Subscribed Titles. The Pilot Gold Open Access terms on Schedule 1.1 are replaced and superseded by the below conditions: Pilot Gold Open Access The Authorized Users of the Institutions shall have the right during the period 1st January 2019 to June 30th to submit a total of 1,600 journal articles under the Pilot Gold Open Access for publication to Elsevier and, if accepted after peer review, at no additional cost. If selecting open access under the Pilot Gold Open Access the journal article shall be published under a CC-BY or CC-BYNC-ND license as determined by the submitting Authorized User. The abovementioned amount of 1600 journal articles eligible for the Pilot Gold Open Access under the Agreement consists of: - 1,300 unused journal articles - 300 additional journal articles The eligibility of the above articles for the Pilot Gold Open Access will expire on June 30th 2019, unless the Agreement is renewed in which case any unused amounts shall survive and remain active during the renewal term. Submitting Authorized Users under the Pilot Gold Open Access shall not be required to transfer any copyright in their work to Elsevier, instead submitting Authorized Users grant exclusive rights to Elsevier in the journal article publishing process. The submitting Authorized Users shall have the same rights to reuse the published journal article as those allowed to third party users of the journal article under the selected CC license. The number of journals published by Elsevier which are available for the Pilot Gold Open Access are selected by Elsevier in agreement with the Subscriber and are based upon the domain and NL publishing behavior required to meet the respective quota as described above in Gold OpenAccess journal articles and attached in Schedule 1.2 of this Agreement. Elsevier shall on a monthly basis provide Subscriber a report of the total number of Gold Open Access journal articles published under this Agreement. Elsevier will make available on a semi-annual basis a complete report of all articles (open access and otherwise) published by Authorized Users. Elsevier will not levy article processing charges directly on Authorized Users of the Institutions in relation to the selected Journals under the Pilot Gold Open Access described herein. The aforementioned does not prejudice Elsevier’s right to charge article processing charges from submitting Authorized Users to the extent these fall outside the scope of selected journals under the Pilot Gold Open Access. The Insti...

Subscribed Titles. MASARYK UNIVERSITY Product ID 0768IACC ISSN Transferred Title (online only) 0735-1097 Journal ofthe American Colle e ofCardiolo \ ELSEVIER SUBSCRIPTION AGREEMENT Schedule 2 Sites/Authentication/Contacts Subscriber: Masaryk University Sites: Xxxxxxxxxx Xxxxxxx 0, Xxxx, 000 00, Xxxxx Xxxxxxxx #Auth. Users: Authentication: Estimated total number of Authorized Users for ScienceDirect: For the avoidance of doubt, other institutions and organizations that reside or do business at the above locations (including without limitation companies that are owned wholly or in part by, or affiliated with, the Subscriber) are not Sites, unless expressly stated above. The Subscriber will promptly notify Elsevier of any material changes in the number of Authorized Users, which changes may result in Elsevier terminating the Agreement at the end ofthe year for which the Fees were paid unless the parties are able to agree to appropriate fee adjustments for any subsequent years of the Term, and may add, withdraw or substitute authentication mechanisms upon mutual agreement ofthe parties in writing. Primary Contact Name: Title: NamelAddress (if different from Section 7.7): E-mail: Phane: Billing Contact Name: Title: NamelAddress (if different from Section 7.7): E-mail: Phone: Senior Online Product Manager Suweco CZ s.r.o., Xxxxxxxxx 000, Xxxxx 0, 000 00, Xxxxx Xxxxxxxx The Subscriber will promptly notify Elsevier of any changes to any ofthe contact information above.

