By Patrick O'Brien, JD

Purchasing a medical laser, or any major aesthetic medical device, is one of the most important decisions you will make for your medical spa. Not only does it allow you to offer new procedures, but it can also serve as an important branding and marketing tool. Suffice it to say, buying a new device is a decision you will want to carefully consider—it must have the right combination of features, branding and price. This article is not about that. Instead, it is about all the concerns you'll have and choices you can make when deciding on which device to purchase and signing the contract for it.

Buying a laser is a lot like buying a car. Both a car and a laser are complex, high-dollar machines. They are both big, infrequent purchases and are giant headaches if they break down. And you buy both by signing a long, wordy contract. Beyond checking the price and making sure the window tint was included, you probably didn't read your last car sales contract, but you definitely need to read and understand what's going on in your laser contract. It's also important to know that you really only have leverage in the transaction before you sign, so you have to be sure you're comfortable with the terms before pen hits paper.

Boilerplate Still Holds the Boiler Together

There are a lot of clauses, words and conditions in a laser purchase contract, and every one of them is there for a reason. Some clauses have bigger impacts than others. Reading the contract is the only way to know which is which. Therefore, it's vital to read and understand the whole contract before signing it. If that doesn't sound like something you want to do or can do yourself, you can, of course, hire an attorney to do this for you. Either way, the "before signing" part is critical—everything is negotiable until you sign. You can even choose to walk away if you can't come to an agreement that works for you. But after you sign, you are committed to what's in the agreement—changing things at this point can be extremely difficult, bordering on impossible. You may be thinking, "But I didn't read the contract or have an attorney for my last car purchase—why should I here?" To be honest, you probably should read those, too.

It's Business

Not surprisingly, there are some major differences between buying a car and buying a medical device. Perhaps the most important one is that, when buying a car, you are considered a consumer and are protected by a number of consumer protection laws that help determine what can be promised, what can be excluded by contract, the interest rates, and the warranty and loan terms, among other things. When buying a medical device, however, you are doing so as a professional businessperson and don't necessarily enjoy the same legal protections. Instead, the agreement will almost entirely be governed by what is written in the contract.

More Than Just the Price

This will come as no surprise to many readers, but price is only one of the important terms in a laser purchase. Are you buying it outright or financing? Cross-shop lenders and sources of credit ensure that you are getting a rate or payment schedule that works best. If you choose to finance, verify that loan terms give you the ability to prepay or pay off the loan early; if not, there may be prepayment penalties, or the contract may simply not allow it. These types of clauses may seem harmless now, but that may be different in the future, when you are ready to upgrade to a different device or have the means to stop paying interest.

Look Down the Road

Selling the laser you're considering purchasing is probably the last thing on your mind, but at some point you will want a newer laser or one that offers more treatment options to fit your growing practice. So, before it becomes a future headache, review your contract for any restrictions on resale. Occasionally, contracts require manufacturer approval before you can sell, pre-approval for the new buyer, or "recertification." Often, the process of recertification carries with it a fee, which can be quite substantial and cut into how much money you net from the sale. These provisions can all be negotiated—you may be able to agree to lower fees or to remove them entirely. You may also consider leasing as a solution when you want a different laser, but leases have their own restrictions. Obviously, you can't sell the device you lease, and you are often prohibited from sub-leasing the device and may incur substantial penalties or encounter prohibitions if you try to end the lease early.

Everything Breaks

All machines and devices eventually break down, need maintenance or malfunction—even precisely built medical lasers. Always remember that you are buying this laser to offer more services and hopefully increase your revenue. Any day the laser is not working, for whatever reason, it is costing you money. With a laser device, your only source for parts and service is typically the manufacturer. It is in your interest to make sure that you have some ready plan or way to get your laser investment repaired as quickly and inexpensively as possible. Whether that is through a long warranty period or a regular service plan, resolving this before the machine breaks down will help you to get running again quickly with a minimum of stress.

Getting the Word Out

Having the newest and most advanced laser in the area will not bring in more patients unless they know about it. You will want to purposefully market and promote your new device, and having some assistance here can be invaluable. Not only do the manufacturers have some experience in marketing their product (they sold it to you, after all), they also have a vested interest in seeing you succeed with your purchase. Having a manufacturer-supported marketing program can add a great deal of value to your purchase. While your sales representative may informally offer or promise certain support or items, it is important that this be represented in writing in the contract. Your sales representative's verbal promise may be good, but there is no guarantee they will still be in a position to keep it when you need it. Terms brought up or discussed during the negotiation do not necessarily become part of the contract unless they are written in the agreement; this is the case for many contractual provisions, but since this one is so valuable to you and your laser's success, do not leave it to chance.

Conclusion

There are many other provisions, both big and small, that can be found in sales agreements. It is important for your business' success that you give such big purchases the attention they deserve. If you take nothing else from this piece, please remember these three points:

Read the whole contract before signing it;

Think about the future—not just the "now"—for your purchase; and

Get everything in writing.

Taking the extra time to verify you have everything you need from a laser can help you to maximize the profitability of your purchase and avoid being stuck with an expensive mistake. As Benjamin Franklin once wrote, "An ounce of prevention is worth a pound of cure."

Patrick O'Brien, JD, grew up in West Texas loving the outdoors and scouting, earning the rank of Eagle Scout. After attending Southwestern University, he worked in margin trading with a major investment brokerage. He returned to school and earned a law degree from Southern Methodist University. He brings his legal training and business acumen to AmSpa to help members keep up with legislative changes.

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