NON-COMPETITION AGREEMENT

Exhibit 10.2

NON-COMPETITION AGREEMENT

This Non-Competition Agreement (the “Agreement”) is entered into as of this 10th day of June, 2005, between FACTS Management Co., a Nebraska corporation (the “Corporation”) and Timothy A. Tewes (“Employee”).

WITNESSETH:

WHEREAS, Employee is employed by the Corporation and has and will continue to gain extensive and valuable information, experience and knowledge in connection with the Corporation’s business and will continue to have extensive contacts with customers and clients of the Corporation in the development of goodwill, which would make it possible for the Employee to divert such goodwill for his own account and he could attract new customers based upon his experience, knowledge and reputation gained in the Corporation’s business and in the industry in which the Corporation operates; and

WHEREAS, pursuant to that certain Stock Purchase Agreement dated as of May 31, 2005 (the “Stock Purchase Agreement”) among Nelnet, Inc., Employee and others, as of June 10, 2005, Nelnet, Inc. will be purchasing from the Employee (and other shareholders) certain shares of the issued and outstanding capital stock of the Corporation so that Nelnet, Inc. will be the owner of 80% of all of the issued and outstanding common stock of the Corporation; and

WHEREAS, as a condition of and as an inducement to Nelnet, Inc. becoming owner of the stock of the Corporation being sold by Employee, Employee (as one of the shareholders of the Corporation) has agreed to enter into this Agreement; and

WHEREAS, in consideration of entering into the Stock Purchase Agreement, payment by Nelnet, Inc. in the amount set forth in Schedule 2.1.1 of the Stock Purchase Agreement, as well as the Employee’s continued employment with the Corporation, the parties have agreed to enter into this Agreement.

NOW, THEREFORE, in consideration of the foregoing preambles, and as an inducement for Nelnet, Inc. to enter into the Stock Purchase Agreement, for payment by Nelnet, Inc. of the amount set forth in Schedule 2.1.1 of the Stock Purchase Agreement, and for the Corporation to continue the employment of the Employee, the parties agree as follows:

1. Confidential Trade Secrets. Employee understands and agrees that all pricing information, sales materials, customer lists, software programs, customer agreements, marketing plans, methods of operation of the Corporation’s business, and all other materials and information furnished to or made available to Employee or to which Employee has access, specifically including the names of all persons (hereinafter referred to as customers) who have purchased or are purchasing services or goods from the Corporation, and the information relating to the contracts or transactions with such customers are confidential trade secrets of the Employer. Employee shall not, during or after the term of this Agreement, disclose or use any such information in an