Common use of Certain Proceeds of an Event of Loss Clause in Contracts

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 days out of such Cash Proceeds and other funds available to the Borrower, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0005,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d‎Section 2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to replace, rebuild or restore the affected propertyproperty or invest in other long-term assets of Holdings and its Subsidiaries, that such rebuilding or restoration reinvestment can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the BorrowerBorrower (which 180-day period shall be extended for an additional 180 days to the extent Borrower has entered into a legally binding agreement to reinvest such Net Cash Proceeds within such 180-day period), then no such prepayment of the Loans shall be required if required. If at the end of any such 180 day (or 360-day) period any portion of such Net Cash Proceeds from Events of Loss has not been so used to replace, rebuild or restore the affected property or invest in other long-term assets of Holdings and its Subsidiaries, the Borrower will immediately deposits such Cash Proceeds in make a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided Loans, to the extent required above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the U.S. Borrower, the U.S. Borrower or any Credit Party Restricted Subsidiary has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss (excluding insurance payments in connection with business interruption or delays in construction) of at least $500,00025,000,000, not later than the third fifth (5th) Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, amount (the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any “Excess Event of Loss Proceeds”), (x) the EMEA Borrower shall prepay the principal amount of the EMEA Term Loans and (y) the U.S. Borrower shall prepay the principal amount of each of the U.S. Loans, in each case, in an aggregate amount at least equal to its Applicable Prepayment Portion of such Excess Event of Loss Proceeds in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Applicable Borrower notifies the Administrative Agent and the Lenders in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 365 days out of receipt of such Net Cash Proceeds and other funds available to such Borrower, or if (X) any of the BorrowerU.S. Prepayment Group or (Y) any of the Non-U.S. Prepayment Group, as applicable, have entered into a legally binding commitment to repair, rebuild or restore the affected property within 365 days of receipt of such Cash Proceeds, that such repair, rebuilding or restoration can be accomplished within 180 days of the date of such legally binding commitment, then no such prepayment of the Loans shall be required if required. If by the Borrower immediately deposits deadline specified in the proviso in the preceding sentence, any portion of such Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Excess Event of Default occurs and is continuing. So long as no Default Loss Proceeds has not been so used to repair, rebuild or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of restore the affected property, (x) the EMEA Borrower shall prepay the principal amount of the EMEA Term Loans and (y) the U.S. Borrower shall prepay the principal amount of U.S. Loans, in each case, in an aggregate amount at least equal to its Applicable Prepayment Portion of such Excess Event of Loss Proceeds. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 such prepayment shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the BorrowerParent Guarantor, the Parent Guarantor or any Credit Party Restricted Subsidiary has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss (excluding insurance payments in connection with business interruption or delays in construction) of at least $500,0005,000,000, not later than the third fifth (5th) Business Day following the date of receipt of any Net Cash Proceeds in excess of such amountamount (the “Excess Event of Loss Proceeds”), the Borrower will make a prepayment shall prepay the principal amount of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d) belowTerm Loans. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 365 days out of receipt of such Net Cash Proceeds and other funds available to the BorrowerParent Guarantor, the Parent Guarantor or its Restricted Subsidiaries as applicable, have entered into a legally binding commitment to repair, rebuild or restore the affected property within 365 days of receipt of such Cash Proceeds, that such repair, rebuilding or restoration can be accomplished within 180 days of the date of such legally binding commitment, then no such prepayment of the Loans shall be required if required. If by the Borrower immediately deposits deadline specified in the proviso in the preceding sentence, any portion of such Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Excess Event of Default occurs and is continuing. So long as no Default Loss Proceeds has not been so used to repair, rebuild or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of restore the affected property, the Borrower shall prepay the principal amount of the Term Loans in an aggregate amount equal to such Excess Event of Loss Proceeds. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 such prepayment shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the BorrowerBorrowers, any of the Credit Party Parties or their respective Subsidiaries has received cumulative Cash Proceeds during such fiscal year from experienced one or more Events of Loss of at least $500,000Loss, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount$1,000,000 in respect thereof (excluding proceeds of business interruption insurance), the Borrower Borrowers will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount $1,000,000 then received from any Event of Loss in accordance with Section 5.1(d2.10(b)(vii) below. Notwithstanding the foregoing, in the event any property suffers of the Credit Parties or their respective Subsidiaries experiences an Event of Loss and (A) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,0002,000,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies Borrowers notify the Administrative Agent and the Lenders Lender in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the Borrowerapplicable Credit Party or Subsidiary, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or If at the direction end of the Borrower for application any such 180-day period any portion of such Net Cash Proceeds from Events of Loss has not been so used to the costs of rebuilding rebuild or restoration of restore the affected property. Any amounts not so applied to , the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the Borrowers will immediately make a prepayment of the Loans as provided Loans, to the extent required above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, Borrower or any Credit Party of its Subsidiaries has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0002,000,000, not later than the third fifth Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing; provided, in the event any property suffers an Event of Loss and that (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) if no Default or Event of Default has shall have occurred and is be continuing, and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends they intend to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the BorrowerBorrower and its Subsidiaries, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to shall disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to towards the costs of rebuilding or restoration of the affected propertyassociated with such reinvestment. Any amounts not so applied to the costs of rebuilding or restoration such reinvestment or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided in Section 2.13(d) below. If at the end of any such 180 day period any portion of such Net Cash Proceeds has not been so reinvested, the Borrower will immediately make a prepayment of the Loans, to the extent required above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the BorrowerParent, the Credit Parties (or any Credit Party of them) has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0002,500,000, not later than the third fifth Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower Borrowers will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,0007,500,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies Borrowers notify the Administrative Agent and the Lenders in writing that it intends they intend to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the BorrowerBorrowers and (D) the aggregate Net Cash Proceeds in such fiscal year to be reinvested pursuant to this Section 2.13(c)(viii) does not exceed $7,500,000, then no such prepayment of the Loans shall be required if the Borrower Borrowers immediately deposits deposit such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. If at the end of any such 180-day period any portion of such Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrowers will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to shall disburse amounts from such cash collateral deposit account to or at the direction of the Borrower Borrowers for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0001,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.11(c) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, continuing and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the Borrower, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion has control and control, and which shall constitute constitutes part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event Documents. If at the end of Default occurs and is continuingany such 180 day period any portion of such Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts may be disbursed from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided abovein Section 2.11(c) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0005,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,00010,000,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to replace, rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 365 days out of such Cash Proceeds and other funds available to the BorrowerBorrower (which 365-day period shall be extended for an additional 180 days to the extent Borrower has entered into a legally binding agreement to reinvest such Net Cash Proceeds within such 365-day period), then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the subject to a control agreement in favor of Administrative Agent shall have sole dominion and controlAgent, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. If at the end of any such 365 day (or 545-day) period any portion of such Net Cash Proceeds from Events of Loss has not been so used to replace, rebuild or restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has the Borrower and its Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0001,000,000, not later than the third fifth Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, an amount, conforming to the Borrower will make a prepayment requirements as to the amount of the Loans with an amount partial prepayments contained in section 5.1, at least equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d) belowLoss, shall be applied as a mandatory prepayment of principal of the outstanding Loans and the Total Commitment shall be permanently reduced by such amount. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (Ai) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less more than $500,0001,000,000, (Bii) no Default under section 10.1(a) or Event of Default has occurred and is continuing, (iii) the Borrower's ratio of Consolidated Total Indebtedness to Consolidated EBITDA as of the end of the most recent Testing Period for which financial statements have been delivered to the Lenders hereunder was not in excess of 2.50 to 1.00, and (Civ) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, and that such rebuilding or restoration can be accomplished within 270 days 18 months out of such Net Cash Proceeds and other funds available to the Borrower, then THEN no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Collateral Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section section 10.3 if an Event of Default occurs and is continuing. So long as no Default under section 10.1(a) or Event of Default has occurred and is continuing, the Administrative Collateral Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section section 10.3 shall be applied to the prepayment of the Loans and a mandatory reduction of the Total Commitment as provided above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss (excluding insurance payments in connection with business interruption or delays in construction) of at least $500,00010,000,000, not later than the third fifth (5th) Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, continuing and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 365 days out of such Net Cash Proceeds and other funds available to the BorrowerBorrower or, if the Borrower has entered into a legally binding commitment to repair, rebuild or restore the affected property within 365 days of receipt of such Cash Proceeds, that such repair, rebuilding or restoration can be accomplished within 180 days of the date of such legally binding commitment, then no such prepayment of the Loans shall be required if required. If by the Borrower immediately deposits deadline specified in clause (B) above, any portion of such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and controlfrom Events of Loss has not been so used to repair, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default rebuild or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0005,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to replace, rebuild or restore the affected propertyproperty or invest in other long-term assets of Holdings and its Subsidiaries, that such rebuilding or restoration reinvestment can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the BorrowerBorrower (which 180-day period shall be extended for an additional 180 days to the extent Borrower has entered into a legally binding agreement to reinvest such Net Cash Proceeds within such 180-day period), then no such prepayment of the Loans shall be required if required. If at the end of any such 180 day (or 360-day) period any portion of such Net Cash Proceeds from Events of Loss has not been so used to replace, rebuild or restore the affected property or invest in other long-term assets of Holdings and its Subsidiaries, the Borrower will immediately deposits such Cash Proceeds in make a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided Loans, to the extent required above.

Certain Proceeds of an Event of Loss. If during any fiscal year Fiscal Year of the Borrower, the Borrower or any Credit Party of its Subsidiaries has received cumulative Net Cash Proceeds during such fiscal year Fiscal Year from one or more Events of Loss of at least $500,00020,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) no Event of Default shall have occurred and be continuing, or would result therefrom (both at the date of receipt of such excess Net Cash Proceeds received in any fiscal year as a result of and the date the Borrower or such Event of Loss are less than $500,000Subsidiary reinvests), (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and promptly following the Lenders in writing receipt of such excess Net Cash Proceeds that it the Borrower or any of its Subsidiaries intends to rebuild reinvest or restore the affected property, that such rebuilding commit to reinvest all or restoration can be accomplished within 270 days out a portion of such excess Net Cash Proceeds in assets used or useful in the business of the Credit Parties and other funds available (C) the Borrower or any of its Subsidiaries actually reinvests or enter into a binding commitment to reinvest such excess Net Cash Proceeds within 365 days following the Borrowerreceipt thereof, then no such prepayment of the Loans shall be required if in respect of the portion of such excess Net Cash Proceeds so reinvested. If at the end of the period specified above any portion of such excess Net Cash Proceeds has not been so reinvested or committed to be reinvested, the Borrower will immediately deposits such Cash Proceeds in make a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided aboveLoans, to the extent required above (or in the case of a commitment entered into in such 365-day period, to the extent not actually reinvested in the 180 days following such initial 365 day period).

Certain Proceeds of an Event of Loss. If during any fiscal year Fiscal Year of the Borrower, the Borrower or any Credit Party of its Subsidiaries has received cumulative Net Cash Proceeds during such fiscal year Fiscal Year from one or more Events of Loss of at least $500,00020,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d‎Section 2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) no Event of Default shall have occurred and be continuing, or would result therefrom (both at the date of receipt of such excess Net Cash Proceeds received in any fiscal year as a result of and the date the Borrower or such Event of Loss are less than $500,000Subsidiary reinvests), (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and promptly following the Lenders in writing receipt of such excess Net Cash Proceeds that it the Borrower or any of its Subsidiaries intends to rebuild reinvest or restore the affected property, that such rebuilding commit to reinvest all or restoration can be accomplished within 270 days out a portion of such excess Net Cash Proceeds in assets used or useful in the business of the Credit Parties and other funds available (C) the Borrower or any of its Subsidiaries actually reinvests or enter into a binding commitment to reinvest such excess Net Cash Proceeds within 365 days following the Borrowerreceipt thereof, then no such prepayment of the Loans shall be required if in respect of the portion of such excess Net Cash Proceeds so reinvested. If at the end of the period specified above any portion of such excess Net Cash Proceeds has not been so reinvested or committed to be reinvested, the Borrower will immediately deposits such Cash Proceeds in make a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided aboveLoans, to the extent required above (or in the case of a commitment entered into in such 365-day period, to the extent not actually reinvested in the 180 days following such initial 365 day period).

