaries as has been reasonably requested by JD SportsParent in writing to the Company or its Subsidiaries at least eight business days prior to the Closing Date under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act (Title III of Pub. Efforts L. 107- 56 (signed into law October 26, 2001), as amended, supplemented or modified from time to Complete time) and (ii) a certification regarding beneficial ownership as required by 31 C.F.R. § 1010.230. (b) Notwithstanding this Section 6.15, the Merger Subject Company and its Subsidiaries shall not be required to: (i) pay any commitment, consent or other similar fee, incur or reimburse any costs or expenses, incur any personal liability, or provide or agree to certain limitationsprovide any indemnity in connection with Parent’s Debt Financing prior to the Closing for which the Company is not reimbursed or otherwise indemnified by the Parent; (ii) take any action or do anything that would: (A) contravene any applicable Legal Requirement or its organizational documents or (B) contravene any of the Material Contracts; (iii) disclose any information that in the reasonable judgment of the Company would result in the disclosure of any trade secrets or similar non-financial proprietary information or violate any obligations of the Company, Finish Line its Subsidiaries or any other Person with respect to confidentiality or could result in the loss of or jeopardize any attorney-client privilege, attorney work product protections or similar protections; (iv) waive or amend any terms of this Agreement or cause any representation or warranty in this Agreement to be breached or cause any condition to Closing to fail to be satisfied or otherwise cause any breach of this Agreement; (v) deliver any certificate or opinion or take any other action pursuant to this Section 6.15 that would or would reasonably be expected to result in personal liability to the Company or its Subsidiaries; (vi) provide cooperation that involves any binding commitment or agreement or instrument by the Company or its Subsidiaries (or commitment or agreement which becomes effective prior to the Closing) which is not conditional on the Closing and JD Sports have each agreed does not terminate without liability to use their respective reasonable best efforts the Company or its Subsidiaries upon the termination of this Agreement; (vii) prepare any financial statements or information that are not reasonably available to takeit and prepared in the ordinary course of its financial reporting practice (including pro forma financial statements and projections); (viii) take any action in connection with this Section 6.15 that would interfere unreasonably with the business or operations of the Company or its Subsidiaries; (ix) cause any director, officer, employee or other Representative of the Company or its Subsidiaries to incur any actual or potential personal Liability or breach any fiduciary duty; (x) change any fiscal period; (xi) require the Company or its Subsidiaries to provide any solvency or other similar certificate of its chief financial officer or similar officer; and (xii) require the Company, its Subsidiaries or any Representative thereof to deliver or cause to be takendelivered any opinion of counsel, all actions necessaryreliance letters or any certificate, proper comfort letter or advisable to consummate and make effectivesimilar deliverable in connection with the Parent Debt Financing (other than customary authorization letters in connection with any confidential information memorandum in connection with the debt financing). In addition, in the most expeditious manner practicablenotwithstanding this Section 6.15, the merger board of directors of the Company or its Subsidiaries shall not be required to approve or adopt any Debt Financing effective prior to the Closing. (c) Parent acknowledges and agrees that, prior to the other Closing, the Company, its Subsidiaries and their respective Representatives shall not have any responsibility for, or incur any liability to any Person under, any financing that Parent may raise in connection with the transactions contemplated by this Agreement (including Parent’s Debt Financing) or any cooperation provided pursuant to Section 6.15(a), and shall indemnify and hold harmless the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consentsCompany, approvalsits Subsidiaries and their respective Representatives, waivers from and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement and all losses suffered or incurred by any of them in connection with Parent’s Debt Financing or any of its affiliates relating to the Merger Agreement, the merger, or alternative financing and any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationinformation utilized in connection therewith.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete Until the Mergerearlier to occur of the Closing or the termination of this Agreement pursuant to A RTICLE X, JD Sports is pursuing the Company shall use its commercially reasonable efforts to provide Buyer, and shall use each of their respective commercially reasonable efforts to cause its representatives to provide Buyer reasonable cooperation requested by Buyer in connection with any financing related to the consummation of the transactions contemplated by this Agreement, including using commercially reasonable efforts to (i) reasonably assist Buyer and its debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to providesources with the preparation of customary materials for rating agency presentations, and cause their representatives to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetingsinformation memoranda, lender calls, and investor presentations and similar sessions documents required in connection with prospective lenders any such debt financing and rating agenciesexecuting customary authorization letters in connection therewith authorizing the distribution of information to the debt financing sources or investors and containing a representation to the debt financing sources that the public side versions of such documents, if any, do not include material non-public information about the Company or the Business; • providing (ii) furnish Buyer, on a reasonably timely basis, required financial information reasonably requested of the Company in connection with such debt financing, (iii) enter into and deliver, as of the Closing Date, any