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200505964 NOW, THEREFORE, in consideration of the foregoing, the parties hereto agree as follows: 1. Incorporation of Recitals. The recitals above made are incorporated into the body of this agreement and are made a material part hereof by this reference. 2. Right o ff irst R_ e usal. For and in consideration of the sum of $10.00, the receipt and adequacy of which is hereby acknowledged, Snow grants to Brennan, and Brennan accepts from Snow, a right of first refusal to purchase the real estate hereinabove described (hereafter "subject property"), along the following terms: A. For and during a period of five (5) years from the date of this agreement, in the event that Snow shall receive a bonafide offer for the purchase of their interest in the subject property and desire to accept the same, they agree to notify Brennan, in writing, of the receipt of such offer, and Brennan shall have thirty (30) days from the receipt of such offer in which to notify Snow of their interest in the subject property and their desire to purchase the subject property upon the same terms and conditions as the bonafide offer. In the event that Brennan exercises their right of first refusal within the time herein provided, Snow shall convey marketable title to Brennan upon the same terms and conditions as the bonafide offer. In the event Brennan fails to exercise their right of first refusal within the time provided herein, Snow may proceed to sell their interest in the real estate pursuant to the terms and conditions of the bonafide offer, without further restrictions. B. Evidence of this right of first refusal shall be filed as a matter of public record at Buyers' expense. C. This Agreement may only be assigned by Brennan with the express written consent of Snow. 3. Entire Agreement. With respect to only the subject matter contained herein, this Agreement sets forth the entire agreement between the parties, and no subsequent agreements, contracts, promises, or representations of any nature, shall be binding upon and effective between the parties unless set forth in writing and signed by each of the parties. 4. Governing Law. The laws of the State of Nebraska shall govern the validity, performance and enforcement of this Agreement. 5. Binding E ect. This Agreement shall be binding upon and shall inure to the benefit of each of the parties, their respective legal representatives, successors and permitted assigns. Page 2 of 3