1.
    
    Compensation and Benefits. You will receive the following compensation and benefits,
which exceed amounts Nelnet would otherwise be required to pay you under our normal policies
and procedures or any other law, rule or agreement:
 a.
    
    In lieu of notice, any monies you may be entitled to, and in consideration of the
terms of this Agreement, including the agreement not to compete with Nelnet, the amount
of three hundred thousand dollars ($300,000), less applicable taxes and other
deductions, so long as you satisfy the terms of section three (3) of this letter,
regarding your agreement not to compete with Nelnet. The foregoing amount will be paid,
less taxes and deductions, in the following manner: (i) $11,538.46 per pay period for
five (5) pay periods, pursuant to Nelnets standard pay cycle, during the period
beginning January 1, 2008 and ending on March 7, 2008, with the final such payment on
March 7, 2008; and (ii) a lump sum payment in the amount of $242,307.70 to be paid on
March 7, 2008. The foregoing amounts include all unused and accrued Earned Time Off
(ETO).b.
    
    Your 2007 annual incentive of one hundred thousand dollars ($100,000.00) less
applicable taxes and deductions, to be paid in approximately March 2008 concurrent with
the Nelnet Performance Based Incentive Payments for all associates.c.
    
    Your participation in Nelnets benefits, including life insurance, disability
insurance and ETO will cease in accordance with plan provisions, but you will have
access to COBRA benefits as required by law. Four monthly payments of COBRA premiums
totaling $121.32 for those portions of Nelnets benefit plans in which you participate
will be paid on the payroll following December 31, 2007. Your participation in the
Nelnet 401(k) plan and the Employee Stock Purchase Plan will cease on or before the
Termination Date.d.
    
    You may keep your laptop computer, following Nelnets Corporate Technology teams
removal of all Nelnet-owned programs and applications.e.
    
    You will receive reimbursement for business expenses incurred on behalf of Nelnet
through December 7, 2007, upon submission of the same and subject to Nelnets standard
policies for payment of such expenses.f.
    
    You may continue to participate in Nelnets matching gift program until December
31, 2008, such that Nelnet will match your qualifying personal contributions to eligible
organizations as defined in the matching gift program.




---



##### 



2.
    
    Waiver of Claims. In consideration of the amounts to be paid to you, you waive and
release Nelnet, Inc. and its employees, agents, officers, directors, and shareholders,
partners and affiliated companies; of and from any claims, demands, actions, charges, and
causes of action, known and unknown, of any kind whatsoever, including, but not limited to,
all matters relating to or arising out of your employment with and separation from Nelnet and
your compensation. This applies to claims under Title VII of the Civil Rights Act of 1964, as
amended; the Employee Retirement Income Security Act of 1974, as amended; the Rehabilitation
Act of 1973, as amended; the Age Discrimination in Employment Act of 1967, as amended; Section
1981 of the Civil Rights Act of 1866; Executive Orders 11246 and 11478; the National Labor
Relations Act, as amended; the Fair Labor Standards Act of 1938, as amended; the Family and
Medical Leave Act of 1993; the Equal Pay Act of 1963, as amended, the Older Workers Benefit
Protection Act; the Americans with Disabilities Act; the Civil Rights Act of 1991; and any
other law or ordinance, or any other basis of action, up to and including the effective date
of this agreement. You further waive any rights and release Nelnet from any obligation to pay
for any leave benefits of any kind upon ending of employment, whether accrued or not,
including ETO. You are not waiving rights or claims that may arise after this agreement is
executed.
 3.
    
    Agreement Not to Compete. In consideration of the amounts paid and to be paid under
this Agreement, and to protect Nelnets trade secrets and other intellectual property, you
specifically agree to the terms of this section. For purposes of this Agreement, the
Business shall be defined as Nelnets participation in the Federal Family Education Loan
Program, consisting of the marketing, generation, financing, origination, servicing, purchase
or sale of student loans. Your employment in the investment banking field would not be a
violation of this Agreement.
 a.
    