Subscribed Titles. BOISE STATE UNIVERSITY Product ID ISSN Subscribed Title (online only) 07802 1876-2859 Academic Pediatrics 13351 1076-6332 Academic Radiology 00486 0361-3682 Accounting, Organizations and Society 00221 1359-6454 Acta Materialia 13279 0065-3101 Advances in Pediatrics 02001 0309-1708 Advances in Water Resources 01001 1359-1789 Aggression and VIolent Behavior 05320 0168-1923 Agricultural and Forest Meteorology 13246 0002-9378 American Journal of Obstetrics & Gynecology 07689 0749-3797 American Journal of Preventive Medicine 04263 1472-0299 Anaesthesia & Intensive Care Medicine 12602 0003-3472 Animal Behaviour 00768 0883-2927 Applied Geochemistry 13310 0003-9993 Archives of Physical Medicine and Rehabilitation 06071 1872-9312 Artery Research 13049 0749-8063 Arthroscopy: the Journal of Arthroscopy and Related Surgery 04101 1036-7314 Australian Critical Care 12671 1521-6942 Best Practice & Research: Clinical Rheumatology 05002 0005-2728 Biochimica et Biophysica Acta - Bioenergetics 13342 1083-8791 Biology of Blood and Marrow Transplantation 13074 1043-321X Breast Diseases: A Year Book Quarterly 05323 0341-8162 Catena 05324 0009-2541 Chemical Geology 00362 0045-6535 Chemosphere 13344 1542-3565 Clinical Gastroenterology and Hepatology 12821 0009-9260 Clinical Radiology 05364 0167-9473 Computational Statistics & Data Analysis 07452 8755-4615 Computers and Composition 00398 0098-3004 Computers & Geosciences 00260 0010-938X Corrosion Science 13077 0363-0188 Current Problems in Diagnostic Radiology 12674 1043-4666 Cytokine 00216 FS00-0216 Deep-Sea Research Part I: Oceanographic Research Papers with Part II: Topical Studies in Oceanography (Combined Subscription) 00116 0967-0645 Deep-Sea Research Part II: Topical Studies in Oceanography 00489 0967-0637 Deep-Sea Research Part I: Oceanographic Research Papers 10004 1125-7865 Dendrochronologia 07453 0885-2006 Early Childhood Research Quarterly 05328 0012-821X Earth and Planetary Science Letters 05329 0012-8252 Earth-Science Reviews 08019 0720-048X European Journal of Radiology 13364 1550-8307 Explore: the Journal of Science & Healing Product ID ISSN Subscribed Title (online only) 07647 0015-0282 Fertility and Sterility 05106 0378-1127 Forest Ecology and Management 07531 0891-5849 Free Radical Biology & Medicine 13216 0016-5085 Gastroenterology 12033 0016-6480 General and Comparative Endocrinology 09110 0016-6995 Geobios 00212 0016-7037 Geochimica et Cosmochimica Acta 05334 0169-555X Geomorphology 05335 0921-8181 Global and...

Subscribed Titles. MASARYK UNIVERSITY Product ID ISSN Subscribed Title (online only) 00471 0306-4603 Addictive Behaviors 12005 0001-8708 Advances in Mathematics 13240 0002-8703 American Heart Journal 07582 0002-9394 American Journal of Ophthalmology 13027 0889-5406 American Journal of Orthodontics and Dentofacial Orthopedics 10030 0940-9602 Annals of Anatomy 05253 0168-0072 Annals of Pure and Applied Logic 03002 0143-6228 Applied Geography 05255 0004-3702 Artificial Intelligence 05324 0009-2541 Chemical Geology 08065 1388-2457 Clinical Neurophysiology 12821 0009-9260 Clinical Radiology 12022 0010-0285 Cognitive Psychology 05258 0925-7721 Computational Geometry 02066 0267-3649 Computer Law & Security Review 12659 0885-2308 Computer Speech and Language 02223 0952-7915 Current Opinion in Immunology 12714 1756-2317 Diagnostic Histopathology 06006 0925-9635 Diamond and Related Materials 08664 0301-4681 Differentiation 03024 0261-3794 Electoral Studies 00682 0889-4906 English for Specific Purposes 02022 0269-7491 Environmental Pollution 05029 0920-1211 Epilepsy Research 12707 1090-3798 European Journal of Paediatric Neurology 10001 0009-2819 Geochemistry 00344 0016-7185 Geoforum 12047 0315-0860 Historia Mathematica 12048 0890-5401 Information and Computation 00968 0883-0355 International Journal of Educational Research 00535 0147-1767 International Journal of Intercultural Relations 12632 1756-0616 International Journal of Law, Crime and Justice 08028 0165-5876 International Journal of Pediatric Otorhinolaryngology 07419 0890-4065 Journal of Aging Studies 12643 0305-4403 Journal of Archaeological Science 03053 0300-5712 Journal of Dentistry 08032 0923-1811 Journal of Dermatological Science 12637 0195-6701 Journal of Hospital Infection 12074 0749-596X Journal of Memory and Language 13069 0022-3468 Journal of Pediatric Surgery 12626 0095-4470 Journal of Phonetics 05291 0378-2166 Journal of Pragmatics 04244 1440-2440 Journal of Science and Medicine in Sport 13422 1051-0443 Journal of Vascular and Interventional Radiology Product ID ISSN Subscribed Title (online only) 13089 0741-5214 Journal of Vascular Surgery 05117 0169-2046 Landscape and Urban Planning 00583 0145-2126 Leukemia Research 07459 0740-8188 Library & Information Science Research 05295 0024-3841 Lingua 07539 0958-3947 Medical Dosimetry 13252 0026-0495 Metabolism 05074 1383-5742 Mutation Research: Reviews in Mutation Research 12098 1074-7427 Neurobiology of Learning and Memory 00279 0028-3908 Neuropharmacology 05450 1384-1...

Subscribed Titles. MASARYK UNIVERSITY Product ID ISSN Subscribed Title (online only) 13068 0278-2391 Journal of Oral and Maxillofacial Surgery 07583 1053-2498 The Journal of Heart and Lung Transplantation Product ID ISSN Cell Press Collection Journal Title 07595 0000-0000 Cancer Cell 07704 0000-0000 Cell Stem Cell 12877 0000-0000 Molecular Therapy 07593 0896-6273 Neuron 07813 0002-9297 The American Journal of Human Genetics Product ID ISSN Clinics Collection Journal Title 13080CLN 1064-9689 Magnetic Resonance Imaging Clinics of North America

Subscribed Titles. MASARYK UNIVERSITY Product ID ISSN Transferred Title (online only) 13202 0006-4971 Blood 18407 0007-0912 British Journal of Anaesthesia 18838 0012-3692 Chest 14130ACC 2213-1779 Jacc: Heart Failure 07681ACC 0735-1097 Journal of the American College of Cardiology 07715 0022-202X Journal of Investigative Dermatology 18849 0085-2538 Kidney International ELSEVIER SUBSCRIPTION AGREEMENT Schedule 2 Sites/Authentication/Contacts Subscriber: Masaryk University Sites: #Relev. Auth. Users: Masaryk University, Brno, Czech Republic 6,700 Estimated total number of Authorized Users for ScienceDirect: 37,000 Estimated total number of relevant Authorized Users for ScienceDirect: 6,700 For the avoidance of doubt, other institutions and organizations that reside or do business at the above locations (including without limitation companies that are owned wholly or in part by, or affiliated with, the Subscriber) are not Sites, unless expressly stated above. The Subscriber will promptly notify Elsevier of any material changes in the number of relevant Authorized Users, which changes may result in Elsevier terminating the Agreement at the end of the year for which the Fees were paid unless the parties are able to agree to appropriate fee adjustments for any subsequent years of the Term, and may add, withdraw or substitute authentication mechanisms upon mutual agreement of the parties in writing. Primary Contact Name: Title: Name/Address (if different from Section 7.7): E-mail: Phone: Masaryk University Campus Library, Head of the Library |@xxx.xxxx.xx. N A Billing Contact Name: Title: Online Librarian Name/Address (if different from Section 7.7): Masaryk University Xxxxxx Xxxxxxx, Xxxxxxxx 0, 00000 Xxxx. Xxxxx Xxxxxxxx E-mail: Phone: ^X@xxx.xxxx.xx The Subscriber will promptly notify Elsevier of any changes to any of the contact information above.

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Purchased Shares Subject to the terms and conditions provided below, Seller shall sell and transfer to Buyers and Buyers shall purchase from Seller, on the Closing Date (as defined in Section 1(c)), all of the Shares.
Title to Purchased Shares The Purchased Shares are owned by the Vendors as the registered and beneficial owner thereof with good and marketable title, free and clear of all Encumbrances.
