Nautilus 2010 Annual Report Download - page 95

reasonable efforts to seek, obtain, and accept comparable employment.
iii)
Return of Documents . Employee understands and agrees that all equipment, records, files, manuals, forms,
materials, supplies, computer programs, and other materials furnished to the Employee by Employer or used on
Employer's behalf, or generated or obtained during the course of his/her employment shall remain the property of
Employer. Upon termination of this Agreement or at any other time upon the Company's request, Employee agrees to
return all documents and property belonging to the Company in his possession including, but not limited to, customer
lists, contracts, agreements, licenses, business plans, equipment, software, software programs, products, work-in-
progress, source code, object code, computer disks, Confidential Information, books, notes and all copies thereof,
whether in written, electronic or other form. In addition, Employee shall certify to the Company in writing as of the
effective date of termination that none of the assets or business records belonging to the Company is in his/her
possession, remain under his control, or have been transferred to any third person. Employee has executed a Business
Protection Agreement which will continue in full force and effect in accordance with the terms thereof, and Employee
understands that the benefits provided under this Agreement constitute further consideration for the obligations in the
Business Protection Agreement.
iv)
Release of Claims . As a precondition to receipt of the payments provided in Section 1(d) or 2 (a) of this
Agreement, Employee acknowledges and understands that he/she must sign a Waiver and Release of Claims Agreement.
Such Agreement shall be substantially similar to the Agreement attached as Exhibit A. Employee understands that
he/she will not be entitled to receive any payments under this Agreement until he/she executes and delivers the Waiver
and Release of Claims Agreement, and the revocation period set forth in the Waiver and Release of Claims Agreement
has run.
v)
Assignment . This Agreement is personal, and is being entered into based upon the singular skill, qualifications
and experience of Employee. Employee shall not assign this Agreement or any rights hereunder without the express
written consent of Employer which may be withheld with or without reason. This Agreement will bind and benefit any
successor of the Employer, whether by merger, sale of assets, reorganization or other form of business acquisition,
disposition or business reorganization.
vi)
Notices . Any Notice of Termination or notice of Good Reason shall be in writing and shall be deemed to have
been given or submitted (i) upon actual receipt if delivered in person or by facsimile transmission with confirmation of
transmission, (ii) upon the earlier of actual receipt or the expiration of two (2) business days after sending by express
courier (such as U.P.S. or Federal Express), and (iii) upon the earlier of actual receipt or the expiration of seven (7)
business days after mailing if sent by registered or certified mail, postage prepaid, to the parties at the following
addresses:
To the Company:
Nautilus, Inc.
16400 SE Nautilus Drive
Vancouver, WA 98683
Attention: Deborah Marsh
With a Copy to:
Garvey, Schubert & Barer
1191 Second Avenue, 18
th
Floor
Seattle, WA 98101-2939
Attention: Anne F. Preston
To Employee:
Deborah H. Marsh
16400 SE Nautilus Drive
Vancouver, WA 98683