The Operating Company shall calculate and determine the modified and adjusted Ownership Shares of each Company as of each Ownership Share Adjustment Date. Within a reasonable time following each Ownership Share Adjustment Date, the Operating Company shall notify WPSC and MGE in writing of, the modified and adjusted Ownership Shares of the Companies as of January 1, 2017, in the case of the Initial Ownership Share Adjustment Date, and as of such Ownership Share Adjustment Date, in the case of all other Ownership Share Adjustment Dates, pursuant to this Paragraph 1.2. Any such notice shall include a reasonably detailed calculation of the modified and adjusted Ownership Shares, including a reasonably itemized description of the capital expenditures and their associated costs and the Capital Relief Amount applicable to each of WPSC and MGE for the applicable Capital Relief Period.

WPSC and MGE shall each have the right to review, or cause a representative to review, the Operating Company’s determination of the modified and adjusted Ownership Shares (including the capital expenditure amounts and the determination of the Capital Relief Amounts) within one hundred twenty (120) days of the later of the delivery of the notice referred to in Paragraph 1.2(b) or the applicable Ownership Share Adjustment Date. The Operating Company shall use reasonable commercial efforts to cooperate with any such review(s) and to respond to requests for records reasonably related to the calculation. Any dispute with respect to the Operating Company’s determination of the modified and adjusted Ownership Shares must be brought within one hundred twenty (120) days of the later of the delivery of such notice or the applicable Ownership Share Adjustment Date and shall be subject to the dispute resolution provisions set forth in Paragraph 18.

On each Ownership Share Adjustment Date (as defined herein), the then effective Ownership Shares shall be modified and adjusted as follows: # Power Company’s Ownership Share shall be increased by a fractional amount, expressed as a percentage, the numerator of which is the result of # aggregate Capital Relief Amount applicable to both WPSC and MGE for the Capital Relief Period ending immediately prior to such Ownership Share Adjustment Date divided by # the MW Price, and the denominator of which is the Columbia Nameplate MWs, # WPSC’s Ownership Share shall be decreased by a fractional amount, expressed as a percentage, the numerator of which is the result of # the Capital Relief Amount applicable to WPSC for the Capital Relief Period ending immediately prior to such Ownership Share Adjustment Date divided by # the MW Price, and the denominator of which is the Columbia Nameplate MWs and # MGE’s Ownership Share shall be decreased by a fractional amount, expressed as a percentage, the numerator of which is the result of # the Capital Relief Amount applicable to MGE for the Capital Relief Period ending immediately prior to such Ownership Share Adjustment Date divided by # the MW Price, and the denominator of which is the Columbia Nameplate MWs. For purposes of this Agreement, # “Columbia Nameplate MWs” means 1,112, # “Capital Relief Amount” means, with respect to a Company for a Capital Relief Period, an amount equal to the total capital expenditures (other than capital expenditures made in connection with the SCR Equipment) made by the Power Company during such Capital Relief Period pursuant to Paragraph 1.1(a), multiplied by the Ownership Share applicable to such Company during such Capital Relief Period, # “Capital Relief Period” shall mean each of the following separate periods: calendar year 2016, calendar year 2017, calendar year 2018 and calendar year 2019 and the period from (and including) January 1, 2020 through (and excluding) June 1, 2020, # “MW Price” means $830,000 and # “Ownership Share Adjustment Date” means each of the following dates: December 5, 2017 (the “Initial Ownership Share Adjustment Date”), January 1, 2018, January 1, 2019, January 1, 2020 and June 1, 2020.