0001477932-22-009259 Sample Contracts

COMMON SHARE PURCHASE WARRANT FLORA GROWTH CORP.
Flora Growth Corp. • December 13th, 2022 • Pharmaceutical preparations

THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [_________________] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 13, 2027 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Flora Growth Corp., a company incorporated under the laws of the Province of Ontario (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Warrants to purchase Common Shares (the “Warrants”) issued pursuant to the Purchase Agreement (as defined below).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • December 13th, 2022 • Flora Growth Corp. • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of December 8, 2022, between Flora Growth Corp., a corporation organized under the laws of the Province of Ontario (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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