JAMBA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK

Exhibit 4.2

THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.

JAMBA, INC.

WARRANT TO PURCHASE SHARES OF COMMON STOCK

1. FOR VALUE RECEIVED, from and after the Date of Issuance, and subject to the terms and conditions herein set forth, this Warrant is issued to NORTH POINT ADVISORS LLC or its assigns (the “ Holder ”) by JAMBA, INC., a Delaware corporation (the “ Company ”). This Warrant shall be exercisable, in whole or in part, for the Warrant Shares (as defined below) at a price per share equal to the Exercise Price (as defined below) during the term commencing on June 16, 2009 and ending at 5:00 p.m. Pacific Time on June 16, 2012 (the “ Exercise Period ”).

2. Definitions .

(a) “ Certificate of Designation ” means the Certificate of Designation with respect to the Company’s Series B-1 Convertible Preferred Stock and Series B-2 Convertible Preferred Stock, each with a par value $0.001 per share, adopted by the Company’s Board of Directors and filed with the Secretary of State of the State of Delaware.

(b) “ Common Stock ” means the Company’s Common Stock, $0.001 par value per share.

(c) “ Exercise Price ” means $1.15 per share subject to adjustment under Section 7.

(d) “ Purchase Agreement ” means the Securities Purchase Agreement dated as of May 31, 2009 by and among the Company and the persons listed on Exhibit A thereto.

(e) “ Registration Rights Agreement ” means the Registration Rights Agreement dated as of June 16, 2009 by and among the Company and the Purchasers listed on Exhibit A thereto.

(f) “ Reorganization Event ” has the meaning ascribed to it in the Certificate of Designation.

(g) “ Trading Day ” has the meaning ascribed to it in the Certificate of Designation.

(h) “ Warrant Shares ” means the shares of Common Stock purchasable upon exercise of this Warrant. The total number of shares of Common Stock to be issued upon the exercise of this Warrant shall be 760,870 shares, subject to adjustment under Section 7.

3. Method of Exercise .

(a) While this Warrant remains outstanding and exercisable in accordance with Section 1 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by:

(i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary of the Company at its principal office (or at such other place as the Company shall notify the Holder in writing); and

(ii) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Warrant Shares being purchased; unless the Holder shall elect to net exercise this Warrant pursuant to Section 4 below.

(b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above; provided that the Holder may make any exercise of this Warrant in accordance with Section 3(a) subject to and effective upon the consummation of a Reorganization Event. At such time, the person or persons in whose name or names any certificate for the Warrant Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Warrant Shares represented by such certificate.

(c) As soon as practicable after the exercise of this Warrant in whole or in part (but in no event later than three Trading Days) , the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct:

(i) a certificate or certificates for the number of Warrant Shares to which such Holder shall be entitled, and

(ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Warrant Shares equal to the number of such Warrant Shares called for on the face of this Warrant minus the number of Warrant Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below.

4. Net Exercise . In lieu of exercising this Warrant for cash, the Holder may elect to receive shares equal to the value of this Warrant (or the portion thereof being exercised) by surrender of this Warrant at the principal office of the Company together with notice of such election (a “ Net Exercise ”). A Holder who Net Exercises shall have the rights described in Sections 3(b) and 3(c) hereof, and the Company shall issue to such Holder a number of Warrant Shares computed using the following formula:

Where

For purposes hereof “ Weighted Average Price ” means, for any security as of any date, if traded on a national securities exchange, the dollar volume-weighted average price for such security on such securities exchange during the period beginning at 9:30:01 a.m., New York City time, and ending at 4:00:00 p.m., New York City time, as reported by Bloomberg through its “Volume at Price” function or, if the foregoing does not apply, the dollar volume-weighted average price of such security in the over-the-counter market on the electronic bulletin board for such security during the period beginning at 9:30:01 a.m., New York City time, and ending at 4:00:00 p.m., New York City time, as reported by Bloomberg, or, if no dollar volume-weighted average price is reported for such security by Bloomberg for such hours, the average of the highest closing bid price and the lowest closing ask price of any of the market makers for such security as reported in the “pink sheets” by Pink Sheets LLC (formerly the National Quotation Bureau, Inc.). If the Weighted Average Price cannot be calculated for such security on such date on any of the foregoing bases, the Weighted Average Price of such security on such date shall be the fair market value as mutually determined in good faith by the Company’s Board of Directors.

5. Registration Rights . Concurrent with the execution and delivery of this Warrant, the Company shall cause the Holder to become a party to the Registration Rights Agreement and the Holder shall be deemed the “Advisor,” as defined in the Registration Rights Agreement, and shall be entitled to all the rights, and be subject to all the obligations under the Registration Rights Agreement. The Warrant Shares shall be deemed “Registrable Securities,” as defined in the Registration Rights Agreement.

6. Covenants of the Company .

(a) Covenants as to Warrant Shares . The Company covenants and agrees that all Warrant Shares that may be issued upon the exercise of the rights represented by this Warrant will, upon issuance in accordance with the terms hereof, be validly issued and outstanding, fully paid and nonassessable, and free from all taxes, liens and charges with respect to the issuance thereof. If at any time during the Exercise Period the number of authorized but unissued shares of Common Stock shall not be sufficient to permit exercise of this Warrant, the Company will take such corporate action as may, in the opinion of its counsel, be necessary to increase its authorized but unissued shares of Common Stock to such number of shares as shall be sufficient for such purposes.

(b) No Impairment . Except and to the extent waived or consented to by the Holder, or as otherwise permitted under the terms hereof the Company will not, by amendment of its Certificate of Incorporation or through any reorganization, transfer of as