Sheila,

If I were starting over again, there are a few things I would change.  First, 
the development fee as presented in this draft doesn't work.  Second, I would 
put all the put/call details in the llc agreement.  Third, I would make the 
put/call available anytime GE agreed to it.  The development fee has been 
discussed generally, but not fully vetted with Herman.

Kay