Nautilus 2009 Annual Report Download - page 302

Section 4.8 Conversion of Loans . Upon the terms and subject to the conditions of this Agreement, Borrower may convert all or any
part of any outstanding Base Rate Loan, Applicable Floating Rate Loan, or LIBOR Rate Loan into another Revolving Loan on any Business Day
(which, in the case of a conversion of an outstanding LIBOR Rate Loan shall be the last day of the Interest Period applicable to such LIBOR
Rate Loan). Borrower shall give Lender prior notice of each such conversion (which notice shall be effective upon receipt) in accordance with
Section 4.5 of this Agreement.
Section 4.9 Lender’s Note Records
. Borrower irrevocably authorizes Lender to make or cause to be made, at or about the time of any
Revolving Loan, or at the time of receipt of any payment of principal or interest on the Note, an appropriate notation in Lender’s records
reflecting (as the case may be) the making of such Revolving Loan or the receipt of such payment. The outstanding amount of the Revolving
Loans set forth in the records of Lender shall be prima facie evidence, absent manifest error, of the amount of principal and interest owing and
unpaid to Lender pursuant to the Note. Notwithstanding the foregoing, the failure of Lender to record (or any error in so recording) the amount
of any Revolving Loan or payment in Lender’s records shall not limit or otherwise affect the obligations of Borrower under this Agreement (or
the Note) to make payments of principal of or interest thereunder when due.
Section 4.10 Voluntary Prepayments . LIBOR Rate Loans may not be prepaid in whole or in part (unless contemporaneously with or
promptly after any prepayment thereof Borrower pay Lender all amounts owed pursuant to Section 4.12 of this Agreement). Base Rate Loans
and Applicable Floating Rate Loans may be prepaid at any time, without any premium or prepayment charge.
Section 4.11 Method of Payments . All payments of principal of and interest by Borrower in respect of amounts due by Borrower
under this Agreement shall be made by Borrower to Lender at Lender’s Portland, Oregon, office (or at such other location that Lender may from
time to time designate), in each case in immediately available funds denominated in United States dollars. All payments by Borrower under this
Agreement and under any of the other Loan Documents shall be made without set-off or counterclaim and free and clear of and without
deduction for any taxes, levies, imposts, duties, charges, fees, deductions, withholdings, compulsory loans, restrictions, or conditions of any
nature now or hereafter imposed or levied by any jurisdiction or any political subdivision thereof or taxing or other authority therein, unless
Borrower is compelled by law to make such deduction or withholding. If any such obligation is imposed upon Borrower with respect to any
amount payable by Borrower under this Agreement or under any of the other Loan Documents, Borrower shall pay to Lender such additional
amount in United States dollars as shall be necessary to enable Lender to receive the same net amount that Lender would have received on such
due date had no such obligation been imposed upon Borrower. Borrower promptly shall deliver to Lender certificates or other valid vouchers or
evidence of payment satisfactory to Lender in Lender’s reasonable discretion for all taxes or other charges deducted from or paid with respect to
payments made by Borrower under this Agreement or under such other Loan Document. Borrower hereby authorizes Lender to debit Borrower’
s
operating account at Lender to make the payments then due and payable by Borrower
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