definitive financing documents, security documents and any reasonable and customary certificates, documents or instruments in connection with the preparation of materials required for debt financing as are, in the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation good faith determination of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • Persons executing and delivering customary such agreements and instrumentscertificates, provided accurate, in each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, case subject to the occurrence of the effective timeClosing -Closing board of directors; (iv) reasonably facilitate the pledge of collateral and other matters in connection with the debt financing (including cooperation with payoff and release of liens relating to existing indebtedness (including by delivery of drafts of any debt payoff letters)), and pledging or granting security interests in, and otherwise granting liens on the post-Closing board of directors; and (v) provide all documentation and other information that the debt financing sources have -money laundering rules and regulations, including the Patriot Act, in each case, at least three business days prior to the Closing Date, to the extent reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in the most expeditious manner practicable, the merger and the other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party writing at least ten (10) business days prior to the Merger Agreement or any of its affiliates relating to the Merger Agreement, the merger, or any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationClosing.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) The Company shall use its reasonable best efforts to, and shall cause the MergerCompany Subsidiaries and each of their respective Representatives to use their reasonable best efforts to, JD Sports is pursuing provide, on a timely basis, all cooperation reasonably requested by Buyer or Buyer Parent in connection with the financing of the transaction contemplated by this Agreement under Buyer Parent’s existing credit facilities or any other definitive debt financing pursuant (including debt securities) sought by Buyer or Buyer Parent (in each case, a “Financing”), including (i) providing access to certain debt or promptly furnishing reasonably requested financial and other information with respect to the Company and the Company Subsidiaries, in each case, that are required for the Financing, (ii) reasonable and customary assistance with marketing efforts and diligence related to the Financing, including inventory appraisals and field audits with respect to the Acquired Entities (at the sole cost and expense of Buyer), (iii) executing and delivering customary definitive financing commitment lettersdocuments including any pledge and security documents, guarantee and collateral documents and any other definitive financing documents as may be reasonably requested by Buyer in connection with the Financing; provided that (A) none of the foregoing documents or certificates shall be executed and/or delivered except in connection with the Closing, (B) the effectiveness thereof shall be conditioned upon, or become operative after or concurrently with, the occurrence of the Closing and (C) no liability shall be imposed on any Seller or any of their respective officers or employees, and (iv) at least three Business Days prior to the Closing, delivery to Buyer or Buyer Parent of documentation and other information is requested in writing by Buyer or Buyer Parent at least 10 days prior to the Closing and to the extent required by regulatory entities under applicable “know your customer” and anti-money laundering rules and regulations, including the PATRIOT Act and regulations with respect to beneficial ownership. Finish Line The Company hereby consents to the use of its and its subsidiaries will the Company Subsidiaries’ logos in connection with such Financing; provided, however, that such logos are used solely in a manner that is not intended to, nor reasonably likely to, harm or disparage the Company or the Company Subsidiaries (including their reputation or goodwill). (b) Prior to the Closing, the Company shall use reasonable best efforts to providecause to be prepared and deliver to Buyer, no later than (i) 90 days following the end of each fiscal year (commencing with the fiscal year ended May 31, 2024), the audited consolidated balance sheets of the Company as of the end of such fiscal year and the related audited consolidated statements of income, stockholders’ equity and cash flows for such fiscal year and (ii) 45 days following the end of each fiscal quarter (commencing with the first fiscal quarter ended after the date hereof), the unaudited consolidated balance sheets of the Company as of the end of such fiscal quarter and the related unaudited consolidated statements of income, stockholders’ equity and cash flows for such fiscal quarter (clauses (i) and (ii), collectively, the “Additional Financial Information”), which Additional Financial Information shall be prepared in accordance with the Company’s past practices for preparing financial statements of Acquired Entities. If any of the Additional Financial Information has not been completed as of the dates set forth above, the Company and Buyer shall cooperate in good faith for Buyer to be assigned the engagement with the auditor conducting the audits thereof with respect to such Additional Financial Information, and Buyer shall use reasonable best efforts to cause the Additional Financial Information to be completed as promptly as practicable. (c) Notwithstanding anything in Section 6.15(a), none of the Acquired Entities shall be required to (i) pay or agree to pay any commitment or other fee or payment or cause or permit any Lien to be placed on any of their representatives respective assets prior to provide, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Closing in connection with the preparation of materials required for the financing; • assisting any Financing, (ii) incur any liability or give any indemnity in connection with the preparation of definitive agreements with respect any Financing prior to the financingClosing, (iii) execute prior to the Closing any definitive debt financing documents (other than customary representation and authorization letters), including assistance any other certificates or documents in connection