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss (excluding insurance payments in connection with business interruption or delays in construction) of at least $500,000, not later than the third fifth (5th) Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, continuing and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 365 days out of such Net Cash Proceeds and other funds available to the BorrowerBorrower or, if the Borrower has entered into a legally binding commitment to repair, rebuild or restore the affected property within 365 days of receipt of such Cash Proceeds, that such repair, rebuilding or restoration can be accomplished within 180 days of the date of such legally binding commitment, then no such prepayment of the Loans shall be required if required. If by the Borrower immediately deposits deadline specified in clause (B) above, any portion of such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and controlfrom Events of Loss has not been so used to repair, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 if an Event of Default occurs and is continuing. So long as no Default rebuild or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0002,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d‎Section 2.12(c) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, continuing and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 three hundred sixty-five (365) days after the date of such Event of Loss, or enters into a binding commitment thereof within said three hundred sixty-five (365) day period and subsequently makes such reinvestment within one hundred eighty (180) days following such three hundred sixty-five (365) day period and such reinvestment will be made out of such Cash Proceeds and other funds available to the Borrower, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion has control and control, and which shall constitute constitutes part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 Documents. If at the end of any such 365 day period or, if an Event applicable, such additional 180 day period any portion of Default occurs and is continuingsuch Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts may be disbursed from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 ‎Section 8.03 shall be applied to the prepayment of the Loans as provided abovein ‎Section 2.12(c) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0005,000,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,00040,000,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 days 12 months out of such Cash Proceeds and other funds available to the Borrower, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,0002,000,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.12(c) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, continuing and (CB) the Borrower notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 three hundred sixty-five (365) days after the date of such Event of Loss, or enters into a binding commitment thereof within said three hundred sixty-five (365) day period and subsequently makes such reinvestment within one hundred eighty (180) days following such three hundred sixty-five (365) day period and such reinvestment will be made out of such Cash Proceeds and other funds available to the Borrower, then no such prepayment of the 52 Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion has control and control, and which shall constitute constitutes part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 Documents. If at the end of any such 365 day period or, if an Event applicable, such additional 180 day period any portion of Default occurs and is continuingsuch Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts may be disbursed from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided abovein Section 2.12(c) below.

