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How USD 200 Units Unlock Cost-Efficient Clinical Assets

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MegaFill, a flowable micronized human acellular dermal matrix, gives outpatient clinics and regenerative medicine distributors a low entry unit cost—around a 200 USD price point per vial in many markets—that can materially reduce premium sheet ADM waste in low‑volume, contour‑focused procedures. When clinics use flowable ADM instead of opening full‑size sheets for small defects or aesthetic micro‑cases, they convert fixed inventory into flexible “by‑volume” soft‑tissue coverage, improving cost per case and cash‑flow efficiency.

What MegaFill Does & Ideal Clinic Profile

MegaFill is a micronized, flowable human dermal matrix derived from donated human dermis that has been processed to remove cells while preserving extracellular matrix components such as collagen and structural proteins. As a powder or flowable suspension, it can be injected or placed into small soft‑tissue defects, folds, and contour irregularities rather than sutured like a sheet graft.

Manufacturer and distributor materials describe a broad indication set that includes vocal fold paralysis laryngoplasty, rhinoplasty, facial reconstruction and rejuvenation, breast reconstruction adjunct usage, diabetic foot ulcers, and general soft‑tissue reconstruction and volume restoration. In aesthetic settings, clinics often use MegaFill‑type dermal powders for nasolabial folds, mid‑face depressions, nasal base support, forehead contour, and fine contouring where a full sheet ADM would be oversized and inefficient.

The ideal buyers are:

  • Outpatient aesthetic clinics and medspas doing small‑volume soft‑tissue corrections, often as cash‑pay procedures.
  • Regenerative medicine distributors serving a wide mix of clinics that each have limited individual ADM usage.
  • Hospital outpatient departments where surgeons want a low‑cost, conformable matrix to complement implants, flaps, or fillers in selected cases.

ALLWILL can help these buyers integrate MegaFill into a broader reconstruction and aesthetic ecosystem alongside sheet ADMs, implants, and adjunct devices, balancing unit cost, indication fit, and warranty or documentation needs.

Cost-Focused Core Analysis: Economic Advantages of Flowable MegaFill at USD 200

Because this article’s working title centers on “Financial Advantages” and a specific price point, the outline must prioritize price math, payback, and a structured comparison table. MegaFill’s key economic levers are:

  1. Low unit entry cost vs sheet ADMs
    Published cost analyses for sheet ADMs in breast reconstruction often cite per‑sheet hospital costs in the low‑to‑mid four‑figure range, with some human ADM sheets priced around 3,500 USD or more per unit. In contrast, a single MegaFill vial appears on distributor and clinic materials in the low hundreds of USD, consistent with the 200 USD order‑of‑magnitude used in this framing, although exact prices vary by market, contract, and vial size.

For small aesthetic corrections, opening a 3,000–4,000 USD sheet to use only a fraction of its surface is economically inefficient; using a 200 USD flowable unit that can fully treat the target area offers far better cost alignment.

  1. High conformability and volume‑by‑need dosing
    Micronized ADM can be injected precisely into a defect or fold, allowing clinicians to match volume to anatomy rather than geometry to a sheet footprint. This dosing flexibility means fewer “partial uses” of very expensive sheets and less unused graft being discarded after opening sterile packs.
  1. Improved inventory efficiency for low‑volume clinics
    Sheet ADMs make the most economic sense in high‑volume reconstruction programs where each opened sheet is likely to be fully used. In low‑volume outpatient clinics, individual surgeons may open sheets only a few times per month or quarter, and expiry risk plus partial‑use waste erodes margins. Stocking MegaFill instead enables per‑vial utilization with more predictable cost per injection and reduces exposure to expired inventory write‑offs.

For regenerative medicine distributors, a lower unit price point also lowers working capital per SKU and makes it easier to penetrate smaller clinics that are hesitant to commit to high‑ticket sheet ADM SKUs.

