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Return To: Denise D. Myers, Attorney 611 N. Diers Ave., Ste 1 Grand Island, NE 68803 m -77 rt c n r RIGHT OF FIRST REFUSAL and SEVERANCE AGREEMENT CO Circle K Land and Cattle, Inc., GRANTOR, in consideration for a lease agreement, and improvements made to the property, and other good and valuable consideration, receipt of which is hereby acknowledged, grants and conveys to Adam Woitaszewski and Andrew Woitaszewski, GRANTEES, a Right of First Refusal on the following described real estate (as defined in Neb. Rev. Stat. Sec. 76 -201) in Hall County, Nebraska: The East Half of the Southeast Quarter (E1/2SE1/4) of Section Twenty Eight (28), Township Twelve (12) North, Range Ten (10), West of the 6 P.M., Hall County, Nebraska. Grantor hereby grants said right of first refusal under the following terms and conditions: 1. Before Grantor can sell, transfer or convey such real estate, Grantor must first offer said property to Grantees in writing. Grantees shall have thirty (30) days to exercise said right of first refusal. The Right of First Refusal may be exercised by the Grantees delivering to Grantor, by hand or certified United States mail, return receipt requested, a Notice of Exercise of Right of First Refusal. At that time, Grantor and Grantees shall enter into a standard real estate contract for the purchase of said real estate. 2. The purchase price for said real estate shall be negotiated between the parties. If the parties are unable to agree to a purchase price within the thirty (30) day period after the initial offer of Grantor, then each party shall have the property appraised by a certified appraiser and the average of the two appraised values shall be used. Upon the completion of the two appraisals, the Grantees shall have thirty (30) additional days to accept or decline to purchase the property, in writing. If the Grantees decline to purchase the property, then Grantor shall be allowed to sell the property to an outside party. However, Grantor will be required to reimburse the Grantee for the cost of any improvements made to the property by Grantees. Said improvements shall include, but not be limited to, improvements to or construction of: grain bins, concrete work, electrical work, land leveling, or other improvements to the property. 3. Said purchase price shall be paid in cash or certified funds at the time a deed to the property is delivered to Grantee. 4. This Right of First Refusal shall not be assigned without the written consent of the Grantor. 5. This is the full and complete agreement between Grantor and Grantees, and all other agreements, written or oral, are incorporated herein. 6. There is one 48' 13 ring Conrad grain bin with fans, located on the above - described real estate, and the Grantor hereby disclaims any and all interest in and to the above - described grain bin. Grantor further states and agrees that the bin and fans are the personal property of Grantees, and Grantees, shall be responsible for the payment of all personal property taxes on the bin, concrete and fans. 7. This agreement shall be binding upon the successors, personal representative, and assigns of the Grantor.