Certain Proceeds of an Event of Loss. If during any fiscal year of the BorrowerCompany, any Credit Party has the Company and its Subsidiaries have received cumulative Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,00010,000,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount, conforming to the Borrower will make a prepayment requirements as to the amount of the Loans with an amount partial prepayments contained in section 5.1, at least equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss Loss, shall be applied as a mandatory prepayment of principal of first, the outstanding Term Loan, and second, after no Term Loans are outstanding, the outstanding Revolving Loans; provided, that notwithstanding the foregoing, any such Net Cash Proceeds representing proceeds of business interruption insurance may instead be applied first, to the principal of outstanding Revolving Loans, and second, after no Revolving Loans are outstanding, to the principal of Term Loans, but otherwise in accordance with Section 5.1(dthe above provisions. Prepayments of the Term Loans pursuant to this section 5.2(k) belowshall be applied to the Scheduled Repayments in inverse order of their maturity. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (Ai) the Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,00020,000,000, (Bii) no Default under section 10.1(a) or Event of Default has occurred and is continuing, and (Ciii) the Borrower Company notifies the Administrative Agent and the Lenders in writing that it intends to rebuild or restore the affected property, that such rebuilding or restoration can be accomplished within 270 days 18 months out of such Cash Proceeds and other funds available to the BorrowerCompany, then no such prepayment of the Loans shall be required if the Borrower Company immediately deposits such Cash Proceeds in a cash collateral deposit account over which the Administrative Collateral Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section section 10.3 if an Event of Default occurs and is continuing. So long as no Default under section 10.1(a) or Event of Default has occurred and is continuing, the Administrative Collateral Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower Company for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section section 10.3 shall be applied to the prepayment of the Loans as provided above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the Borrower, any Credit Party has received cumulative Net Cash Proceeds during such fiscal year from one or more Events of Loss of at least $500,000, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount, the Borrower will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Event of Loss in accordance with Section 5.1(d2.11(d) below. Notwithstanding the foregoing, in the event any property suffers an Event of Loss and (A) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,000, (B) no Default or Event of Default has occurred and is continuing, and (C) within 180 days of receipt of such Net Cash Proceeds, the Borrower notifies shall have delivered to the Administrative Agent and Lender a certificate signed by a Responsible Officer notifying the Lenders in writing that it intends Lender of its intention to rebuild or restore the affected property, property or reinvest all or a portion of such Net Cash Proceeds in assets that are useful in the business of the Borrower on or before the date that is 365 days after receipt of such Net Cash Proceeds and that such rebuilding or restoration or reinvestment can be accomplished within 270 days out of during such 365 day period, and (D) the aggregate Net Cash Proceeds and other funds available in such fiscal year to the Borrowerbe reinvested pursuant to this Section 2.11(c)(viii) does not exceed $5,000,000, then no such prepayment of the Loans shall be required if the Borrower immediately deposits such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent Lender shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. If at the end of any such 365 day period any portion of such Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrower will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent Lender is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided above.

Certain Proceeds of an Event of Loss. If during any fiscal year of the BorrowerBorrowers, any of the Credit Party Parties or their respective Subsidiaries has received cumulative Cash Proceeds during such fiscal year from experienced one or more Events of Loss of at least $500,000Loss, not later than the third Business Day following the date of receipt of any Net Cash Proceeds in excess of such amount$100,000 in respect thereof (excluding proceeds of business interruption insurance), the Borrower Borrowers will make a prepayment of the Loans with an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount $100,000 then received from any Event of Loss in accordance with Section 5.1(d2.13(d) below. Notwithstanding the foregoing, in the event any property suffers of the Credit Parties or their respective Subsidiaries experiences an Event of Loss and (A) the Net Cash Proceeds received in any fiscal year as a result of such Event of Loss are less than $500,0002,000,000, (B) no Default or Event of Default has occurred and is continuing, and (C) the Borrower notifies Borrowers notify the Administrative Agent and the Lenders in writing that it intends to repair, rebuild or restore the affected property, that such repair, rebuilding or restoration can be accomplished within 270 180 days out of such Cash Proceeds and other funds available to the Borrowerapplicable Credit Party or Subsidiary, then no such prepayment of the Loans shall be required if the Borrower Borrowers immediately deposits deposit such Net Cash Proceeds in a cash collateral deposit account over which the Administrative Agent shall have sole dominion and control, and which shall constitute part of the Collateral under the Security Documents and may be applied as provided in Section 10.3 8.03 if an Event of Default occurs and is continuing. If at the end of any such 180-day period any portion of such Net Cash Proceeds from Events of Loss has not been so used to rebuild or restore the affected property, the Borrowers will immediately make a prepayment of the Loans, to the extent required above. So long as no Default or Event of Default has occurred and is continuing, the Administrative Agent is authorized to disburse amounts from such cash collateral deposit account to or at the direction of the Borrower Borrowers for application to the costs of rebuilding or restoration of the affected property. Any amounts not so applied to the costs of rebuilding or restoration or as provided in Section 10.3 8.03 shall be applied to the prepayment of the Loans as provided abovein Section 2.13(d) below.