Exhibit 10.2
AMENDMENT TO AGREEMENT OF PURCHASE AND SALE
THIS AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (the "Amendment")
is
made as of the 25th day of September, 2006, by and between MAD DOG
GUEST RANCH,
LLC, a Wyoming limited liability company ("Seller") and Nelnet,
Inc., a Nebraska
corporation ("Purchaser").
RECITALS
WHEREAS, Seller and Purchaser are parties to an Agreement of
Purchase
and Sale dated May 16, 2006 (the "Agreement of Purchase and
Sale");
WHEREAS, the Agreement of Purchase and Sale incorrectly
identifies
Seller as a Nebraska limited liability company; and
WHEREAS, the parties hereto now desire to amend the Agreement
of
Purchase and Sale in the manner and to the extent hereinafter set
forth.
NOW, THEREFORE, in consideration of the undertakings and
obligations of
the parties as set forth herein, the receipt and sufficiency of
which, if and
when performed, are hereby acknowledged, the parties hereby agree
as follows:
1. The Agreement of Purchase and Sale shall be and the same is
hereby
amended, in the manner and to the extent set forth below:
(a) The opening paragraph of the Agreement of Purchase and Sale
shall be
and the same is hereby amended in its entirety to read as
follows:
"THIS AGREEMENT is made as of the 16th day of May, 2006, by and
between MAD DOG GUEST RANCH, LLC, a Wyoming limited liability
company ("Seller") and Nelnet, Inc., a Nebraska corporation
("Purchaser")."
(b) Section 8.1(a) of the Agreement of Purchase and Sale shall be
and
the same is hereby amended in its entirety to read as follows:
"Seller is a limited liability company duly organized, validly
existing and in good standing under the laws of the State of
Wyoming and has full power and authority to conduct its
businesses and to own and use the properties and assets owned
and
used by it."
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(c) Effective upon assignment by Purchaser of the Agreement of
Purchase
and Sale to a yet-to-be formed limited liability company, M &
P
Building, LLC (the "Assignee") all references to "Nelnet, Inc."
as
Purchaser shall be amended and replaced with Nelnet, Inc's
assignee, "M
& P Building, LLC," a Nebraska limited liability company, the
sole
members of which are Nelnet, Inc. and National Education Loan
Network,
Inc.
(d) Effective upon assignment by Purchaser of the Agreement of
Purchase
and Sale to the Assignee, Section 9.1(a) of the Agreement of
Purchase
and Sale shall be and the sam
