Common use of Completion Matters Clause in Contracts

Completion Matters. 6.2.1 At Completion, the following steps shall occur in the following order: (a) firstly, the Seller shall procure for the following payments to be made: (i) payment by Jaguar Cars Limited of the JPP Contribution to the JPP; (ii) payment by Jaguar Cars Limited of the JEPP Contribution to the JEPP; and (iii) payment by Land Rover UK of the LRPS Contribution to the LRPS; (b) secondly, the Seller shall deliver or procure the transfer to the Buyer or a member of the Buyer’s Group nominated by the Buyer of any Ford Subscription Shares against the payment by the Buyer (for and on behalf of the relevant member of the Buyer’s Group, if applicable) to the Seller of the Ford Subscription Shares Consideration; (c) thirdly, the Buyer shall, or shall procure that a member of the Buyer’s Group shall, subscribe for such number of Tata Subscription Shares as the Seller may specify to it not later than five (5) Business Days prior to Completion for cash at an aggregate subscription price of not more than the Estimated Intra Group Payables and Estimated Net External Indebtedness after deducting an amount equal to the aggregate subscription price paid prior to Completion by any member of the Seller Group in respect of any Ford Subscription Shares subscribed after notification to the Buyer of the Estimated Intra Group Payables and held in cash by Land Rover UK or which has been applied in paying off Intra-Group Payables or Net External Indebtedness; (d) fourthly, the Seller shall deliver or procure delivery to the Buyer or such member of the Buyer’s Group as the Buyer directs the whole of the issued share capital of Jaguar Cars Limited against the payment by the Buyer (for and on behalf of the relevant member of the Buyer’s Group, if applicable) to the Seller of the Jaguar Shares Consideration; (e) fifthly, the Buyer shall pay to the Seller an amount equal to the Initial Purchase Price (for and on behalf of the relevant member of the Buyer’s Group or Land Rover UK or Jaguar Cars Limited (as applicable)) and the aggregate amount of fees to be reimbursed to the Seller pursuant to Clause 4.2.1 as notified by the Seller to the Buyer not later than five (5) Business Days prior to Completion and upon payment of the Initial Purchase Price the Seller shall procure the transfer of the following, in the following order; (i) any remaining shares in Land Rover UK; (ii) the Sale Shares not already transferred pursuant to Clauses 6.2.1(a) to 6.2.1(d) and 6.2.1