Nautilus 2009 Annual Report Download - page 152

request mediation until after the end of the negotiation and resolution procedure of Section 13.C. Each party shall bear its own costs,
including attorney fees of any mediation and shall share equally the costs of the mediator. Unless otherwise agreed by the parties, only if
mediation does not resolve the alleged claim or controversy, shall any party be free to proceed under sub-section 13.E.
E. Litigation. Any dispute that is not resolved pursuant to the procedures of Section 13.C. and 13.D. shall be subject to litigation by either
party, subject to Section 13.A. The Parties agree that neither party shall be liable to the other party for any attorney fees in connection with
any dispute, whether at trial, upon appeal, and/or otherwise; provided, however that, to the extent a dispute relates to the failure by Buyer
to make any payments under this Stairmaster Technology Agreement when due, Buyer shall pay Nautilus’ reasonable attorney fees in
connection therewith, including at trial, upon appeal and/or otherwise.
14. General.
A. Nonwaiver. No failure on the part of Buyer or Nautilus to exercise, and no delay in exercising, any right hereunder shall operate as a
waiver thereof; nor shall any single or partial exercise by Buyer or Nautilus of any right hereunder preclude any further exercise thereof of
such right or of any other right.
B. Severability. Any provision of this Stairmaster Technology Agreement that is prohibited or rendered unenforceable by any law shall be
ineffective only to the extent of the prohibition or unenforceability without invalidating the remaining provisions of this Stairmaster
Technology Agreement.
C. Force Majeure. Neither party shall be liable for delays due to any cause beyond the control and without the fault or negligence of the
Party incurring the delay, including, to the extent it satisfies the above description, any fire, unusual weather conditions, riot, act of God,
act of the public enemy, death or incapacity of an individual who is to perform work, or other similar event. However, both Parties agree to
seek to mitigate the potential impact of any such delay. The Party incurring the delay shall within thirty (30) business days from the
beginning of the delay, notify the other Party in writing of the causes of the delay and its probable extent. The notification of delay shall
not be the basis for a request for additional compensation. In the event of any such delay, any required completion date may be extended
by a reasonable period not exceeding the time actually lost by reason of the delay.
D. No Other Representations. Buyer and Nautilus hereby acknowledge that they have not been induced to enter into this Stairmaster
Technology Agreement by any representation or warranty not set forth in this Stairmaster Technology Agreement.