with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consentsany Financing, approvalsexcept for any execution of documents that are conditioned upon the Closing, authorizations and instruments as may be reasonably requested (iv) take any corporate actions prior to the Closing to permit the consummation of any Financing (except for any corporate actions that are conditioned upon the financingClosing), (v) make any certifications that it does not reasonably in good faith believe to be true, (vi) take any action that would require any director, officer or employee of the Acquired Entities to execute any document, agreement, certificate or instrument that would be effective prior to the Closing (other than customary authorization letters), (vii) take any action that would unreasonably interfere with the ongoing business or operation of the Acquired Entities, (viii) take any action that would conflict with or violate the organizational documents of the Acquired Entities, any Material Contract to which any Acquired Entity is party or Applicable Law or (i) cause any director, officer or employee of the Acquired Entities to incur any personal liability or (ii) cause the directors or managers of the Acquired Entities to adopt resolutions approving the agreements, documents and instruments pursuant to which any Financing is obtained unless Buyer shall have determined that such directors and managers are to remain as directors and managers of the Acquired Entities on and after the Closing Date and such resolutions are contingent upon the occurrence of, or only effective as of, the Closing. (d) Notwithstanding any other provision set forth herein or in any other agreement between the Parties (or their respective Affiliates), Sellers and Acquired Entities agree that Buyer, Buyer Parent and their respective Affiliates may share any information with respect to the Acquired Entities with their financing sources (including potential financing sources) in connection with any Financing; • facilitating provided, however, that the post-closing pledging recipients of such information and any other information contemplated to be provided by Company or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering Affiliates pursuant to this Section 6.15 agree to customary confidentiality arrangements, including “click through” confidentiality agreements and instruments, provided each is not effective until after confidentially provisions contained in customary bank books and offering memoranda. (e) In no event shall Buyer’s obligation to consummate the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to Closing be conditioned on the occurrence receipt of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to any Financing. (f) The Company shall use their respective reasonable best efforts to take, cause the financing statements or cause other evidence of Liens set forth in Section 6.15(f) of the Disclosure Schedule to be taken, all actions necessary, proper terminated (and to deliver customary evidence thereof to Buyer) prior to the Closing. (g) At or advisable prior to consummate and make effective, in the most expeditious manner practicableClosing, the merger and the other transactions contemplated by the Merger Agreement. These Company shall use reasonable best efforts include taking certain steps to secure necessary consentsterminate, approvalsunwind and fully discharge, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed with no remaining post-Closing Liabilities or obligations owed to promptly advise the other of or by any litigation commenced or threatened by Acquired Entity thereunder, all Hedging Arrangements to which any Acquired Entity is a shareholder of Finish Line against any party party. (h) Notwithstanding anything to the Merger contrary in this Agreement, for all purposes of this Agreement or any of its affiliates relating (including the condition set forth in Section 9.01(b)(ii) as it applies to the Merger AgreementCompany’s obligations under this Section 6.15) the Company’s obligations under this Section 6.15 shall be deemed satisfied unless (A) the Company has materially breached its obligations under this Section 6.15, (B) Buyer has notified the mergerSellers, Seller Representative or any the Company of such material breach in writing and the other transactions contemplated by Company fails to cure such breach within 10 Business Days following receipt of such notice and (C) such material breach was a proximate cause of Buyer’s failure to obtain the Merger Agreement, which is referred to herein as the “transaction litigationFinancing.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Prior to the MergerEffective Time, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line the Company shall, and shall cause the Company Subsidiaries to, and shall use its subsidiaries will use reasonable best efforts to providecause its and their Representatives to, provide all customary cooperation and cause their representatives to provideall customary financial information, such cooperation in each case, that is reasonably requested by JD Sports Parent or Merger Sub in connection with the Financing, including: (i) furnishing to assist with obtaining financing for Parent such financial statements and other information regarding the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations Company and similar sessions with prospective lenders and rating agencies; • providing information the Company Subsidiaries as is reasonably requested in writing by Parent and (A) customarily required in connection with the execution of financings of a type similar to the Financing, including in connection with the preparation of materials customary marketing documents (and any supplements thereto) relating to the Financing (including (1) identifying whether any information provided to Parent constitutes material non-public information and (2) executing customary authorization letters (including customary representations with respect to accuracy of information) authorizing the distribution of such applicable information) or (B) necessary to satisfy the conditions set forth in the Debt Commitment Letter; (ii) reasonably cooperating with any customary due diligence process as reasonably requested by Parent or the Financing Entities, including participating in a reasonable number of due diligence sessions, and cooperating with the customary marketing efforts of