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Ultherapy DeepSEE Cost & Safety ROI: Ending Blind HIFU Energy Delivery

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For clinics comparing generic “blind” HIFU devices with Ultherapy’s MFU-V platform, the pivotal commercial and safety difference is real-time DeepSEE imaging across multi-depth tips. Ultherapy systems typically sit around USD 60,000–100,000 new, with certified pre-owned options often 25–45% lower depending on age, transducer mix, and service history. While blind HIFU units may cost a small fraction of that, the risk of uncontrolled energy delivery to nerves, vessels, fat, or bone has direct implications for patient safety, reputation, and long-term ROI.

What it does & ideal clinic profile

Ultherapy is a microfocused ultrasound with visualization (MFU-V) platform that combines high-intensity focused ultrasound energy with real-time ultrasound imaging. The DeepSEE window lets operators see anatomical layers—epidermis, dermis, fat, SMAS—while placing thermal coagulation points at precise depths using 1.5 mm, 3.0 mm, and 4.5 mm transducers.

The system is best suited for:

  • Dermatology, plastic surgery, and advanced aesthetic clinics where safety, predictability, and documentation are essential to brand protection.
  • Practices in mid-to-high income markets offering non-surgical lifting and tightening and needing to differentiate from low-cost blind HIFU operators.
  • Clinics ready to invest in staff training around ultrasound anatomy and protocol planning to support layered face and neck treatments.

For these buyers, MFU-V’s value lies in reducing “energy applied in the wrong place” risk while supporting premium positioning and regulatory-aligned marketing.

Core analysis: blind HIFU vs Ultherapy visualization

Your working title emphasizes “Eradicating Blind Energy Delivery” and “Real-Time Imaging Mechanics,” which clearly places this article in the technical spec / engineering / clinical risk bucket rather than pure price. That means the outline must focus heavily on physics, imaging mechanics, and uptime, and the decision aid should be a BME-focused checklist.

Generic HIFU platforms usually deliver ultrasound energy at preset depths and line patterns without showing underlying tissue structures. Multiple clinical and industry sources describe these systems as “blind” because the operator cannot confirm whether pulses are striking SMAS, dermis, fat, or bone on a given patient. Variations in skin thickness, fat pad volume, and facial anatomy make template-based, non-visual treatments inherently imprecise.

Ultherapy, by contrast, is MFU-V—microfocused ultrasound with visualization—where DeepSEE imaging provides:

  • A live, grayscale ultrasound view of tissue layers up to approximately 8 mm, allowing identification of dermis, fat, and SMAS.
  • Real-time confirmation that the transducer’s focal zone is aligned with the intended layer before each line of energy is delivered.

Clinical commentaries underline several practical risks of blind HIFU:

  • Incorrect depth targeting. With fixed settings and no imaging, energy may be deposited too shallow (ineffective) or too deep (into fat, nerves, or bone interfaces).
  • Potential nerve or vascular impact. Without anatomical visualization, high-energy pulses near the cervical region or facial nerve branches can pose avoidable risk.
  • Unintended fat atrophy or asymmetry. If energy repeatedly hits subcutaneous fat rather than SMAS, localized volume loss and contour changes may occur.

Independent reviews note that Ultherapy’s MFU-V approach is a premium tier within the broader category of HIFU skin-tightening devices, with the main differentiator being real-time imaging plus a larger body of peer-reviewed evidence. From a B2B perspective, the decision is less “HIFU vs Ultherapy” and more “blind energy vs visualized energy.”

Request a quote from ALLWILL if you need side-by-side technical specifications and condition reports comparing MFU-V systems to non-imaging HIFU options available in your region.

Revenue and operational impact & payback math

The presence or absence of imaging affects revenue and asset protection in several ways: safety incidents, consistency of results, and marketing credibility.

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Indicative cost ranges:

  • Ultherapy MFU-V systems with DeepSEE and multi-depth transducers are usually priced around USD 60,000–100,000 new, depending on configuration and service packages.
  • Certified pre-owned MFU-V units generally trade at approximately 25–45% lower than new, driven by vintage, shot counts, and refurbishment scope.
  • Blind HIFU devices, especially generic or non-imaging models, can be available in the low–four to mid–five-figure EUR/USD range and sometimes significantly lower for unbranded imports.

Illustrative payback scenarios (non-guaranteed, for planning only):

  • A clinic charging around USD 900 per comprehensive MFU-V lifting session might aim to breakeven on an USD 80,000 Ultherapy investment after roughly 90 sessions, ignoring consumables and overhead.
  • At 10 sessions per month, this suggests a 9–12 month illustrative payback; at 5 per month, payback extends to 18–24 months.

