Demo Unit Agreement

2.1 Next Level retains all right, title and ownership rights in the Equipment, unless such Equipment is purchased by the Recipient. The Recipient hereby appoints and appoints Next Level as effective counsel for the sole purpose of executing and submitting, on behalf of the Recipient, UCC-1 funding statements (and all corresponding modifications) or fixed filings, other legal documents, including this Agreement, as required by Next Level for protection purposes, in order to prove the permanent right, title and ownership of Next Level of the equipment. At Next Level`s request, the recipient affixes any labels or marks provided by Next Level that attest to Next Level`s ownership of the device. Next Level may inspect the equipment from time to time. The recipient shall not sell, transfer, assign, mortgage or transfer the Equipment or any part or component thereof. The recipient understands and agrees that certain information relating to the device is confidential and does not transmit information about the device to third parties without the prior written consent of Next Level. 9.1 NO ASSIGNMENT: Neither this Agreement nor any rights, privileges, licenses or obligations set forth therein may be assigned, transferred or shared by the Recipient without the prior written consent of Next Level, and any such assignment or transfer is not valid. Any merger, consolidation, reorganization, transfer of all the assets of the beneficiary or any other change in the control or ownership of the beneficiary shall be considered an assignment within the meaning of this Agreement. 9.2 GLOBAL AGREEMENT: This Agreement and the attached Annexes, if any, include the entire agreement between the Parties concerning their subject matter and supersede all prior oral or written notices, assurances or agreements.

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