Parent, in each case, in connection with any Financing; (iii) reasonably cooperating with Xxxxxx’s outside legal counsels in connection with any legal opinions that such outside legal counsels may be required to deliver in connection with any Financing; (iv) providing Parent and the Financing Entities, at least three business days prior to the Closing Date, all documentation and other information required by applicable and customary regulatory authorities under applicable “know-your-customer” and anti-money laundering rules and regulations, including without limitation the USA PATRIOT Act and 31 C.F.R. §1010.230, relating to the Company and the Company Subsidiaries, in each case as reasonably requested by Parent at least 10 business days prior to the Closing Date; (v) to the extent required under the Debt Commitment Letter, using reasonable best efforts to facilitate the pledging of, granting of security interests in, and obtaining perfection of any liens on collateral reasonably requested by Xxxxxx and as contemplated by the Debt Commitment Letter (including, for the financingavoidance of doubt, using the Company’s reasonable best efforts to cause the delivery of stock certificates and stock powers with respect to outstanding shares of the Company Subsidiaries that are certificated, in each case, as of Closing or prior to the Closing Date to be held in escrow pending the Closing); • assisting with provided that no pledge shall be effective until the preparation of definitive agreements Closing. (b) Notwithstanding anything to the contrary in this Section 7.13, neither the Company nor any Company Subsidiary shall pursuant to this Section 7.13: -91- (i) be required to (A) incur any fees, expenses or other liabilities prior to the Effective Time for which it is not previously or simultaneously reimbursed and indemnified or (B) become an issuer or an obligor with respect to the financingFinancing prior to the Effective Time; (ii) be required to cause any director, including assistance with required disclosures; • facilitating field examinations officer, member, partner, accountant, legal counsel, employee or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation Representative of the financing; • facilitating the post-closing pledging Company or any Company Subsidiary to take any action that would reasonably be expected to result in such Person incurring any personal liability; (iii) be required to waive or amend any terms of this Agreement; (iv) be required to provide any information that is prohibited or grants of encumbrances on restricted from being provided by applicable Law or any of Finish Line’s or its subsidiaries’ assets Material Contract existing as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective timedate hereof or is legally privileged (provided, reasonably requested by JD Sports. Efforts to Complete however, that the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to Company shall use their respective its reasonable best efforts to takeprovide an alternative means of disclosing or providing such information to the maximum extent permitted by Law or such contractual obligation or to the maximum extent that does not result in a loss of such legal privilege, as applicable), and in the event that the Company or any Company Subsidiary does not provide access or information in reliance on this clause, the Company shall provide notice to Parent that information is being withheld; (v) be required to, nor shall any of their directors, employees, officers, members, partners or managers be required to, adopt resolutions or consents to approve or authorize the execution of the agreements, documents and instruments pursuant to which the Financing is obtained or to execute, deliver or enter into, or cause to be takenperform any agreement, all actions necessarydocument or instrument (other than as set forth in Section 7.14), proper including any credit or advisable to consummate and make effectiveother agreements, guarantees, pledge or security documents or certificates in connection with the Financing, in each case, that would be effective prior to the most expeditious manner practicableEffective Time and any such action, authorization, consent, approval, execution, delivery or performance will only be required of the respective directors, employees, officers, members, partners or managers of the Company and the Company Subsidiaries who retain their respective positions as of, and immediately after, the merger and the Effective Time (except in each case as set forth in Section 7.14); (vi) be required to (or be required to cause their Representatives to) enter into or approve any agreement or other transactions contemplated by the Merger Agreement. These reasonable best efforts include taking certain steps documentation, or agree to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other any change or modification of any litigation commenced existing agreement or threatened by a shareholder of Finish Line against any party other documentation that would be effective prior to the Merger Agreement or any of its affiliates relating Effective Time (other than as set forth in Section 7.14 and other than with respect to the Merger Agreement, customary authorization letters referenced in clause (i) above); (vii) be required to (or be required to cause their Representatives to) provide any indemnity prior to the merger, Effective Time for which it has not received prior reimbursement or is not otherwise concurrently indemnified by or on behalf of Parent; (viii) be required to (or be required to cause their Representatives to) take any action that would conflict with or violate any charter or other organizational documents of the Company or any of the Company Subsidiaries as in effect on the date hereof; (ix) be required to (or be required to cause their Representatives to) take any actions that would cause any representation or warranty in this Agreement to be breached by the Company or any Company Subsidiary or that would cause any condition set forth in Article VIII to fail to be satisfied (in each case unless Parent waives such breach or failure prior to the Company or any Company Subsidiary taking such action); (x) be required to (or be required to cause their Representatives to) take any actions that would unreasonably interfere with the Company’s and the Company Subsidiaries’ business or operations, taken as a whole; (xi) be