Common use of THE FIRST CALL OPTION Clause in Contracts

THE FIRST CALL OPTION. 3.1 In consideration of the payment of ten pounds (£10) by the Guarantor to the Sponsor and for other good and valuable consideration (the receipt and adequacy of which the Sponsor hereby acknowledges), the Sponsor hereby grants the Guarantor the option (i) at any time to require the Sponsor to sell and transfer to the Guarantor up to fifty per cent. (50%) of the Residual Partnership Interest and (ii) at any time after the Put Option Date (as defined in the Secondary Put Agreement) to require the Sponsor to sell and transfer to the Guarantor the Residual Partnership Interest in accordance with the provisions of this Agreement (the “First Call Option”). 3.2 The Guarantor shall be entitled, but not obliged, at any time to exercise the First Call Option by serving a First Call Option Notice on the Sponsor specifying the relevant First Call Option Date and upon service of such First Call Option Notice, the Sponsor shall be obliged to sell to the Guarantor the Residual Partnership Interest on the First Call Option Date for the First Call Option Price and otherwise in accordance with the provisions of Clause 5 provided however that the Guarantor may nominate a third party to take the transfer in its place.