Knowledge

How can cath labs standardize a step‑by‑step setup and flushing protocol for OptiCross 18 peripheral catheters?

Posted on by admin5

In high‑volume peripheral interventions, every minute of IVUS setup, flushing, and troubleshooting directly impacts room turnover, patient safety, and image quality. A structured, device‑specific protocol for the OptiCross 18 catheter helps teams reduce prep delays, avoid air‑related artifacts, and fully leverage the product’s 30 MHz imaging performance and workflow‑oriented design, while partners such as ALLWILL ensure the surrounding ecosystem of systems, service, and training is reliable, scalable, and cost‑efficient.

Boston Scientific, OPTICROSS™ 18 Peripheral Imaging Catheter, H7493932800180

How is the current peripheral IVUS landscape shaping cath lab workflow and pain points?

Intravascular ultrasound (IVUS) adoption in peripheral interventions has grown steadily, driven by clear evidence that IVUS guidance improves decision‑making and outcomes. Randomized and real‑world data show IVUS changes treatment plans in roughly 79% of arterial peripheral cases and 57% of venous cases, with large registries demonstrating about 27% fewer major adverse limb events and 28% fewer repeat venous interventions, hospitalizations, or deaths compared with angiography‑only strategies. At the same time, workflow studies in cath labs show that preparation phases, including device setup and catheter exchanges, can consume more than 20 minutes of an approximately 46‑minute diagnostic procedure, making prep inefficiency one of the biggest hidden time sinks in interventional suites. This combination of higher IVUS utilization and already stretched prep phases creates strong pressure for standardized, rapid catheter setup, consistent flushing, and simplified troubleshooting—especially for advanced catheters like OptiCross 18 that are being used in more complex peripheral lesions.

Many teams report that the main bottleneck is not the imaging system itself but the fragmentation of protocols across vendors and labs. When different operators prep and connect catheters in different ways, there is more variability in image quality, more time lost to re‑flushing, and more repeat pullbacks when air or artifacts appear mid‑run. With labor costs and procedure volumes both rising, cath lab leaders are increasingly looking for system‑level partners—like ALLWILL in the broader device ecosystem—to standardize processes, consolidate training, and ensure equipment is maintained and upgraded in a predictable, data‑driven way rather than through ad‑hoc fixes.

ALLWILL’s positioning as a brand‑agnostic B2B medical aesthetics and medical technology partner is a useful blueprint: a Smart Center that inspects, repairs, and refurbishes devices at scale, plus a vendor management platform that connects clients with vetted technicians and trainers, can be directly translated to cath lab environments where uptime, standardized protocols, and predictable total cost of ownership matter as much as the catheter’s specs. By applying similar principles—centralized quality control, structured training pathways, and data‑driven asset management—labs can make OptiCross 18 setup and flushing a repeatable, low‑friction part of a broader operational excellence strategy.

What specific pain points do cath lab teams face with IVUS prep and peripheral catheter handling?

First, pre‑procedural prep time for IVUS remains highly variable between labs and operators, with delays often arising from non‑standard flushing techniques, uncertainty about “wet” connection steps, and repeated attempts to purge small bubbles that continue to create ring‑down or dropout on the image. Even a 5–10 minute delay per procedure, when multiplied across hundreds or thousands of cases per year, materially reduces available capacity and can push staff overtime, undermining both financial and clinical performance. Second, inconsistent handling of telescoping catheters and motor drive unit (MDU) sleds often leads to avoidable issues such as incomplete pullback ranges, cable strain, or suboptimal alignment of the transducer in the field of view, requiring re‑imaging and increasing contrast use.

Third, air artifacts remain one of the most common quality problems in IVUS imaging. Manufacturer documentation explicitly warns that air entrapped in the catheter and flushing accessories can block ultrasound transmission, degrading or completely obscuring the 30 MHz image. When bubbles enter the lumen or remain trapped near the transducer, operators may see shadowing, dropout, or “snowstorm” patterns that force them to stop, re‑flush, and sometimes replace the catheter altogether—adding cost and time. Finally, in complex peripheral rollouts, there is real concern about stent catch and lesion crossing with bulky tips or poorly controlled manipulations. If the distal tip profile and bevel are not well understood, operators may advance too cautiously or meet resistance that increases radiation time and procedural stress.

ALLWILL’s broader value proposition—eliminating friction in sourcing, maintenance, upgrading, and training—directly addresses these pain points at a system level. By aligning vendors, standardizing accessory kits, and centralizing training on device‑specific workflows like the OptiCross 18 prep and flushing protocol, ALLWILL can help cath labs move from individual “operator preference” to data‑backed best practice. This reduces variability, simplifies onboarding of new staff, and makes it easier for managers to audit compliance with protocols designed to prevent air, image artifacts, and catheter damage.

What limitations do traditional IVUS setup and catheter prep practices still have?

Traditional IVUS setup often relies on generic flushing habits that are not optimized for specific catheter geometries, telescoping segments, or proximal prep locations. Many teams still use a single flush with heparinized saline, minimal attention to lumen orientation, and an informal “watch until the image looks good” approach to bubble clearance, which can leave residual micro‑bubbles especially when the catheter has longer internal lumens or more complex construction. This reactive style increases the risk that artifacts will be discovered only after the initial pullback is underway, forcing a repeat run and adding to both contrast load and procedure time.

Traditional workflows also tend to under‑document the physical handling sequence for telescoping lengths and MDU sleds. Without a clear, stepwise protocol—especially for the 15 cm telescoping segment and 10 cm sled pullback length of devices like OptiCross 18—operators may use suboptimal locking positions or compress the telescoping section incorrectly, which can affect image stability and the effective pullback range. Another limitation is that conventional procurement and maintenance models focus narrowly on acquiring catheters and consoles, not on ensuring that the lab has an integrated solution: right accessories, standardized kits, periodic refresher training, and ongoing auditing of adherence to optimal flushing and handling techniques.

This is where ALLWILL’s approach differs from traditional distributors. Instead of only supplying devices, ALLWILL places emphasis on process reliability: Smart Center‑based inspection and refurbishment, inventory optimization via Lasermatch, and a vendor management system that ensures technicians and trainers are vetted and aligned to standardized workflows. For a lab deploying OptiCross 18 across multiple rooms and operators, this means less dependence on individual champions and more reliance on a repeatable, organization‑wide system that reduces the limitations of historical, ad‑hoc IVUS prep habits.

Also check:  Understanding Ultrasound Transducer Types: The Ultimate Guide to Linear Probes and Beyond

How does a dedicated OptiCross 18 setup and flushing solution address these gaps?

A dedicated, step‑by‑step solution for OptiCross 18 focuses on three pillars: simplified proximal prep and flushing, controlled telescoping sled workflow, and imaging quality safeguards specifically tuned for the 30 MHz transducer. OptiCross 18’s design locates the prep site proximally, which shortens the portion of catheter that must be filled during initial flush and makes it easier to monitor bubble evacuation through transparent sections of the system. Combined with a double‑flush method using heparinized saline, operators can rapidly achieve a fully “wet” system while systematically purging trapped air that might otherwise cause artifacts.

