REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 12, 2013, between Mojo Organics, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser a “Purchaser” and, collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGER by and amongAgreement and Plan of Merger • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Nevada
THIS AGREEMENT AND PLAN OF MERGER is entered into as of May 13, 2011 by and among Mojo ventures, Inc., a Delaware corporation (“Parent”), SBSI Acquisition Corp., a Nevada corporation and a wholly-owned subsidiary of Parent (“Acquisition Corp.”), and Specialty Beverage And Supplement, Inc., a Nevada corporation (the “Company”).
FORM OF WARRANTMojo Organics, Inc. • April 16th, 2014 • Canned, frozen & preservd fruit, veg & food specialties • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, , with an address at (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 the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Mojo Organics, Inc., a Delaware corporation (the “Company”), up to shares (the “Warrant Shares”) of the Company’s common stock (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 24th, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • Delaware
This Agreement, made and entered into as of the __ day of _______, 2012 (“Agreement”), by and between Mojo Organics, Inc., a Delaware corporation (“Corporation”), and __________ (“Indemnitee”):
AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of the 15th day of June 2015 (the “Effective Date”), by and between MOJO ORGANICS, INC., a Delaware corporation (the...Employment Agreement • June 30th, 2015 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
WHEREAS, the Company wishes to acknowledge the extraordinary accomplishments achieved by the Employee on behalf of the Company and for the benefit of the shareholders of the Company during his term, including, but not limited to, developing the MOJO brand, the development of packaging and juice products, securing production capacity, developing key distributors, and securing funding for the Company;
STOCK OPTION AGREEMENTStock Option Agreement • October 2nd, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
WHEREAS, pursuant to the terms and conditions of the Company’s 2012 Long-Term Incentive Equity Plan (“Plan”), the Board of Directors of the Company (“Board”) authorized the grant to the Employee of an option (“Option”) to purchase an aggregate of _______ shares of the authorized but unissued common stock of the Company, $0.001 par value (“Common Stock”), conditioned upon the Employee’s acceptance thereof upon the terms and conditions set forth in this Agreement and subject to the terms of the Plan (capitalized terms used herein and not otherwise defined have the meanings set forth in the Plan); and
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 27, 2011 between Specialty Beverage and Supplement, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT Mojo Organics, Inc. Series A Convertible Preferred StockSecurities Purchase Agreement • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • New York
This Amended and Restated Securities Purchase Agreement (this “Agreement”) is dated as of January 12, 2013, between Mojo Organics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the separate Omnibus Signature Pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). This Agreement replaces and supersedes the prior Securities Purchase Agreement dated as of December 20, 2012, which shall be null and void.
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 16th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
WHEREAS, on , pursuant to the Company 2012 Long-Term Incentive Equity Plan (the “Plan”), the Company’s Board of Directors (“Board”) determined to issue to the Holder, in consideration of , shares of common stock of the Company, $.001 par value (“Shares”), conditioned upon the Holder’s acceptance thereof upon the terms and conditions set forth in this Agreement; and
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
Specialty Beverage and Supplement Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook. NY 11741; and
MOJO ORGANICS, INC. DISTRIBUTION AGREEMENTDistribution Agreement • September 24th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
THIS DISTRIBUTION AGREEMENT (this “Agreement”) is made as of _Febuary 20, ____________ ___, 20_14__ (the “Effective Date”), by and between MOJO ORGANICS, INC., a Delaware corporation (hereinafter “Supplier”), and the party set forth on the signature page attached hereto (hereinafter “Distributor”).
MOJO ORGANICS, INC.Mojo Organics, Inc. • December 9th, 2015 • Canned, frozen & preservd fruit, veg & food specialties
Reference is hereby made to that certain Employment Agreement and that certain Second Amended and Restated Restricted Stock Agreement between Richard Seet ("Seet"), and MOJO Organics, Inc., a Delaware Corporation (the "Company") dated December 4, 2013 (collectively, the “Agreements”). Pursuant to the Agreements, among other items, Seet could earn an aggregate amount of 1,165,251 shares of common stock of the Company in three tranches of 388,417 shares represented by certificate numbers 497, 498 and 499 upon the Company achieving revenue targets of $7,500,000, $15,000,000 and $22,500,000 as well as certain business objectives outlined in the Agreements (the “Seet Shares”). All share amounts reflect the 10:1 reverse stock split implemented by the Company on April 1, 2013.