required to (or be required to cause their Representatives to) prepare or furnish (A) pro forma financial statements, (B) any other financial statements that are not readily available or prepared in the ordinary course of its financial reporting practice or (C) projections; or (xii) be required to (or be required to cause their Representatives to) provide opinions of internal or external counsel. (c) All non-public or otherwise confidential information regarding the Company or the Company Subsidiaries obtained by Parent or Merger Sub or their respective Representatives pursuant to this Section 7.13 from or on behalf of the Company shall be kept confidential in accordance with the Confidentiality Agreement; provided that, notwithstanding anything to the contrary in this Agreement or in the Confidentiality Agreement, such information may be disclosed (i) to prospective lenders, underwriters, initial purchasers, dealer managers and agents during syndication and marketing of the Financing that enter into confidentiality arrangements customary for financing transactions of the same type as the Financing (including customary “click-through” confidentiality undertakings) and (ii) on a confidential basis to rating agencies. Any reference in this Agreement to the “Financing” (other than in Section 5.12) shall include any financing that Parent, Merger Sub or other Subsidiaries of Parent elects to obtain for the purpose of financing the transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigation.” Finish Line will be entitled to control the defense hereby or settlement of any transaction litigationundertaken in connection herewith, provided that Finish Line must give JD Sports whether or not pursuant to the Debt Commitment Letter. Notwithstanding anything in this Agreement to the contrary in this Section 7.13, the Company shall not be deemed to have breached Section 7.13(a) as it relates to the condition set forth in Section 8.3(b) unless (A) the Company has materially breached its obligations under this Section 7.13, (B) Parent has notified the Company of such material breach in writing a reasonably sufficient amount of time prior to the Outside Date to afford the Company with a reasonable opportunity to participate cure such material breach and (at its own expenseC) in the defense of any Company has failed to cure such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sportsmaterial breach.

Financing Cooperation. To complete Prior to the MergerClosing Date, JD Sports is pursuing debt financing pursuant the Company shall provide to certain debt financing commitment letters. Finish Line Parent, and shall cause each of its subsidiaries will use reasonable best efforts Subsidiaries to provide, and shall use its commercially reasonable efforts to cause their representatives its Representatives to provide, such on a timely basis, all cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested Parent in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financingFinancing, including assistance (i) furnishing Parent the Required Information, (ii) furnishing Parent, as promptly as reasonably practicable following Parent’s request, with required disclosures; • facilitating field examinations or such pertinent and customary information (other due diligence review than the Required Information, which is covered by JD Sports’ lenders; • obtaining such consentsclause (i) above), approvals, authorizations regarding the Company and instruments its Subsidiaries as may be reasonably requested by Parent to permit consummate the consummation arrangement and borrowings of loans and offerings of debt securities contemplated by the Financing, including all documentation and other information required under applicable “know your customer” and anti-money laundering rules and regulations (including the Patriot Act), (iii) participating in a reasonable number of meetings (including customary one-on-one meetings with the parties acting as lead arrangers, managers, bookrunners, agents or in similar capacities for, and prospective lenders and Parents of debt securities to be offered in, the Financing and management and Representatives, with appropriate seniority and expertise, of the financing; • facilitating Company), presentations, road shows, due diligence sessions, drafting sessions and sessions with rating agencies, and reasonably cooperating with the post-closing pledging marketing efforts of or grants Parent and their Financing Sources, in each case in connection with the Financing, including by consenting to the use of encumbrances on any the Company’s and its Subsidiaries’ logos in connection therewith, (iv) assisting with the timely preparation of Finish Line’s or its subsidiaries’ assets as collateral materials for rating agency and lender presentations, offering documents, bank information memoranda, private placement memoranda, prospectuses and similar documents required in connection with the Financing and cooperating in the preparation of pro forma financial information for the debt financing; • executing and delivering customary agreements and instrumentsMerger, provided each is not effective until after the effective time; • seeking (v) obtaining accountants’ comfort letters from accountantsletters, consents and legal opinions as reasonably requested; and • requested by Parent, (vi) taking all corporate actions, subject to the occurrence of the effective timeClosing, reasonably requested by JD Sports. Efforts Parent to Complete permit the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed to use their respective reasonable best efforts to take, or cause to be taken, all actions necessary, proper or advisable to consummate and make effective, in consummation of the most expeditious manner practicable, the merger Financing and the other transactions contemplated by execution and delivery of the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consents, approvals, waivers and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party documents related to the Merger Agreement Financing, (vii) in connection with the Financing or any bridge loan or securities offering in connection therewith, providing customary authorization letters to the Financing Sources authorizing the distribution of information related to the Company and its Subsidiaries to prospective lenders and containing a representation that the public side versions of such documents, if