Common use of Assurance of Payment Clause in Contracts

Assurance of Payment. 3.1 Upon request by AT&T OKLAHOMA, CLEC will provide AT&T OKLAHOMA with adequate assurance of payment of amounts due (or to become due) to AT&T OKLAHOMA. 3.2 Assurance of payment may be requested by AT&T OKLAHOMA if: 3.2.1 at the Effective Date CLEC had not already established satisfactory credit by having made a least twelve (12) consecutive months of timely payments to AT&T OKLAHOMA for charges incurred as a CLEC; or 3.2.2 CLEC fails to timely pay a bill rendered to CLEC by AT&T OKLAHOMA (except such portion of a bill that is subject to a good faith, bona fide dispute and as to which CLEC has complied with all requirements set forth in Section 13.4); or 3.2.3 when AT&T OKLAHOMA sends CLEC the second delinquency notification during the most recent twelve (12) months; or 3.2.4 when AT&T OKLAHOMA suspends CLEC's ability to process orders in accordance with Section 14.4.1; or 3.2.5 when CLEC files for protection under the bankruptcy laws; or when an involuntary petition in bankruptcy is filed against CLEC and is not dismissed within sixty (60) days; or 3.2.6 when this Agreement expires or terminates. 3.3 The Cash Deposit or Letter of Credit must be in an amount equal to two (2) months anticipated charges (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), as reasonably determined by AT&T OKLAHOMA, for the Interconnection, Resale Services, Unbundled Network Elements, Collocation or any other functions, facilities, products or services to be furnished by AT&T OKLAHOMA under this Agreement. 3.4 To the extent that a CLEC elects to make a Cash Deposit, the Parties intend that the provision of such Cash Deposit shall constitute the grant of a security interest in the Cash Deposit pursuant to Article 9 of the Uniform Commercial Code in effect in any relevant jurisdiction. 3.4.1 For the purposes of this Section, interest will be calculated as specified in Section 9.2.1 and shall be credited to CLEC’s account at the time that the cash deposit is credited to CLEC's account. 3.4.2 So long as CLEC maintains timely compliance with its payment obligations, AT&T OKLAHOMA will not increase the deposit amount required. If CLEC fails to maintain timely compliance with its payment obligations, AT&T OKLAHOMA reserves the right to require additional deposit(s) in accordance with this Section 3. 3.5 If during the first six (6) months of operations, CLEC has been sent one delinquency notification letter by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.5.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.6 Throughout the Term, any time CLEC has been sent two (2) delinquency notification letters by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.6.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.7 Whenever a deposit is re-evaluated as specified in Section 3.5 or Section 3.6, such deposit shall be calculated in an amount equal to the average billing to CLEC for a two (2) month period. The most recent three (3) months billing on all of CLEC’s CBAs and BANs for Resale Services or Network Elements within that state shall be used to calculate CLEC’s monthly average. 3.7.1 After calculating the amount equal to the average billing to CLEC for a two (2) month period in Oklahoma, AT&T OKLAHOMA shall add the amount of any charges that would be applicable to transfer all of CLEC's then-existing End-Users of Resale Services to AT&T OKLAHOMA in the event of CLEC's disconnection for non-payment of charges. The resulting sum is the amount of the deposit. 3.8 If AT&T OKLAHOMA draws on the Letter of Credit or Cash Deposit, upon request by AT&T OKLAHOMA, CLEC will provide a replacement or supplemental letter of credit or cash deposit conforming to the requirements of Section 3.3. 3.9 Notwithstanding anything else set forth in this Agreement, if AT&T OKLAHOMA makes a request for assurance of payment in accordance with the terms of this Section, then AT&T OKLAHOMA shall have no obligation thereafter to perform under this Agreement until such time as CLEC has furnished AT&T OKLAHOMA with the assurance of payment requested; provided, however, that AT&T OKLAHOMA will permit CLEC a minimum of twelve (12) Business Days to respond to a request for assurance of payment before invoking this Section. 3.9.1 Any cash deposit requirement may be satisfied in whole or in part with an irrevocable bank letter of credit acceptable to AT&T OKLAHOMA, or a surety bond underwritten by a company approved by the Oklahoma Insurance Department to underwrite such surety bonds. No interest shall be paid by AT&T OKLAHOMA for any portion of the deposit requirement satisfied by an irrevocable bank letter of credit or surety bond. AT&T OKLAHOMA may demand payment from the issuing bank or bonding company of any irrevocable bank letter of credit or surety bond upon the occurrence of any of the events listed in Section 3.2.3 through 3.2.6. 3.10 The fact that AT&T OKLAHOMA holds either a cash deposit or irrevocable bank letter of credit does not relieve CLEC from timely compliance with its payment obligations under this Agreement.

