COMMON STOCK PURCHASE WARRANT NAUTILUS, INC.Nautilus, Inc. • June 15th, 2023 • Sporting & athletic goods, nec
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ________, 20231 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ________2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nautilus, Inc., a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EXHIBIT 10.1 ------------ EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement") is executed this 2nd day of July, 2003 by and between THE NAUTILUS GROUP, INC., a Washington corporation (the "Company"), and Gregg...Executive Employment Agreement • November 14th, 2003 • Nautilus Group Inc • Sporting & athletic goods, nec • Washington
PRE-FUNDED COMMON STOCK PURCHASE WARRANT NAUTILUS, INC.Nautilus, Inc. • June 15th, 2023 • Sporting & athletic goods, nec • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Nautilus, Inc., a Washington corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
RECITALSLease • March 3rd, 1999 • Direct Focus Inc
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 15th, 2023 • Nautilus, Inc. • Sporting & athletic goods, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 15, 2023, between Nautilus, Inc., a Washington corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 10.1 ------------ REVOLVING CREDIT AGREEMENT This Revolving Credit Agreement (the "AGREEMENT") is made and entered into by and between the undersigned borrower (the "BORROWER") and the undersigned bank (the "BANK") as of the date set forth on...Revolving Credit Agreement • August 14th, 2002 • Nautilus Group Inc • Sporting & athletic goods, nec • Oregon
BORROWER: DIRECT FOCUS, INC. LENDER: U.S. BANK NATIONAL ASSOCIATION 2200 N.E. 65TH AVENUE CORPORATE BANKING DIVISION VANCOUVER, WA 98661 PL-7 COMMERCIAL LOAN SERVICE WEST 555 S.W. OAK PORTLAND, OR 97204 ----------------------------------...Business Loan Agreement • March 29th, 2002 • Direct Focus Inc • Sporting & athletic goods, nec • Oregon
TERM. This Agreement shall be effective as of June 15, 2001, and shall continue thereafter until all indebtedness of Borrower to lender has been performed in full and the parties terminate this Agreement in writing.
RECITALSTrademark License Agreement • November 14th, 2001 • Direct Focus Inc • Sporting & athletic goods, nec • Delaware
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 15th, 2023 • Nautilus, Inc. • Sporting & athletic goods, nec • New York
Execution Version 173122048_6 LIMITED CONSENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT AND LOAN DOCUMENTS This LIMITED CONSENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT AND LOAN DOCUMENTS (this “Agreement”), dated as of April 25, 2023 (the “Amendment No....Credit Agreement • June 1st, 2023 • Nautilus, Inc. • Sporting & athletic goods, nec • Illinois
ROYALTY AGREEMENTRoyalty Agreement • March 3rd, 1999 • Direct Focus Inc • California
RECITALSAsset Purchase Agreement • February 21st, 2002 • Direct Focus Inc • Sporting & athletic goods, nec
UNDERWRITING AGREEMENT D.A. DAVIDSON & CO. As the Representative of the several Underwriters named on Schedule A hereto c/o D.A. Davidson & Co. 8 Third Street North Great Falls, Montana 59403 Ladies and Gentlemen: Direct Focus, Inc., a Washington...Underwriting Agreement • March 3rd, 1999 • Direct Focus Inc • Washington
RIGHTS AGREEMENT NAUTILUS, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent Dated as of October 29, 2007Rights Agreement • October 30th, 2007 • Nautilus, Inc. • Sporting & athletic goods, nec • Delaware
Rights Agreement, dated as of October 29, 2007 (as amended, supplemented or otherwise modified from time to time, the “Rights Agreement”) between Nautilus, Inc., a Washington corporation (the “Company”), and Computershare Trust Company, N.A. (the “Rights Agent”).
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 4th, 2001 • Direct Focus Inc • Sporting & athletic goods, nec • Delaware
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • November 9th, 2007 • Nautilus, Inc. • Sporting & athletic goods, nec
THIS SECURITY AND PLEDGE AGREEMENT (this “Agreement”) is entered into as of October 5, 2007 among NAUTILUS, INC., a Washington corporation (the “Borrower”), the other parties identified as “Obligors” on the signature pages hereto and such other parties that may become Obligors hereunder after the date hereof (together with the Borrower, individually an “Obligor”, and collectively the “Obligors”) and BANK OF AMERICA, N.A., in its capacity as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations (defined below).
