With regard to the Transaction Security Documents governed by the law of Germany (the "German Security Documents" and the Security created thereunder, the "German Security") the Security Trustee shall:

Ratification: Each Secured Party hereby ratifies and approves all acts done by the Security Trustee on a Secured Party's behalf in respect of German Law Security or any German Law Security Document before the date hereof.

take all other actions and measures that may be necessary or useful in connection with the administration or realisation of German Security.

"German Share Pledge Agreement" means a notarised German law share pledge in favour of the Security Trustee granted by Schuh Limited over the shares in Genesco schuh GmbH.

execute for and on its behalf any and all German Security Documents and other agreements related to the German Security;

make and receive all declarations and statements which are necessary or desirable in connection with the German Security or any of the German Security Documents;

act in relation to the German Security referred to in # to # above in accordance with the terms and subject to the conditions of this Agreement and the German Security Documents.

realise and enforce all German Security; and

hold as trustee and/or administer, as the case may be, any German Security pursuant to the law of any jurisdiction other than Germany for the benefit of the Secured Parties; and

The SPV and Arrow Germany hereto hereby agree that the German RSA is amended as follows: