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so requires, any person accepting an assignment of the rights of Lessor hereunder, and their
<br /> respective successors, assigns, agents, and servants, and with respect to any indemnification
<br /> provisions hereof, Lessor and any holder of obligations of Lessor issued in connection with this
<br /> Agreement, and their respective successors, assigns, agents, and servants, shall each be entitled
<br /> to indemnification hereunder without regard to the actions of any other person hereunder.
<br /> 36.Assi ng ment. (a) Without Lessor's prior consent, Lessee shall not either (i) assign,
<br /> transfer, pledge, hypothecate, grant any security interest in or otherwise dispose of this
<br /> Agreement or the Equipment or any interest in this Agreement or said Equipment, or (ii) lease or
<br /> lend the Equipment or permit it to be used by anyone other than Lessee or Lessee's employees.
<br /> Lessor may, without the consent of Lessee, assign its rights, title and interest in and to this
<br /> Agreement, and all attachments hereto including the Purchase Order(s), to various
<br /> assignee/investors or their agents or trustees, and/or grant or assign a security interest in this
<br /> Agreement or the Equipment, in whole or in part and its assignee may reassign this Agreement.
<br /> Lessee agrees that this Agreement may become a part of a pool of contract obligations at
<br /> Lessor's option, and Lessor or its assignees may assign or further assign either the entire pool or
<br /> a fractionalized interest therein. Each such assignee shall have all of the rights of Lessor under
<br /> this Agreement. Lessee shall recognize and acknowledge each such assignment and/or security
<br /> interest. Subject to the foregoing, this Agreement inures to the benefit of and is binding upon the
<br /> heirs, executors, administrators, successors and assignees of the parties hereto.
<br /> (b) This Agreement and any interest herein may be transferred only through a book
<br /> entry system as prescribed by Section 149(a) of the Code, as the same may be amended from
<br /> time to time. During the term of this Agreement, Lessee shall keep a complete and accurate
<br /> record of all assignments and other transfers in form and substance necessary to comply with
<br /> Section 149(a) of the Code. Upon assignment of Lessor's interest herein, Lessor will cause
<br /> written notice of such assignment to be sent to Lessee and, upon receipt of such notice of
<br /> assignment, Lessee shall: (i) acknowledge the same in writing to Lessor; and (ii) record the
<br /> assignment in Lessee's "book entry system" as that term is defined in Section 149(a) of the Code.
<br /> No further action will be required by Lessor or by Lessee to evidence the assignment. No such
<br /> assignment shall become effective without recordation of the assignment in said "book entry
<br /> system."
<br /> 37.Waivers: Cumulative Rights. No waiver by Lessor of any default shall be deemed
<br /> to be a waiver of any other then existing or subsequent default, nor shall any such waiver by
<br /> Lessor be deemed to be a continuing waiver. No delay or omission by Lessor in exercising any
<br /> right,power, privilege, or remedy hereunder, or at law or in equity, or otherwise shall impair any
<br /> such right, or be construed as a waiver thereof or any acquiescence therein, nor shall any single
<br /> or partial exercise of any right preclude other or further exercise thereof, or the exercise of any
<br /> other right. All rights shall be cumulative of and in addition to all other rights, and may be
<br /> exercised from time to time, and as often as may be deemed expedient by Lessor.
<br /> 38.Governing Law. The substantive laws of the State of Arkansas shall govern the
<br /> validity, construction, enforcement, and interpretation of this Agreement, the rights and remedies
<br /> of the parties hereunder, and the ownership rights in and to the Equipment.
<br /> (, 39.Right to Perform Covenants. If Lessee shall fail to make any payment or perform
<br /> any act required to be made or performed by Lessee hereunder, Lessor, without waiving or
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