Assurance of Payment. 3.1 Upon request by AT&T OKLAHOMAARKANSAS, CLEC will provide AT&T OKLAHOMA ARKANSAS with adequate assurance of payment of amounts due (or to become due) to AT&T OKLAHOMAARKANSAS. 3.2 Assurance of payment may be requested by AT&T OKLAHOMA ARKANSAS if: 3.2.1 at the Effective Date CLEC had not already established satisfactory credit by having made a least twelve (12) consecutive months of timely payments to AT&T OKLAHOMA ARKANSAS for charges incurred as a CLEC. 3.2.2 in AT&T ARKANSAS’ reasonable judgment, at the Effective Date or at any time thereafter, there has been an impairment of the established credit, financial health, or credit worthiness of CLEC. Such impairment will be determined from information available from financial sources, including but not limited to Moody's, Standard and Poor's, and the Wall Street Journal. Financial information about CLEC that may be considered includes, but is not limited to, investor warning briefs, rating downgrades, and articles discussing pending credit problems; or 3.2.2 3.2.3 CLEC fails to timely pay a bill rendered to CLEC by AT&T OKLAHOMA ARKANSAS (except such portion of a bill that is subject to a good faith, bona fide dispute and as to which CLEC has complied with all requirements set forth in Section 13.4); or 3.2.3 when AT&T OKLAHOMA sends 3.2.4 CLEC the second delinquency notification during the most recent twelve admits its inability to pay its debts as such debts become due, has commenced a voluntary case (12or has had an involuntary case commenced against it) months; or 3.2.4 when AT&T OKLAHOMA suspends CLEC's ability to process orders in accordance with Section 14.4.1; or 3.2.5 when CLEC files for protection under the bankruptcy laws; U.S. Bankruptcy Code or when any other law relating to insolvency, reorganization, winding-up, composition or adjustment of debts or the like, has made an involuntary petition in bankruptcy assignment for the benefit of creditors or is filed against CLEC and is not dismissed within sixty (60) days; or 3.2.6 when this Agreement expires subject to a receivership or terminatessimilar proceeding. 3.3 Unless otherwise agreed by the Parties, the assurance of payment will, at AT&T ARKANSAS’ option, consist of: 3.3.1 a cash security deposit in U.S. dollars held by AT&T ARKANSAS (“Cash Deposit”) or 3.3.2 an unconditional, irrevocable standby bank letter of credit from a financial institution acceptable to AT&T ARKANSAS naming AT&T ARKANSAS as the beneficiary thereof and otherwise in form and substance satisfactory to AT&T ARKANSAS (“Letter of Credit”). 3.4 The Cash Deposit or Letter of Credit must be in an amount equal to two (2) months anticipated charges (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), as reasonably determined by AT&T OKLAHOMAARKANSAS, for the Interconnection, Resale Services, Unbundled unbundled Network Elements, Collocation or any other functions, facilities, products or services to be furnished by AT&T OKLAHOMA ARKANSAS under this Agreement. 3.4 3.5 To the extent that a CLEC AT&T ARKANSAS elects to make require a Cash Deposit, the Parties intend that the provision of such Cash Deposit shall constitute the grant of a security interest in the Cash Deposit pursuant to Article 9 of the Uniform Commercial Code in effect in any relevant jurisdiction. 3.4.1 For the purposes 3.6 A Cash Deposit will accrue simple interest, however, AT&T ARKANSAS will not pay interest on a Letter of this Section, interest will be calculated as specified in Section 9.2.1 and shall be credited to CLEC’s account at the time that the cash deposit is credited to CLEC's accountCredit. 3.4.2 So long 3.7 AT&T ARKANSAS may, but is not obligated to, draw on the Letter of Credit or the Cash Deposit, as CLEC maintains timely compliance with its payment obligationsapplicable, AT&T OKLAHOMA will not increase upon the deposit amount required. If CLEC fails to maintain timely compliance with its payment obligations, AT&T OKLAHOMA reserves occurrence of any one of the right to require additional deposit(s) in accordance with this Section 3. 