Mid‑article CTA: Once you’ve mapped how often you use partial sheet ADMs in small soft‑tissue cases, request a quote from ALLWILL for MegaFill and compatible flowable ADM alternatives so you can compare real unit prices against your historical waste.

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Revenue and Operational Impact: Payback Math for Flowable vs Sheet ADM

To understand financial impact, it helps to compare simplified scenarios for low‑volume aesthetic use where sheet ADMs often underperform economically.

Key Cost Drivers

Across ADMs, the main cost drivers are:

  • Graft or matrix unit price per case.
  • OR or procedure room time cost per minute.
  • Probability and cost of complications requiring revision.
  • Inventory expiration and write‑off risk.

Economic reviews of ADM use in reconstructive surgery emphasize that high material costs can be justified when they improve overall outcomes and resource utilization but remain challenging for small, low‑revenue procedures.

Illustrative Payback Scenario

Consider a low‑volume clinic performing a limited number of soft‑tissue contouring cases each month:

  • Sheet ADM: 3,000–4,000 USD per sheet (hospital‑level estimates), with perhaps 30–50% of the sheet actually used in micro‑cases, and the rest discarded.
  • MegaFill flowable ADM: about 200–400 USD per vial in aesthetic markets, with nearly 100% of the vial’s volume usable per indication.

If a clinic previously opened a sheet ADM for each small case:

  • Effective cost per small case might be 1,500–2,000 USD when accounting for partial use and shared usage, plus complexity of cutting and securing a sheet for a tiny defect.
  • Switching to MegaFill could drop graft cost per case into the low hundreds of USD, with minimal preparation time and more predictable dosing.

Even if MegaFill requires more frequent follow‑up than multi‑layer sheet reinforcement in large reconstructions—something clinicians must evaluate case by case—the per‑case cost in outpatient aesthetic applications is dramatically lower, supporting faster payback on clinic investments in regenerative portfolios.

For distributors, stocking MegaFill allows them to serve a greater number of small clinics with limited ADM budgets, improving rotation speed and reducing slow‑moving inventory risk.

Mid‑article CTA: Use your last 6–12 months of small soft‑tissue cases to calculate graft cost per procedure and then request a quote from ALLWILL for MegaFill units to see how a 200‑level price point changes your per‑case margin.

Differentiated Advantage: Why a Low Ticket Flowable Matrix Still Matters Strategically

MegaFill’s differentiator is not a premium price; it is the combination of lower entry cost and high conformability that unlocks strategic asset efficiency:

  • Versatility across sites: Manufacturer materials mention applications from vocal folds and laryngoplasty to rhinoplasty, facial reconstruction, breast adjunct usage, and diabetic foot ulcers. A single product line can support multiple service categories in the clinic.
  • Procedural flexibility: MegaFill can be injected and layered alongside implants, fillers, or local flaps, giving surgeons fine control over contour and support in outpatient settings.
  • Budget-friendly adoption curve: A 200–400 USD matrix is easier to trial in a new protocol than a multi‑thousand‑dollar sheet, letting clinics experiment and learn without over‑committing capital.

Competing products might include other flowable or particulate ADMs and certain collagen‑based matrices used in wound care or facial soft‑tissue support, but the cost profile and approved indications differ and must be compared carefully per region. The decision is less about which single product is “best” overall and more about which flowable ADM delivers acceptable safety and handling at a sustainable per‑case cost for low‑volume clinics.

ALLWILL’s role is to help buyers balance MegaFill with sheet ADMs, autologous options, and other devices in a portfolio so the overall asset mix supports both high‑ticket reconstructions and lower‑ticket outpatient procedures.

Practical B2B Decision Aid: New vs CPO Cost Comparison Table (Flowable ADM Ecosystem)

Because this article’s focus is cost and ROI, the mandated decision aid is a New vs CPO cost comparison table. While MegaFill itself is a consumable rather than a capital device, clinics often pair it with injection systems, imaging, or adjunct devices that can be purchased new or certified pre‑owned. The table below uses realistic ranges and estimates to guide procurement thinking.