any, do not include material non-public information regarding the Company or any of its affiliates relating Subsidiaries or their securities, (viii) cooperating reasonably with the due diligence of the Financing Sources, to the Merger Agreementextent customary and reasonable and to the extent not unreasonably interfering with the business of the Company, and using commercially reasonable efforts to obtain the mergerparticipation of its accountants in a reasonable number of accounting due diligence sessions, (ix) co-operating with Parent in Parent’s efforts to obtain corporate, index, debt securities and/or facilities ratings and (x) facilitating the granting or pledging of collateral under Parent’s existing or future credit facilities including assisting Parent in obtaining surveys, estoppels and memoranda of lease from landlords, SNDAs and title insurance (including delivering GAP indemnities and owner’s affidavits to the title company) as reasonably requested by Parent and its lenders; provided, however, that, no obligation of the Company or any of its Subsidiaries under any agreement, certificate, document or instrument (other than the authorization letters referred to above) shall be effective until the Closing and, none of the Company or any of its Subsidiaries or Representatives shall be required to pay any commitment or other transactions fee or incur any other Liability in connection with the Financing prior to the Closing. If the Closing does not occur, Parent shall, within thirty (30) days following written request by the Company, reimburse the Company for all reasonable and documented out-of-pocket costs and expenses (including reasonable and documented attorneys’ fees) incurred by the Company or any of its Subsidiaries in connection with the cooperation of the Company and its Subsidiaries contemplated by this Section 4.8. The Company shall, and shall cause its Subsidiaries to, supplement any information supplied in writing by or on behalf of the Merger Agreement, which Company or any of its Subsidiaries to Parent on a reasonably current basis to ensure that such information is referred to herein as the “transaction litigationCompliant.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) The Sellers and the Merger, JD Sports is pursuing debt financing pursuant to certain debt financing commitment letters. Finish Line and its subsidiaries will use reasonable best efforts to provideGroup Companies shall, and shall cause their representatives to providerespective officers, such cooperation that is reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetingsdirectors, lender calls, presentations principals and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested in connection with the preparation of materials required for the financing; • assisting with the preparation of definitive agreements with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments as may be reasonably requested to permit the consummation of the financing; • facilitating the post-closing pledging of or grants of encumbrances on any of Finish Line’s or its subsidiaries’ assets as collateral for the debt financing; • executing and delivering customary agreements and instruments, provided each is not effective until after the effective time; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject to the occurrence of the effective time, reasonably requested by JD Sports. Efforts to Complete the Merger Subject to certain limitations, Finish Line and JD Sports have each agreed employees to use their respective reasonable best efforts to: (i) furnish to takeParent and the Financing Sources, or cause as promptly as reasonably practicable with financial and other pertinent information regarding the Sellers and the Group Companies as may be reasonably requested by Parent, including: (A) the Required Information, (B) the Offering Information and (C) all other financial data regarding the Group Companies required to be takenpermit Parent to prepare customary pro forma financial statements meeting the requirements of Article 11 of Regulation S-X under the Securities Act and, in the case of clauses (B) and (C), meeting the requirements of Rule 3-05 of Regulation S-X under the Securities Act, and, following the request of Parent, all actions other financial and other information regarding the Group Companies as is customarily required in connection with any Offering (as defined below); (ii) deliver at least three Business Days prior to the Closing Date, all documentation and other information requested by Parent in writing to GA Inc. at least 10 Business Days prior to the Closing Date that is required by regulatory authorities under applicable “know your customer” and anti-money laundering rules and regulations, including without limitation the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) and 31 C.F.R. § 1010.230 (the “Beneficial Ownership Regulation”); (iii) as promptly as reasonably practicable, inform Parent if any of the Sellers or Group Companies have knowledge of any facts, errors or omissions that could be expected to (x) require the restatement of any financial statements comprising a portion of the Required Information or Offering Information in order for such financial statements to comply with GAAP, (y) result in any of the Required Information or Offering Information containing any untrue statement of a material fact or omitting to state any material fact regarding the Group Companies or Greenspring Associates, LLC, as applicable, necessary in order to make such financial information, in light of the circumstances under which the statements contained in the financial information are made, not misleading or (z) result in any of the Required Information or Offering Information not being compliant in all material respects with all applicable requirements of Regulation S-X and Regulation S-K under the Securities Act for a registered public offering of equity or debt securities; and in each case provide appropriate updates to the Required Information or Offering Information such that no such restatement will be required, no such untrue statement of a material fact or omission to state a material fact will exist, and no such noncompliance will exist; and (iv) as promptly as reasonably practicable, inform Parent if the auditors providing an audit opinion with respect to any of the financial statements contained in the Required Information or