During the Term of this ILA, EPMI shall be entitled to be paid a fee for  for 
performance as follows: 

i. EPMI shall be paid a fee equal to the sum of 1) the Incentive Fee which 
shall not be less than $12,500 and 2) a fee of $1/MWhr above the delivered 
price for purchases of Off-Peak Power (the fee of $1/MWh shall not be 
included in the calculation of Savings), and  3) payment for the delivered 
cost of market power purchased to serve MDEA,s and the Cities Native Load in 
accordance with the transaction Confirmation.  Individual transactions will 
be confirmed by written confirmation to be acknowledged and signed by EPMI 
and jointly by MDEA, YCPSC and CPUC..
ii.  In the event that this ILA is terminated early, the minimum monthly 
Incentive Fee amount shall be $12,500 divided by thirty (30) and multiplied 
times the number of days in May in which this Agreement was in effect. 
iii. The Incentive Fee shall consist of forty percent (40%) of the Total 
Daily Savings.  Total Daily Savings is the product of (1) the Savings per MWh 
calculated for the day, times (2) the total MWh for the same day of market 
power purchased to serve system load. 
iv. Savings per MWh is calculated as the positive difference between (a) the 
MDEA Target Production Cost for units that would have run if market power 
were not purchased to serve system load, and (b) the delivered cost of market 
power purchased to serve system load.