SUBSCRIPTION AGREEMENTSubscription Agreement • April 16th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2015 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of the 15th day of June 2015 (the “Effective Date”), by and between MOJO ORGANICS, INC., a Delaware corporation (the “Company”), and GLENN SIMPSON, an individual (the “Executive”).
GENERAL RELEASE AGREEMENTGeneral Release Agreement • November 2nd, 2011 • Mojo Ventures, Inc. • Retail-retail stores, nec • New York
This GENERAL RELEASE AGREEMENT (this “Agreement”), dated as of October 27, 2011, is entered into by and among Mojo Ventures, Inc., a Delaware corporation (“MOJO”), Mojo Organics, Inc. (“Mojo Sub”) and SBSI Acquisition Corp., a Nevada corporation (“SBSI”). In consideration of the mutual benefits to be derived from that certain Split-Off Agreement (the “Split-Off Agreement”) by and among MOJO, SBSI, Mojo Sub and the Buyers named therein, the covenants and agreements set forth herein and therein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the execution and delivery hereof, the parties hereto hereby agree as follows:
AGREEMENTAgreement • June 8th, 2011 • Mojo Ventures, Inc. • Retail-retail stores, nec • New York
THIS AGREEMENT (the “Agreement”) is entered into as June 7, 2011 by and between MOJO VENTURES, INC. (“MOJO”) and THE BROADSMOORE GROUP, LLC “Broadsmoore”).
AMENDMENT TO RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec
This AMENDMENT TO RESTRICTED STOCK AGREEMENT (the “Amendment”) is entered into as of the 12th day of January, 2013, by and between MOJO ORGANICS, INC., a Delaware corporation (the “Company”), and Richard X. Seet (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
Specialty Beverage and Supplement Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook. NY 11741; and
MOJO VENTURES, INC. LOCK-UP LEAK OUT AGREEMENTLock-Up Leak Out Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Delaware
This LOCK-UP LEAK-OUT AGREEMENT (the “Agreement”) is made as of May __, 2011 (the “Effective Date”) by and between MOJO VENTURES, INC., a Delaware company (the “Company”) and the undersigned Stockholder of the Company.
AGREEMENTAgreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
SPECIALTY BEVERAGE AND SUPPLEMENT, Inc. ("Employer" or "SBSI") with its principal office located at 836 Grundy Avenue Holbrook, NY 11741; and
MOJO ORGANICS, INC.Mojo Organics, Inc. • December 15th, 2015 • Canned, frozen & preservd fruit, veg & food specialties
Reference is hereby made to the Agreement. By executing this letter, the undersigned parties hereby agree that Section 3(b) of the Agreement shall be amended and restated whereby the number of shares of common stock to be delivered upon the Company generating revenue of $3,000,000 during any twelve (12) month period during the Initial Term shall be increased by 337,500 shares. All terms not defined herein shall have the definition as set forth in the Agreement.
SPECIALTY BEVERAGE AND SUPPLEMENT INC. DISTRIBUTION AGREEMENTSpecialty Beverage • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
This AGREEMENT is made and entered into this 15th day of April, 2009 by and between Specialty Beverage and Supplement Inc. (hereinafter called “SBSI” or “Company”) , a Nevada corporation with its principal offices at 1710 Church Street, Holbrook, New York 11741, and Jack Manno & Nick DiMarco, an individuals, and DIMAN Distributors Inc., a New York corp (hereinafter called the “Distributor”) whose principal address is 174 Treadwell Avenue Saint James, NY 11780.
MOJO ORGANICS, INC. ADVISOR AGREEMENTAdvisor Agreement • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • New York
This ADVISOR AGREEMENT (this "Agreement") is made and entered into as of November 28, 2012 (the "Effective Date") by and between MOJO ORGANICS, INC., a Delaware corporation (the "Company"), and OMNIVIEW CAPITAL ADVISORS ("Advisor"). Each of the Company and Advisor is sometimes referred to herein as a "Party" and collectively, the "Parties."