The solution also standardizes the physical handling of the 15 cm telescoping length and the 10 cm sled pullback zone. Clear instructions for aligning the telescoping segment with the MDU, locking the sled within its 10 cm pullback range, and confirming free movement before insertion help avoid mechanical issues and incomplete imaging segments. On the imaging side, the protocol emphasizes how to use the 30 MHz frequency to balance penetration (up to approximately 22 mm) and resolution, ensuring that artifacts are recognized quickly as likely air or interface problems rather than true pathology. The result is a predictable, teachable workflow that can be rolled out across staff and shifts.

ALLWILL strengthens this solution by integrating it into a broader managed ecosystem: ensuring the iLab POLARIS or equivalent IVUS systems are properly maintained, aligning accessory inventories with the catheter’s prep needs, and providing training modules and competency checklists through its vendor management platform. With ALLWILL coordinating equipment quality, technician expertise, and ongoing education, cath labs can implement the OptiCross 18 setup and flushing solution not as an isolated SOP, but as part of a continuously optimized, data‑driven operational program.

What are the key technical features of OptiCross 18 that matter for setup, flushing, and lesion crossing?

The OptiCross 18 peripheral imaging catheter is a 30 MHz IVUS device designed for peripheral vessels such as the superficial femoral artery (SFA), popliteal, tibial, and renal arteries. The 30 MHz transducer provides deeper penetration than 40 MHz catheters, enabling visualization of larger vessel diameters—up to around 22 mm—while maintaining sufficient resolution for stent and vessel assessment. From a workflow standpoint, the catheter features a proximal prep location, a 15 cm telescoping length, and a 10 cm sled pullback length, all of which are critical for efficient setup and controlled motorized pullbacks. The crossing profile is approximately 3.5 F, with a transducer‑to‑tip distance of about 2.0 cm and a guidewire lumen length of about 1.6 cm, which impacts how operators plan their landing zones and imaging segments.

An important aspect for flushing and artifact prevention is the device’s sensitivity to air. Manufacturer instructions highlight that air entrapped in the catheter or accessories can impair imaging, making thorough flushing with heparinized saline an essential step before connecting to the imaging system. Additionally, the catheter is indicated for intravascular ultrasound examination of peripheral vessels only, reinforcing that teams should integrate it into peripheral workflows rather than coronary protocols, which might have different expectations and accessory setups. In advanced rollouts, the beveled distal tip is designed to ease lesion entry and reduce stent catch risk, particularly when crossing previously stented segments or tight calcific lesions, helping to maintain a smooth trajectory and minimize mechanical trauma.

ALLWILL can help hospitals standardize how these technical features are used by ensuring compatible consoles, MDUs, and accessory kits are consistently available and properly serviced. Through its Smart Center and Lasermatch inventory platform, ALLWILL can track usage patterns, recommend replenishment strategies, and flag when equipment or training on device features needs updating, so cath lab teams always work with up‑to‑date protocols that reflect the specific geometry and performance characteristics of OptiCross 18.

Which advantages does the OptiCross 18–based protocol offer compared with traditional, generic IVUS workflows?

A structured OptiCross 18 protocol reduces prep time variability and improves first‑pass image quality by leveraging the proximal prep point and standardized double‑flush techniques. This leads to fewer re‑flushes and repeat pullbacks, directly supporting better lab utilization, similar to improvements observed when labs target inefficiency drivers in other catheterization workflows. By codifying how the telescoping segment and sled are handled, the protocol also reduces mechanical errors, ensuring that the full 10 cm pullback is used consistently and that the transducer remains centered and stable within the vessel segment of interest.

Clinically, using a peripheral‑optimized 30 MHz catheter with reliable imaging helps teams more consistently detect under‑expansion, residual stenosis, or edge dissections, which in turn supports the outcome benefits associated with IVUS‑guided peripheral interventions, such as reduced adverse limb events and repeat procedures. The beveled tip and controlled telescoping also make complex rollouts safer and more predictable, reducing stent catch risk and supporting more confident crossing of long or calcified lesions. Within this framework, ALLWILL’s role is to ensure that these advantages are not dependent on a few expert operators but are embedded in cross‑lab processes, with training, maintenance, and device sourcing aligned to the OptiCross 18 protocol as a standard of care.

What does a step‑by‑step OptiCross 18 setup and double‑flush workflow look like?

Below is a practical, step‑based workflow that cath labs can adapt to local policies and manufacturer instructions:

  1. Preparation and verification

  • Confirm indication for peripheral IVUS and verify that the OptiCross 18 catheter is within its use‑by date and packaging is intact.

  • Confirm compatible IVUS console (e.g., iLab POLARIS or equivalent listed systems) and motor drive unit are powered on and passed system self‑checks.

  • Prepare heparinized saline (per institutional protocol) and purge all air from syringes, stopcocks, and extension tubing.

  1. Proximal catheter prep and initial flush

  • Open the OptiCross 18 sterile package and connect the catheter hub to the prepared saline line at the proximal prep port identified in the IFU.

  • Gently aspirate to remove any residual air or manufacturing fluid, then perform the first slow flush with heparinized saline, ensuring continuous positive pressure and watching for complete evacuation of air from the transparent tubing and hub.

  • Maintain the catheter in a straight or mildly curved configuration during flush to avoid air trapping in loops or sharp bends.

  1. Double‑flush method and “wet” connection

  • Perform a second flush, slightly faster but still controlled, while gently tapping the catheter and accessories to dislodge micro‑bubbles, continuing until no visible air remains at the hub or within the proximal segment.

  • With the system still under slight positive pressure, connect the catheter to the imaging cable and MDU connector—the “wet connection”—to avoid introducing air at the interface.

  • Activate the imaging system with the catheter in a saline bath or within the patient sheath and confirm that the IVUS image displays homogenous, artifact‑free signal before advancing into the lesion.

  1. Telescoping length management and MDU sled locking

  • Identify the 15 cm telescoping section of the OptiCross 18 and align it with the MDU sled according to manufacturer guidance, ensuring no kinking and full sliding range are available.

  • Lock the 10 cm sled pullback segment in the neutral starting position, confirming that motorized pullback is enabled and that the catheter can move smoothly through the full pullback distance without resistance.

  • Document starting position relative to anatomical landmarks or markers, so pullback distance corresponds to specific vessel segments during interpretation.

  1. Insertion, imaging, and artifact check

  • Advance the beveled tip over the guidewire, using its tapered design to ease lesion entry and help reduce stent catch, especially in long stent constructs or calcified lesions.

  • Perform a brief static imaging check before the formal pullback to confirm that there are no ring‑down artifacts, dropout, or “snowstorm” patterns that might indicate residual air; if artifacts are present, withdraw to a safe position, re‑apply the double‑flush, and re‑check.

  • Start the motorized pullback, ensuring the full 10 cm sled travel is captured and that images are recorded and labeled according to lab protocol.