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Estimated Cost and ROI Drivers: MegaFill + Adjunct Device (New vs CPO)

Element New Adjunct Device + MegaFill CPO Adjunct Device + MegaFill
Typical capital device cost (USD) 40,000–80,000 for aesthetic platforms 20,000–50,000 depending on age and refurb scope
MegaFill unit price per vial (USD) ~200–400 (market‑dependent) ~200–400 (same consumable cost)
Annual MegaFill usage in low‑volume clinic 20–100 vials (estimate) 20–100 vials (same clinical utilization)
Annual consumable spend (USD) 4,000–40,000 depending on volume 4,000–40,000 depending on volume
Warranty and service coverage Full manufacturer warranty; longer standard coverage Shorter or third‑party warranty; coverage must be verified
Documentation and compliance burden More straightforward; original paperwork and registrations Higher due diligence; need refurbishment records and calibration logs
Expected payback horizon for capital (yrs) 2–5 years depending on case volume and pricing 1–3 years due to lower capital outlay
Risk of unexpected downtime Lower with new; tied to manufacturer service Higher if refurb quality or maintenance is inconsistent

The table shows that MegaFill’s consumable cost is stable across new and CPO device strategies, but capital expenditure and warranty coverage differ. In both scenarios, the low per‑vial price enhances ROI by lowering cost per soft‑tissue enhancement case; CPO devices simply shift the payback math by reducing the initial equipment investment.

Mid‑article CTA: If you are weighing a new versus certified pre‑owned adjunct device for MegaFill‑supported procedures, request a quote from ALLWILL that includes both options plus projected MegaFill usage so you can model payback and cash‑flow impact side by side.

Compliance and Asset Protection

With any human tissue‑derived product, compliance and asset protection are central to procurement decisions. For MegaFill and similar flowable human grafts, buyers should systematically confirm:

  • Regulatory status and indications: Manufacturer materials list multiple reconstructive and aesthetic indications, but clinics must verify current regulatory clearance or authorization in their jurisdiction and ensure use stays within approved labeling.
  • Donor screening and processing protocols: Human dermal matrices rely on rigorous donor selection, decellularization, and sterilization or aseptic handling; clinics must review technical documentation and tissue bank certifications.
  • Traceability and lot tracking: Each vial should be fully traceable from donor to end user, with batch numbers recorded in the patient record and clinic inventory systems.
  • Storage conditions and expiry management: Flowable ADM must be stored according to manufacturer guidelines and monitored for expiry to avoid product degradation and regulatory non‑compliance.

For CPO adjunct devices, asset protection includes:

  • Written records of refurbishment scope, replaced components, and calibration procedures.
  • Verified software versions and any necessary updates.
  • Clear description of warranty terms and what is excluded.

ALLWILL’s sourcing and Smart Center capabilities can support clinics by matching them with vetted devices and supplying documentation packs, but ultimate responsibility for regulatory compliance and correct use remains with the buyer and treating clinicians.

Procurement Risks to Avoid + ALLWILL Expert View

Common procurement pitfalls with flowable human grafts and associated devices include:

  • Focusing solely on low unit price without checking regulatory status and donor tissue documentation.
  • Stocking both high‑cost sheets and low‑cost flowables without clear usage protocols, leading to continued sheet waste in small cases.
  • Treating CPO devices as equivalent to new units without verifying refurbishment quality, calibration, and service arrangements.
  • Under‑tracking batch numbers and expiry dates, exposing the clinic to traceability and quality‑assurance gaps.

