Nautilus 2009 Annual Report Download - page 311

(i) Within 120 days after the end of each fiscal year of Borrower, a written report in the form attached as Exhibit B hereto,
based upon the audited financial statement referred to in item (h) above, identifying Borrower’s performance with respect to the financial
covenants set forth in Section 8.1, Section 8.2, Section 8.3 and Section 8.4 of this Agreement as of the end of the fiscal year in question, which
reports shall be in a form satisfactory to Lender in Lender’s reasonable discretion, shall include reasonable detail regarding the manner in which
the financial covenants were calculated, and shall be accompanied by a certificate of an Authorized Officer that (i) the calculation of each of the
financial covenants is true and correct in all material respects, and (ii) as of the end of such year, no Default or Event of Default had occurred
and was continuing (or, if a Default or an Event of Default existed at such time, identifying the Default or the Event of Default) (the “Annual
Compliance Certificate”);
(j) Within 60 days of each fiscal year end of Borrower (provided that a forecast for 2010 shall be delivered on the Closing
Date), a forecast (including a balance sheet, income statement, and cash forecast acceptable to Lender in its Permitted Discretion) of the
projected financial performance of Borrower for the current fiscal year of Borrower, which forecast shall be in a format satisfactory to Lender in
Lender’s reasonable discretion; and
(k) Other Information . All other statements, reports, and information as Lender reasonably may request concerning the
Collateral, or the financial condition and business affairs of Borrower, their Subsidiaries, and their Affiliates.
Section 7.11 Expenses of Lender . Borrower shall reimburse Lender for all reasonable out-of-pocket expenses incurred by Lender in
connection with Lender’s banking and lending relationships with Borrower, including, but not limited to, recording charges, appraisal costs,
environmental survey and investigation costs, collateral examination and inspection costs, travel expense, and the reasonable fees and expenses
of outside legal counsel for Lender (including fees and expenses incurred in connection with the preparation, negotiation, closing,
administration, amendment, modification, and enforcement of this Agreement, or the agreement evidenced hereby); the preservation, protection,
or disposition of the Collateral (or Lender’s security interests therein); or as required by applicable law, rules, policies, and regulations. The
amounts owed by Borrower pursuant to the preceding sentence of this Agreement shall be paid by Borrower in the ordinary course of
Borrower’s business after Lender bills Borrower for such amounts, or on the Revolving Credit Facility Maturity Date, whichever occurs first.
ARTICLE VIII
FINANCIAL COVENANTS
Until Borrower has paid the Obligations (other than contingent indemnification obligations) in full and Lender’s lending and letter of
credit commitment with respect to the Revolving Credit Facility has terminated, Borrower agrees to do all of the following:
Section 8.1 Current Ratio . Borrower shall maintain a Current Ratio of not less than 1.10 to 1.00 as of March 31, 2010, and as of the
last day of each calendar quarter thereafter.
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