Common use of Pre-Closing Deliveries Clause in Contracts

Pre-Closing Deliveries. 8.01 Within five (5) days after the date of this Agreement, NRGF shall deliver to HFR and MRREA, at HFR and MRREA's offices originals or true and correct copies of all: (a) Written contracts relating to stockholders, directors, officers, employees, and agents; (b) Written contracts relating to any agreement with a securities broker or underwriter concerning holding, selling, marketing, or otherwise buying or selling stock or other securities of NRGF; (c) Written contracts with attorneys engaged by NRGF; (d) Written contracts with accountants engaged by NRGF; (e) Written contracts with any other professional or agent of NRGF not specified in subparagraphs (a) through (d) above; (f) The current stockholder list, showing each stockholder's name, address, number of shares owned, and denomination and date of each certificate, all as of a date within five (5) days of the date of this Agreement; (g) A transaction register from NRGF's Transfer Agent setting forth the details of all issuance's of common stock certificates, indicating in the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferred; (h) All filings, notices, or other communications with the SEC and the NASD, together with copies of all communications received by NRGF; (i) All filings, notices, or other communication from either the SEC or the NASD, with any state securities commission, state corporations commission, or similar agency, together with copies of all communication received by NRGF from any such authority; (j) All filings with any non-United States securities commission, non-United States corporations commission, Canadian province, or similar authority; and (k) The Certificate of Management substantially in the form as attached as Schedule "K" in regard to certain of the statements as set out herein. 8.02 Within five (5) days after the date of this Agreement, HFR and MRREA shall deliver to NRGF, at NRGF's office originals or true and correct copies of all: (a) Written contracts relating to stockholders, directors, officers, employees, and agents; (b) Written contracts relating to any agreement with a securities broker or underwriter concerning holding, selling, marketing, or otherwise buying or selling stock or other securities of HFR and MRREA; (c) Written contracts with attorneys engaged by HFR and MRREA; (d) Written contracts with accountants engaged by HFR and MRREA; (e) Written contracts with any other professional or agent of HFR and MRREA not specified in subparagraphs (a) through (d) above; (f) The current stockholder list, showing each stockholder's name, address, number of shares owned, and denomination and date of each certificate, all as of a date within five (5) days of the date of this Agreement; (g) A transaction register from HFR and MRREA's Transfer Agent setting forth the details of all issuance's of common stock certificates, indicating in the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferred; (h) All filings, notices, or other communications with all government and regulatory bodies, together with copies of all communications received by HFR and MRREA; (i) All filings, notices, or other communication from all government and regulatory bodies, with any provincial securities commission, provincial corporations commission, or similar agency, together with copies of all communication received by HFR and MRREA from any such authority; and (j) All filings with any non-United States securities commission, non-United States corporations commission, Canadian province, or similar authority.

Pre-Closing Deliveries. 8.01 9.01 Within five (5) days after the date of this Agreement, NRGF Diversified shall deliver to HFR and MRREAInforetech, at HFR and MRREAInforetech's offices Offices originals or true and correct copies of all: (a) Written contracts relating to stockholders, directors, officers, employees, and agents; (b) Written contracts relating to any agreement with a securities broker or underwriter concerning holding, selling, marketing, or otherwise buying or selling stock or other securities of NRGFDiversified; (c) Written contracts with attorneys engaged by NRGFDiversified; (d) Written contracts with accountants engaged by NRGFDiversified; (e) Written contracts with any other professional or agent of NRGF Diversified not specified in subparagraphs (a) through (d) above; (f) The current stockholder list, showing each stockholder's name, address, number of shares owned, and denomination and date of each certificate, all as of a date within five (5) days of the date of this Agreement; (g) A transaction register from NRGFDiversified's Transfer Agent setting forth the details of all issuance's of common stock certificates, indicating in the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferred; (h) Assurances provided by Diversified stockholders, or an opinion of legal counsel to Diversified, documenting the availability of an exemption from registration under federal and state securities laws for the original issuance of all certificates, together with a memorandum of Diversified's counsel setting forth the principal conditions applicable under the laws of the various states in which the Diversified Stock has been issued in order to rely on exemptions from the registration provisions of such laws; (i) A schedule of all stock trades made in Diversified's stock since incorporation, which schedule will be in reverse chronological order (i.e., the most recent transaction first), showing the date of the trade, the number of shares traded, the purchase price for the shares, and the name of the purchaser and the seller; (j) All filings, notices, or other communications with the SEC and the NASD, together with copies of all communications received by NRGFDiversified; (ik) All filings, notices, or other communication from either the SEC or the NASD, with any state securities commission, state corporations commission, or similar agency, together with copies of all communication received by NRGF Diversified from any such authority;; and (jl) All all filings with any non-United States securities commission, non-United States corporations commission, Canadian province, or similar authority; and (k) The Certificate of Management substantially in the form as attached as Schedule "K" in regard to certain of the statements as set out herein. 8.02 Within five (5) days after the date of this Agreement, HFR and MRREA shall deliver to NRGF, at NRGF's office originals or true and correct copies of all: (a) Written contracts relating to stockholders, directors, officers, employees, and agents; (b) Written contracts relating to any agreement with a securities broker or underwriter concerning holding, selling, marketing, or otherwise buying or selling stock or other securities of HFR and MRREA; (c) Written contracts with attorneys engaged by HFR and MRREA; (d) Written contracts with accountants engaged by HFR and MRREA; (e) Written contracts with any other professional or agent of HFR and MRREA not specified in subparagraphs (a) through (d) above; (f) The current stockholder list, showing each stockholder's name, address, number of shares owned, and denomination and date of each certificate, all as of a date within five (5) days of the date of this Agreement; (g) A transaction register from HFR and MRREA's Transfer Agent setting forth the details of all issuance's of common stock certificates, indicating in the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferred; (h) All filings, notices, or other communications with all government and regulatory bodies, together with copies of all communications received by HFR and MRREA; (i) All filings, notices, or other communication from all government and regulatory bodies, with any provincial securities commission, provincial corporations commission, or similar agency, together with copies of all communication received by HFR and MRREA from any such authority; and (j) All filings with any non-United States securities commission, non-non- United States corporations commission, Canadian province, or similar authority.

