dissenting.
I must respectfully dissent from the majority in this case. The majority has concluded that the requirement of paragraph 20 of the agreement that McDonald’s will give first consideration for an additional franchise merely requires McDonald’s to, in good faith, mull the matter over in its mind. I do not believe *59that either the language of that provision or the obvious intent of the parties can support such a conclusion.
The language of the agreement is, in my mind, clear and unambiguous. The pertinent portion provides: “If at the end of the franchise term of twenty years the premises are available and Licensee is determined in good standing by Licensor, Licensee will be given first consideration for an additional franchise period of five years, consistent with Licensor’s rights and interests in the property.” (Emphasis supplied.)
This is language prepared by the licensor and as such must be construed most favorably for the licensee and against the licensor and in accordance with the reasonable intentions of the parties. See, Bishop Buffets, Inc. v. Westroads, Inc., 202 Neb. 171, 274 N.W.2d 530 (1979); Gunset v. Mossman, 196 Neb. 529, 243 N.W.2d 783 (1976).
It appears to me that the word “given” in paragraph 20, though not as artfully drawn as it might be, did intend to bestow upon licensee an absolute right, subject only to two conditions. The first condition is that the premises are available. And the second condition is that the licensee be in good standing. When those two conditions are met, then the licensee is to be given the “first right of refusal.” The word “given” as used in paragraph 20 is a verb. Any definition of the word “given” as a verb implies to hand over or deliver to the person to whom the right is directed. See Webster’s Third New International Dictionary, Unabridged, 959-60 (1968). It appears to make little sense to suggest that the parties would specifically enumerate two very basic requirements, the availability of a lease and the good standing of the licensee, as a prerequisite to a meaningless option vested solely in the licensor. It occurs to me that if the licensee was not in good standing as determined by the licensor, the licensor would not even bother to “mull over” the possibility of granting to the licensee an additional *60franchise. Why then require, as a condition precedent to “giving first consideration,” that the licensor determine the licensee to be in good standing? Good standing, under the terms of the agreement, required that the licensee do a host of things, all of which were intended for the benefit of the licensor and the licensor’s business.
Here we have a situation in which the premises are available and the licensee has never been declared by the licensor not to be in good standing. Yet the licensor has determined that the licensee should not be granted an additional franchise. To suggest that a contract is drafted and consideration paid by the licensee to the licensor for that contract and all that the licensee gets in return for that is the courtesy of a thought, even though rendered in good faith, seems to me to ignore the realities of the business world and the obvious intent of the parties. Paragraph 20 as interpreted by the majority is rendered meaningless. I cannot believe that businesspersons enter into complicated business transactions for meaningless purr poses. Apparently the trial court reached that same conclusion in compelling McDonald’s to grant to the appellees an additional franchise. I agree with the action of the trial court and I would have affirmed its decision.
Brodkey and White, JJ., join in this dissent.