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17. Condemnation. If a public or private entity with the power of eminent domain commences condemnation proceedings against all of any part of the Property, Seller must immediately notify Buyer, and Buyer may, at Buyer's sole option, terminate this Agreement pursuant to Section 19 below. Buyer will have twenty (20) days from Buyer's receipt of Seller's notice to Buyer to exercise Buyer's termination right. If Buyer terminates this Agreement pursuant to this Section 17, the Parties must instruct Title to disburse the Earnest Money to Buyer. If Buyer does not terminate this Agreement within said twenty (20) day period, the Parties must fully perform their obligations under this Agreement, with no reduction in the Purchase Price, and Seller must assign to Buyer, on the Date of Closing, all of Seller's right, title and interest in any award made or to be made in the condemnation proceedings. Seller may not designate counsel, appear or otherwise act with respect to any such condemnation proceedings without Buyer's prior written consent unless Buyer fails to respond within seven (7) days to a request for such written consent. 18. Default. If either Party defaults in the performance of any of the Party's obligations under this Agreement, the non- defaulting Party may, after written notice to the defaulting Party, suspend performance of its obligations under this Agreement, and the rights of the non - defaulting Party are as follows: 2650680v4 09/13/10 a. Buyer's Default. If Buyer defaults in the performance of any of Buyer's obligations under this Agreement or if one or more of the representations of Buyer in Section 13 was inaccurate when made, Seller has the right to: terminate this Agreement pursuant to Minnesota Statutes, Section 559.21 and retain the Earnest Money and any interest which the Earnest Money has earned as liquidated damages. Title must disburse the Earnest Money to Seller upon Seller's delivery to Title of a copy of a Notice of Cancellation of Purchase Agreement which satisfies the requirements of Minn. Stat. 559.21; an Affidavit of Service stating that the Notice of Cancellation was served upon Buyer and an Affidavit stating that Buyer failed to comply with the requirements of the Notice of Cancellation within the time period set forth in Minn. Stat. 559.21; ii commence an action in a court of competent jurisdiction seeking a judgment terminating this Agreement and awarding damages to Seller if, and only if, one or more of the representations of Buyer set forth in Section 13 was inaccurate, when made, or if Buyer breaches Buyer's obligation to indemnify and defend Seller in accordance with Section 14. In any such action for damages, Seller may also recover Seller's attorneys' fees and costs; iii initiate a civil action to compel Buyer's specific performance of Buyer's obligations under this Agreement provided that Seller commences the action within three (3) months of the date of Buyer's default. In any such action for specific performance, Seller may also recover Seller's attorneys' fees and costs. -14-