AURORA CANNABIS INC. and GLAS TRUST COMPANY LLC as Trustee INDENTURE Dated as of

AURORA CANNABIS INC.

GLAS TRUST COMPANY LLC

5.50% Convertible Senior Notes due 2024

INDENTURE dated as of January 24, 2019 between AURORA CANNABIS INC., a corporation

organized and existing under the Business Corporations Act (British Columbia), as issuer (the Company, as more fully set forth in Section 1.01), and GLAS TRUST COMPANY LLC, a limited liability company organized

and existing under the laws of the state of New Hampshire, as trustee (the Trustee , as more fully set forth in Section 1.01).

W I T N E S S E T H:

for its lawful corporate purposes, the Company has duly authorized the issuance of its 5.50% Convertible Senior Notes due 2024, initially in an aggregate principal amount not to exceed $345,000,000 (the Initial Notes ), and in

order to provide the terms and conditions upon which the Notes are to be authenticated, issued and delivered, the Company has duly authorized the execution and delivery of this Indenture; and

WHEREAS, the Form of Note, the certificate of authentication to be borne by each Note, the Form of Notice of Conversion, the Form of

Fundamental Change Repurchase Notice and the Form of Assignment and Transfer to be borne by the Notes are to be substantially in the forms hereinafter provided; and

WHEREAS, all acts and things necessary to make the Notes, when executed by the Company and authenticated and delivered by the Trustee or a

duly authorized authenticating agent, as in this Indenture provided, the valid, binding and legal obligations of the Company, and this Indenture a valid agreement according to its terms, have been done and performed, and the execution of this

Indenture and the issuance hereunder of the Notes have in all respects been duly authorized.

NOW, THEREFORE, THIS INDENTURE WITNESSETH:

That in order to declare the terms and conditions upon which the Notes are, and are to be, authenticated, issued and delivered, and in

consideration of the premises and of the purchase and acceptance of the Notes by the Holders thereof, the Company covenants and agrees with the Trustee for the equal and proportionate benefit of the respective Holders from time to time of the Notes

(except as otherwise provided below), as follows:

Section 1.01. Definitions. The terms defined in this Section 1.01 (except as herein otherwise expressly provided or

unless the context otherwise requires) for all purposes of this Indenture and of any indenture supplemental hereto shall have the respective meanings specified in this Section 1.01. The words herein, hereof,

hereunder and words of similar import refer to this Indenture as a whole and not to any particular Article, Section or other subdivision. The terms defined in this Article include the plural as well as the singular.

Additional Amounts shall have the meaning specified in Section 2.11(b).

Additional Interest means all amounts, if any, payable pursuant to

Section 4.06(d) and Section 6.03, as applicable.

Additional Notes means additional Notes issued pursuant to

Additional Shares shall have the meaning specified in Section 14.03(a).

Affiliate of any specified Person means any other Person directly or indirectly controlling or controlled by or under

direct or indirect common control with such specified Person. For the purposes of this definition, control, when used with respect to any specified Person means the power to direct or cause the direction of the management and policies of

such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and the terms controlling and controlled have meanings correlative to the foregoing. Notwithstanding anything

to the contrary herein, the determination of whether one Person is an Affiliate of another Person for purposes of this Indenture shall be made based on the facts at the time such determination is made or required to be made, as

the case may be, hereunder.

Bankruptcy and Insolvency Act (Canada) means Bankruptcy and Insolvency Act (Canada), as

amended, and the rules and regulations promulgated thereunder.

Board of Directors means the board of directors of the

Company or a committee of such board duly authorized to act for it hereunder.

Board Resolution means a copy of a

resolution certified by the Secretary or an Assistant Secretary of the Company to have been duly adopted by the Board of Directors, and to be in full force and effect on the date of such certification, and delivered to the Trustee.

Business Day means, with respect to any Note, any day other than a Saturday, a Sunday or a day on which the Federal Reserve

Bank of New York is authorized or required by law or executive order to close or be closed or the banking institutions in New York, New York, Edmonton, Alberta or Toronto, Ontario are authorized or required by law or executive order to close or be

Canadian Dollars and C$ mean Canadian dollars or other equivalent units in such coin or

currency of Canada that is legal tender for the payment of public and private debts at the time of payment.

Stock means, for any entity, any and all shares, interests, rights to purchase, warrants, options, participations or other equivalents of or interests in (however designated) stock issued by that entity.

Cash Settlement shall have the meaning specified in Section 14.02(a).

Clause A Distribution shall have the meaning specified in Section 14.04(c).

Clause B Distribution shall have the meaning specified in Section 14.04(c).

Clause C Distribution shall have the meaning specified in

close of business means 5:00 p.m. (New York City time).

Combination Settlement shall have the meaning specified in Section 14.02(a).