Shares; Membership Interests (a) The total of the membership interests in the Company shall be divided into (i) Class A Ordinary Shares having the rights and preferences as set forth herein (the “Class A Ordinary Shares”), (ii) Class A Preferred Shares having the rights and preferences as set forth herein (the “Class A Preferred Shares” and, together with the Class A Ordinary Shares, the “Class A Shares”), (iii) Class B Ordinary Shares having the rights and preferences as set forth herein (the “Class B Ordinary Shares”), and (iv) Class C Ordinary Share having the rights and preferences as set forth herein (the “Class C Ordinary Share” and, together with the Class A Ordinary Shares, the Class A Preferred Shares and the Class B Ordinary Shares, the “Shares” and each a “Share”). Class A Ordinary Shares, Class A Preferred Shares and Class B Ordinary Shares shall have the same rights, powers and duties, except as otherwise set forth in this Agreement. The number of Class A Ordinary Shares shall be limited to the maximum number of Class A Ordinary shares offered in the Offering, plus (i) the number of Class A Ordinary Shares which may be issued upon conversion of the Class A Preferred Shares, plus (ii) the number of Class A Ordinary Shares which may be issued upon conversion of the Class B Ordinary Shares. The number of Class A Preferred Shares shall be limited to the number of Class A Preferred Shares which may be issued pursuant to the Management Services Agreement. The number of Class B Ordinary Shares shall be limited to up to 1,000. The number of Class C Ordinary Shares shall be limited to one. Class A Preferred Shares issued pursuant to the Management Services Agreement (“ASA Shares”) may be subject to vesting provisions as set forth in the Management Services Agreement. The Shares of the Members shall be as set forth on Exhibit A attached hereto, which may be updated as set forth herein. For the avoidance of doubt, in the event that all of the Class A Ordinary Shares are not sold pursuant to the Offering, the Board shall, upon the final closing of the Offering, issue a number of Class A Ordinary Shares to the Initial Member equal to the aggregate number of Class A Ordinary Shares that remain unsold in the Offering, as repayment in full of any and all obligations owing to the Initial Member in respect of advances made to acquire the Artwork and true-up fees payable to the Initial Member. The name and mailing address of each Member or such Member’s representative shall be listed on the books and records of the Company maintained for such purpose by the Company or the Transfer Agent.
Options and Warrants 9 3.07 Absence of Certain Changes or Events...............9 3.08
Subscribers identification and contact data (name, date of birth, gender, general, occupation or other demographic information, address, title, contact details, including email address), personal interests or preferences (including purchase history, marketing preferences and publically available social media profile information); IT information (IP addresses, usage data, cookies data, online navigation data, location data, browser data); financial information (credit card details, account details, payment information).
New Shares Stockholder agrees that any shares of Company Capital Stock that Stockholder purchases or with respect to which Stockholder otherwise acquires beneficial ownership after the date of this Agreement and prior to the Expiration Date (“New Shares”) shall be subject to the terms and conditions of this Agreement to the same extent as if they constituted Shares.
Subscriber A Person who lawfully receives Cable Service over the Cable System with Franchisee’s express permission.
