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Exhibit 99.2
Execution
Original
PERFORMANCE UNIT
AGREEMENT
Nautilus, Inc. (the
“Company”), through its Board of Directors or a
Committee thereof (the “Plan Administrator”), has
granted to Greggory C. Hammann (the “Executive”)
Performance Unit awards pursuant to the Nautilus, Inc. 2005 Long
Term Incentive Plan (the “Plan”), which is incorporated
herein by reference. Capitalized terms not otherwise defined in
this Agreement shall be defined as set forth in the
Plan.
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1.
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Performance
Units and Performance Goals. Subject to the terms of the Plan and achievement
of the Performance Goals as set forth below, the Company hereby
grants to Executive the following two Performance Unit
awards:
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(a)
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Initial
Award . The first
Performance Unit award (the “Initial Award”) shall
entitle the Executive to receive Sixty-Two Thousand Five Hundred
(62,500) shares of the Company’s common stock if, for
any completed fiscal year ending on or before December 31,
2011, (i) Executive is employed by the Company on the last day
of such fiscal year, and (ii) the Company achieves the
following Performance Goal: the Company’s Earnings Per Share
(as defined below) for such fiscal year equal or exceed two dollars
($2.00). (The year in which the Performance Goal for the Initial
Award is achieved is referred to herein as the “Initial Award
Year.”)
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(b)
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Subsequent
Award . The second
Performance Unit award (the “Subsequent Award”) shall
entitle the Executive to receive Sixty-Two Thousand Five Hundred
(62,500) shares of the Company’s common stock if
(i) the Performance Goal for the Initial Award is achieved,
(ii) the Initial Award Year is a fiscal year ending on or
before December 31, 2010, and (iii) the Company achieves
the following Performance Goal: the Company’s Earnings Per
Share in the fiscal year immediately following the Initial Award
Year increase by 10% or more over those of the Initial Award
Year.
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As used in this Agreement, “Earnings Per
Share” shall mean the Company’s earnings per share for
a completed fiscal year as reported in the Company’s
consolidated statement of income as set forth in the report of the
Company
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