ALLWILL Expert View: Turning Flowable ADM into a High-Efficiency Clinical Asset

Clinics often underestimate how much margin they lose every time they open a premium sheet ADM for a small outpatient case. The economics change when you quantify that waste. Start by reviewing six to twelve months of procedures that involved small soft‑tissue corrections and record whether a sheet was opened, how much was actually used, and what was discarded. Then overlay the cost of those sheets against a scenario where a flowable matrix such as MegaFill is used at a 200‑level price point per vial. For many clinics, the shift in cost per case is immediate and substantial, especially when paired with a certified pre‑owned adjunct device whose capital cost is lower but still fully supported. By working with ALLWILL, clinics and distributors can design protocols where sheet ADMs remain reserved for large reconstruction work and flowable products cover outpatient contouring. That kind of segmentation turns ADMs from a single expensive bucket into a portfolio of right‑sized clinical assets that fit utilization, budget, and regulatory guardrails.

Closing CTA: When you are ready to segment your ADM portfolio and lock in a lower‑waste, high‑efficiency strategy, request a quote from ALLWILL for MegaFill supply, compatible new and CPO devices, and documentation support so your procurement team can move from ad‑hoc ordering to structured asset planning.

Also check:  Why Is Go-to-Market Readiness Critical in Medical Aesthetics?

Frequently Asked Questions

What is the typical price range for MegaFill flowable human grafts?

Distributor and clinic‑facing materials generally position MegaFill vials in the low hundreds of USD, with many markets clustering around a 200–400 USD price point per unit depending on volume and local pricing. Buyers should request a quote from ALLWILL to confirm current regional pricing and contract terms.

How does MegaFill compare economically to sheet ADMs?

Sheet ADMs used in reconstructive surgery often carry costs in the low‑to‑mid four‑figure range per unit, especially larger human dermal sheets. MegaFill’s per‑vial cost is dramatically lower and better aligned with small outpatient aesthetic cases, reducing partial‑sheet waste and lowering per‑case graft expenditure.

Can certified pre-owned devices be paired with MegaFill to improve ROI?

Yes. Clinics can use CPO injection, imaging, or adjunct devices alongside MegaFill, reducing capital outlay while keeping consumable costs consistent. ROI depends on utilization, warranty terms, and maintenance quality, so buyers should request a quote from ALLWILL that includes both new and CPO options plus expected MegaFill usage.

What compliance and documentation should procurement teams verify for MegaFill?

Teams should confirm regulatory clearance or authorization for intended indications, donor screening and processing protocols, sterility or aseptic handling data, and full lot traceability. Clinics must also ensure storage and expiry tracking are integrated into their inventory systems and EMRs.

What lead times and logistics considerations apply when stocking MegaFill?

Lead times for tissue‑derived products can range from days to weeks based on distributor networks and regional regulations. Because MegaFill is used in smaller outpatient cases, clinics should plan inventory to avoid stock‑outs while minimizing expiry risk, ideally coordinating forecast and reorder cycles with a sourcing partner such as ALLWILL.

References

  1. MegaFill® > Human Tissue – L&C Biolncbio.co

  2. MegaFill® > Human Tissue – L&C Medicarelncmedicare.co

  3. MegaFill® product listing – buyKOREAbuykorea

  4. Acellular dermal matrix in reconstructive surgery: Applications, benefits, and costfrontiersin

  5. Acellular Dermal Matrix in Postmastectomy Breast Reconstructionesserstichting

  6. Cost analysis of pre-pectoral implant-based breast reconstructionnature

  7. Cost analysis of implant-based breast reconstruction with acellular dermal matrixpubmed.ncbi.nlm.nih

  8. Meshing acellular dermal matrix to decrease costs in implant-based breast reconstructionslideshare

  9. Acellular dermal matrices: use in reconstructive and aesthetic breast surgerypmc.ncbi.nlm.nih

  10. Acellular dermal matrix in reconstructive surgery: Technology Assessment Unit reportmuhc

  11. MegaFill dermal powder introduction – aesthetic clinic articleclinic.i-image

  12. Controlled cost and outcomes analysis of ADM and implant-based reconstructionsciencedirect

  13. Resource utilisation of single stage porcine ADM-assisted breast reconstructionfarhadi

  14. MegaFill acellular dermal matrix – aesthetic clinic explainerleader-clinic

  15. What is acellular dermal matrix (MegaFill)? – patient-focused overview

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(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.