3.5 If during the first six (6) months of operations, CLEC has been sent one delinquency notification letter by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing averagefollowing events: 3.5.1 for 3.7.1 CLEC owes AT&T OKLAHOMA for a two ARKANSAS undisputed charges under this Agreement that are more than thirty (230) month period exceeds the deposit amount heldcalendar days past due; or 3.6 Throughout 3.7.2 CLEC admits its inability to pay its debts as such debts become due, has commenced a voluntary case (or has had an involuntary case commenced against it) under the TermU.S. Bankruptcy Code or any other law relating to insolvency, any time CLEC reorganization, winding-up, composition or adjustment of debts or the like, has been sent two (2) delinquency notification letters by AT&T OKLAHOMA, made an assignment for the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.6.1 for AT&T OKLAHOMA for benefit of creditors or is subject to a two (2) month period exceeds the deposit amount heldreceivership or similar proceeding; or 3.7 Whenever a deposit is re-evaluated as specified in Section 3.5 3.7.3 The expiration or Section 3.6, such deposit shall be calculated in an amount equal to the average billing to CLEC for a two (2) month period. The most recent three (3) months billing on all termination of CLEC’s CBAs and BANs for Resale Services or Network Elements within that state shall be used to calculate CLEC’s monthly average. 3.7.1 After calculating the amount equal to the average billing to CLEC for a two (2) month period in Oklahoma, AT&T OKLAHOMA shall add the amount of any charges that would be applicable to transfer all of CLEC's then-existing End-Users of Resale Services to AT&T OKLAHOMA in the event of CLEC's disconnection for non-payment of charges. The resulting sum is the amount of the depositthis Agreement. 3.8 If AT&T OKLAHOMA ARKANSAS draws on the Letter of Credit or Cash Deposit, upon request by AT&T OKLAHOMAARKANSAS, CLEC will provide a replacement or supplemental letter of credit or cash deposit conforming to the requirements of Section 3.3. 3.9 Notwithstanding anything else set forth in this Agreement, if AT&T OKLAHOMA ARKANSAS makes a request for assurance of payment in accordance with the terms of this Section, then AT&T OKLAHOMA ARKANSAS shall have no obligation thereafter to perform under this Agreement until such time as CLEC has furnished AT&T OKLAHOMA ARKANSAS with the assurance of payment requested; provided, however, that AT&T OKLAHOMA ARKANSAS will permit CLEC a minimum of twelve ten (1210) Business Days to respond to a request for assurance of payment before invoking this Section. 3.9.1 Any cash deposit requirement If CLEC fails to furnish the requested adequate assurance of payment on or before the date set forth in the request, AT&T ARKANSAS may be satisfied in whole or in part with an irrevocable bank letter of credit acceptable to AT&T OKLAHOMA, or a surety bond underwritten by a company approved by also invoke the Oklahoma Insurance Department to underwrite such surety bonds. No interest shall be paid by AT&T OKLAHOMA for any portion of the deposit requirement satisfied by an irrevocable bank letter of credit or surety bond. AT&T OKLAHOMA may demand payment from the issuing bank or bonding company of any irrevocable bank letter of credit or surety bond upon the occurrence of any of the events listed provisions set forth in Section 3.2.3 through 3.2.614. 3.10 The fact that a Cash Deposit or Letter of Credit is requested by AT&T OKLAHOMA holds either a cash deposit or irrevocable bank letter of credit does not ARKANSAS shall in no way relieve CLEC from timely compliance with its all payment obligations under this AgreementAgreement (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), nor does it constitute a waiver or modification of the terms of this Agreement pertaining to disconnection or re-entry for non-payment of any amounts required to be paid hereunder.

