0001104659-23-053372 Sample Contracts

INDEMNIFICATION AND ADVANCEMENT AGREEMENT
Indemnification and Advancement Agreement • May 1st, 2023 • Priveterra Acquisition Corp. • Pharmaceutical preparations • Delaware

This Indemnification and Advancement Agreement (“Agreement”) is made as of __________, 20__ by and between AEON Biopharma, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement of expenses.

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EMPLOYMENT AGREEMENT
Employment Agreement • May 1st, 2023 • Priveterra Acquisition Corp. • Pharmaceutical preparations • California

This Employment Agreement (this “Agreement”), dated as of [ ● ], 2023, is between AEON Biopharma, Inc., a Delaware corporation (the “Company”), and Alex Wilson, an individual (“Employee”), effective as of the date of the consummation of the transactions contemplated by that certain Business Combination Agreement, dated as of December 12, 2022, by and between Priveterra Acquisition Corp., Priveterra Merger Sub, Inc. and the Company (the “Effective Date”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 1st, 2023 • Priveterra Acquisition Corp. • Pharmaceutical preparations • California

This Amended and Restated Employment Agreement (this “Agreement”), dated as of [ ⚫ ], 2023, is between AEON Biopharma, Inc., a Delaware corporation (the “Company”), and Marc Forth, an individual (“Employee”), effective as of the date of the consummation of the transactions contemplated by that certain Business Combination Agreement, dated as of December 12, 2022, by and between Priveterra Acquisition Corp., Priveterra Merger Sub, Inc. and the Company (the “Amended Effective Date”).

AMENDMENT NO. 1 to SPONSOR SUPPORT AGREEMENT
Sponsor Support Agreement • May 1st, 2023 • Priveterra Acquisition Corp. • Pharmaceutical preparations

This Amendment No. 1 to the Sponsor Support Agreement (this “Amendment”) is made as of April 27, 2023, by and among Priveterra Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Priveterra Acquisition Corp., a Delaware corporation (the “SPAC”), the other Persons party to the Sponsor Support Agreement as the Other Priveterra Insiders (the “Other Priveterra Insiders”) and AEON Biopharma, Inc., a Delaware corporation (the “Company”). Capitalized terms used, but not otherwise defined herein, shall have the meaning given to them in the BCA (as defined below).

CONSULTING AGREEMENT
Consulting Agreement • May 1st, 2023 • Priveterra Acquisition Corp. • Pharmaceutical preparations • California

THIS CONSULTING AGREEMENT for independent Consultant consulting services (this “Agreement”) by and between AEON Biopharma, Inc., (“Company”) and Chris Carr (“Consultant”).

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