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� _ �. 200000293 RIGHT OF FIRST REFUSAL This Right of First Refusal is entered into this ��' day of 'C 1 C�� 199� by and between Robert E. and Norma J. Derr ("Grantor") an d T he Na t u re Conservancy of Nebraska, Inc., a non-profit corporation under the laws of the Nebraska ("Conservancy"). Grantor owns fee simple title to certain real property located in Ha11 County, Nebraska which is legally described in the attached E�ibit A and including unprovements thereon ("Property"). Jn consideration of the sum of$100.00 and other good and valuable consideration paid by the Conservancy to Crrantor, the receipt of which is hereby acknowledged, the parties agree as follows: 1. GRANT OF RIGHT OF FIRST REFLTSAL. Grantor hereby grants to the Conservancy, it successors and assigns a right of first refusal to purchase the Properiy at fair mazket value and upon the terms and conditions contained in this Right of First Refusal if the Property is ever offered for sale. 2. NOTICE. Grantor sha11 give the Conservancy written notice of Crrantor's intent to sell or otherwise convey title to the Property or any portion or interest therein. This written notice sha11 be delivered to the Conservancy by certified mail at 1815 North Lynn Street, Arlington, Virginia 22209, with a copy to the Conservancy's Midwest Regional Office, 1313 Fifth Street S.E., Suite 314, Minneapolis, Minnesota 55414, attenrion: Regional Attomey or to such other addresses as the Conservancy may designate. The notice shall describe the portion of the Property or interest therein which Grantor wishes to �ell or otherwise convey and sha11 state the address to which the Conservancy should send its response. 3. EXERCISE. The Conservancy shall give written norice to Grantor within sixty (60) days from receipt of Grantor's notice of intent to sell or convey the Property whether the Conservancy wants to purchase the Property. This norice shall be effective upon posting by certified mail. If the Conservancy exercises its right of first refusal, closing of the purchase of the Property shall be in accordance with the terms and conditions described below. 4. NON-EXERCISE. If the Conservancy does not exercise its right to acquire the Property, Crrantor sha11 be free to sell or otherwise convey the Property, or portion or - 9 - �