Pre-Closing Deliveries. 8.01 Within five (5) days after On or before the date of this Agreement, NRGF shall deliver to HFR and MRREA, at HFR and MRREA's offices originals or true and correct copies of allClosing Date: (a) Written contracts relating The Purchaser shall wire to stockholdersthe Escrow Agent's attorney trust account $234,163, directors, officers, employees, and agents;which together with the $17,837 Deposit previously deposited with the Escrow Agent by the Purchaser equals the $252,000 Purchase Price; and (b) Written contracts relating The Seller shall deliver or cause to any agreement with a securities broker or underwriter concerning holding, selling, marketing, or otherwise buying or selling stock or other securities of NRGF; (c) Written contracts with attorneys engaged by NRGF; (d) Written contracts with accountants engaged by NRGF; (e) Written contracts with any other professional or agent of NRGF not specified in subparagraphs (a) through (d) above; (f) The current stockholder list, showing each stockholder's name, address, number of shares owned, and denomination and date of each certificate, all as of a date within five (5) days of be delivered to the date of this Agreement; (g) A transaction register from NRGF's Transfer Agent setting forth the details of all issuance's of common stock certificates, indicating in the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferred; (h) All filings, notices, or other communications with the SEC and the NASD, together with copies of all communications received by NRGF;Escrow Agent: (i) All filingsthis Agreement and the other Transaction Documents (as hereinafter defined to which the Seller and/or CME is a party, noticesduly executed by Seller and CME, or other communication from either as applicable; (ii) the SEC or originally issued certificate evidencing the NASD, with any state securities commission, state corporations commission, or similar agency10,000,000 Shares (the "CERTIFICATE"), together with copies duly executed stock powers or similar documents of all communication received by NRGF from transfer (endorsed in blank and with a medallion guarantee, if required) and with any such authoritynecessary stock transfer tax stamps affixed thereto; (jiii) All filings with any non-United States securities commission, non-United States corporations commission, Canadian province, or similar authority; and (k) The Certificate of Management substantially in the form as attached as Schedule "K" in regard to certain executed resignation letters from each of the statements officers of CME, effective as set out herein. 8.02 Within five (5) days after of the date of this Agreement, HFR and MRREA shall deliver to NRGF, at NRGF's office originals or true and correct copies of allClosing Date: (aiv) Written contracts relating executed resignation letters from each of the directors of CME, effective as of the Closing Date, subject, however, to stockholders, directors, officers, employees, and agentscompliance with Rule 14f-1 under the Exchange Act (as hereinafter defined); (bv) Written contracts relating executed resolutions of the Board of Directors of CME, subject, however, to any agreement compliance with a securities broker or underwriter concerning holdingRule 14f-1 under the Exchange Act, selling, marketing, or otherwise buying or selling stock or other securities appointing Purchasers' designee as to CME's Board of HFR and MRREADirectors with such appointment to be effective as of the time of Closing; (civ) Written all of the original business and corporate records of CME, including, but not limited to, correspondence (including correspondence with FINRA, the SEC (as hereinafter defined), State securities regulators, blue sky filings and all other regulatory and governmental entities) files, bank statements, the Articles of Incorporation (filed with the Secretary of State of the State of Nevada on February 23, 2012 which Articles of Incorporation have not been amended) and the By-Laws (which have not been amended) of CME, checkbooks, savings account books, minutes of shareholder and directors meetings or written consents, financial statements, shareholder listings, stock transfer records, agreements and contracts with attorneys engaged by HFR that exist and MRREAsuch other documents as the Purchasers shall reasonably request; (dv) Written contracts with accountants engaged by HFR correspondence relating to listing of the Common Stock on the OTCBB and MRREAthe OTCQB; (evi) Written contracts documents with any other professional or agent of HFR DTC including, but not limited to, all back and MRREA not specified in subparagraphs (a) through (d) aboveforth correspondence showing the Common Stock is currently DTC Eligible; (fvii) The current stockholder list, showing each stockholder's name, address, number of shares owned, all correspondence and denomination documents with and date of each certificate, all as of a date within five (5) days of the date of this Agreementbetween CME and its auditors; (gviii) A transaction register certificate of Good Standing from HFR and MRREA's Transfer Agent setting forth the details Secretary of all issuance's State of common stock certificates, indicating in Nevada dated the case of each certificate the date of issuance, certificate number, number of shares, registered owner, and whether such certificate constitutes an original issuance or the transfer of outstanding stock, indicating, in the case of transfers, the number of the certificate from which such stock was transferredClosing Date; (hix) All filings, notices, or other communications with all government and regulatory bodies, together with copies a current certified shareholder list from the transfer agent of all communications received by HFR and MRREACME; (ix) All filings, notices, or other communication from all government EDGAR filing codes for CME and regulatory bodies, with any provincial securities commission, provincial corporations commission, or similar agency, together with copies of all communication received by HFR its officers and MRREA from any such authority; anddirectors; (jxx) All filings with any non-United States securities commissionall other books and records of CME, non-United States corporations commission, Canadian province, or similar authority.including bank statements and bank records;