Instrument of Withdrawal from the 2030 Water Resources Group Multi-Donor Trust Fund
                               (Trust Fund No. TF072950)


1.       Reference is made to the Administration Agreement between the PepsiCo Foundation, Inc.
(the “Donor”) and the International Bank for Reconstruction and Development and the
International Development Association (collectively, the “Bank” and together with the Donor, the
“Parties and each a “Party”) concerning the 2030 Water Resources Group Multi-Donor Trust Fund
(Trust Fund No. TF072950) (the “Trust Fund”) effective as of July 10, 2018 (the “Administration
Agreement”).

2.       Reference is also made to the Donor’s communication dated February 28, 2023, informing
the Bank of its desire to withdraw from the Trust Fund. Accordingly, the Donor and the Bank agree
to the following:

        (a)   In accordance with paragraph 5.02 of Annex 2 to the Administration Agreement, the
              Donor’s pro rata share of any uncommitted balance of the Trust Fund is canceled
              effective as of the last day of the month in which this Instrument of Withdrawal is
              countersigned by the Donor (the “Cancellation Date”).

        (b)   Notwithstanding paragraphs 5.02 and 5.03 of Annex 2 to the Administration
              Agreement, the Donor hereby waives any rights to receive: (i) its pro rata share of
              any remaining uncommitted balance of the Trust Fund as of the Cancellation Date;
              (ii) its pro rata share of any remaining balance of the Trust Fund as of the final end
              disbursement date; and (iii) any funds that the Donor may be entitled to receive after
              the end disbursement date of the Trust Fund.

        (c)   As of the Cancellation Date, the Donor shall have no further rights with respect to
              the Trust Fund, including no rights to participate in any applicable governance
              arrangements of the Trust Fund, and the Bank shall have no further obligations to
              the Donor under the Administration Agreement, including no obligation to provide
              financial or progress reports.


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3.       Each of the Parties represents, by confirming its agreement below, that it is authorized to
enter into this Instrument and act in accordance with these terms and conditions. The Parties are
each requested to sign and date this Instrument, and upon possession by the Bank of this fully
signed Instrument, this Instrument shall become effective as of the date of the last signature.


INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT
INTERNATIONAL DEVELOPMENT ASSOCIATION


By:     __________________________/s              /s1/
         Juergen Voegele
Name: __________________________/s /n1/
          Vice President
Title: __________________________/s /t1/
         30-Mar-2023
Date: __________________________/s /d1/



PEPSICO FOUNDATION, INC.


By:     __________________________/s2/
          Roberta Barbieri
Name: __________________________/n2/
          VP Global Sustainability
Title: __________________________/t2/
          30-Mar-2023
Date: __________________________/d2/