    Until the earlier of (i) the date, if any, upon which Nelnet and all of its
affiliate or subsidiary companies cease to participate in the Business, or any component
thereof; or (ii) one (1) year (from January 1, 2008  December 31, 2008) following the
Termination Date (either, the Noncompete Period) you agree not to engage in any way in
any business which is directly or indirectly competitive with the Business or the
applicable component thereof, including but not limited to:
 1.
    
    selling products and/or services which are substantially similar to Nelnets;2.
    
    soliciting business for competitive products or services to any person or entity
with whom you had contact while employed by Nelnet; or,3.
    
    owning, controlling or working as an employee or consultant for any business
engaged in any activity which is directly or indirectly competitive with the
Business.
 For clarity, if Nelnet and its affiliate or subsidiary companies cease to participate in a
component of the Business, for example, marketing of student loans, you would not be in
violation of this provision if you subsequently engaged in that component of the business.b.
    
    If you fail, in any manner, to comply with this agreement Nelnet may seek any
relief permitted by law, including but not limited to injunctive relief and such other
remedies for relief which may be available pursuant to Law or this Agreement; and you
agree that Nelnet shall have no obligation to make any further payments under this
Agreement and that you shall return immediately upon demand payments that you have
received under this Agreement.c.
    
    You also agree that during the Noncompete Period you will not:
 1.
    
    cause or attempt to cause the termination of any employee, agent or contractor of
Nelnet;2.
    
    interfere, or attempt to interfere with the relationship between Nelnet and any
employee, agent or contractor; or3.
    
    hire or attempt to hire any employee, agent, or contractor of Nelnet.
 d.
    
    You agree the restrictions contained in this section are reasonable and necessary
for the protection of Nelnets business.
  2




---



##### 



4.
    
    Other.
 a.
    
    Confidentiality and Trade Secrets. This letter is confidential and may not be
disclosed to any other person except as required by law or to your accountants or
attorneys for legitimate purposes. You possess many trade secrets of Nelnet, such as
customer lists, marketing strategies and financial information, all of which you must
keep confidential at all times unless disclosure is authorized in writing by Nelnet.b.
    
    Employment Inquiries. In keeping with our standard policies, Nelnet will use its
best efforts to answer external employment-related inquiries by indicating only the
position(s) held by you, your dates of employment, your responsibilities, and a
confirmation of your last salary. Please direct all such inquiries to Nelnets People
Services department.c.
    
    REVIEW AND REVOCATION PERIODS. YOU HAVE TWENTY ONE (21) DAYS TO REVIEW
AND CONSIDER THIS AGREEMENT BEFORE SIGNING IT. YOU ARE ADVISED TO CONSULT WITH AN
ATTORNEY BEFORE SIGNING THIS AGREEMENT. ALSO, YOU MAY REVOKE THIS AGREEMENT WITHIN
SEVEN (7) DAYS OF SIGNING IT, BY DELIVERING A WRITTEN NOTICE OF REVOCATION TO EVAN ROTH
AT 3015 S. PARKER RD. SUITE 400, AURORA, CO 80014. THE AGREEMENT WILL NOT BECOME
EFFECTIVE OR ENFORCEABLE AND THE PAYMENTS AND BENEFITS WILL NOT BE MADE OR BECOME
EFFECTIVE UNTIL THE END OF THIS REVOCATION PERIOD. IF YOU REVOKE THIS AGREEMENT, IT
WILL NOT BE EFFECTIVE OR ENFORCED, AND YOU WILL NOT RECEIVE ANY PAYMENTS HEREUNDER.d.
    
    This agreement shall be interpreted, construed and enforced in accordance with
the laws of the State of Nebraska.
   /s/ Mike Dunlap

Mike Dunlap,Chief Executive OfficerNelnet, Inc.
 I have read and understand the terms of my mutual separation agreement from Nelnet as described
above. I am entering into this agreement voluntarily and have had an opportunity to consult with
an attorney before signing this agreement.
  /s/ David Bottegal
    
    
    Date:
    December 13, 2007
  3