0001213900-13-000470 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration 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”).

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AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT Mojo Organics, Inc. Series A Convertible Preferred Stock
Securities 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.

AMENDMENT TO RESTRICTED STOCK AGREEMENT
Restricted 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”).

MOJO ORGANICS, INC. ADVISOR AGREEMENT
Advisor 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."

January 12, 2013
Investment Commitment • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec
MOJO ORGANICS, INC.
Nomination Agreement • February 1st, 2013 • Mojo Organics, Inc. • Retail-retail stores, nec • New York

Reference is made to the Securities Purchase Agreement for Series A Preferred Stock (the “Purchase Agreement”) to be entered into by and among Mojo Organics, Inc., a Delaware corporation (the “Company”) and the Purchasers thereunder. Capitalized terms used but not defined herein have the meanings given them in the Purchase Agreement.

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