AGENCY AGREEMENTAgency Agreement • June 28th, 2018 • Alberta
Contract Type FiledJune 28th, 2018 JurisdictionMackie Research Capital Corporation (the “Agent”) hereby agrees to offer for purchase and sale on a commercially reasonable efforts agency basis, and Green Star Biosciences Inc. (the "Corporation") agrees to issue and sell through the Agent up to 12,857,143 units of the Corporation ("Units") at a price of $0.35 per Unit (the "Offering Price"), for aggregate gross proceeds of up to $4,500,000, upon and subject to the terms and conditions hereof. Each Unit shall consist of one Common Share (as defined herein) of the Corporation (a "Unit Share") and one half of one warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable into one Common Share (as defined herein) of the Corporation (a “Warrant Share”) at $0.75 per Warrant Share for a period of 24 months from the Closing Date.