Nautilus 2009 Annual Report Download - page 186

(b) Upon receipt by the Debtor of evidence satisfactory to it of the loss, theft, destruction, or mutilation of this Note, and (in case of
loss, theft or destruction) of an indemnity reasonably satisfactory to it, and upon surrender and cancellation of this Note, if mutilated, the Debtor
will deliver a new Note of like tenor in lieu of this Note. Any Note delivered in accordance with the provisions of this Section 7
shall be dated as
of the date of this Note.
Section 9. Attorneys’ and Collection Fees .
Should the indebtedness evidenced by this Note or any part hereof be collected at law or in equity or in bankruptcy, receivership or
other court proceedings, or this Note be placed in the hands of attorneys for collection, the Debtor agrees to pay, in addition to Principal and any
interest due and payable hereon, all costs of collection, including reasonable attorneys’
fees and expenses, incurred by the Holder in collecting or
enforcing this Note, together with interest on such amounts following an Event of Default unless prohibited by law.
Section 10. Waivers .
The Debtor hereby waives presentment, demand for payment, notice of dishonor, notice of protest and all other notices or demands in
connection with the delivery, acceptance, performance or default of this Note. No delay by the Holder in exercising any power or right hereunder
shall operate as a waiver of any power or right, nor shall any single or partial exercise of any power or right preclude other or further exercise
thereof, or the exercise of any other power or right hereunder or otherwise; and no waiver whatsoever or modification of the terms hereof shall
be valid unless set forth in writing by the Holder and then only to the extent set forth therein.
Section 11. Amendments and Waivers .
No provision of this Note may be amended or waived except under the amendment and waiver conditions specified in the Purchase
Agreement.
Section 12. Governing Law .
This Note (including any claim or controversy arising out of or relating to this Note) shall be governed by and construed in
accordance with the laws of the State of Washington, without regard to conflict of law principles that would result in the application of any law
other than the laws of the State of Washington.
Section 13. Usury .
All agreements between the Debtor and the Holder are hereby expressly limited so that in no contingency or event whatsoever,
whether by reason of acceleration of the maturity of this Note or otherwise, shall the amount paid or agreed to be paid to the Holder for the use
or forbearance of the indebtedness represented by this Note exceed the maximum amount permissible under applicable law. In this regard, it is
expressly agreed that it is the intent of the Debtor and the Holder, in the execution, delivery and acceptance of this Note, to contract in strict
compliance with the laws of the State of Washington. If, under any circumstances whatsoever, performance or fulfillment of any provision of
this Note, the Security Agreement or the Purchase Agreement at the time such provision is to be performed or fulfilled shall involve exceeding
the limit of validity prescribed by applicable law, then the obligation to be so performed or fulfilled shall be reduced automatically to the limits
of such validity.
ATTACHMENT A-1