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23 <br /> proceeding, the Grantee, upon a subsequent sale, exchange or <br /> involuntary conversion of the Protected Property, shall be <br /> entitled to a portion of the proceeds at least equal to that <br /> proportionate value of the Conservation Easement. The Grantee <br /> shall use its share of the proceeds in a manner consistent with <br /> the conservation purposes set forth herein or for the protection <br /> of a "relatively natural habitat of fish, wildlife, or plants or <br /> similar ecosystem, " as that phrase is used in and defined under <br /> P.L. 96-541, 26 USC 170(h) (4) (A) (ii) , as amended and in <br /> regulations promulgated thereunder. <br /> 15 . Eminent Domain. Whenever all or part of the Protected <br /> Property is taken in exercise of eminent domain by public, <br /> corporate, or other authority so as to abrogate the restrictions <br /> imposed by this Conservation Easement, t e Grantor and t-he <br /> Grantee shall join in appropriate actions at the time of the <br /> taking to recover the full value of the taking and all incidental <br /> or direct damages resulting from it, and the proceeds shall be <br /> divided in accordance with the proportionate value of t4le <br /> Grantee's and Grantor's interests, and Grantee's proceeds shall <br /> be used as specified above. All expenses incurred by tM Grantor <br /> and t- e Grantee in such action shall be paid out of the recovered <br /> proceeds . <br /> 16 . Option. Grantee shall have an option to obtain the <br /> entire Protected roperty in fee by deed of gift from Grantor <br /> within i ene years of the date of recording of the final plat <br /> for the final phase of University Manor subdivision as the <br /> 15 <br />