Nautilus 2009 Annual Report Download - page 290

“ Revolver Availability ” means, at any time in question, the lesser of (a) $15,000,000 and (b) the Borrowing Base at the time in
question, in either case with such lesser amount reduced by the sum of (x) the aggregate principal amount of Revolving Loans outstanding on
such date and (y) the aggregate amount of Letters of Credit outstanding on such date.
“ Revolving Credit Facility ” has the meaning specified in Section 3.1 of this Agreement.
“ Revolving Credit Facility Maturity Date ” has the meaning specified in Section 3.14 of this Agreement.
“ Revolving Loans ” means amounts borrowed by Borrower under the Revolving Credit Facility, which shall be either Base Rate
Loans, LIBOR Rate Loans, or Applicable Floating Rate Loans.
“ SEC ” means the Securities and Exchange Commission.
“ Security Agreement ” means the security agreement referred to in Section 5.1 of this Agreement, and includes any amendments,
extensions, modifications, renewals, replacements, and restatements thereof.
“ Solvent ” means, with respect to any Person on a particular date, that on such date (a) the fair value of the property of such Person,
taken as a going concern, is greater than the total amount of liabilities, including contingent liabilities, of such Person; (b) the present fair salable
value of the assets of such Person, taken as a going concern, is not less than the amount that will be required to pay the probable liability of such
Person on its debts as they become absolute and matured; (c) such Person does not intend to, and does not believe that it will, incur debts or
liabilities beyond such Person’s ability to pay as such debts and liabilities mature; and (d) such Person is not engaged in a business or
transaction, and is not about to engage in a business or transaction, for which such Person’s property would constitute an unreasonably small
capital. The amount of contingent liabilities (such as litigation, guaranties and pension plan liabilities) at any time shall be computed as the
amount that, in light of all facts and circumstances existing at the time, represents the amount that can reasonably be expected to become an
actual or matured liability.
“ Subsidiary ” means any corporation, association, limited liability company, joint stock company, business trust, or other similar
organization of which 50 percent or more of the ordinary voting power for the election of a majority of the members of the board of directors or
other governing body of such entity is held or controlled by Borrower; or any other such organization the management of which is directly or
indirectly controlled by Borrower through the exercise of voting power or otherwise; or any joint venture or partnership in which Borrower has a
50 percent or greater ownership interest.
“ Successor ” means, for any corporation, limited liability company, or banking association, any successor by merger or
consolidation, or by acquisition of substantially all of the stock, membership interests, or assets of the predecessor.
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