0001193125-15-112490 Sample Contracts

RIGHTS AGENCY AGREEMENT
Rights Agency Agreement • March 31st, 2015 • Tata Motors LTD/Fi • Motor vehicles & passenger car bodies • New York

RIGHTS AGENCY AGREEMENT, dated as of March 30, 2015, by and between TATA MOTORS LIMITED, a company incorporated under the laws of the Republic of India (the “Company”), and CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting solely in its capacity as ADS rights agent hereunder and having an office at 388 Greenwich Street, New York, New York 10013 (“Citibank”).

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MARCH 26, 2015 UNDERWRITING AGREEMENT AMONG TATA MOTORS LIMITED AND CITIGROUP GLOBAL MARKETS INDIA PRIVATE LIMITED AND CREDIT SUISSE SECURITIES INDIA PRIVATE LIMITED AND DSP MERRILL LYNCH LIMITED AND HSBC SECURITIES AND CAPITAL MARKETS (INDIA) PRIVATE...
Underwriting Agreement • March 31st, 2015 • Tata Motors LTD/Fi • Motor vehicles & passenger car bodies

Citi, CS, DSPML, HSCI, ISec, JPM, KMCC and SBI Cap are hereinafter collectively referred to as the “Underwriters”, and individually as an “Underwriter”.

March 27, 2015
Letter of Agreement • March 31st, 2015 • Tata Motors LTD/Fi • Motor vehicles & passenger car bodies • New York

This Letter of Agreement, including the Appendix attached hereto (collectively, this “Agreement”), sets forth the terms and conditions of the engagement of Georgeson Inc. (“Georgeson”) by Tata Motors Limited (the “Company”) to act as Information Agent in connection with the Company’s rights offering in the United States (the “Offering”). The term of this Agreement shall be the term of the Offering, including any extensions thereof.

DEED OF ACCESSION CUM AMENDMENT AGREEMENT
Agreement • March 31st, 2015 • Tata Motors LTD/Fi • Motor vehicles & passenger car bodies

This DEED OF ACCESSION CUM AMENDMENT AGREEMENT (the “Deed cum Amendment Agreement”) dated March 30, 2015 is supplemental to, and amends, the Underwriting Agreement dated March 26, 2015 among the Company and the Underwriters. Words and expressions defined in the Underwriting Agreement have the same meaning when used in this Deed cum Amendment Agreement.

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