Blind HIFU’s lower CAPEX may shorten nominal payback, but there are hidden operational risks:

  • Any adverse event or visible asymmetry can reduce patient trust, trigger refunds or remedial care, and dampen future bookings.
  • Inconsistent tissue targeting may lead to variable results, weakening word-of-mouth and forcing price compression to retain volume.

For clinics operating in regulated, reputation-sensitive markets, MFU-V’s higher up-front cost can be rationalized as a risk-management investment that supports sustainable premium pricing rather than volume-based discounting.

ALLWILL can help model payback and risk-adjusted ROI for both MFU-V and blind HIFU configurations using your real treatment volumes and fee schedules.

Differentiated advantage / higher-ticket rationale

Ultherapy’s DeepSEE imaging changes how clinics talk about—and price—non-surgical lifting. Key differentiators that matter to a capital purchaser include:

  • Visualization vs template. Ultherapy lets providers see tissue layers and manually align transducer focal depth to SMAS or dermis; blind HIFU relies on manufacturer presets and surface landmarks.
  • Evidence base. Reviews highlight that Ultherapy is backed by more than 100 studies and extensive global usage, whereas many generic HIFU devices have limited published data.
  • Depth and pattern consistency. MFU-V platforms are characterized by carefully spaced thermal coagulation points at known depths (e.g., 1.5 mm, 3.0 mm, 4.5 mm), whereas blind HIFU energy distribution can vary with anatomy and coupling.

For clinics, these differences translate into:

  • Stronger narratives about safety and precision in patient consultations, supporting higher fees per session.
  • A basis for long-term patient relationships and annual treatment programs rather than opportunistic, low-price campaigns.

Alternative technologies, such as monopolar RF or imaging-free HIFU, may be appropriate in certain business models, but they typically require more conservative settings and simpler indications to manage risk without real-time visualization. The decision is therefore less about brand and more about how much “blind” risk your clinic is prepared to hold.

Request a quote from ALLWILL to explore both MFU-V and non-imaging options with transparent safety, evidence, and pricing data, so you can match technology level to your clinic’s risk appetite and brand positioning.

BME technical maintenance checklist: imaging safety and uptime

Because this article is about technical mechanics and clinical risk rather than cost or logistics, the most valuable decision aid is a technical maintenance checklist focused on imaging reliability, transducer integrity, and safe energy delivery. Use this as a baseline, and adapt it to manufacturer instructions and local regulation.

BME Technical Maintenance Checklist for MFU-V vs Blind HIFU

  • Imaging calibration and quality
    • For MFU-V systems, verify ultrasound image sharpness and depth scaling against phantoms or known anatomical landmarks at least quarterly.
    • Confirm that SMAS, dermis, and fat layers are distinguishable on the DeepSEE window at standard gain settings; log any degradation for service.
  • Transducer integrity and coupling
    • Inspect housing, acoustic windows, and cables for cracks, discoloration, or fluid ingress before each clinic day.
    • Perform brief test passes on phantoms or approved media to confirm even coupling and absence of unexpected hot spots or pain spikes.
  • Depth and energy verification
    • For MFU-V devices, cross-check focal depth indicators on the imaging screen with manufacturer specifications, especially after software or firmware updates.
    • For blind HIFU, implement regular third-party or manufacturer assessments of output power and focal depth, since misalignment may be harder to detect without visualization.
  • Shot-count and thermal profile tracking
    • Monitor cumulative lines fired per transducer, replacing units before end-of-life thresholds to avoid drift in energy output and focal quality.
    • Correlate treatment feedback (patient sensation, erythema patterns) with device logs to detect early signs of performance change.
  • Software, presets, and safety parameters
    • Keep MFU-V systems updated with validated presets and imaging protocols reflecting the latest regulatory submissions; avoid unverified “custom” profiles.
    • For blind HIFU devices, ensure presets are aligned with manufacturer manuals and not adjusted beyond recommended ranges without documented rationale.
  • Anatomy and operator training
    • Require MFU-V operators to complete structured training in ultrasound anatomy interpretation, including identification of nerves, vessels, and fat pads on the imaging window.
    • For blind HIFU, emphasize conservative treatment zones and depth settings, given the absence of real-time visualization.
  • Incident logging and corrective action
    • Maintain detailed records of any unexpected pain, bruising, asymmetry, or suspected nerve involvement, and link these to device settings and maintenance history.
    • Use incident data to trigger early service calls or recalibration, especially for blind devices where mechanical drift can remain undetected longer.
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ALLWILL’s Smart Center and technical partners can help clinics implement these maintenance workflows for both MFU-V and blind HIFU devices, combining device logs, shot-count data, and service reports into a unified asset-protection plan.

Mid-article next step: Request a quote from ALLWILL for MFU-V devices and certified pre-owned HIFU options that include documented imaging checks, calibration certificates, and clear shot-count reporting.

