(i) No later than the third Business Day following the date of receipt by Borrower or any of its Subsidiary Guarantors, or Administrative Agent as loss payee, of (i) any Prepayment Insurance/Condemnation Proceeds or (ii) any Net Insurance/Condemnation Proceeds (other than Prepayment Insurance/Condemnation Proceeds or Excluded Insurance/Condemnation Proceeds), Borrower shall prepay the Term Loans as set forth in Section 2.14(b) ( Application of Mandatory Prepayments ) in an aggregate amount equal to the Prepayment Insurance/Condemnation Proceeds or the Net Insurance/Condemnation Proceeds (other than Prepayment Insurance/Condemnation Proceeds or Excluded Insurance/Condemnation Proceeds); provided that the Borrower shall have the option, directly or through one or more of its Subsidiary Guarantors, to use any such Net Insurance/Condemnation Proceeds to (A) repay Permitted Debt of the Credit Party that received such Net Insurance/Condemnation Proceeds so long as no Default or Event of Default has occurred and is continuing or (B) repair, restore or replace the applicable damaged or destroyed assets, if each of the conditions in Section 5.5(d) ( Insurance ) is satisfied to the reasonable satisfaction of the Administrative Agent (in consultation with the Independent Engineer and the Insurance Advisor) or waived by the Requisite Lenders within ninety (90) days of the applicable Event of Loss or Event of Taking.