The World Bank 1818 H Street N.W. (202) 473-1000 INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Washington, D.C. 20433 Cable Address: INTBAFRAD INTERNATIONAL DEVELOPMENT ASSOCIATION U.S.A. Cable Address: INDEVAS June 20, 2023 Ms. Malin Meyer Senior Advisor Norwegian Ministry of Climate and Environment Postboks 8013 Dep, 0030 Oslo, Norway Dear Ms. Meyer, Re: Amendment to the Contribution Agreement between the Norwegian Ministry of Climate and Environment and the International Bank for Reconstruction and Development ("IBRD'') concerning Tranche A of the Transformative Carbon Asset Facility (TF072703) We refer to the Transformative Carbon Asset Facility ("TCAF") Contribution Agreement dated February 2, 2017, executed by and between IBRD; acting as trustee of TCAF ("Trustee") and the Norwegian Ministry of Climate and Environment ("Contributor", and together with the Trustee, the "Parties" and each a "Party") ("Contribution Agreement"). The Parties herewith agree to amend the Contribution Agreement as follows: . 1. Section 1.1 (c) shall be deleted in its,entirety and replaced to read as follows: "(c) "Governmental Authority" means any national, regional or local governmental agency or authority in any· country, and any other governmental or quasi-governmental entity, agency, organization, commission, secretariat, executive bo.ard, mechanism, conference or authority, including aqy existing or future international, regional or multi-national governmental or political bodies or establishments, including, but not limited to, those established by the parties to the UNFCCC, the Kyoto Pro_tocol or the Paris Agreement or the member states of the European Union, and any subordinate entity, technical body, expert, validator, certifier, operational entity or authority of, recognized by, reporting to, mandated by, or acting on behalf of any of the foregoing;" 2. The following definitions shall be added under Section 1.1: "(f) "Adaptation Fund" means the fund established under the International Rules and referred to under Decision 13/CMA.1 to finance concrete adaptation projects and programmes in developing countries that are particularly vulnerable to the adverse effects of climate change; (g) "ITMO-VERs" means the Verified Emission Reductions, as defined under the relevant MOPA, generated from the approved Program that are subject to transfers as internationally transferred mitigation outcomes (ITMOs) under the MOPA and to the Host Country's authorization and corresponding adjustments. under Article 6.2 of the Paris Agreement; 1 (h) "Mitigation Outcome Purchase Agreement" or "MOPA" means the Mitigation Outcome Purchase Agreement executed between the Program Entity and the Trustee for the results-based carbon finance payment for the transfer ofITMO-VERs under Article 6.2 of the Paris Agreement; and (i) "Share of Proceeds for Adaptation" or "SOPA": means a voluntary monetary contribution to. the Adaptation Fund. under the MOPA, to assist developing countries that are particularly vulnerable to the adverse effect of climate change to meet the costs of adaptation." 3. Section 5.1 (b) shall be deleted 1n its entirety and replaced to read as follows: "(b) Recipient-executed activities, for which one or more recipient have implementation responsibility: Purchase of Verified Emission Reductions under ERP As and of ITMO~ VERs under MOP As." 4. A new sentence shall be inserted as sentence 2 in Section 5.2: "The Trustee may also use Facility property to pay or reimburse itself or any other person for costs and expenses incurred in the transfer of Verified Emission Reductions (ERPAs) and ITMO-VERs (MOP As), including the payment of SOPA to the Adaptation Fund under MOP As." 5. Section 5.2 (d) shall be deleted in its entirety artd replaced to read as follows: "(d) For recipient-executed activities, the Facility funds may be used to finance the purchase of Verified Emission Reductions under ERPAs and the purchase ofITMO-VERs under MOPAs." 6. The chapeau of Section 5.3 (a), without deleting or amending its sub-paragraphs (i) to (iv), shall be deleted in its entirety and replaced to read as follows: "(a) The Trustee will calculate a fee each time funds from the Facility become committed under an ERP A or, where applicable, under a MOPA (for both cases referred to as the "Emission Reduction Payment Amount"). Such commitment will occur when such ERPA or, where applicable, when such MOPA, is fully countersigned (the "Calculation Date"). The fee so calculated by the Trustee will be based on (he cumulative total of funds from the Facility committed under all ERP As and, where applicable, all MOPAs, that have been fully countersigned on or prior to the Calculation Date (for both cases referred to as the "Cumulative Emission Reductions Payment Total"). The calculated fee will depend on where the Cumulative Emission Reductions Payment Total stands as the Emission Reduction Payment Amount is added .and will be determined in accordance with the following schedule:" 7. Section 8.1 (a) shall be deleted in its entirety and replaced to read_ as follows: "(a) There is no guarantee that a Program or any Emission Reductions generated by a Program or otherwise contracted for by the Trustee will be recognized, documented, confirmed, validated, approved, authorized irrevocably to be transferred as ITMO-VERs and correspondingly adjusted, credited, supported, registered, accounted for or agreed to by any Governmental Authority." 8. Section 8.1 (b) shall be deleted in its entirety and replaced to read as follows: 2 On Behalf of the International Bankfor RecoO:struction and Development, acting as Trustee of Tranche A of the Transformative Carbon Asset Facility · 2f .· -- By:-----~-----'----~=------ Authorize~natilre Name: Erwin De Nys Title: Manager, Climate Fund Management Unit Date: Dr.JM... 2...1" I 2o2 3 ) AGREED AND CONFIRMED: On behalf of Norwegian Ministry of Climate and Environment By: (jUrthft<._gj Authorized Signature· Name: Guri Storaas Title: Date: On behalf of Norwegian Ministry of Climate and Environment r By:~{)_,\~~~-' ~~~"::::VJ-+,-s-::~- V . Authorized Signature Name: Malin Meyer Title: Senior adviser Date: a,, 1bl£. I :i3 4 "(b) Upon Contributor's instructions, the Trustee will cancel or re-transfer, to the Program Entity, the pro rata share of any Verified Emission Reductions attributable to the Contribution or engage in any other act with respect to the Verified Emission Reductions or the ITMO-VERs, so decided jointly by the Contributor and the Trustee." 9. The contact details for the "Contributor" in Section 9.4 shall be deleted in its entirety and replaced to read as follows: "Name: Ministry of Climate and Environment Address: Postboks 8013 Dep, 0030, Oslo, Norway Attention: Malin Meyer Telephone: +47 480 45 797 Electronic Mail: Malin.Meyer@kld.dep.no" The proposed amendments to this Agreement will become effective on the date of your countersignature as provided for herein below. Sincerely, · 3