PERSONAL AND CONFIDENTIAL Mr. Clifford Starke, Chief Executive Officer Flora Growth Corp. Fort Lauderdale, Florida, United States 33309 Re: Flora Growth Corp. | Regulation A | Engagement Letter Dear Mr. Starke:Personal and Confidential • July 16th, 2024 • Flora Growth Corp. • Pharmaceutical preparations • New York
The purpose of this engagement letter is to outline our agreement pursuant to which Aegis Capital Corp. ("Aegis") will act as the exclusive placement agent in connection with the proposed Regulation A on a best effort basis (the "Offering") by Flora Growth Corp. (collectively, with its subsidiaries and affiliates, the "Company") of its shares of Common Shares and/or pre-funded warrants (the "Securities"). This engagement letter sets forth certain conditions and assumptions upon which the Offering is premised. Except as expressly provided herein, this engagement letter is not intended to be a binding legal document, as the agreement between the parties hereto on the matters relating to the Offering will be embodied in the Placement Agent Agreement (as defined below). It is contemplated that following the qualification of the offering statement relating to the Offering, this engagement letter will be replaced by the Placement Agent Agreement. The Company confirms that entry into this eng
