x The above related party transactions have been recorded at the exchange amounts agreed to by the parties to the transactions. 

## Business Associations with APMI and Senior Executives 

There have been a number of business relationships between Ian Robertson and Chris Jarratt (“Senior Executives”), APMI and related affiliates (collectively the “Parties”) and APUC. These relationships include joint ownership of certain generating facility assets, business relationships between the parties and payment of fees associated with previous transactions. In 2011, the Board initiated a process to review all of the remaining business associations with the Parties in order to reduce, streamline and simplify these relationships. The Board formed a special committee and engaged independent consultants to assist with this process. 

The co-owned assets and remaining business associations as at December 31, 2012 are listed below. During the quarter ended March 31, 2012, APUC and the Parties reached an agreement to resolve a number of the business associations and relationships (the “Agreement”). The transaction is subject to finalization of definitive agreements which are expected to be completed in the first quarter of 2013. A more detailed description of the Agreement has been set out below in S ettlement of Other Business Associations . 

i) Rattlebrook hydroelectric generating facility 

Rattlebrook is a 4 MW hydroelectric generating station owned 45% by APUC, 27.5% by Senior Executives and the remaining percentage by third parties. This relationship was addressed pursuant to the Agreement. See S ettlement of Other Business Associations  below for more details. 

ii) St. Leon wind power generating facility 

St. Leon is a 104 MW wind power generating facility which was structured as a limited partnership and has issued Class B units to external parties and Senior Executives. APUC and the Class B unit holders completed a transaction effective January 1, 2013 whereby the Class B units were exchanged for Class C preferred shares of APUC. The characteristics of the Class C preferred shares will provide approximately the same after tax cash to individuals holding such shares as what was estimated to have been expected from the Class B units. The external parties and Senior Executives who formerly held the Class B units are no longer partners in the St Leon limited partnership. The special committee of the Board retained the services of an independent advisor to review the historic financial performance of the St Leon facility, provide a valuation of the Class B units, provide estimation of distributions to Class B unit holders, and to provide advice to APUC in respect thereof. 

iii) Brampton Cogeneration Inc. 

BCI is an energy supply facility which sells steam produced from APCo’s EFW facility. APMI maintains a carried interest equal to 50% of the annual returns on the project greater than 15%. No amounts have ever been paid under this carried interest. In 2008, APMI earned a construction supervision fee of $100 in relation to the development of this project which has been accrued. This relationship was addressed pursuant to the Agreement. 

iv) Long Sault Rapids hydroelectric generating facility 

Long Sault is a hydroelectric generating facility in which APUC acquired its interest in the facility by way of subscribing to two notes from the original developers. An affiliate of APMI is one of the original partners in the facility and is entitled to receive 5% of the equity cash flows commencing in 2014. This relationship was addressed pursuant to the Agreement. 

v) Chartered aircraft 

APUC utilizes chartered aircraft owned by an affiliate of APMI. At December 31, 2012, the remaining amount of the advance was $nil (December 31, 2011 - $279). 

vi) Office lease 

APUC has leased its head office facilities on a triple net basis from an entity partially owned by Senior Executives. The lease expires on December 31, 2015. 

