Nautilus 2009 Annual Report Download - page 149

J. Pricing. All pricing for products sold by Buyer shall be determined by and be under the sole control of Buyer.
K. Currency. All amounts set forth in this License are in U.S. dollars.
5. Written Notice. Any Written Notice that is required under this Stairmaster Technology Agreement shall be as provided as set forth in
the Stairmaster Asset Purchase Agreement.
6. Entire Agreement. This Stairmaster Technology Agreement and Schedules A, B and C hereto, which are incorporated by reference
herein, contain the entire agreement of the parties relating to the assignment, transfer and/or licensing of Nautilus Stairmaster business related
intellectual property rights from Nautilus to Buyer, and supersedes all existing agreements and all other oral, written or other communications
between the parties relating to its subject matter. This Stairmaster Technology Agreement cannot be modified except in a writing signed by all of
the parties and that expressly recites that the writing is an amendment to or a modification of this Stairmaster Technology Agreement.
7. Compliance with Laws. Buyer shall at all times comply with all applicable laws, statutes, rules, regulations and ordinances, including
without limitation those governing wages, hours, desegregation, employment discrimination, health and safety, and equal opportunity laws and
regulations to the extent that they are applicable.
8. Confidential Information
Confidential Information shall be as defined in the Stairmaster Asset Purchase Agreement. Buyer agrees to maintain the confidentiality of
the Confidential Information, otherwise neither party shall have any obligations of confidence with respect to any Stairmaster Intellectual
Property.
9. Termination and Default.
A. Material Breach Due to Improper Sublicense: If Buyer breaches section 2.B.(ii) of this Agreement (improper sublicense) and fails to, or
refuses to, cure such breach within 60 days of written notice by Nautilus, Nautilus may terminate this Agreement and require reassignment
of the Stairmaster Trademarks to Nautilus.
B. Other Material Breach: It shall be a default of this Stairmaster Technology Agreement for Buyer or Nautilus to fail to perform any
material term or condition of this Stairmaster Technology Agreement within a sixty (60) day cure time period following written notice
setting forth such failure or alleged failure by Buyer to Nautilus and/or by Nautilus to Buyer. In the event of a default of this Agreement by
Buyer that is not cured within the sixty (60) day cure period, the Parties shall follow the dispute resolution provisions of Section 13 below.