Rights, Options and Warrants If the Company distributes, to all or substantially all holders of Common Stock, rights, options or warrants (other than rights issued or otherwise distributed pursuant to a stockholder rights plan, as to which Sections 5.05(A)(iii)(1) and 5.05(F) will apply) entitling such holders, for a period of not more than sixty (60) calendar days after the record date of such distribution, to subscribe for or purchase shares of Common Stock at a price per share that is less than the average of the Last Reported Sale Prices per share of Common Stock for the ten (10) consecutive Trading Days ending on, and including, the Trading Day immediately before the date such distribution is announced, then the Conversion Rate will be increased based on the following formula: where: CR0 = the Conversion Rate in effect immediately before the Open of Business on the Ex-Dividend Date for such distribution; CR1 = the Conversion Rate in effect immediately after the Open of Business on such Ex-Dividend Date; OS = the number of shares of Common Stock outstanding immediately before the Open of Business on such Ex-Dividend Date; X = the total number of shares of Common Stock issuable pursuant to such rights, options or warrants; and Y = a number of shares of Common Stock obtained by dividing (x) the aggregate price payable to exercise such rights, options or warrants by (y) the average of the Last Reported Sale Prices per share of Common Stock for the ten (10) consecutive Trading Days ending on, and including, the Trading Day immediately before the date such distribution is announced. To the extent such rights, options or warrants are not so distributed, the Conversion Rate will be readjusted to the Conversion Rate that would then be in effect had the increase to the Conversion Rate for such distribution been made on the basis of only the rights, options or warrants, if any, actually distributed. In addition, to the extent that shares of Common Stock are not delivered after the expiration of such rights, options or warrants (including as a result of such rights, options or warrants not being exercised), the Conversion Rate will be readjusted to the Conversion Rate that would then be in effect had the increase to the Conversion Rate for such distribution been made on the basis of delivery of only the number of shares of Common Stock actually delivered upon exercise of such rights, option or warrants. For purposes of this Section 5.05(A)(ii) and Section 5.01(C)(i)(3)(a)(I), in determining whether any rights, options or warrants entitle holders of Common Stock to subscribe for or purchase shares of Common Stock at a price per share that is less than the average of the Last Reported Sale Prices per share of Common Stock for the ten (10) consecutive Trading Days ending on, and including, the Trading Day immediately before the date the distribution of such rights, options or warrants is announced, and in determining the aggregate price payable to exercise such rights, options or warrants, there will be taken into account any consideration the Company receives for such rights, options or warrants and any amount payable on exercise thereof, with the value of such consideration, if not cash, to be determined by the Company in good faith and in a commercially reasonable manner.
SELLING SHAREHOLDERS The common stock being offered by the selling shareholders are those previously issued to the selling shareholders, and those issuable to the selling shareholders, upon exercise of the warrants. For additional information regarding the issuances of those shares of common stock and warrants, see "Private Placement of Common Shares and Warrants" above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the shares of common stock and the warrants, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of the shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the shares of common stock and warrants, as of ________, 2018, assuming exercise of the warrants held by the selling shareholders on that date, without regard to any limitations on exercises. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the sum of (i) the number of shares of common stock issued to the selling shareholders in the __________________ and (ii) the maximum number of shares of common stock issuable upon exercise of the related warrants, determined as if the outstanding warrants were exercised in full as of the trading day immediately preceding the date this registration statement was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all subject to adjustment as provided in the registration right agreement, without regard to any limitations on the exercise of the warrants. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. Under the terms of the warrants, a selling shareholder may not exercise the warrants to the extent such exercise would cause such selling shareholder, together with its affiliates and attribution parties, to beneficially own a number of shares of common stock which would exceed [4.99]% of our then outstanding common stock following such exercise, excluding for purposes of such determination shares of common stock issuable upon exercise of the warrants which have not been exercised. The number of shares in the second column does not reflect this limitation. The selling shareholders may sell all, some or none of their shares in this offering. See "Plan of Distribution." Name of Selling Shareholder Number of shares of Common Stock Owned Prior to Offering Maximum Number of shares of Common Stock to be Sold Pursuant to this Prospectus Number of shares of Common Stock Owned After Offering Annex C THEMAVEN, INC. Selling Stockholder Notice and Questionnaire The undersigned beneficial owner of common stock (the “Registrable Securities”) of TheMaven, Inc., a Delaware corporation (the “Company”), understands that the Company has filed or intends to file with the Securities and Exchange Commission (the “Commission”) a registration statement (the “Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Registrable Securities, in accordance with the terms of the Registration Rights Agreement (the “Registration Rights Agreement”) to which this document is annexed. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Registration Rights Agreement. Certain legal consequences arise from being named as a selling stockholder in the Registration Statement and the related prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling stockholder in the Registration Statement and the related prospectus.
Target Shares Seller holds of record and owns beneficially the number of Target Shares set forth next to his name in §4(b) of the Disclosure Schedule, free and clear of any restrictions on transfer (other than any restrictions under the Securities Act and Securities Laws), taxes, Liens, options, warrants, purchase rights, contracts, commitments, equities, claims, and demands. Seller is not a party to any option, warrant, purchase right, or other contract or commitment (other than this Agreement) that could require Seller to sell, transfer, or otherwise dispose of any capital stock of Target. Seller is not a party to any voting trust, proxy, or other agreement or understanding with respect to the voting of any capital stock of Target.

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