Nautilus 2009 Annual Report Download - page 112

of any Dispute resolution procedure under Section 15 below concerning the issue of whether a material term or condition has or has
not been performed by Buyer. Except as otherwise expressly provided by this License, in the event of a default of this License by
Nautilus that is not cured within any applicable cure period, Buyer shall have the right to terminate this License by Written Notice of
termination to Nautilus provided at any time up to the longer of six (6) months following expiration of any applicable cure period; or
one (1) month following the completion of any Dispute resolution procedure under Section 15 below concerning the issue of whether
a material term or condition has or has not been performed by Nautilus. Whether a material term or condition has or has not been
performed is subject to the Dispute resolution procedures of Sections 15.B. – 15.C. of this License.
B. Termination for Failure to Meet Minimum Annual Net Sales Requirement.
(i). Nautilus shall have the right to terminate this License upon Written Notice to Buyer, with no cure period being available
to Buyer, in the event during any three (3) consecutive Calendar Years the Minimum Annual Net Sales set forth in
Section 11.B.(ii) below are not met. This three (3) year time period shall be reset and start over in the event the Net Sales for a
given Calendar Year exceeds the Minimum Annual Net Sales requirement.
For the Calendar Year 2010 - Minimum Annual Net Sales = $16,000,000;
For the Calendar Year 2011 - Minimum Annual Net Sales = $20,000,000;
For the Calendar Year 2012 and each Calendar Year thereafter, Minimum Annual Net Sales shall be $20,000,000.
Thus, for example, if Buyer’s actual Net Sales for the Calendar Year 2010 is $15,000,000; for the Calendar Year 2011 is
$19,000,000; and for the Calendar Year 2012 is $19,000,000; then Nautilus shall have the right to terminate this Agreement by
Written Notice to Buyer following the end of the Calendar Year 2012 because the Annual Minimum Net Sales requirement has not
been met for three consecutive Calendar Years. Termination for this reason does not excuse Buyer from paying the required
Minimum Annual Payments under this License for any Calendar Year prior to termination. If, on the other hand, the Net Sales for the
Calendar Year 2010 is $15,000,000; the Net Sales for the Calendar Year 2011 is $19,000,000; and the Net Sales for the Calendar
Year 2012 is $21,000,000; then the Minimum Annual Net Sales has been met for the Calendar Year 2012 and there has not been
three consecutive three (3) years
pg. 17
(ii)
For the Calendar Year 2009
-
Minimum Annual Net Sales = $0;