Nautilus 2005 Annual Report Download - page 94

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“Related Business”
shall mean the development, manufacture, purchase and resale of, or provision of goods or services related to, fitness,
nutrition or apparel, and related activities.
“Related Expenses” shall mean all reasonable costs, liabilities and expenses (including, without limitation, losses, damages, penalties,
claims, actions, attorneys’ fees, legal expenses, judgments, suits and disbursements) (a) incurred by Agent, or imposed upon or asserted against
Agent or any Lender in any attempt by Agent and the Lenders to (i) obtain, preserve, perfect or enforce any Loan Document or any security
interest evidenced by any Loan Document; (ii) obtain payment, performance or observance of any and all of the Obligations; or (iii) maintain,
insure, audit, collect, preserve, repossess or dispose of any of the collateral securing the Obligations or any part thereof, including, without
limitation, costs and expenses for appraisals, assessments and audits of any Company or any such collateral; or (b) incidental or related to
(a) above, including, without limitation, interest thereupon from the date incurred, imposed or asserted until paid at the Default Rate.
“Related Writing” shall mean each Loan Document and any other assignment, mortgage, security agreement, guaranty agreement,
subordination agreement, financial statement, audit report or other writing furnished by any Credit Party, or any of its officers, to Agent or the
Lenders pursuant to or otherwise in connection with this Agreement.
“Reportable Event” shall mean any of the events described in Section 4043 of ERISA except where notice is waived by the PBGC.
“Required Lenders” shall mean the holders of at least fifty-one percent (51%) of the Total Commitment Amount, or, if there is any
borrowing hereunder, the holders of at least fifty-one percent (51%) of the aggregate amount of the Revolving Credit Exposure (excluding the
Swing Line Exposure); provided that, if there shall be two or more Lenders, Required Lenders shall constitute at least two Lenders.
“Requirement of Law” shall mean, as to any Person, any law, treaty, rule or regulation or determination or policy statement or
interpretation of an arbitrator or a court or other Governmental Authority, in each case applicable to or binding upon such Person or any of its
property.
“Reserve Percentage” shall mean for any day that percentage (expressed as a decimal) that is in effect on such day, as prescribed by the
Board of Governors of the Federal Reserve System (or any successor) for determining the maximum reserve requirement (including, without
limitation, all basic, supplemental, marginal and other reserves and taking into account any transitional adjustments or other scheduled changes
in reserve requirements) for a member bank of the Federal Reserve System in Cleveland, Ohio, in respect of Eurocurrency Liabilities. The
Eurodollar Rate shall be adjusted automatically on and as of the effective date of any change in the Reserve Percentage.
“Responsible Officer” shall mean a chief executive officer or chief financial officer of a Company.
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