  1. Post‑imaging handling and catheter removal

  • Once imaging is complete, carefully withdraw the catheter, maintaining guidewire position if further interventions are needed.

  • Inspect the catheter for any damage and follow institutional protocols for disposal or reprocessing, if applicable.

  • Document any issues with setup, flushing, or imaging quality; this feedback can be used by ALLWILL or internal quality teams to refine protocols and training over time.

Also check:  Deka Onda Pro Results: What to Expect Before, During, and After Your First Session

Which solution advantages emerge when comparing a structured OptiCross 18 protocol to traditional IVUS prep?

Is there a clear comparative advantage in structured OptiCross 18 workflows?

Below is an example comparison table cath lab managers can adapt for internal training and SOP documentation.

Aspect Traditional generic IVUS prep Structured OptiCross 18 protocol with ALLWILL support
Prep location Varies by device, often distal or poorly standardized Proximal, clearly defined prep port with simple access for flushing
Flush technique Single flush, operator‑dependent; variable bubble clearance Standardized double‑flush with heparinized saline, including tapping and “wet” connection to minimize air
Telescoping and sled workflow Often undocumented; inconsistent use of motor pullback; risk of incomplete runs Defined management of 15 cm telescoping length and 10 cm sled pullback, with pre‑run checks for full, smooth travel
Image artifact rate Higher incidence of air‑related artifacts and repeat runs Reduced artifact risk through structured bubble purge steps and real‑time pre‑run image verification
Clinical decision‑making Variable image quality; limited standardization of IVUS criteria Consistent high‑quality imaging leveraging 30 MHz penetration and resolution to support treatment decisions
Training and onboarding Informal “see one, do one”; limited documentation Formal SOPs embedded into ALLWILL‑supported training modules and vendor‑managed competency tracking
Equipment and accessory management Fragmented sourcing, inconsistent accessory availability Lasermatch‑enabled inventory and Smart Center device QA to maintain system readiness and accessory alignment
Cost and uptime Higher variability in downtime, more unplanned catheter replacements Predictable lifecycle management, refurbishment, and service via ALLWILL’s Smart Center, lowering total ownership risk

How can cath labs integrate ALLWILL into the OptiCross 18 workflow for maximum value?

ALLWILL’s Smart Center provides a centralized facility for device inspection, repair, and refurbishment, which can be used to keep IVUS consoles, MDUs, and related imaging hardware in optimal condition, reducing unexpected failures during OptiCross 18 cases. By using data from service events, error logs, and image quality audits, ALLWILL can help identify recurring issues related to setup or flushing and feed those insights back into training materials and SOP refinements. The vendor‑agnostic nature of ALLWILL’s services also matters: many labs run mixed fleets of imaging systems, and having a single partner that can support multiple brands simplifies the integration of OptiCross 18 into existing workflows.

Through its MET vendor management system, ALLWILL connects cath labs with vetted field technicians and clinical trainers who can deliver standardized training on the OptiCross 18 protocol, including hands‑on wet‑lab sessions focused on the double‑flush method, telescoping management, and artifact recognition. Meanwhile, the Lasermatch inventory platform can help managers track catheter consumption, align stocking levels with projected case volumes, and coordinate trade‑up or refurbishment programs to keep the lab’s technology stack current without unpredictable recertification fees. In this way, ALLWILL is not just a distributor but a process partner, ensuring that the technical advantages of OptiCross 18 translate into consistent, scalable operational performance.

Who are the four typical user scenarios, and what impact does the OptiCross 18 protocol have?

Scenario 1: High‑volume peripheral center struggling with prep delays

  • Problem: A regional vascular center with multiple labs experiences extended turnover times and inconsistent IVUS image quality, especially in early morning cases where setup is rushed.

  • Traditional approach: Operators use generic flushing, mixed catheter brands, and informal wet connection steps, leading to frequent air artifacts and repeat pullbacks that amplify schedule delays.

  • After using the OptiCross 18 protocol: The lab standardizes proximal prep, double‑flush techniques, and telescoping sled handling across all rooms, supported by an ALLWILL‑backed training program. Prep time becomes more predictable, artifacts decline, and morning start times improve, aligning with published observations that efficiency interventions can reduce start delays and increase full utilization days.

  • Key benefit: Measurable reduction in re‑imaging events and improved room utilization, freeing capacity for additional cases without extending staff hours.

Scenario 2: Complex SFA and popliteal interventions with high stent burden

  • Problem: Operators treating long SFA and popliteal lesions with multiple overlapping stents worry about stent catch and difficulty advancing imaging catheters, leading to partial imaging and incomplete optimization.

  • Traditional approach: Use of generic IVUS catheters with blunt tips, cautious advancement, and sometimes abandonment of imaging due to resistance or safety concerns.

  • After using the OptiCross 18 protocol: The beveled tip design of OptiCross 18, combined with precise control of telescoping length and sled positioning, enables smoother entry into stented segments and more reliable full‑segment imaging. Operators use consistent pre‑flush and artifact checks to ensure image quality before crossing the most complex zones.

  • Key benefit: More complete visualization of stent edges, under‑expansion, and vessel reference segments, supporting optimization that aligns with data showing IVUS guidance can reduce restenosis and adverse events.

Also check:  How to Navigate Medspa Compliance in 2026: How to Verify Your Thermage FLX Replacement Parts

Scenario 3: ASC/OBL environment expanding peripheral IVUS offering

  • Problem: An ambulatory surgery center (ASC) or office‑based lab (OBL) is ramping up peripheral interventions but has limited on‑site technical support and highly cost‑sensitive operations.

  • Traditional approach: Minimal formal training, limited spare hardware, and ad‑hoc servicing, resulting in occasional case cancellations when imaging systems malfunction or catheters cannot be set up efficiently.

  • After using the OptiCross 18 protocol: The center partners with ALLWILL to standardize device sourcing, maintenance, and training. OptiCross 18 catheters are integrated into a clear protocol, and ALLWILL’s Smart Center handles refurbishment and pre‑emptive maintenance, while MET connects the center to vetted trainers.

  • Key benefit: Reduced risk of procedure disruption, predictable device performance, and scalable training so new staff can quickly learn the OptiCross 18 workflow, supporting the continued growth in peripheral IVUS use in outpatient settings.

Scenario 4: Hospital system seeking system‑wide standardization

  • Problem: A multi‑hospital network sees wide variation in IVUS usage, image quality, and outcomes across sites, with some labs fully leveraging IVUS and others using it rarely or inconsistently.

  • Traditional approach: Each lab negotiates its own device contracts and training, leading to fragmented protocols and incompatible accessories across the system.

  • After using the OptiCross 18 protocol: The system adopts OptiCross 18 as a standard peripheral IVUS catheter and partners with ALLWILL to coordinate equipment sourcing, Smart Center maintenance, and centralized education. The double‑flush protocol, telescoping sled workflow, and artifact mitigation steps are codified in shared SOPs, and performance metrics (e.g., repeat pullback rate, artifact incidence) are monitored centrally.

  • Key benefit: Reduced variation in IVUS practice, more consistent peripheral outcomes aligned with real‑world data on IVUS benefits, and stronger negotiating power and cost visibility through ALLWILL’s data‑driven vendor management approach.

Why is now the right time to standardize on an OptiCross 18‑based protocol with ALLWILL support?

IVUS use in peripheral interventions is increasing, supported by clinical data that show meaningful reductions in major adverse limb events, repeat procedures, and hospitalizations when interventions are guided by high‑quality IVUS imaging. At the same time, economic and staffing pressures make cath lab workflow efficiency more critical than ever: observational studies highlight that preparation phases already account for nearly half of procedure time and that systematic process improvements can yield double‑digit gains in lab utilization. Without standardized, device‑specific protocols, labs risk scaling up IVUS usage while still carrying the operational friction of ad‑hoc setup and flushing habits.

By adopting a structured OptiCross 18 protocol that emphasizes proximal “ease of flush,” controlled telescoping and sled handling, and rigorous air purge methods, labs can turn IVUS from a perceived workflow burden into a repeatable, high‑yield step in peripheral interventions. Partnering with ALLWILL adds a crucial second layer: centralized Smart Center support to keep systems performing, Lasermatch‑enabled inventory optimization, and a vendor‑agnostic training and vendor management framework to ensure every operator—across sites and shifts—executes the protocol consistently. In a market where data, outcomes, and operational efficiency increasingly determine competitive advantage, this combination of device‑level workflow and system‑level management is what allows cath labs to deliver reliable, high‑quality peripheral IVUS at scale.

Are there common questions about OptiCross 18 setup and flushing that teams frequently ask?

What is the recommended flushing solution for OptiCross 18?

Most institutional protocols and regulatory documents specify heparinized saline as the flushing solution for IVUS catheters, including devices like OptiCross 18. The exact heparin concentration should follow local policy and manufacturer instructions, but the key is to use fully de‑aired saline to minimize the risk of air entrainment and image artifacts.

How does the double‑flush method reduce air‑related image artifacts?

The double‑flush method combines a slow initial flush with aspiration and a second, slightly faster flush while gently tapping the catheter and accessories, which helps dislodge and evacuate micro‑bubbles that may adhere to internal surfaces. Performing a “wet” connection under slight positive pressure then reduces the chance of additional air entering at the hub or cable interface, resulting in fewer ring‑down artifacts and more reliable baseline images.

How should the 15 cm telescoping length and 10 cm sled pullback be managed during setup?

Operators should align the 15 cm telescoping section of OptiCross 18 with the MDU sled according to manufacturer diagrams, verifying that the catheter can move freely through the full 10 cm sled pullback without kinking or resistance. Before inserting the catheter, they should perform a dry run of the pullback on the table to confirm full sled travel and then document the starting position relative to anatomic landmarks so the recorded 10 cm corresponds accurately to vessel segments.

Why does the 30 MHz frequency matter for peripheral IVUS?

A 30 MHz transducer offers deeper penetration than 40 MHz, allowing visualization of larger vessel diameters typical of peripheral arteries, up to roughly 22 mm with OptiCross 18. This depth enables comprehensive assessment of plaque burden, vessel remodeling, and stent apposition across the full cross‑section of peripheral vessels, which is important for optimizing therapy and may underpin the improved outcomes seen with IVUS‑guided interventions.

Can ALLWILL support mixed‑vendor environments that use OptiCross 18 alongside other IVUS systems?

Yes. ALLWILL’s model is deliberately brand‑agnostic, focusing on solving sourcing, maintenance, and training challenges across diverse equipment fleets rather than promoting a single manufacturer. By leveraging its Smart Center, MET vendor management system, and Lasermatch inventory platform, ALLWILL can help standardize protocols, training, and service quality even when cath labs run multiple IVUS systems and catheter types, making the OptiCross 18 protocol part of a coherent, multi‑vendor operational strategy.

admin5

联系我们|Contact Form

TERMS AND CONDITIONS 

These Terms and Conditions (these “Terms”), together with the attached or accompanying quote page (the “Quote,” collectively, this “Agreement”), exclusively govern the sale by Healthcare Markets, Inc., a Delaware corporation doing business as “Powered by MRP” (“MRP”), and the purchase and use by the buyer set forth on the Quote (“Buyer”), of the equipment (the“Equipment”) and/or services (the “Services”).

        1.  EQUIPMENT AVAILABILITY. Equipment offered for sale by MRP is subject to availability. MRP shall not be liable to Buyer in case of stock outage or unavailability of the Equipment. MRP reserves the right to change the equipment offered for sale at any time and without notice to Buyer. Availability of equipment may be determined when an order is placed, and, if unavailable, MRP will inform Buyer of such unavailability, offer other available equipment as substitution or cancel the order. Such cancelled order will be refunded by MRP to Buyer, except for an order for a Special Order Product, which cannot be cancelled once the order is placed.

        2.  PRICES. Written price quotations on the Quote shall last for ten (10) days from the date issued and then automatically expire, and quoted prices do not include taxes, freight, handling, duty, insurance or other similar charges, which Buyer must pay unless waived in writing by MRP or a valid tax exemption certificate is provided to MRP. Notwithstanding the foregoing, all published prices may be changed by MRP at any time without notice to Buyer.

        3.  TERMS OF PAYMENT. Unless otherwise agreed to on the Quote or in writing by MRP, prepayment in full is required, by bank transfer, cash, credit card or certified check, and where partial pre-payment is permitted, such payment shall be nonrefundable with the balance due net thirty (30) days from the date of invoice. MRP reserves the right to modify or revoke any credit previously extended. Past due balances shall be subject to a service charge of one and one-half percent (1.5%) per month, not to exceed the maximum amount permitted by applicable law. Buyer agrees to pay all fees, charges or other sums payable hereunder, including collection fees incurred, with no right of set-off or reduction of any nature unless approved in writing by an MRP corporate officer (an “MRP Officer”). Buyer hereby grants, and MRP reserves, a purchase money security interest in the Equipment purchased, and in any proceeds thereof, to secure Buyer’s payment obligations hereunder. Buyer shall cooperate fully with MRP to execute such documents and accomplish such filings and/or recordings as MRP may deem necessary for the protection of its interests in the Equipment furnished to Buyer, and in the event Buyer does not aid within a reasonable time after MRP asks Buyer to do so, Buyer hereby authorizes and appoints MRP as Buyer’s attorney-in-fact to execute, deliver and file at any time, any financing statement and/or take any other action permitted by applicable law to perfect, enforce, continue and amend MRP’s security interest in any jurisdiction deemed appropriate by MRP. Buyer agrees that upon nonpayment of any charges due to MRP, MRP may cancel or delay delivery of the Equipment and/or suspend any applicable service coverage, which may resume only when MRP receives payment in full, and the warranty period will continue to run during such time of nonpayment although warranty service will not be available.

        4.  SHIPMENT AND DELIVERY. Delivery dates are estimated, and partial deliveries are allowed. MRP shall not be liable for or in respect of any loss or damage arising from any delay in filling any order, failure to deliver or delay in delivery. No delay in the shipment or delivery of any Equipment relieves Buyer of its obligations under this Agreement, including, without limitation, accepting delivery of any remaining installment(s) of the Equipment, if applicable. Buyer must pay for, and hold MRP harmless from, all shipping, delivery, and insurance expenses unless otherwise agreed in writing by an MRP Officer or otherwise indicated on the Quote. MRP will not assume any liability if MRP selects the shipping methods nor will any carrier be deemed to be MRP’s agent. “Time is of the essence” terms will not apply to orders accepted by MRP. Title and risk of loss of the Equipment shall pass to Buyer, and delivery shall be deemed completed, when the Equipment is delivered to Buyer’s address. Should loss or damage in transit occur, Buyer’s payment obligations will not be affected. Buyer is liable for all costs for MRP’s holding or storing of the Equipment if delivery is delayed by Buyer or at Buyer’s request. If delivery is delayed over thirty (30) days, MRP may, at its option and upon notice to Buyer, cancel that and all future deliveries without further liability or obligation of any kind.

        5.  FORCE MAJEURE. MRP shall not be responsible for delays or failure to render or service any Equipment and/or perform any Service due to any cause beyond MRP’s control, including, but not limited to: (a) acts of God; (b) flood, fire, earthquake, epidemic, pandemic or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or act, riot or other civil unrest; (d) government order, law or actions; (e) embargoes or blockades in effect on or after the date of this Agreement; (f) national or regional emergency; (g) strikes, labor stoppages or slowdowns or other industrial disturbances; and (h) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services or inability or delay in obtaining supplies of adequate or suitable material (each, a “Force Majeure Event”). Any delivery date may be extended, at MRP’s sole discretion, to the extent of any delay resulting from any Force Majeure Event.

        6.  ACCEPTANCE; INSPECTION. Except for Special Order Products, Buyer shall inspect all Equipment upon delivery and within forty-eight (48) hours of delivery to Buyer shall give written notice to MRP of any error or claim that any Equipment does not conform to the terms of this Agreement; any claims not made within such period shall be deemed waived and released, with the Equipment being accepted by Buyer. Except as provided under this Section 6 and Section 7 hereof, all sales of Equipment to Buyer are made on a one-way basis, and Buyer has no right to return Equipment purchased under this Agreement to MRP. Subject to the warranty set forth in Section 8(c)(iv), Services are deemed to be accepted by Buyer upon completion of their performance by MRP.

        7.  CANCELLATION CHARGES AND RETURNED EQUIPMENT POLICY. Returns and cancellations are not permitted without written approval by an MRP Officer, which shall be made in such MRP Officer’s sole discretion. If approved, MRP will issue a return merchandise authorization number, which Buyer must include in the returned packaging, and Buyer must pay MRP either a (a) twenty percent (20%) restocking charge on the purchase price of the item if Buyer’s written request for return or cancellation is received by MRP’s headquarters after MRP’s original shipment of the Equipment or (b) a ten percent (10%) cancellation damages charge if Buyer’s request was received before said shipment. The foregoing charges are agreed upon, not as a penalty, but because of the difficulty of computing actual damages, and until the applicable charge is paid and the Equipment has been received back by MRP in new condition, no refund will be given. This document or copies hereof may be filed with the appropriate authorities as a financing statement to pursue such charges. In no case will shipping and freight costs be refunded. Removed, replaced or substituted equipment and parts (collectively, “Returned Equipment”) shall become MRP’s property, with title and ownership transferring to MRP upon the earlier of its return or replacement, with MRP owing no other obligations on the Returned Equipment. Buyer hereby agrees to indemnify, defend and hold harmless MRP Indemnitees from any claims, costs, losses, attorneys’ fees and expenses related to any third-party attempts to claim ownership of the Returned Equipment or dispute any trade-in, removal, substitution or replacement, and the remaining provisions shall continue in full force and effect.

        8.  MRP’S WARRANTIES, IF ANY.

(a) Equipment Sold “As Is.” UNLESS OTHERWISE STATED ON THE QUOTE OR IN A WRITING SIGNED BY AN MRP OFFICER, BUYER AGREES THAT THE EQUIPMENT SOLD IN THIS AGREEMENT IS BEING SOLD ON AN “AS IS,” “AS AVAILABLE” BASIS, SUBJECT TO SECTIONS 8(c) AND 9, AND HAVE NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER IMPLIED OR ARISING BY LAW, STATUTE OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE, NON-INFRINGEMENT, WORKMANLIKE MANNER, QUALITY, ACCURACY, TITLE, AND/OR IMPLIED FROM A COURSE OF DEALING OR PERFORMANCE USAGE IN TRADE.

(b) Special Order Product. If this Agreement includes the sale of a product that MRP does not currently have or typically keep in stock, in MRP’s sole determination, but is acquired from a third party specifically for Buyer (a “Special Order Product”), then Buyer agrees that (i) Buyer, at its sole discretion, has made the selection of such Special Order Product, (ii) such Special Order Product is being acquired by MRP solely at the request of Buyer, (iii) no representation, warranty or guarantee has been made by MRP with respect to such Special Order Product, (iv) the obligation of Buyer to pay MRP for the Special Order Product is absolute and unconditional, and (v) Buyer waives and releases MRP from all claims, damages and losses arising out of such Special Order Product. Special Order Products carry no right to inspection before or after delivery, and MRP is not responsible for examining or evaluating such Special Order Products. MRP makes no warranty about Special Order Products and offerings of the third party (including description of the Special Order Product). MRP does not assume any responsibility or liability for the actions, product and content of all these and any other third parties. If there are any problems with any Special Order Product, Buyer must contact the manufacturer of such Special Order Product for assistance.

(c) Limited Warranties, If Any.

(i) If the Quote expressly states that the Equipment has a warranty for a certain time (a “Warranty Period”), then MRP warrants that the Equipment shall be in good working order under normal use for the Warranty Period, which Warranty Period shall commence from the date of delivery to Buyer (the “Delivery Date”), unless otherwise approved by an MRP Officer in writing, except for the following: (A) New (not used or pre-owned) Equipment that is to be serviced by MRP: if the Quote is silent, warranted to be in good working order under normal use for one hundred eighty (180) days from the Delivery Date; (B) Used Equipment sold refurbished by MRP: if the Quote is silent, warranted to be in good working order under normal use for thirty (30) days from the Delivery Date; (C) Consumable/disposable Equipment: if the Quote is silent, warranted to have been shipped from MRP in functional condition, and no additional warranty shall apply; no service shall be provided either. These items should be inspected for obvious damage, subject to Section 6 and 8(e), and MRP’s obligation under this warranty and this Section 8(c)(i)(C) is limited to replacement of the Equipment; and (D) New (not used or pre-owned) Equipment that is to be serviced by the manufacturer: if the Quote is silent, MRP makes no warranty for any such Equipment. Buyer’s sole warranty for any such Equipment, if any, shall be the original manufacturer’s warranty, which MRP agrees to pass on to Buyer, as applicable. (ii) For the limited warranties of Section 8(c)(i), including exceptions (A) and (B), but not (C) or this (D), Buyer is entitled to telephone, e-mail and video technical assistance and, subject to Sections 8(d) and 8(e), repair or replacement of such Equipment, in MRP’s sole discretion, should the Equipment become inoperative through normal use during the Warranty Period. Loaner equipment is not provided, but if so arranged by MRP, Buyer shall pay MRP the cash list price of any unreturned loaner equipment provided by MRP within seven (7) days of a written demand from MRP. (iii) Repair or replacement under any limited warranty of Equipment may be with parts or products that are new, used or refurbished, carrying the same limited warranty for the remaining term of the original item. Repairs or replacements shall not interrupt, extend or prolong the term of the warranty. (iv) For Services purchased under this Agreement, MRP warrants that the Services shall be performed using competent personnel in a professional manner in accordance with generally recognized industry standards for similar services. Subject to Sections 6 and 8(e) herein, if any Service was not performed in accordance with the aforementioned warranty, then MRP shall, in its sole discretion, either (A) repair or re-perform the applicable Service, or (B) credit or refund the price of such Service at the pro rata contract rate.

(d) Exclusions. MRP reserves the right, without liability, to void all warranties and remedies, including any obligation to service, repair, replace or otherwise remedy defects, errors or failures of the Equipment due to the occurrence of any of these events, and MRP shall be in no way responsible for: (i) handling, maintenance or use in a manner that is inconsistent with and/or contrary to the original manufacturer’s or MRP’s recommended procedures and/or instructions, including, without limitation, use of or with an unauthorized third-party good or part; (ii) any failure or damage resulting from negligence, alteration, modification or relocation of the Equipment by Buyer, its employees, agents or representatives; (iii) attempted or actual unauthorized dismantling, disassembling, service, repair, addition or change of the Equipment, including, without limitation, changing the serial number or shot count; (iv) abnormal wear and tear, including, without limitation, use under abnormal conditions (e.g., unclean, dusty, or exposure to extreme electromagnetic radiation, temperature or humidity); or (v) damage or failure of the Equipment due to a Force Majeure Event or a problem in the premises of the Equipment. In any of the above situations, or for any Equipment that has no warranty, MRP has sole discretion to service the Equipment, at Buyer’s expense, at MRP’s then-in-effect rates for service, labor, travel, shipping and materials.

(e) Notice and Inspection. The limited warranties contained in this Section 8 are made on condition that immediate written notice of any noncompliance with the Equipment’s and/or the Service’s warranty be given to MRP, and provided that MRP’s inspection reveals that Buyer’s claim is valid under the terms of such warranty.

        9.  DISCLAIMERS; NO OTHER WARRANTY. EXCEPT TO THE EXTENT AS PROVIDED IN SECTION 8(c)(i)(D), BUYER ACKNOWLEDGES THAT MRP IS NOT BOUND BY ANY WARRANTY THAT MAY BE SET FORTH IN A MANUFACTURER’S WRITTEN MATERIALS THAT WOULD HAVE APPLIED HAD BUYER PURCHASED THE EQUIPMENT DIRECTLY FROM THE MANUFACTURER IN ITS UNUSED STATE. BUYER ACKNOWLEDGES THAT BUYER HAS NOT RELIED UPON ANY WARRANTY OTHER THAN AS SET FORTH IN THIS AGREEMENT. IN ADDITION, BUYER ALSO HEREBY ACKNOWLEDGES AND AGREES THAT ANY ORAL OR WRITTEN STATEMENTS CONCERNING USE AND REGULATION OF MEDICAL DEVICES SOLD BY MRP ARE AND SHALL BE CONSTRUED AS FOR INFORMATIONAL PURPOSES ONLY AND WITHOUT WARRANTY OR ASSURANCE BY MRP AS TO THEIR ACCURACY OR VALIDITY. MRP ALSO HEREBY DISCLAIMS ANY AND ALL WARRANTIES REGARDING OTHER MEDICAL CARE OR HELP, INCLUDING THE SELECTION OF AESTHETIC AND MEDICAL PROCEDURES AND PRODUCTS FOR, OR CARE OF, PATIENTS. THE LIMITED WARRANTIES OF THIS AGREEMENT, IF APPLICABLE TO ANY EQUIPMENT OR SERVICE FURNISHED UNDER THIS AGREEMENT, CONSTITUTE THE ONLY WARRANTIES MADE WITH RESPECT TO THE EQUIPMENT AND/OR SERVICE AND ANY DEFECT, DEFICIENCY OR NONCONFORMITY. TO THE EXTENT PERMITTED BY LAW, SUCH WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.

        10.  LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO CIRCUMSTANCES SHALL MRP BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR SPECIAL DAMAGES, ARISING FROM, RELATED TO OR CAUSED, DIRECTLY OR INDIRECTLY, WHETHER FORESEEABLE OR NOT, BY THE EQUIPMENT AND/OR THE SERVICES, THE USE OR INABILITY TO USE THE EQUIPMENT, THE RESULTS GENERATED FROM THE EQUIPMENT AND/OR THE SERVICES, THIS AGREEMENT, ANY OTHER ACT OR OMISSION OF MRP, OR BASED UPON ANY OTHER LEGAL THEORY. IN NO EVENT SHALL MRP BE LIABLE FOR ANY LOSSES OF REVENUE, USE, BUSINESS OPPORTUNITY, PROFIT, SAVINGS OR ANY OTHER DAMAGES DUE TO ANY CAUSE WHATSOEVER, EVEN IF MRP OR ITS AGENTS HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. THE FOREGOING IS A SEPARATE, ESSENTIAL TERM OF THIS AGREEMENT, AND SHALL BE EFFECTIVE UPON THE FAILURE OF ANY REMEDY, EXCLUSIVE OR NOT. IN NO EVENT WILL MRP’S TOTAL LIABILITY UNDER THIS AGREEMENT EXCEED THE PURCHASE PRICE ACTUALLY PAID TO MRP BY BUYER FOR THE EQUIPMENT AND/OR THE SERVICES GIVING RISE TO THE CLAIM FOR WHICH DAMAGES ARE BEING SOUGHT. NO SUIT OR ACTION MAY BE BROUGHT BY BUYER, ITS SHAREHOLDERS, DIRECTORS, MANAGERS, EMPLOYEES OR AGENTS FOR ANY BREACH OF THIS AGREEMENT MORE THAN ONE (1) YEAR AFTER THE ACCRUAL OF SUCH CAUSE OF ACTION. IT IS AGREED THAT MRP’S LIABILITY IS SO LIMITED. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BUYER ASSUMES ALL RISK AND LIABILITY FOR THE RESULTS OBTAINED BY THE USE OF ANY EQUIPMENT IN THE PRACTICE OF ANY PROCESS, WHETHER IN TERMS OF OPERATING COSTS, GENERAL EFFECTIVENESS, SUCCESS OR FAILURE, AND REGARDLESS OF ANY ORAL OR WRITTEN STATEMENTS MADE BY MRP, BY WAY OF TECHNICAL ADVICE OR OTHERWISE, RELATED TO THE USE OF THE EQUIPMENT.