Offering Information shall have withdrawn such audit opinion. (b) In addition, the Sellers and the Group Companies shall provide, and cause their respective officers, directors, principals and employees to provide, and use commercially reasonable efforts to cause their third-party Representatives to provide, at Parent’s sole cost and expense, to Parent all cooperation reasonably requested by Parent and/or the Financing Sources that is necessary, proper or advisable to consummate and make effective, in connection with the most expeditious manner practicable, arrangement of financing of Parent (including the merger and Financing and/or other debt or equity offerings) in connection with the other transactions contemplated by hereby (each, an “Offering”) (provided, that such requested cooperation does not unreasonably interfere with the Merger Agreement. These ongoing operations of the Group Companies), including using reasonable best efforts include taking certain steps to secure necessary consentsdo the following: (i) comment on and assist with the preparation of (and, approvalsto the extent reasonably requested by the Parent and reasonably available to the Sellers and the Group Companies, waivers providing information and authorizations materials to be used in the preparation of) customary offering documents (including prospectuses and prospectus supplements) for the Offerings, customary rating agency presentations, information memoranda, lender presentations, road show presentations and other customary marketing materials (and the Sellers hereby consent to the use of governmental authorities their and third parties. Certain Litigation Finish Line the Group Companies’ logos in connection therewith); (ii) execute and JD Sports have agreed to promptly advise deliver (or obtain from its advisors), customary certificates, authorization letters included in any information memorandum used in connection with the other marketing of any litigation commenced or threatened financing, independent accounting firm consent and comfort letters and other similar items reasonably requested by a shareholder the Parent, including, in any case, the consent of Finish Line against any party the independent accountants of the Group Companies to the Merger Agreement inclusion of their audit reports with respect to the financial statements furnished pursuant to Section 5.14(b) and the applicable audited annual financial statements of the Group Companies in any registration statement of the Parent filed with the SEC, if any, relating to any Offering and causing such independent accountants to (A) provide customary comfort letters (including “negative assurance” comfort and change period comfort, if appropriate) in connection with any Offering to the applicable underwriters, initial purchasers or placement agents and (B) participate in customary accounting due diligence calls with any such underwriters, initial purchasers or placement agents; (iii) cooperate reasonably with the due diligence of the Financing Sources or any underwriters of its affiliates relating any Offering to the Merger Agreement, extent customary and reasonable and to the merger, or any extent not unreasonably interfering with the ongoing operations of the other transactions contemplated Group Companies; (iv) assist reasonably in preparation for and participation in marketing efforts (including lender meetings and calls), presentations, road shows, due diligence sessions (including accounting due diligence sessions) and sessions with rating agencies; (v) facilitate the pledge of collateral to the Financing Sources; (vi) cooperate with Parent’s legal counsel in connection with preparation of perfection certificates, disclosure schedules, closing certificates and legal opinions; and (vii) permit the reasonable use of the logos of the Group Companies in connection with the marketing any financing obtained by the Merger Agreement, which is referred to herein as the “transaction litigationParent.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.

Financing Cooperation. To complete (a) Subject to Section 6.15(b), prior to Closing or termination of this Agreement, the MergerCompany shall, JD Sports is pursuing debt financing pursuant and shall cause the Company’s Subsidiaries and shall use its commercially reasonable efforts to certain debt financing commitment letters. Finish Line cause its and its subsidiaries will their respective officers, directors (or equivalent managers), employees, accountants, consultants, legal counsel and agents and other representatives to, use commercially reasonable best efforts to provide, at Parent’s sole cost and cause their representatives to provideexpense, such cooperation that is as Parent may reasonably requested by JD Sports to assist with obtaining financing for the Merger. Such cooperation may include: • participation in meetings, lender calls, presentations and similar sessions with prospective lenders and rating agencies; • providing information reasonably requested request in connection with Parent obtaining any Debt Financing to finance the transactions contemplated by this Agreement, including by using commercially reasonable efforts to: (i) reasonably assist Parent in the preparation of materials required for the financing; • assisting with the preparation of definitive agreements marketing and syndication documentation with respect to the financing, including assistance with required disclosures; • facilitating field examinations or other due diligence review by JD Sports’ lenders; • obtaining such consents, approvals, authorizations and instruments Parent’s Debt Financing as may be reasonably requested by Parent and as are customary for a financing of such type; (ii) assist with the pledging of, and granting of security interests in, the collateral of the Company or the Company’s Subsidiaries in connection with Parent’s Debt Financing (which will only be effective at Closing); (iii) facilitate the taking of corporate (or equivalent) actions by the Company or its Subsidiaries as may be reasonably necessary to permit the consummation of the financingParent’s Debt Financing on the Closing Date and to permit the proceeds thereof to be made available to Parent as of the Closing Date; • facilitating it being understood and agreed that (i) no such corporate or other action will take effect prior to the post-closing pledging Closing and (ii) no Persons