NINTH AMENDMENT TO
SECOND AMENDED AND RESTATED CREDIT AGREEMENT
NINTH AMENDMENT, dated as of December 21, 2009, to the Credit Agreement referred to below
(this “ Amendment ”), by and among DICK’S SPORTING GOODS, INC., a Delaware corporation (the “
Borrower ”), GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as Agent for the
Lenders party to such Credit Agreement (in such capacity, the “ Agent ”), and the Lenders signatory hereto.
W I T N E S S E T H:
WHEREAS, the Borrower, the other Loan Parties signatory thereto, the Agent and the Lenders are
parties to that certain Second Amended and Restated Credit Agreement, dated as of July 28, 2004 (as
amended, restated, supplemented or otherwise modified from time to time, the “ Credit Agreement ”); and
WHEREAS, Borrower, Agent and Required Lenders have agreed to amend certain provisions of the
Credit Agreement, in the manner, and on the terms and conditions, provided for herein.
NOW THEREFORE, in consideration of the premises and for other good and valuable consideration, the
receipt, adequacy and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Definitions . Capitalized terms not otherwise defined herein (including in the Recitals hereto) shall have the
meanings ascribed to them in the Credit Agreement as amended hereby (the “ Amended Credit Agreement ”).
2. Amendments to Credit Agreement . The Credit Agreement is hereby amended as of the Effective Date (as
defined below) as follows:
(a) Amendment to Section 11.1 of the Credit Agreement . Section 11.1 of the Credit Agreement is hereby
amended by adding a new sentence at the end thereof to read as follows:
“No amendment, waiver or consent shall, unless in writing and signed by Agent and an L/C Issuer, as the
case may be, in addition to the Required Lenders or each affected Lender, as the case may be, affect the
rights or duties of Agent or such L/C Issuer, a