        11.  BUYER’S REPRESENTATIONS AND WARRANTIES. Buyer represents and warrants to MRP that: (a) Buyer is duly organized, validly existing, and in good standing in the jurisdiction of Buyer’s formation; (b) Buyer is duly qualified to do business and is in good standing in every jurisdiction in which such qualification is required; (c) Buyer has the full right, power, and authority to enter into this Agreement and to perform Buyer’s obligations under this Agreement; (d) the execution of this Agreement by the person whose signature is set forth at the end hereof has been duly authorized by all necessary corporate action of Buyer; (e) when executed and delivered by each of MRP and Buyer, this Agreement will constitute the legal, valid and binding obligation of Buyer, enforceable against Buyer in accordance with its terms; (f) Buyer is in compliance with all applicable laws relating to this Agreement, the Equipment and the operation of Buyer’s business; (g) Buyer is not insolvent and is paying all of its debts as they become due; and (h) all financial information that Buyer has provided to MRP is true and accurate and fairly represents Buyer’s financial condition.

        12. PROPRIETARY RIGHTS.

(a) Ownership. No sale shall be construed as granting to Buyer any license or other right in, or to, any of MRP’s (i) patents; (ii) trademarks; (iii) internet domain names, whether or not trademarks, registered by any authorized private registrar or governmental authority, web addresses, web pages, websites and URLs; (iv) works of authorship, expressions, designs and design registrations, whether or not copyrightable, including copyrights and copyrightable works, software and firmware, technical data, data files, and databases and other specifications and documentation; (v) trade secrets; (vi) environmental or other testing applicable to the Equipment and/or the Services; and (vii) industrial and other intellectual property rights, and all rights, interests, and protections that are associated with, equivalent or similar to, or required for the exercise of, any of the foregoing, however arising, in each case whether registered or unregistered and including all registrations and applications for, and renewals or extensions of, such rights or forms of protection pursuant to the laws of any jurisdiction throughout in any part of the world (collectively, the “Intellectual Property Rights”).

(b) Prohibited Acts. Buyer shall not (i) take any action that might interfere with any of MRP’s rights in or to Intellectual Property Rights, including MRP’s ownership or exercise thereof; (ii) challenge any right, title, or interest of MRP in or to the Intellectual Property Rights; (iii) make any claim or take any action adverse to MRP’s ownership of the Intellectual Property Rights; (iv) register or apply for registrations, anywhere in the world, for MRP’s trademarks or any other trademark that is similar to MRP’s trademarks or that incorporates MRP’s trademarks in whole or in confusingly similar part; (v) use any mark, anywhere that is confusingly

similar to MRP’s trademarks in whole or in confusingly similar part; (vi) engage in any action that tends to disparage, dilute the value of or reflect negatively on the Equipment and/or the Services or any of MRP’s trademarks; (vii) misappropriate any of MRP’s trademarks for use as a domain name without prior written consent from MRP; or (viii) alter, obscure or remove any of MRP’s trademarks, or trademark or copyright notices or any other proprietary rights notices placed on the

Equipment, marketing materials or other materials that MRP may provide.

        13.  CONFIDENTIAL INFORMATION. Without the prior written consent of MRP,Buyer, directly or indirectly, shall not disclose (and will direct its directors, shareholders, employees and agents not to disclose) any Confidential Information. The term “Confidential Information” means any information of or relating to MRP or the Equipment and/or the Services not generally known to the public (other than as a result of disclosure in violation of this Agreement) in spoken, printed, electronic or any other form or medium, including, but not limited to, business processes, practices, methods, policies, plans, publications, documents, research, operations, services, strategies, techniques, agreements, contracts, transactions, potential transactions, know-how, trade secrets, databases, manuals, records, supplier information, financial information, accounting information, legal information, marketing information, pricing information, payroll information, personnel information, and supplier lists.

        14.  NON-SOLICITATION. Buyer agrees not to solicit or hire any personnel of MRP involved with the delivery of the Services during the provision of such Services and for twelve (12) months after the completion of such Services; provided, however, that Buyer may hire individuals employed by MRP who, without other solicitation, respond to advertisements or solicitations aimed at the general public.

        15.  EQUITABLE REMEDIES. Buyer acknowledges and agrees that (a) a breach or threatened breach by Buyer of any of its obligations under Sections 13 or 14 would give rise to irreparable harm to MRP for which monetary damages would not be an adequate remedy and (b) in the event of a breach or a threatened breach by Buyer of any such obligations, MRP shall, in addition to any and all other rights and remedies that may be available to MRP at law, at equity, or otherwise in respect of such breach, be entitled to equitable relief, including a temporary restraining order, an injunction, specific performance, and any other relief that may be available from a court of competent jurisdiction, without any requirement to post a bond or other security, and without any requirement to prove actual damages or that monetary damages will not afford an adequate remedy. Buyer agrees that Buyer will not oppose or otherwise challenge the appropriateness of equitable relief or the entry by a court of competent jurisdiction of an order granting equitable relief, in either case, consistent with the terms of this Section 15.

        16.  INDEMNIFICATION. Buyer agrees to indemnify, defend and hold harmless MRP and its directors, shareholders, employees and agents (collectively, “MRP Indemnitees”) against any liability, damage, loss or expense incurred by or imposed in connection with any claims, suits, actions, demands or judgments arising out of (a) any breach or non-fulfillment of any representation, warranty or covenant set forth in this Agreement by Buyer or its directors, managers, employees or agents (collectively, “Buyer’s Agents”); (b) any negligent act or omission or willful misconduct of Buyer or Buyer’s Agents in connection with this Agreement; (c) any bodily injury, death of any person or damage to real or tangible personal property caused by Buyer or Buyer’s Agents, including the use of unauthorized parts in or service of the Equipment; (d) any failure by Buyer or Buyer’s Agents to comply with any applicable laws; (e) any fraud or other intentional acts by Buyer or Buyer’s Agents; and (f) the use or operation of the Equipment, including, without limitation, any medical and/or surgical procedures performed by Buyer, and any of Buyer’s Agents, using the Equipment unless said damages are determined by a court of competence jurisdiction to be solely by the gross negligence of MRP or solely as result of a breach by MRP of the limited warranties contained herein.

