When it was recognized that the dispute had to be settled in litigation, a stipulation covering the disposition of the property in the interim was promptly made. But the unjustified demands of the McKnight company and its conduct towards the trustees did not bring it within the conditions to entitle it to enforce forfeiture of the trustees' rent reduction right. "Forfeitures are not favored in law; indeed they are regarded with disfavor", 12 Am.Jur. 1016, Sec. 436; Mathews v. Mulvey, 38 Minn. 342, 37 N.W. 794; Rathborne, Hair Ridgway Co. v. Coffron, 173 Minn. 452, 217 N.W. 501, 502; Warren v. Driscoll, 186 Minn. 1, 242 N.W. 346, 347, and where forfeiture is dependent upon the making of a demand and failure to comply with the demand, the failure to make a proper specific and reasonable demand is fatal to the enforcement of the forfeiture by a court of law or equity. Republic Inv. Co. v. Naches Hotel Co., 190 Wn. 176, 67 P.2d 858, 860; Tri-Bullion S. D. Co. v. Ozark S. M. Co., 24 N.M. 651, 176 P. 817; Byrkett v. Gardner, 35 Wn. 668, 77 P. 1048; 35 C.J. 1074, Sec. 246.

We look with disfavor on forfeitures of all kinds, see Harris v. Bolin , 310 Minn. 391, 247 N.W.2d 600, 602 (1976) (discussing how covenants against competition with forfeitures attached are not favored and those claiming them must show the equities are on their side), and we will avoid forfeitures when reasonably possible to do so. Naftalin v. John Wood Co. , 263 Minn. 135, 116 N.W.2d 91, 100 (1962) ; Tomasko v. Cotton , 200 Minn. 69, 273 N.W. 628, 632 (1937) (explaining that we try to avoid forfeiture when reasonably possible); Warren v. Driscoll , 186 Minn. 1, 242 N.W. 346, 347 (1932) (stating a forfeiture cannot be enforced when "great injustice is done thereby and the one seeking a forfeiture is adequately protected without"). Because section 229 reflects our reluctance to enforce forfeitures, the court of appeals properly looked to it for guidance in resolving this case.

And so what the court characterizes in this case as a condition precedent — that the employee not have been terminated for cause — is a condition subsequent, not a condition precedent, to the taking of or payment for paid time off, the effect of which is to divest Lee of that which she had earned. We have said that forfeitures are not favored and will not be enforced when great injustice would thereby be done and when the one seeking the forfeiture is adequately protected without it. Warren v. Driscoll, 186 Minn. I, 5, 242 N.W. 346, 347 (1932). In this case, Fresenius could have sued Lee for monetary damages due to her alleged misconduct, and thus could have been adequately protected without resorting to confiscation of her earned wages; indeed, that is the implication of Minn.Stat. § 181.79 (2006).

To grant him possession would only result in substantial loss to the defendant-appellant without in any way affecting plaintiff's use and enjoyment of the part of the premises which he now occupies. In Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347, we said: "Forfeitures are not favored and will not be enforced when great injustice is done thereby and the one seeking a forfeiture is adequately protected without."

"It is well established that forfeitures are not favored and will not be enforced when great injustice would be done and when the one seeking the forfeiture is adequately protected without the forfeiture." Hideaway Inc., 386 N.W.2d at 824; (citing Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347 (1932). Construing the contract language as permissive rather than mandatory would result in a forfeiture of Schneider's vacation benefits and a windfall to USG. USG expressly recognized the need to inform employees of the potential forfeiture of their vacation benefits and failed to do so.

Finally, we note that it is the policy of this state that "[f]orfeitures are not favored and will not be enforced when great injustice is done thereby and the one seeking a forfeiture is adequately protected without." Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347 (1932). In view of this policy and the facts of this case as found by the district court, we conclude the district court did not err in dismissing the unlawful detainer action.

First, it is axiomatic that forfeitures are not favored in the law. See, e.g., Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347 (1932). Second, the trial court found, and we have affirmed, that State Farm's policy afforded coverage to White and that State Farm has a contract obligation to pay damages suffered by Hennings at the hands of State Farm's insured. Third, and most important, we believe that to foreclose any recovery from an insurer under a Miller v. Shugart agreement subsequently found to be unreasonable would greatly discourage such settlements.

Appellant bases its claim on the equitable principle that forfeitures "are not favored and will not be enforced when great injustice is done thereby and the one seeking a forfeiture is adequately protected without" the remedy. Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347-48 (1932) (upholding lease provision that required tenant to forfeit the leased property and pay rent for the full term of the lease, but allowing the tenant to recover the proceeds from the sale of crops he grew on the leased land while he was in possession); Hideaway, Inc. v. Gambit Investments, Inc., 386 N.W.2d 822, 823 (Minn.Ct.App. 1986) (supreme court affirmed trial court's award of $500 in damages to buyer but refused to enforce forfeiture clause of contract for deed against seller, because awarding title to buyer such that seller forfeited all future payments on the contract was a harsh remedy for seller's trespass). Appellant claims forfeiture works a severe hardship because it will lose a lease worth $1.7 million.

It is well established that forfeitures are not favored and will not be enforced when great injustice would be done and when the one seeking the forfeiture is adequately protected without the forfeiture. Warren v. Driscoll, 186 Minn. 1, 5, 242 N.W. 346, 347 (1932). Furthermore, contracts should be construed as to avoid a forfeiture.