Pursuant to that certain Securities Purchase Agreement by and between the Company and Brookstone Partners Acquisition XXIV, LLC (the “Buyer”), dated even date herewith (the “Securities Purchase Agreement”), the Company has agreed, upon the terms and subject to the conditions of the Securities Purchase Agreement, to issue and sell to the Buyer at the Closing shares (the “Common Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), pursuant to the terms of the Securities Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement.

No later than ten (10) days following the Effective Date Ovid shall transfer to Lundbeck shares representing ​ of Ovid’s common stock in accordance with the terms and conditions set forth in the Stock Purchase Agreement.

Each Buyer wishes to purchase, and the Company wishes to sell, upon the terms and conditions stated in this Agreement, such aggregate number of shares of Common Stock as set forth opposite such Buyer’s name in column # on the Schedule of Buyers (which aggregate amount for all Buyers shall be 1,512,499 shares of Common Stock and shall collectively be referred to herein as the “Common Shares” or the “Securities”).

Conditions to The Buyer’s Obligation to Purchase. The obligation of the Buyer hereunder to purchase the Securities at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:

The authorized capital stock of ​ as of the date of this Agreement consists of 5,000,000 shares, par value of $2.00, of common stock (the “​ Common Stock”) and 101,000 outstanding options to purchase ​ Common Stock (the “​ Stock Options”). As of the date hereof, 563,527 shares of ​ Common Stock were issued and outstanding and no shares of ​ Common Stock were held as treasury shares.

(n) “Fully Diluted Basis” means at any date of determination, treating all shares of Common Stock, Common Stock Equivalents and any reserved but unissued options to purchase Common Stock or Common Stock Equivalents of the Company under the Company’s option pool as being outstanding as shares of Common Stock.

purchase or otherwise acquire more than a de minimis number of shares of its Common Stock or Common Stock Equivalents;

Investors will purchase the number of units (the “Units”) set forth on the signature page to the Subscription Agreement at a purchase price of $25,000 per Unit. Each Unit consists of 100,000 shares of Common stock, (the “Series A Preferred” or “Shares”), of MCig, Inc., a Nevada corporation (the “Company”) and a five-year warrant, with an exercise price of $0.50 per share, (the “Warrants”) to purchase 50,000 shares of Common Stock. The subscription for the Units will be made in accordance with and subject to the terms and conditions of the Subscription Agreement and the Memorandum (as defined in the Subscription Agreement).

“Registrable Securities” means # the shares of Common Stock issued or issuable pursuant to the Purchase Agreement, the Note, and the shares of Common Stock issued or issuable pursuant to that certain securities purchase agreement with the Investor, that certain promissory note issued to the Investor, and warrant issued to the Investor, each dated May 17, 2022 and # any shares of capital stock issued or issuable with respect to such shares of Common Stock, if any, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise, which have not been # included in the Registration Statement that has been declared effective by the SEC, or # sold under circumstances meeting all of the applicable conditions of Rule 144 (or any similar provision then in force) under the 1933 Act.

Alternate Investor’s Commitment. Subject to [Section 2.2(b)] concerning Reinvestments, at no time will a Conduit Investor have any obligation to fund an Investment or Reinvestment. At any time when all Conduit Investors in a Purchaser Group have rejected a request for Investment or a Conduit Investor has failed to make an Investment in connection with an Investment Request it has accepted (or the portion thereof determined by the Related [[Organization B:Organization]]), the Related [[Organization B:Organization]] shall so notify the Related Alternate Investors and such Alternate Investors shall make such Investment, on a pro rata basis, in accordance with their respective Special Pro Rata Shares. Notwithstanding anything contained in this [Section 2.3(c)] or elsewhere in this Agreement to the contrary, no Alternate Investor shall be obligated to provide any [[Organization B:Organization]] or the SPV with funds in connection with an Investment in an amount that would result in the portion of the Net Investment then funded by it exceeding its Allocable Portion of Maximum Net Investment then in effect (minus the unrecovered principal amount of such Alternate Investor’s investment in the Asset Interest pursuant to the Program Support Agreement to which it is a party). The obligation of each Alternate Investor to remit its Special Pro Rata Share of any such Investment shall be several from that of each other Alternate Investor, and the failure of any Alternate Investor to so make such amount available to the Related [[Organization B:Organization]] shall not relieve any other Alternate Investor of its obligation hereunder.