Schedule to Trademark License Agreement (Dockers Brand) dated December 17, 2019, between Levi Strauss & Co. and Genesco Inc

This schedule (including its exhibits) (“Schedule”) is agreed to by LS&Co. and Licensee and incorporates by reference as though set forth in full the Terms and Conditions to Trademark License Agreement (including its exhibits and any amendments or addendums) dated as of December 17, 2019 (“T&C”). The Schedule and the T&C constitute a trademark license agreement (“Agreement”) between the parties. In the event of a conflict between the T&C and this Schedule, the Schedule shall govern and control. All capitalized terms are defined in the T&C or the Schedule. For convenience, the parties may, but are not required to, refer to the Agreement by the Product Summary referenced above, if any. LS&Co. and Licensee agree as follows:

If to LS&Co.:

John Wang, Senior Director, Global Business Development, Licensing & Operations

Levi Strauss & Co.

1155 Battery Street

San Francisco, CA 94111

Telephone: (415) 501-6000

Facsimile: (415) 501-1782

Email: [***]

With a copy to:

LSA Chief Counsel

Levi Strauss & Co.

1155 Battery Street

San Francisco, CA 94111

Email: [***]

[***]

“11.10 Design Ownership and Assignment. Subject to Licensee’s rights in Licensee Intellectual Property, LS&Co. shall own, and Licensee either agrees all such are “works for hire” or assigns to LS&Co., all right, title and interest in any copyrightable works, trademarkable, or patentable designs or inventions and know-how embodied in or comprising (i) the artwork on or the exterior shapes or designs of the Products (excluding Generic Designs), (ii) the artwork on the designs of the advertising, packaging and other ancillary materials (tags, labels, and the like) accompanying the Products, as well as (iii) the trade-fixtures designed and developed for Licensee’s showrooms and any in-store shops or in-store areas for the sale of Products within the stores of Approved Retailers, in each instance that the parties agree in writing are to be exclusive to the Products. Upon LS&Co.’s reasonable written request, Licensee shall cause any third parties LS&Co. designates (which may include Licensee’s employees and independent contractors) to sign copyright, patent or design assignments to LS&Co. for these aforementioned materials, in the form LS&Co. requires or approves. All patent, trademark and copyright registrations in respect thereof, whether created or furnished by Licensee or LS&Co., shall only be applied for by LS&Co., at LS&Co.’s discretion and expense, with the applications designating LS&Co. as the owner, as the case may be. LS&Co. may use these designs and other materials in any manner it desires, so long as the use does not conflict with rights granted to Licensee under this Agreement. Licensee shall cause to be placed on all Products and packaging, when necessary, notices (reviewed and approved in advance by LS&Co.) designating LS&Co. as the trademark, copyright or design patent owner, as the case may be, to the extent applicable. Upon LS&Co.’s reasonable, written request, Licensee shall cooperate with LS&Co. in promptly providing artwork, designs, concepts, tech packs, or any other such creative documentation in the format reasonably requested by LS&Co. Licensee shall own all right, title and interest in any copyrightable works, patentable or trademarkable designs or inventions, know-how and any other Intellectual Property embodied in or comprising (i) the technical features of the Products, including their components and movements and (ii) any proprietary technology, design, invention, or otherwise that Licensee had developed prior to the commencement of this Agreement (but excluding LS&Co. Intellectual Property pursuant to any prior trademark license agreement between the parties) or develops independently during the term hereof that is not developed exclusively for LS&Co. (“Licensee Intellectual Property”). Notwithstanding the foregoing, nothing in this Agreement shall prevent use by Licensee of Generic Designs or grant to either party any ownership rights in and to any Generic Designs, including during the Initial Term of this Agreement, any Renewal Term, or after its termination or expiration.”

“Other Licenses. Licensee’s and its Affiliates’ Other Relationships are designated in a Schedule. During the Term, Licensee and its Affiliates shall not, except as approved in writing by LS&Co. in its sole discretion, become a party to

any Competitive License, and except as otherwise permitted herein, Licensee and its Affiliates shall not manufacture or sell as a wholesaler, any Competitive Products bearing trademarks of or otherwise on behalf of National Branded Trademarks and Private Label-Captive Trademarks without prior written approval from Licensor, provided, however, that Licensee and its Affiliates shall have rights to manufacture and sell products as a supplier for those Private Label-Captive Trademarks.  Each Competitive License and other manufacture or sale of Competitive Products bearing trademarks of or otherwise on behalf of National Branded Trademarks and Private Label-Captive Trademarks shall be deemed Other Relationships upon LS&Co’s written approval thereof. If Licensee enters into any license or sublicense agreement (that is not a Competitive License) giving Licensee the right to manufacture and sell as a wholesaler any Competitive Products, LS&Co.’s approval shall not be required; however, Licensee shall notify LS&Co. in writing of such license or sublicense agreement as soon as practical following execution of such license or sublicense. LS&Co. reserves the right to modify any exhibit in a Schedule designating National Branded Trademarks and Private Label-Captive Trademarks in its sole discretion once per Annual Period upon thirty (30) days written notice to Licensee; provided, that no such National Branded Trademarks or Private Label-Captive Trademarks include current licensors of Licensee.

EE. Section 14.2: The fifth sentence of this Section is deleted and replaced with the following: “LS&Co. shall pay Licensee for any finished Products and Samples at a price equal to Licensee’s landed cost for the item if shipped to LS&Co. from the United States and the terms of sale will be agreed to by the parties in writing based on cost of goods and actual costs if shipped to LS&Co. from a non-United States location.”

KK. Section 16.3:

OO. Section 24.4: The first sentence of this Section is deleted and replaced with the following:

“This Agreement contains the entire agreement between LS&Co. and Licensee for the matters set forth therein, and represent the final, complete and exclusive statement of LS&Co. and Licensee and supersede all prior or contemporaneous agreements, communications, arrangements or understandings between LS&Co. and Licensee, including, without limitation, any letter of intent and that certain Trademark License Agreement, dated August 9, 2000, by and between the parties, as amended (except with respect to each party’s rights and obligations that survive termination in accordance with the terms thereof).”

““Competitive Products” means any goods that [***] compete with the Products.”

proceedings involving third parties (including governmental and regulatory authorities) which LS&Co. is or becomes liable for, or may incur solely by reason of, arising out of or relating to any third-party claim or action arising from or relating to a Security Incident regarding Data collected, used, stored, or handled by Licensee, its subcontractors or its or their respective employees or contractors as well as for actual reasonable out-of-pocket costs incurred by LS&Co. in responding to, and mitigating damages arising from or relating to any Security Incident. “Suspected” means that Licensee’s initial analysis of an event results in the determination that there is a reasonable likelihood of a negative impact on Data and results in bringing the event to the attention of Licensee’s senior management.