Common use of ELECTION NOT TO PARTICIPATE Clause in Contracts

ELECTION NOT TO PARTICIPATE. Notwithstanding the provisions of Sections 9.02(a) and 9.02(b), any Noteholder (a “Non-Participating Holder”), by written notice delivered to the Issuer within 10 calendar days after receipt of the Preservation Notice, may elect to be excluded from the Equity Put Transaction and, instead, shall be required not later than the Equity Put Date to exercise the Warrant portion of all Qualifying Equity held by such Non-Participating Holder. Such Warrants may be exercised by any method specified therein including, without limitation, net exercise. If the Issuer has not funded and consummated the Equity Put Transaction on or prior to the Outside Date, each Non-Participating Holder may at any time thereafter, by written notice to the Issuer, elect to participate in the Equity Put Transaction. If any Non-Participating Holder so elects, such Non-Participating Holder shall no longer be required to exercise its Warrants and Section 9.02(b)(2) shall immediately apply to all Qualifying Equity held by it.