Nautilus 2007 Annual Report Download - page 167

14.3 Notices and Communications .
14.3.1 Notice Address . Subject to Section 4.1.4
, all notices and other communications by or to a party hereto shall be in writing and
shall be given to any Borrower, at Borrower Agent’s address shown on the signature pages hereof, and to any other Person at its address
shown on the signature pages hereof (or, in the case of a Person who becomes a Lender after the Closing Date, at the address shown on its
Assignment and Acceptance), or at such other address as a party may hereafter specify by notice in accordance with this Section 14.3 .
Each such notice or other communication shall be effective only (a) if given by facsimile transmission, when transmitted to the applicable
facsimile number, if confirmation of receipt is received; (b) if given by mail, three Business Days after deposit in the U.S. mail, with first-
class postage pre-paid, addressed to the applicable address; or (c) if given by personal delivery, when duly delivered to the notice address
with receipt acknowledged. Notwithstanding the foregoing, no notice to Agent pursuant to Section 2.1.4, 2.3, 3.1.2, 4.1.1 or 5.3.3 shall be
effective until actually received by the individual to whose attention at Agent such notice is required to be sent. Any written notice or other
communication that is not sent in conformity with the foregoing provisions shall nevertheless be effective on the date actually received by
the noticed party. Any notice received by Borrower Agent shall be deemed received by all Borrowers.
14.3.2 Electronic Communications; Voice Mail
. Electronic mail and internet websites may be used only for routine communications,
such as financial statements, Borrowing Base Certificates and other information required by Section 10.1.2 , administrative matters,
distribution of Loan Documents for execution, and matters permitted under Section 4.1.4
. Agent and Lenders make no assurances as to the
privacy and security of electronic communications. Electronic and voice mail may not be used as effective notice under the Loan
Documents.
14.3.3 Non-Conforming Communications . Agent and Lenders may rely upon any notices purportedly given by or on behalf of any
Borrower even if such notices were not made in a manner specified herein, were incomplete or were not confirmed, or if the terms thereof,
as understood by the recipient, varied from a later confirmation. Each Borrower shall indemnify and hold harmless each Indemnitee from
any liabilities, losses, costs and expenses arising from any telephonic communication purportedly given by or on behalf of a Borrower.
14.4 Performance of Borrowers’ Obligations . Agent may, in its discretion at any time and from time to time, at Borrowers’ expense,
pay any amount or do any act required of a Borrower under any Loan Documents or otherwise lawfully requested by Agent to (a) enforce any
Loan Documents or collect any Obligations; (b) protect, insure, maintain or realize upon any Collateral; or (c) defend or maintain the validity or
priority of Agent’s Liens in any Collateral, including any payment of a judgment, insurance premium, warehouse charge, finishing or processing
charge, or landlord claim, or any discharge of a Lien. All payments, costs and expenses (including Extraordinary Expenses) of Agent under this
Section shall be reimbursed to Agent by Borrowers, on demand , with interest from the date incurred to the date of payment thereof at the
Default Rate applicable to Base Rate Revolver Loans. Any payment made or action taken by Agent under this Section shall be without prejudice
to any right to assert an Event of Default or to exercise any other rights or remedies under the Loan Documents.
14.5 Credit Inquiries . Each Borrower hereby authorizes Agent and Lenders (but they shall have no obligation) to respond to usual and
customary credit inquiries from third parties concerning any Borrower or Subsidiary.
14.6 Severability . Wherever possible, each provision of the Loan Documents shall be interpreted in such manner as to be valid under
Applicable Law. If any provision is found to be invalid under Applicable Law, it shall be ineffective only to the extent of such invalidity and the
remaining provisions of the Loan Documents shall remain in full force and effect.
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