        17.  DEFAULTS; REMEDIES. Notwithstanding anything herein to the contrary, should Buyer fail to pay for the order or any other amount, in whole or in part, when due or perform its other obligations under this Agreement or as otherwise mutually agreed in writing between Buyer and MRP (each, a “Default”), then MRP may take any and all actions available under law or equity to collect said amounts with a ten (10) day prior written notice, including, but not limited to, enforcing its security interest, accelerating the payment of and declaring immediately due and payable any unpaid balance of the order, referral to outside collection agencies and/or commencement of legal action. MRP’s rights shall be cumulative, and it shall not be required to have attempted to realize upon to the Equipment before taking any other collection actions. MRP may require that Buyer assemble and return any or all of the Equipment to MRP and, in the event Buyer fails to return such Equipment peaceably, enter upon the premises where such Equipment is located, with or without legal process, and repossess such Equipment. Upon a Default, Buyer agrees to pay upon MRP’s demand: (i) all costs and expenses incurred by MRP or its assignee in connection with the enforcement of any remedies, including all expenses incurred in connection with the return, sale, release or other disposition of the Equipment, including attorneys’ fees and other costs incurred by MRP or its assignee in enforcing or defending its rights and remedies under this Agreement and any other written agreement between Buyer and MRP.

        18.  COMPLIANCE WITH LAWS. Buyer shall (a) carry out the transactions contemplated by this sale and deal with the Equipment in conformity with all applicable laws, rules and regulations of all government authorities, including, without limitation, export laws, (b) obtain all permits and licenses required in connection with the purchase, shipment, installation or use of the Equipment, and (c) be solely responsible to fully understand and comply with laws, rules and regulations. Any information provided is as a convenience only.

        19.  FURTHER ASSURANCES. Upon MRP’s reasonable request, Buyer shall, at its sole cost and expense, execute and deliver all such further documents and instruments, and take all such further acts, necessary to give full effect to this Agreement.

        20.  ASSIGNMENT; SUCCESSORS AND ASSIGNS. Buyer cannot delegate any duties nor assign any rights or claims under this Agreement without MRP’s prior written consent, and any such attempt or assignment shall be void. In the event that Buyer finances its acquisition of any Equipment with a third party, Buyer may direct MRP to transfer title of such Equipment to such third-party financing company, with all remaining terms and conditions of this Agreement remaining in full force and effect. This Agreement is binding on and inures to the benefit of the parties to this Agreement and their respective permitted successors and permitted assigns.

        21.  NO THIRD-PARTY BENEFICIARIES. Subject to Section 16, this Agreement benefits solely the parties to this Agreement and their respective permitted successors and assigns, and nothing in this Agreement, express or implied, confers on any other person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this Agreement.

        22.  GOVERNING LAW; VENUE. The application of the UN Convention on Contracts for the International Sale of Goods is expressly excluded. The parties agree that any and all claims, demands, disagreements, controversies or disputes arising out of or relating to this Agreement and any agreement or document delivered in connection herewith (collectively, “Claims”) shall be governed by and construed in accordance with the laws of the State of Utah and adjudicated exclusively in the state and federal courts located in or nearest to Summit County, Utah, which courts shall have the sole and exclusive jurisdiction and venue for adjudication of all Claims. The parties hereby agree upon, consent and stipulate to the jurisdiction and venue of the aforementioned courts for the adjudication of all Claims, to the exclusion of all other courts, forums and venues whatsoever.

        23.  NON-DISPARAGEMENT. Buyer shall not disparage MRP or MRP’s trademarks, websites, products or services, or display any such items in a derogatory or negative manner on any website or in any public forum or press release.

        24.  NOTICES. Any notice, demand, or communication required, permitted or desired to be given hereunder shall be deemed effectively given when personally delivered, when sent by electronic means, when received by overnight courier, or when mailed by prepaid, certified or registered mail, return receipt requested, addressed to the other party at its address set forth on the Quote or to such other address that the receiving party may designate from time to time in accordance with this Section 25.

        25.  PUBLIC ANNOUNCEMENTS. Unless otherwise stated herein, neither party shall issue a press release or otherwise advertise, make a public statement or disclose to any third-party information pertaining to the relationship arising under this Agreement, the existence or terms of this Agreement, the underlying transactions between MRP and Buyer or agent for Buyer or refer to the other party in relation to this Agreement without the other party’s prior written approval.

        26.  ENTIRE AGREEMENT; ADDITIONAL OR INCONSISTENT TERMS. Subject to Section 32, this Agreement constitutes the sole and entire agreement between the parties hereto relating to the subject matter hereof, and any unincorporated representation, affirmation of fact, course of prior dealings, promise or condition in connection therewith, or usage of the trade, shall not be binding on either party. Terms and conditions set forth which differ from, conflict with or are not included in this Agreement shall not be part of any agreement between MRP and Buyer unless both parties specifically accept such terms and conditions in writing.

        27.  WAIVER. No waiver under this Agreement is effective unless it is in writing and signed by the party waiving its right. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion. None of the following constitutes a waiver or estoppel of any right, remedy, power, privilege or condition arising from this Agreement: any failure or delay in exercising any right, remedy, power or privilege or in enforcing any condition under this Agreement; or any act, omission or course of dealing between the parties.

        28.  SURVIVAL. Subject to the limitations and other provisions of this Agreement, the representations and warranties of Buyer contained herein shall survive the expiration or earlier termination of this Agreement for a period of twelve (12) months after such expiration o termination and (b) this Section 29 and Sections 10, 12, 13, 14, 15, 16, 17, 21, 22, 23, 24, 26, and 32 of this Agreement, as well as any other provision that, in order to give proper effect to its intent, should survive such expiration or termination, shall survive the expiration or earlier termination of this Agreement. All other provisions of this Agreement shall not survive the expiration or earlier termination of this Agreement.

        29.  RELATIONSHIP OF PARTIES. Nothing in this Agreement creates any agency, joint venture, partnership or other form of joint enterprise, employment or fiduciary relationship between the parties. Neither party has any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any contract, agreement or undertaking with any third party.

        30.  HEADINGS. The headings in this Agreement are for reference only and do not affect the interpretation of this Agreement.

        31.  ORDER OF PRECEDENCE. In the event of conflict between the Quote, a written agreement by MRP, and these Terms, the order of priority shall be: (1) the written

agreement by MRP, if only if executed by an MRP Officer, (2) the Quote and (3) these Terms, and only to the extent of the direct conflict. Notwithstanding the foregoing, MRP shall not be bound by, and specifically objects to, any terms, conditions or other provisions, both written and oral, which are different from, in addition to or inconsistent with the provisions of this Agreement which are set forth in any purchase order, receipt, acceptance, confirmation, correspondence or otherwise of, or by, Buyer. Fulfillment of Buyer’s order shall not constitute acceptance of any of Buyer’s terms and conditions and does not serve to modify or amend the terms and conditions contained herein.

        32.  SEVERABILITY. If any part of this Agreement is held to be void, illegal or unenforceable, then it shall be deemed to be severed from this Agreement and the remaining provisions shall continue in full force and effect; provided, however, that if any fundamental term or provision of this Agreement is held to be void, illegal or unenforceable, the remainder of this Agreement shall be unenforceable. Upon a determination that any term or provision is void, illegal or unenforceable, the parties shall negotiate in good faith to modify this Agreement to effect the original intent of the parties as closely as possible in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.