Assurance of Payment. 3.1 Upon request by AT&T OKLAHOMA, CLEC will provide AT&T OKLAHOMA with adequate assurance of payment of amounts due (or to become due) to AT&T OKLAHOMA. 3.2 Assurance of payment may be requested by AT&T OKLAHOMA if: 3.2.1 at the Effective Date CLEC had not already established satisfactory credit by having made a least twelve (12) consecutive months of timely payments to AT&T OKLAHOMA for charges incurred as a CLEC; or 3.2.2 CLEC fails to timely pay a bill rendered to CLEC by AT&T OKLAHOMA (except such portion of a bill that is subject to a good faith, bona fide dispute and as to which CLEC has complied with all requirements set forth in Section 13.4); or 3.2.3 when AT&T OKLAHOMA sends CLEC the second delinquency notification during the most recent twelve (12) months; or 3.2.4 when AT&T OKLAHOMA suspends CLEC's ability to process orders in accordance with Section 14.4.1; or 3.2.5 when CLEC files for protection under the bankruptcy laws; or when an involuntary petition in bankruptcy is filed against CLEC and is not dismissed within sixty (60) days; or 3.2.6 when this Agreement expires or terminates. 3.3 The Cash Deposit or Letter of Credit must be in an amount equal to two (2) months anticipated charges (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), as reasonably determined by AT&T OKLAHOMA, for the Interconnection, Resale Services, Unbundled Network Elements, Collocation or any other functions, facilities, products or services to be furnished by AT&T OKLAHOMA under this Agreement. 3.4 To the extent that a CLEC elects to make a Cash Deposit, the Parties intend that the provision of such Cash Deposit shall constitute the grant of a security interest in the Cash Deposit pursuant to Article 9 of the Uniform Commercial Code in effect in any relevant jurisdiction. 3.4.1 For the purposes of this Section, interest will be calculated as specified in Section 9.2.1 and shall be credited to CLEC’s account at the time that the cash deposit is credited to CLEC's account. 3.4.2 So long as CLEC maintains timely compliance with its payment obligations, AT&T OKLAHOMA will not increase the deposit amount required. If CLEC fails to maintain timely compliance with its payment obligations, AT&T OKLAHOMA reserves the right to require additional deposit(s) in accordance with this Section 3. 3.5 If during the first six (6) months of operations, CLEC has been sent one delinquency notification letter by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.5.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.6 Throughout the Term, any time CLEC has been sent two (2) delinquency notification letters by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.6.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.7 Whenever a deposit is re-evaluated as specified in Section 3.5 or Section 3.6, such deposit shall be calculated in an amount equal to the average billing to CLEC for a two (2) month period. The most recent three (3) months billing on all of CLEC’s CBAs and BANs for Resale Services or Network Elements within that state shall be used to calculate CLEC’s monthly average. 3.7.1 After calculating the amount equal In no event will FullTel be subject to the an assurance of payment to AT&T OKLAHOMA that exceeds two months’ projected average billing to CLEC for a two (2) month period in Oklahoma, by AT&T OKLAHOMA shall add to FullTel, less the amount of any charges that would be applicable to transfer all of CLEC's then-existing End-Users of Resale Services ▇▇▇▇▇▇▇▇ by FullTel to AT&T OKLAHOMA in OKLAHOMA. If AT&T owes FullTel more than $500,000, then a deposit would not be required until such time as the event of CLEC's disconnection for non-payment of charges. The resulting sum outstanding balance is the amount of the depositreduced below this amount. 3.8 If AT&T OKLAHOMA draws on the Letter of Credit or Cash Deposit, upon request by AT&T OKLAHOMA, CLEC will provide a replacement or supplemental letter of credit or cash deposit conforming to the requirements of Section 3.3. 