$PHBI The terms of the Equity Agreement,* following the effectiveness of a registration statement to be filed with the Securities and Exchange Commission registering for resale by Oscaleta the shares to be sold to Oscaleta pursuant to the Equity Agreement, Pharmagreen has the right to deliver put notices to Oscaleta stating the dollar amount of Pharmagreen’s shares to be sold (with no minimum or maximum dollar amount per put notice, but with Oscaleta’s obligation to purchase shares limited by Oscaleta’s 9.99% ownership cap, and with the aggregate number of shares to be sold (not to exceed the $10,000,000 total dollar commitment amount). The Purchase Price is calculated at eighty-five (85%) percent of the market price per share with a guarantee Floor Price no lower than eighty (80%) percent of the average of the four (4) lowest closing bid prices during immediately preceding the date of the put notice.

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