Nautilus 2009 Annual Report Download - page 100

Subject to the terms of this License, Nautilus hereby grants Buyer a non-exclusive, non-transferable, non-assignable, non-
sublicensable, worldwide, license to the Licensed Patents to make, use, sell, offer to sell, and/or import Licensed Indoor Cycles and
Licensed Accessories solely in the Commercial Channel and Permitted Retail Channel. Subject to the terms of this License and while
this License is in effect, Nautilus covenants not to sue Buyer under any patent rights owned by Nautilus and used by Buyer in
making, using, selling, offering to sell, and/or importing Licensed Indoor Cycles and Accessories solely in the Commercial Channel
and Permitted Retail Channel. While this License is in effect, and commencing upon execution of this License, Nautilus will not
grant any license of the Licensed Patents to a third party to make Indoor Cycles for the Commercial Channel. Buyer understands that
Mad Dogg Athletics, Inc. is, and remains, an existing licensee (See Schedule D) of Nautilus. Nautilus is not restricted by this Patent
License from otherwise exploiting the Licensed Patents itself, such as by having any products made for Nautilus for sale by and/or on
behalf of Nautilus.
Subject to the terms of this License, Nautilus hereby grants Buyer an exclusive, non-transferable, non-assignable, non-sublicensable,
worldwide, royalty-bearing, license to the Licensed Marks solely for use on Indoor Cycles and Accessories in the Commercial
Channel and in connection with marketing and selling Indoor Cycles and Accessories in the Commercial Channel. Subject to the
terms of this License, Nautilus hereby also grants to Buyer a non-exclusive, non-transferable, non-assignable, non-sublicensable,
worldwide, royalty-bearing, license to the Licensed Marks solely for use on Indoor Cycles and Accessories in the Permitted Retail
Channel. No license is granted by this License to use the Licensed Marks, and Buyer shall not use any Licensed Mark and/or any
mark confusingly similar to any Licensed Mark, for any goods or services other than for Indoor Cycles and Accessories in the
Channel. The Trademark License of this Section 2.B. shall be subject to Buyer’s compliance with Nautilus Quality Standards as to
product quality, product appearance, customer satisfaction and service as set forth in Section 4.B. below and in Schedule E and
Buyer’s compliance with Nautilus Trademark Usage Guidelines as set forth in Section 4.B. below and in Schedule F. Buyer shall
prominently use at least the SCHWINN
pg. 5
B.
Trademark License.