3.9 Notwithstanding anything else set forth in this Agreement, if AT&T OKLAHOMA makes a request for assurance of payment in accordance with the terms of this Section, then AT&T OKLAHOMA shall have no obligation thereafter to perform under this Agreement until such time as CLEC has furnished AT&T OKLAHOMA with the assurance of payment requested; provided, however, that AT&T OKLAHOMA will permit CLEC a minimum of twelve (12) Business Days to respond to a request for assurance of payment before invoking this Section. 3.9.1 Any cash deposit requirement may be satisfied in whole or in part with an irrevocable bank letter of credit acceptable to AT&T OKLAHOMA, or a surety bond underwritten by a company approved by the Oklahoma Insurance Department to underwrite such surety bonds. No interest shall be paid by AT&T OKLAHOMA for any portion of the deposit requirement satisfied by an irrevocable bank letter of credit or surety bond. AT&T OKLAHOMA may demand payment from the issuing bank or bonding company of any irrevocable bank letter of credit or surety bond upon the occurrence of any of the events listed in Section 3.2.3 through 3.2.6. 3.10 The fact that AT&T OKLAHOMA holds either a cash deposit or irrevocable bank letter of credit does not relieve CLEC from timely compliance with its payment obligations under this Agreement.

Assurance of Payment. 3.1 Upon request by AT&T OKLAHOMA, CLEC will provide AT&T OKLAHOMA with adequate assurance of payment of amounts due (or to become due) to AT&T OKLAHOMA. 3.2 Assurance of payment may be requested by AT&T OKLAHOMA if: 3.2.1 at the Effective Date CLEC had not already established satisfactory credit by having made a least twelve (12) consecutive months of timely payments to AT&T OKLAHOMA for charges incurred as a CLEC; or 3.2.2 CLEC fails to timely pay a bill rendered to CLEC by AT&T OKLAHOMA (except such portion of a bill that is subject to a good faith, bona fide dispute and as to which CLEC has complied with all requirements set forth in Section 13.4); or 3.2.3 when AT&T OKLAHOMA sends CLEC the second delinquency notification during the most recent twelve (12) months; or 3.2.4 when AT&T OKLAHOMA suspends CLEC's ability to process orders in accordance with Section 14.4.1; or 3.2.5 when CLEC files for protection under the bankruptcy laws; or when an involuntary petition in bankruptcy is filed against CLEC and is not dismissed within sixty (60) days; or 3.2.6 when this Agreement expires or terminates. 3.3 The Cash Deposit or Letter of Credit must be in an amount equal to two (2) months anticipated charges (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), as reasonably determined by AT&T OKLAHOMA, for the Interconnection, Resale Services, Unbundled Network Elements, Collocation or any other functions, facilities, products or services to be furnished by AT&T OKLAHOMA under this Agreement. 3.4 To the extent that a CLEC elects to make a Cash Deposit, the Parties intend that the provision of such Cash Deposit shall constitute the grant of a security interest in the Cash Deposit pursuant to Article 9 of the Uniform Commercial Code in effect in any relevant jurisdiction. 3.4.1 For the purposes of this Section, interest will be calculated as specified in Section 9.2.1 and shall be credited to CLEC’s account at the time that the cash deposit is credited to CLEC's account. 3.4.2 So long as CLEC maintains timely compliance with its payment obligations, AT&T OKLAHOMA will not increase the deposit amount required. If CLEC fails to maintain timely compliance with its payment obligations, AT&T OKLAHOMA reserves the right to require additional deposit(s) in accordance with this Section 3. 3.5 If during the first six (6) months of operations, CLEC has been sent one delinquency notification letter by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.5.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.6 Throughout the Term, any time CLEC has been sent two (2) delinquency notification letters by AT&T OKLAHOMA, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.6.