SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “ Amendment ”), dated as of March 31,
2008, is entered into by and among the financial institutions signatory hereto (each a “ Lender ” and collectively the “ Lenders
”), BANK OF AMERICA, N.A. , as administrative agent for the Lenders (in such capacity, “ Agent ”), NAUTILUS, INC. , a
Washington corporation (“ US Borrower ”), NAUTILUS INTERNATIONAL S.A. , a Swiss private share company (“ Swiss
Borrower ”, and together with US Borrower, collectively, “ Borrowers ”).
A. Borrowers, Agent and the Lenders have previously entered into that certain Loan and Security Agreement dated as of
January 16, 2008 (as amended, supplemented, restated and modified from time to time, the “ Loan Agreement ”), pursuant to
which the Lenders have made certain loans and financial accommodations available to Borrowers. Terms used herein without
definition shall have the meanings ascribed to them in the Loan Agreement.
B. Borrowers have requested that Agent and the Lenders amend the Loan Agreement, which Agent and the Lenders are
willing to do pursuant to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the foregoing and the mutual covenants herein contained, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
1. Amendments to Loan Agreement .
(a) The definition of “Revolver Commitment” in Section 1.1 of the Loan Agreement is hereby amended and restated in
its entirety to read as follows:
“ Revolver Commitment : for any Lender, its obligation to make Revolver Loans and to participate in LC Obligations
up to the maximum principal amount shown on Schedule 1.1(a) , or as hereafter determined pursuant to each
Assignment and Acceptance to which it is a party. “ Revolver Commitments ” means the aggregate amount of such
commitments of all Lenders. Following