Common use of Representations and Reliance Clause in Contracts

Representations and Reliance. Esenjay understands that the Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that Flux Holdings is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of Esenjay set forth herein and in Esenjay Suitability Questionnaire, as previously provided to Flux Holdings to which there is not material change (“Suitability Questionnaire”), to determine the applicability of such exemptions and the suitability of Esenjay to acquire the Shares. All information which Esenjay has provided to Flux Holdings, including but not limited to all information given herein and in Esenjay Suitability Questionnaire or otherwise, concerning itself, Esenjay status, address, residence, financial position and knowledge and experience of financial and business matters are correct and complete, and that if there should be any material change in such information Esenjay will immediately provide Flux Holdings with such information. Esenjay will promptly notify the Flux Holdings of any material fact or circumstance that would cause any of the foregoing representations to be untrue, incomplete, or misleading.

Representations and Reliance. Esenjay understands that the Shares Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that Flux Holdings the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of Esenjay set forth herein and in Esenjay Suitability Questionnaire, as previously provided to Flux Holdings the Company to which there is not material change (“Suitability Questionnaire”), to determine the applicability of such exemptions and the suitability of Esenjay to acquire the SharesSecurities. All information which Esenjay has provided to Flux Holdingsthe Company, including but not limited to all information given herein and in Esenjay Suitability Questionnaire or otherwise, concerning itself, Esenjay status, address, residence, financial position and knowledge and experience of financial and business matters are correct and complete, and that if there should be any material change in such information Esenjay will immediately provide Flux Holdings the Company with such information. Esenjay will promptly notify the Flux Holdings Company of any material fact or circumstance that would cause any of the foregoing representations to be untrue, incomplete, or misleading.