AGREEMENT OF SALEAgreement of Sale • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • New York
AGREEMENT OF SALE, made as of the 15th day of March 2011 (this “Agreement”), among Specialty Beverage and Supplement Inc. (SBSI), a Nevada corporation, having an address at 836 Grundy Avenue Holbrook, NY 11741 (“Purchaser”), Duncan Weir (“Duncan”), (collectively, the “Sellers”) and Graphic Gorilla LLC a New York limited liability company having an address at 100-A Knickerbocker Avenue, Bohemia, NY 11716 (“Company”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • June 25th, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • Delaware
WHEREAS, the Company and Executive entered into a Restricted Stock Agreement, dated as of (the “Original Agreement”), setting forth the terms by which the Shares are issued to the Executive and by which they vest;
SPLIT-OFF AGREEMENTSplit-Off Agreement • November 2nd, 2011 • Mojo Ventures, Inc. • Retail-retail stores, nec • New York
This SPLIT-OFF AGREEMENT, dated as of October 27, 2011 (this “Agreement”), is entered into by and among Mojo Ventures, Inc., a Delaware corporation (“Mojo”), SBSI Acquisition Corp., a Nevada corporation (“SBSI”), Mojo Organics, Inc., a Delaware corporation (“Mojo Sub”), and each of the persons named on Exhibit A attached hereto (“Buyers”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 25th, 2015 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New Jersey
MOJO Organics, Inc. (the "Company") has authorized for sale an aggregate of 750,000 shares of common stock, $0.001 par value common stock, together with common stock purchase warrants to acquire an aggregate of 1,500,000 shares of common stock at $0.40 per share for a period of five years, a form which is attached hereto as Exhibit A (the “Warrants”). The undersigned hereby subscribes for the Shares (as defined on the signature page attached hereto) and the Warrants (as defined on the signature page attached hereto).
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Nevada
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into as of this 13th day of May, 2011, by and between Ivona Janieszewski (“Buyer”) and Mojo Ventures, Inc. (“Seller”).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 16th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
SUBSCRIPTION AGREEMENTSubscription Agreement • September 24th, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • New York
MOJO ORGANICS, INC.Mojo Organics, Inc. • December 15th, 2015 • Canned, frozen & preservd fruit, veg & food specialties
Reference is hereby made to the Agreement. By executing this letter, the undersigned parties hereby agree that Section 3(b) of the Agreement shall be amended and restated whereby the number of shares of common stock to be delivered upon the Company generating revenue of $3,000,000 during any twelve (12) month period during the Initial Term shall be increased by 345,000 shares. All terms not defined herein shall have the definition as set forth in the Agreement.
SECOND AMENDED AND RESTATED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 16th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
AGREEMENT made as of the 4th day of December, 2013, by and between Mojo Organics, Inc., a Delaware corporation (the “Company”), and (the “Executive”).
SELECT-SALES & MARKETING GROUP National Brokerage Consultant AgreementNational Brokerage Consultant Agreement • May 18th, 2011 • Mojo Ventures, Inc • Retail-retail stores, nec • Arkansas
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • October 2nd, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
AGREEMENT made as of the 12th day of August, 2014, by and between Mojo Organics, Inc., a Delaware corporation (the “Company”), and Peter Spinner (the “Executive”).
MOJO ORGANICS, INC. ADVISOR AGREEMENTAdvisor Agreement • April 16th, 2014 • Mojo Organics, Inc. • Canned, frozen & preservd fruit, veg & food specialties • New York
This AGREEMENT (this “Agreement”) is made and entered into as of , 2014 (the “Effective Date”) by and between MOJO ORGANICS, INC., a Delaware corporation having an address of 101 Hudson Street, 21st Floor, Jersey City, New Jersey 07302 (the “Company”), and , having an address of (“Advisor”). Each of the Company and Advisor is sometimes referred to herein as a “Party” and collectively, the “Parties.”
