[china jo-jo drugstores, inc. Holder Initial Exercise Date Termination Date Company Section 1 Definitions Purchase Agreement Section 2 Exercise 1 Exercise Price $3.10 Exercise Price b) Cashless Exercise c) (A) = (B) = (X) = VWAP “ 2 Mechanics of Exercise d) DWAC i. 3 ii. Rescission Rights iii. Buy-In iv. 4 No Fractional Shares or Scrip v. Charges, Taxes] [July 21, 2015 China Jo-Jo Drugstores, Inc. st 1 Yuhuangshan Road Hangzhou, Zhejiang Province People’s Republic of China Ladies and Gentlemen: Company Registration Statement SEC Securities Act Prospectus Supplement Shares Common Stock Securities Purchase Agreement As legal counsel to China Jo-Jo Drugstores, Inc., a Nevada corporation (the “ Based upon and subject to the foregoing, and to the other qualifications] [SECURITIES PURCHASE AGREEMENT Agreement Company Purchaser Purchasers This Securities Purchase Agreement (this “ Securities Act NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows: ARTICLE I. Definitions 1.1 Acquiring Person “ Action “] [July 19, 2015 STRICTLY CONFIDENTIAL Attn: Mr. Lei Liu M.D. 1st Floor, Yuzheng Plaza, No. 76, Yuhuangshan Road Hangzhou, Zhejiang Province People’s Republic of China Dear Mr. Liu: Agreement Company Wainwright Offering Securities This letter agreement (this “ Compensation; Reimbursement Closing A. Cash Fee 1. 2. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member:] [China Jo-Jo Drugstores Announces $3 Million Registered Direct Offering China Jo-Jo Drugstores, Inc. (NASDAQ CM: CJJD) (the "Company" or "China Jo-Jo"), a leading China-based retail and wholesale distributor of pharmaceutical and health care products through its own online and retail pharmacies, today announced that it has entered into definitive agreements with a single health-care focused institutional investor to purchase an] []