Commission means the U.S. Securities and Exchange Commission.

Common Equity of any Person means Capital Stock of such Person that is generally entitled (a) to vote in the election

of directors of such Person or (b) if such Person is not a corporation, to vote or otherwise participate in the selection of the governing body, partners, managers or others that will control the management or policies of such Person.

Common Shares means the common shares of the Company, at the date of this Indenture, subject to Section 14.07.

Companies Creditors Arrangement Act (Canada) means Companies Creditors Arrangement Act (Canada), as amended,

and the rules and regulations promulgated thereunder.

Company shall have the meaning specified in the first paragraph

of this Indenture, and subject to the provisions of Article 11, shall include its successors and assigns.

Order means a written order of the Company signed by any of its Officers and delivered to the Trustee.

Agent shall have the meaning specified in Section 4.02.

Conversion Date shall have the meaning

specified in Section 14.02(c).

Conversion Obligation shall have the meaning specified in Section 14.01(a).

Conversion Price means as of any time, $1,000, divided by the Conversion Rate as of such time.

Conversion Rate shall have the meaning specified in Section 14.01(a).

Corporate Trust Office means the designated office of the Trustee at which at any time its corporate trust business shall

be administered, which office at the date hereof is located at GLAS Trust Company LLC, 3 Second Street, Suite 206, Jersey City, NJ 07311, Attention: Administrator for Aurora Cannabis Inc., or such other address as the Trustee may designate from time

to time by notice to the Holders and the Company, or the designated corporate trust office of any successor trustee (or such other address as such successor trustee may designate from time to time by notice to the Holders and the Company).

Custodian means the Trustee, as custodian for DTC, with respect to the Global Notes, or any successor entity thereto.

Daily Conversion Value means, for each of the 20 consecutive Trading Days

during the Observation Period, 1/20th of the product of (a) the Conversion Rate on such Trading Day and (b) the Daily VWAP for such Trading Day.

Daily Measurement Value means the Specified Dollar Amount (if any), divided by 20.

Daily Settlement Amount, for each of the 20 consecutive Trading Days during the Observation Period, shall consist of:

(a) cash in an amount equal to the lesser of (i) the Daily Measurement Value and (ii) the

Daily Conversion Value on such Trading Day; and

(b) if the Daily Conversion Value on such Trading

Day exceeds the Daily Measurement Value, a number of Common Shares equal to (i) the difference between the Daily Conversion Value and the Daily Measurement Value, divided by (ii) the Daily VWAP for such Trading Day.

Daily VWAP means, for each Trading Day, the per share volume-weighted average price as displayed under the heading

Bloomberg VWAP on Bloomberg page ACB AQR (or its equivalent successor if such page is not available) in respect of the period from the scheduled open of trading until the scheduled close of trading of the

primary trading session on such Trading Day (or if such volume-weighted average price is unavailable, the market value of one share of the Common Shares on such Trading Day determined, using a volume-weighted average method, by a nationally

recognized independent investment banking firm retained for this purpose by the Company). The Daily VWAP shall be determined without regard to after-hours trading or any other trading outside of the regular trading session trading

Default means any event that is, or after notice or passage of time, or both, would be, an Event of Default.

Defaulted Amounts means any amounts on any Note (including, without limitation, the Redemption Price, the Fundamental

Change Repurchase Price, principal and interest) that are payable but are not punctually paid or duly provided for.

Notes means permanent certificated Notes in registered form issued in denominations of $1,000 principal amount and integral multiples thereof.

Depositary means, with respect to each Global Note, the Person specified in Section 2.05(c) as the Depositary with

respect to such Notes, until a successor shall have been appointed and become such pursuant to the applicable provisions of this Indenture, and thereafter, Depositary shall mean or include such successor.

Distributed Property shall have the meaning specified in Section 14.04(c).

DTC means The Depository Trust Company.

Effective Date shall have the meaning specified in Section 14.03(c),

except that, as used in Section 14.04 and Section 14.05, Effective Date means the first date on which Common Shares trade on the applicable exchange or in the applicable market, regular way, reflecting the relevant share

split or share combination, as applicable.

Event of Default shall have the meaning specified in Section 6.01.

Ex-Dividend Date means the first date on which the Common Shares trade on the

NYSE (or if the Common Shares are not then listed on the NYSE, the principal U.S. national or regional securities exchange on which the Common Shares are traded or, if the Common Shares are not then listed on a U.S. national or regional securities

exchange, the TSX or the principal Canadian securities exchange on which the Common Shares are traded or, if the Common Shares are not then listed on a U.S. national or regional or Canadian securities exchange, the other principal market on which

the Common Shares are listed or admitted for trading), regular way, without the right to receive the issuance, dividend or distribution in question, from the Company or, if applicable, from the seller of Common Shares on such exchange or market (in