Each Party shall pay its respective fees and expenses incident to the negotiation, preparation and operation of this Agreement and the JV LLC Operating Agreement; provided, however, that the JV LLC shall promptly pay, or promptly reimburse Tecogen (at Tecogen’s sole option) on demand for all reasonable legal costs and expenses incurred in connection with the formation of the JV and the preparation and revisions to this Agreement and the JV LLC Operating Agreement, in an amount not to exceed $50,000.