EXHIBIT 2.1 ----------- ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the "Agreement") is made and entered into as of this 17th day of January 2002 (the "Execution Date"), by and between Direct Focus, Inc., a Washington corporation and its...Asset Purchase Agreement • February 21st, 2002 • Direct Focus Inc • Sporting & athletic goods, nec • Washington
BANK: Household Bank (SB), N.A. MERCHANT: Direct Focus, Inc. f/k/a Bowflex, Inc. 1111 Town Center Drive 2200 NE 65th Avenue Las Vegas, Nevada 89134 Vancouver, WA 98661 Phone: 360-418-6178 Facsimile No.: 360-694-7755Merchant Agreement • April 13th, 1999 • Direct Focus Inc • Sporting & athletic goods, nec • Illinois
UNDERWRITING AGREEMENT D.A. DAVIDSON & CO. FIRST SECURITY VAN KASPER As the Representatives of the several Underwriters named on Schedule A hereto c/o D.A. Davidson & Co. 8 Third Street North Great Falls, Montana 59403 Ladies and Gentlemen: Direct...Underwriting Agreement • April 13th, 1999 • Direct Focus Inc • Sporting & athletic goods, nec • Washington
INDUSTRIAL REAL ESTATE LEASE (Multi-Tenant Facility) Exclusively for Las Vegas Motor Speedway Research & Development Center ARTICLE ONE: BASIC TERMS This Article One contains the Basic Terms of this Lease between the Landlord and Tenant named below....Industrial Real Estate Lease • March 29th, 2000 • Direct Focus Inc • Sporting & athletic goods, nec
RECITALSAsset Purchase Agreement • April 13th, 1999 • Direct Focus Inc • Sporting & athletic goods, nec • Virginia
SEVERANCE AND EMPLOYMENT AGREEMENTSeverance and Employment Agreement • March 20th, 2013 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
This Severance and Employment Agreement (this "Agreement") is entered into as of April 23, 2012, by and between Nautilus, Inc., a Washington corporation (the "Company" or "Employer"), and Robert Murdock ("Employee"). In consideration of the premises and the mutual covenants and agreements hereinafter set forth, the Company and Employee hereby agree as follows:
EXCLUSIVE SALES AGREEMENT(1) This Exclusive Sales Agreement (the "Agreement") is made as of the 1st day of January, 1996 by and between Delta Consolidated Corporation, a New York corporation doing business as Nautilus Marketing ("Nautilus Marketing"),...Exclusive Sales Agreement • April 30th, 1999 • Direct Focus Inc • Sporting & athletic goods, nec • South Carolina
CREDIT AGREEMENT among NAUTILUS, INC., as Borrower, THE LENDERS NAMED HEREIN, as Lenders, KEYBANK NATIONAL ASSOCIATION, as Lead Arranger, Sole Book Runner and Administrative Agent, and U.S. BANK NATIONAL ASSOCIATION, as Syndication AgentCredit Agreement • March 16th, 2006 • Nautilus, Inc. • Sporting & athletic goods, nec • Ohio
This CREDIT AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made effective as of the 18th day of November, 2005 among:
SEVERANCE AND EMPLOYMENT AGREEMENTSeverance and Employment Agreement • March 31st, 2011 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
This Severance and Employment Agreement (this “Agreement”) is entered into as of March 30, 2011, by and between Nautilus, Inc., a Washington corporation (the “Company” or “Employer”), and William B. McMahon (“Employee”). In consideration of the premises and the mutual covenants and agreements hereinafter set forth, the Company and Employee hereby agree as follows:
LOAN. By accepting this agreement from DIRECT FOCUS CORPORATION, a WASHINGTON corporation ("Borrower"), the chief executive office of which is located at 2200 NE 65TH AVENUE, VANCOUVER, WA 98661, Bank of America National Trust and Savings Association,...Member Fdic Borrowing Agreement • March 3rd, 1999 • Direct Focus Inc • Washington
DIRECT FOCUS, INC.Direct Focus • March 3rd, 1999 • Direct Focus Inc
