0001104659-23-024829 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 23rd, 2023 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • Delaware

This Indemnification Agreement ("Agreement"), dated as of [DATE], is by and between Monogram Orthopaedics, Inc., a Delaware corporation (the "Company") and Paul Riss (the "Indemnitee").

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Monogram Orthopaedics Inc. Maximum: 4,137,931 Shares of Common Stock $0.001 par value per share SELLING AGENCY AGREEMENT
Selling Agency Agreement • February 23rd, 2023 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus • New York

Monogram Orthopaedics Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis up to a maximum of 4,137,931 shares of common stock, $0.001 par value per share (the “Common Stock”) of the Company to investors (collectively, the “Investors”) in an offering (the “Offering”) pursuant to Regulation A through Digital Offering, LLC (the “Selling Agent”), acting on a best efforts basis only, in connection with such sales. The shares of Common Stock to be sold in this offering are referred to herein as the “Shares.” The Shares are more fully described in the Offering Statement (as hereinafter defined).

SELLING AGENCY AGREEMENT (ENGAGEMENT)
Selling Agency Agreement • February 23rd, 2023 • Monogram Orthopaedics Inc • Surgical & medical instruments & apparatus

This engagement letter states certain conditions and assumptions upon which the Offering is premised. Except as expressly provided for herein, with regard to those specific sections that are agreed to be binding, this engagement letter is not intended to be a binding legal document.

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