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.7 Whenever a deposit is re-evaluated as specified in Section 3.5 or Section 3.6, such deposit shall be calculated in an amount equal to the average billing to CLEC for a two (2) month period. The most recent three (3) months billing on all of CLEC’s CBAs and BANs for Resale Services or Network Elements within that state shall be used to calculate CLEC’s monthly average. 3.7.1 After calculating the amount equal In no event will Xspedius be subject to the an assurance of payment to AT&T OKLAHOMA that exceeds two months’ projected average billing to CLEC for a two (2) month period in Oklahoma, by AT&T OKLAHOMA shall add to Xspedius, less the amount of any charges that would be applicable to transfer all of CLEC's then-existing End-Users of Resale Services ▇▇▇▇▇▇▇▇ by ▇▇▇▇▇▇▇▇ to AT&T OKLAHOMA in OKLAHOMA. If AT&T owes Xspedius more than $500,000, then a deposit would not be required until such time as the event of CLEC's disconnection for non-payment of charges. The resulting sum outstanding balance is the amount of the depositreduced below this amount. 3.8 If AT&T OKLAHOMA draws on the Letter of Credit or Cash Deposit, upon request by AT&T OKLAHOMA, CLEC will provide a replacement or supplemental letter of credit or cash deposit conforming to the requirements of Section 3.3. 3.9 Notwithstanding anything else set forth in this Agreement, if AT&T OKLAHOMA makes a request for assurance of payment in accordance with the terms of this Section, then AT&T OKLAHOMA shall have no obligation thereafter to perform under this Agreement until such time as CLEC has furnished AT&T OKLAHOMA with the assurance of payment requested; provided, however, that AT&T OKLAHOMA will permit CLEC a minimum of twelve (12) Business Days to respond to a request for assurance of payment before invoking this Section. 3.9.1 Any cash deposit requirement may be satisfied in whole or in part with an irrevocable bank letter of credit acceptable to AT&T OKLAHOMA, or a surety bond underwritten by a company approved by the Oklahoma Insurance Department to underwrite such surety bonds. No interest shall be paid by AT&T OKLAHOMA for any portion of the deposit requirement satisfied by an irrevocable bank letter of credit or surety bond. AT&T OKLAHOMA may demand payment from the issuing bank or bonding company of any irrevocable bank letter of credit or surety bond upon the occurrence of any of the events listed in Section 3.2.3 through 3.2.6. 3.10 The fact that AT&T OKLAHOMA holds either a cash deposit or irrevocable bank letter of credit does not relieve CLEC from timely compliance with its payment obligations under this Agreement.

Assurance of Payment. 3.1 Upon request by AT&T OKLAHOMAAT&T, CLEC will provide AT&T OKLAHOMA with adequate assurance of payment of amounts due (or to become due) to AT&T OKLAHOMA.AT&T. 3.2 Assurance of payment may be requested by AT&T OKLAHOMA if: 3.2.1 at the Effective Date CLEC had not already established satisfactory credit by having made a least twelve (12) consecutive months of timely payments to AT&T OKLAHOMA for charges incurred as a CLEC; or 3.2.2 CLEC fails to timely pay a bill rendered to CLEC by AT&T OKLAHOMA (except such portion of a bill that is subject to a good faith, bona fide dispute and as to which CLEC has complied with all requirements set forth in Section 13.4); or 3.2.3 when AT&T OKLAHOMA sends CLEC the second delinquency notification during the most recent twelve (12) months; or 3.2.4 when AT&T OKLAHOMA suspends CLEC's ability to process orders in accordance with Section 14.4.1; or 3.2.5 when CLEC files for protection under the bankruptcy laws; or when an involuntary petition in bankruptcy is filed against CLEC and is not dismissed within sixty (60) days; or 3.2.6 when this Agreement expires or terminates. 