FIRST AMENDMENT AGREEMENTFirst Amendment Agreement • March 16th, 2006 • Nautilus, Inc. • Sporting & athletic goods, nec • Ohio
of Grantee's successors, heirs, assigns or personal representatives shall have any rights or interests in any Restricted Units that are so forfeited. 2.3 If Grantee's employment with the Company is terminated as a result of Grantee's death or total...Restricted Stock Unit Award Agreement • February 26th, 2020 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
ASSET PURCHASE AGREEMENT BY AND AMONG NAUTILUS, INC. AND TREURIVER INVESTMENTS LIMITED MICHAEL C. BRUNO YANG LIN QING Dated as of October 17, 2007Asset Purchase Agreement • November 9th, 2007 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
THIS ASSET PURCHASE AGREEMENT (hereinafter, “Agreement”), dated as of October 17, 2007, is entered into by and among the following parties (each a “Party” and collectively, the “Parties”):
STANDARD INDUSTRIAL LEASE -- GROSS -- AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATIONDirect Focus Inc • March 3rd, 1999
FOURTH AMENDED AND RESTATED MERCHANT AGREEMENT BETWEEN NAUTILUS, INC. AND HSBC BANK NEVADA, NATIONAL ASSOCIATION Dated as of October 27, 2008 Effective as of January 1, 2009Merchant Agreement • November 10th, 2008 • Nautilus, Inc. • Sporting & athletic goods, nec • Nevada
This Fourth Amended and Restated Merchant Agreement (“Agreement”) is made and entered into as of the 27th day of October, 2008, and is effective as of January 1, 2009 (“Effective Date”), by and between HSBC BANK NEVADA, NATIONAL ASSOCIATION (herein “HSBC”), with its principal place of business at 1111 Town Center Drive, Las Vegas, NV 89144 and NAUTILUS, INC., a Washington corporation (herein “Merchant”), with its principal place of business at 16400 SE Nautilus Drive, Vancouver, WA 98683.
LICENSE AGREEMENTLicense Agreement • March 8th, 2010 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
THIS LICENSE AGREEMENT (hereinafter “License” or “License Agreement”) is effective as of the date of signing by the last of the parties to sign below and is by and between Xiamen World Gear Sports Goods Co., Ltd. a corporation under the laws of the People’s Republic of China (“Buyer”), having a place of business at 27-29 North 2nd Road, Xinglin, Jimei District, Xiamen City, Fujian Province, People’s Republic of China and Nautilus, Inc., a Washington Corporation (“Nautilus”), having a place of business at 16400 SE Nautilus Drive, Vancouver, WA. 98683. Buyer and Nautilus are referred to collectively herein as the “Parties”. This License is an exhibit to an Asset Purchase Agreement entered into on the same date between Buyer and Nautilus. The parties agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2011 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
This Employment Agreement (this “Agreement”) is entered into as of May 30, 2011, by and between Nautilus Inc., a Washington corporation (the “Company” or “Employer”), and Bruce M. Cazenave (“Employee”). In consideration of the premises and the mutual covenants and agreements hereinafter set forth, the Company and Employee hereby agree as follows:
SUBORDINATION AGREEMENTSubordination Agreement • November 9th, 2010 • Nautilus, Inc. • Sporting & athletic goods, nec • Washington
This SUBORDINATION AGREEMENT (this “Agreement”) is made and entered into as of September 3, 2010, by BANK OF THE WEST, a California state chartered bank, and its successors and assigns (the “Senior Creditor”), and Sherborne Strategic Fund A, LLC, a Delaware limited liability company, Sherborne Strategic Fund B, LLC, a Delaware limited liability company and Nottingham Investors LLC, a Delaware limited liability company (collectively the “Subordinated Creditors” and each individually a “Subordinated Creditor”).