other than Persons who are directors or equivalent members of the Company Board or grants equivalent governing bodies of encumbrances on any of Finish Line’s the Company or its subsidiaries’ assets as collateral for the debt financing; • executing Subsidiaries from and delivering customary agreements and instruments, provided each is not effective until after the effective timeEffective Time shall be required to approve or execute such approvals; • seeking comfort letters from accountants, consents and opinions as reasonably requested; and • taking all corporate actions, subject and (iv) at least four business days prior to the occurrence of Closing Date (or such shorter timeframe as may be otherwise agreed), provide (i) all documentation and other information about the effective time, Company or its Subsidiaries as has been reasonably requested by JD SportsParent in writing to the Company or its Subsidiaries at least eight business days prior to the Closing Date under applicable “know your customer” and anti-money laundering rules and regulations, including, without limitation, the USA PATRIOT Act (Title III of Pub. Efforts L. 107-56 (signed into law October 26, 2001), as amended, supplemented or modified from time to Complete time) and (ii) a certification regarding beneficial ownership as required by 31 C.F.R. § 1010.230. (b) Notwithstanding this Section 6.15, the Merger Subject Company and its Subsidiaries shall not be required to: (i) pay any commitment, consent or other similar fee, incur or reimburse any costs or expenses, incur any personal liability, or provide or agree to certain limitationsprovide any indemnity in connection with Parent’s Debt Financing prior to the Closing for which the Company is not reimbursed or otherwise indemnified by the Parent; (ii) take any action or do anything that would: (A) contravene any applicable Legal Requirement or its organizational documents or (B) contravene any of the Material Contracts; (iii) disclose any information that in the reasonable judgment of the Company would result in the disclosure of any trade secrets or similar non-financial proprietary information or violate any obligations of the Company, Finish Line its Subsidiaries or any other Person with respect to confidentiality or could result in the loss of or jeopardize any attorney-client privilege, attorney work product protections or similar protections; (iv) waive or amend any terms of this Agreement or cause any representation or warranty in this Agreement to be breached or cause any condition to Closing to fail to be satisfied or otherwise cause any breach of this Agreement; (v) deliver any certificate or opinion or take any other action pursuant to this Section 6.15 that would or would reasonably be expected to result in personal liability to the Company or its Subsidiaries; (vi) provide cooperation that involves any binding commitment or agreement or instrument by the Company or its Subsidiaries (or commitment or agreement which becomes effective prior to the Closing) which is not conditional on the Closing and JD Sports have each agreed does not terminate without liability to use their respective reasonable best efforts the Company or its Subsidiaries upon the termination of this Agreement; (vii) prepare any financial statements or information that are not reasonably available to takeit and prepared in the ordinary course of its financial reporting practice (including pro forma financial statements and projections); (viii) take any action in connection with this Section 6.15 that would interfere unreasonably with the business or operations of the Company or its Subsidiaries; (ix) cause any director, officer, employee or other Representative of the Company or its Subsidiaries to incur any actual or potential personal Liability or breach any fiduciary duty; (x) change any fiscal period; (xi) require the Company or its Subsidiaries to provide any solvency or other similar certificate of its chief financial officer or similar officer; and (xii) require the Company, its Subsidiaries or any Representative thereof to deliver or cause to be takendelivered any opinion of counsel, all actions necessaryreliance letters or any certificate, proper comfort letter or advisable to consummate and make effectivesimilar deliverable in connection with the Parent Debt Financing (other than customary authorization letters in connection with any confidential information memorandum in connection with the debt financing). In addition, in the most expeditious manner practicablenotwithstanding this Section 6.15, the merger board of directors of the Company or its Subsidiaries shall not be required to approve or adopt any Debt Financing effective prior to the Closing. (c) Parent acknowledges and agrees that, prior to the other Closing, the Company, its Subsidiaries and their respective Representatives shall not have any responsibility for, or incur any liability to any Person under, any financing that Parent may raise in connection with the transactions contemplated by this Agreement (including Parent’s Debt Financing) or any cooperation provided pursuant to Section 6.15(a), and shall indemnify and hold harmless the Merger Agreement. These reasonable best efforts include taking certain steps to secure necessary consentsCompany, approvalsits Subsidiaries and their respective Representatives, waivers from and authorizations of governmental authorities and third parties. Certain Litigation Finish Line and JD Sports have agreed to promptly advise the other of any litigation commenced or threatened by a shareholder of Finish Line against any party to the Merger Agreement and all losses suffered or incurred by any of them in connection with Parent’s Debt Financing or any of its affiliates relating to the Merger Agreement, the merger, or alternative financing and any of the other transactions contemplated by the Merger Agreement, which is referred to herein as the “transaction litigationinformation utilized in connection therewith.” Finish Line will be entitled to control the defense or settlement of any transaction litigation, provided that Finish Line must give JD Sports a reasonable opportunity to participate (at its own expense) in the defense of any such action, must keep JD Sports informed as to the status thereof and may not settle, compromise or cease defending against any such transaction litigation without the prior written consent of JD Sports.