3.3 The Cash Deposit or Letter of Credit must be in an amount equal to two (2) months anticipated charges (including, but not limited to, recurring, non-recurring and usage sensitive charges, termination charges and advance payments), as reasonably determined by AT&T OKLAHOMAAT&T, for the Interconnection, Resale Services, Unbundled Network Elements, Collocation or any other functions, facilities, products or services to be furnished by AT&T OKLAHOMA under this Agreement. 3.4 To the extent that a CLEC elects to make a Cash Deposit, the Parties intend that the provision of such Cash Deposit shall constitute the grant of a security interest in the Cash Deposit pursuant to Article 9 of the Uniform Commercial Code in effect in any relevant jurisdiction. 3.4.1 For the purposes of this Section, interest will be calculated as specified in Section 9.2.1 and shall be credited to CLEC’s account at the time that the cash deposit is credited to CLEC's account. 3.4.2 So long as CLEC maintains timely compliance with its payment obligations, AT&T OKLAHOMA will not increase the deposit amount required. If CLEC fails to maintain timely compliance with its payment obligations, AT&T OKLAHOMA reserves the right to require additional deposit(s) in accordance with this Section 3. 3.5 If during the first six (6) months of operations, CLEC has been sent one delinquency notification letter by AT&T OKLAHOMAAT&T, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.5.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.6 Throughout the Term, any time CLEC has been sent two (2) delinquency notification letters by AT&T OKLAHOMAAT&T, the deposit amount shall be re-evaluated based upon CLEC’s actual billing totals and shall be increased if CLEC’s actual billing average: 3.6.1 for AT&T OKLAHOMA for a two (2) month period exceeds the deposit amount held; or 3.7 Whenever a deposit is re-evaluated as specified in Section 3.5 or Section 3.6, such deposit shall be calculated in an amount equal to the average billing to CLEC for a two (2) month period. The most recent three (3) months billing on all of CLEC’s CBAs and BANs for Resale Services or Network Elements within that state shall be used to calculate CLEC’s monthly average. 3.7.1 After calculating the amount equal to the average billing to CLEC for a two (2) month period in OklahomaGeorgia, AT&T OKLAHOMA shall add the amount of any charges that would be applicable to transfer all of CLEC's then-existing End-Users of Resale Services to AT&T OKLAHOMA in the event of CLEC's disconnection for non-payment of charges. The resulting sum is the amount of the deposit. 3.8 If AT&T OKLAHOMA draws on the Letter of Credit or Cash Deposit, upon request by AT&T OKLAHOMAAT&T, CLEC will provide a replacement or supplemental letter of credit or cash deposit conforming to the requirements of Section 3.3. 3.9 Notwithstanding anything else set forth in this Agreement, if AT&T OKLAHOMA makes a request for assurance of payment in accordance with the terms of this Section, then AT&T OKLAHOMA shall have no obligation thereafter to perform under this Agreement until such time as CLEC has furnished AT&T OKLAHOMA with the assurance of payment requested; provided, however, that AT&T OKLAHOMA will permit CLEC a minimum of twelve (12) Business Days to respond to a request for assurance of payment before invoking this Section. 3.9.1 Any cash deposit requirement may be satisfied in whole or in part with an irrevocable bank letter of credit acceptable to AT&T OKLAHOMAAT&T, or a surety bond underwritten by a company approved by the Oklahoma Georgia Department of Insurance Department to underwrite such surety bonds. No interest shall be paid by AT&T OKLAHOMA for any portion of the deposit requirement satisfied by an irrevocable bank letter of credit or surety bond. AT&T OKLAHOMA may demand payment from the issuing bank or bonding company of any irrevocable bank letter of credit or surety bond upon the occurrence of any of the events listed in Section 3.2.3 through 3.2.6. 3.10 The fact that AT&T OKLAHOMA holds either a cash deposit or irrevocable bank letter of credit does not relieve CLEC from timely compliance with its payment obligations under this Agreement.