Compliance & asset protection

From a regulatory perspective, Ultherapy is recognized as an MFU-V system with FDA 510(k) clearance for defined lifting indications, which explicitly incorporates real-time ultrasound imaging as part of the device description. Many generic HIFU devices lack this visualization feature and may have different or more limited regulatory status.

Clinics should:

  • Verify the regulatory clearance or CE marking for each device model, including whether imaging is part of the cleared configuration.
  • Ensure that console, transducers, and software versions match the documentation provided in regulatory submissions for their jurisdiction.
  • Obtain written proof of authenticity, origin, and certification for blind HIFU devices, as lower-cost imports can vary widely in compliance and manufacturing quality.

For asset protection:

  • Require CPO suppliers to provide service histories, imaging performance checks (where applicable), and calibration reports with serial-number-level detail.
  • Align insurance and consent forms with the specific technology used—MFU-V versus blind HIFU—so risk disclosure and documentation are accurate.

ALLWILL can facilitate transparent sourcing with serial verification, documentation packs, and inspection summaries, but clinics remain responsible for final regulatory sign-off and local compliance.

Procurement risks to avoid + ALLWILL Expert View

Several procurement errors commonly undermine both safety and ROI when clinics choose between MFU-V and blind HIFU:

  • Selecting devices purely on purchase price without quantifying risk-adjusted cost of complications, reputational damage, or retreatment obligations.
  • Acquiring blind HIFU systems with unclear origin, no imaging, and limited documentation, which may complicate audits and insurance coverage.
  • Under-investing in training and maintenance, assuming preset templates are sufficient to manage anatomical variability without visualization.

ALLWILL Expert View

In real procurement conversations, the MFU-V versus blind HIFU question rarely resolves into a simple “premium vs budget” choice. What we see across mature clinics is an increasing preference to treat real-time visualization as a non-negotiable safety feature rather than an optional upgrade. When providers can see SMAS, fat, and dermis in live ultrasound as they deliver energy, they not only reduce avoidable risk but also gain the confidence to design more sophisticated, multi-depth protocols. This confidence is what supports higher professional fees and more durable patient relationships—especially in regulated urban markets. Buyers evaluating certified pre-owned options should ask for three things up front: recent imaging calibration reports, documented treatment logs that show stable performance, and specific training support on reading DeepSEE anatomy. ALLWILL routinely bundles these elements into MFU-V sourcing projects so clinics are not just buying hardware, but an integrated safety and uptime strategy.

To align your next acquisition with this perspective, request a quote from ALLWILL that includes imaging verification, calibration history, and training support options for any Ultherapy or HIFU devices you are considering.

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Frequently Asked Questions

How much more does Ultherapy MFU-V cost compared with blind HIFU?

Ultherapy MFU-V systems generally fall around USD 60,000–100,000 new, while many blind HIFU devices can be available at a fraction of that, sometimes in the low–five-figure or below range. Certified pre-owned MFU-V units may narrow the gap; request a quote from ALLWILL for current comparative pricing.

Does real-time imaging change ROI or payback?

Imaging does not guarantee specific outcomes, but it helps reduce risk of treating the wrong layer and supports more consistent protocols, which can stabilize reputation and pricing. Many clinics find this enables sustainable premium fees and realistic payback horizons of roughly 9–24 months, depending on utilization.

Are blind HIFU devices less safe than Ultherapy?

Safety depends on multiple factors—device quality, settings, training, and patient selection—but blind HIFU lacks the anatomical visualization that helps avoid nerves, vessels, and fat pads. Clinics using blind devices often mitigate risk by more conservative protocols; MFU-V imaging provides an additional layer of control.

What should I check before buying a certified pre-owned Ultherapy system?

Buyers should verify serial numbers, regulatory status, transducer shot counts, imaging calibration reports, and service history. ALLWILL can collate these into a CPO inspection summary so clinics can evaluate safety and uptime alongside price.

Is Ultherapy “different technology” from HIFU?

Ultherapy is a form of HIFU—specifically MFU-V—with patented real-time visualization and a comparatively large evidence base. The distinction lies in imaging and validation, not in the core use of focused ultrasound energy.

References

  1. Ultherapy Prime vs HIFU: The Key Differences for Lasting Lift
  2. Ultherapy vs HIFU: What’s the Difference? – Cutis Laser Clinics
  3. Ultherapy vs HIFU: What’s the Difference? – Video Transcript
  4. MFU-V vs HIFU — Clinical Comparison (Ultherapy in Seoul)
  5. HIFU With Ultrasound Visualization vs Blind HIFU
  6. Ultherapy vs HIFU: A Dermatologist’s Honest Comparison (2026 Update)
  7. A Review of Skin-tightening Energy Technologies and a Pan-Asian Treatment Algorithm
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        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.