Mandatory Prepayments from Asset Sales and Recovery Events. (i) If on any date, the Parent or any Subsidiary of the Parent shall receive Net Cash Proceeds from (A) any non-ordinary course disposition of assets pursuant to Section 9.12(iv)(y) to any Person other than the Company or a Subsidiary or (B) any Recovery Event, in each case, in excess of (i) $10,000,000 for any transaction (or series of transactions) and (ii) $100,000,000 in any fiscal year of the Parent (excluding any amounts previously excluded pursuant to this clause (i)), then, within ten Business Days of receipt of such Net Cash Proceeds, the Company shall be prepay Term Loans in an amount equal to the Asset Sale Prepayment Percentage of such Net Cash Proceeds. With respect to any Net Cash Proceeds realized or received with respect to any disposition or Recovery Event that, in either case, is subject to the application of the immediately preceding sentence in this Section 3.02(c)(i), at the option of the Parent or any of its Subsidiaries, the Parent or any of its Subsidiaries may (in lieu of making a prepayment pursuant to the foregoing provisions) elect to (I) reinvest an amount equal to all or any portion of such Net Cash Proceeds in assets used or useful for the business of the Parent and its Subsidiaries (1) within eighteen months following receipt of such Net Cash Proceeds or (2) if the Parent or any of its Subsidiaries enters into a legally binding commitment to reinvest such Net Cash Proceeds within eighteen months following receipt of such Net Cash Proceeds, no later than one hundred and eighty days after the end of such eighteen month period; provided that if any portion of such amount is not so reinvested by such dates, subject to clause (iii) below, an amount equal to 100% of any such Net Cash Proceeds shall be applied within ten Business Days after such dates to the prepayment of the Term Loans as set forth in the immediately preceding sentence.
