The World Bank New Delhi Office P INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPIV ENT 70 Lodi Estate Mng 16 INTERNATIONAL DEVELOPMENT ASSOCIATION New Delhi - 110 003 India October 14, 2014 Ms. Shakuntla Jakhu Chief Secretary Power Department Civil Secretariat Chandigarh, Haryana India Mr. M. K. V. Rama Rao Managing Director Haryana Power Generation Corporati )n Limited Urja Bhawan, Sector-6 Panchkula - 134109 Haryana India Dear Ms. Jakhu and Mr. Rao: India: Coal. Fired Generation Rehabilitation Project (Loan No. 7(87-IN and GEF Grant No. TF094676-IN) Amendment to Project Al reement and Performance Monitoring Indicator Letter We refer to: (i) the Loan Agre ment, dated December 17, 2009, between India (the Borrower) and the International Bank for Reconstru,.tion and Development (the Bank) for the above-referenced project (the Project) (the Loan Agreement); iii) the Global Environment Facility (GEF) Grant Agreement of the same date between India and the Ba ik, acting as an implementing agency of the GEF (the GEF Grant Agreement); (iii) the Project Agreemcnt of the same date among the Bank, acting in its own capacity and as an implementing agency of the G EF, State of Haryana, and Haryana Power Generation Corporation Limited (HPGCL) (the HPGCL Projc ct Agreement); and (iv) the letter of the same date from HPGCL to the Bank regarding performance minitoring indicators (PMI), agreed further to Section I1I.A of the Schedule to the HPGCL Project Agre ment (the HPGCL PMI Letter). We also refer to the letters, dat:d December 16, 2012 and September 12, 2013, from the Borrower, requesting certain amendments to t ie Loan Agreement, as well as recent discussions between the Borrower and the Bank relating to cer lain amendments to the HPGCL Project Agreement. We are pleased to inform you that the Bank concurs with the requests, and the HPGCL Project Agreement is amended as set for h below subsequent to the requests and the above-mentioned discussions, as well as in order to clar .fy certain matters. 1. Section II.A of the Schedule is amended to read as follows (emphasis added): "A. Project Reports The Participating Uti ity shall monitor and evaluate the progress of its Respective Part of the Project and pre )are Project Reports for its Respective Part of the Project in accordance with the I rovisions of Section 5.08 (b) of the General Conditions and Section 2.06 (b) (i) of the St, ndard Conditions and on the basis of the indicators set forth in its HeadquarterW Washington DC Q USA Ms. Jakhu & Mr. Rao -2- October 14, 2014 PIP. Each such Project Report shall cover the period of one (1) Fiscal Year quarter, and shall be furnished to the Borrower not later than two (2) weeks after the end of the period covered by such report for incorporation and forwarding by the Borrower to the Bank of the overall Project Ri eport, except that during the unit shutdown period for renovation and modernization, repor :ing shall be more frequent, as may be mutually agreed upon by the Bank and the Particil ating Utility." 2. The HPGCL PMI Letter is dc leted in its entirety. All other provisions of the HPGCL Project Agreement, except as amended herein, remain unchanged. Please confirm your agreeme rt to the foregoing by signing the form of confirmation set forth below, and returning one fully execui ed original of this amendment letter to us and retaining one original for your records. This amendment le ter shall become effective as of the date of the last countersignature of the four amendment letters (inclu( ing this one) prepared further to the above-mentioned requests and discussions, upon receipt by the Banl of: (a) a duly countersigned original of this amendment letter; (b) a duly countersigned original of the anendment letter to the Loan Agreement; (c) a duly countersigned original of the amendment letter tc the MSPGCL Project Agreement; and (d) a duly countersigned original of the amendment letter to tho WBPDCL Project Agreement. Sincerely, INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT acting in its own capacity and as ai Implementing Agency of the GEF Onno Ruhl Country Director, India South Asia Region AGREED STATE OF HARYANA By: __ _ __ _ __ _ _ Name: AN~AW bn MOAAJ -SHRAP Title: RE),-or e_,ym;c1n R., H_AYNA C& E Date: 1, 19 AGREED HARYANA POWER GENERATION CORPORATION LIMITED By: _ __ _ Ms. Shakuntla Jakhu October 14, 2014 Mr. M. K. V. Rama Rao Ln. No. 7687-IN / GEF Gr. No. TF094676-IN Name: Mg. P mn AA Title:_ Wxer Date: !a£ bt Cc: Mr. Mukesh Nandan Prasa d, Executive Director (India), World Bank Mr. L.K. Atheeq, Senior A dvisor, World Bank Mr. Tarun Bajaj, Joint Sec -etary (Multilateral Institutions), DEA, Ministry of Finance Mr. Brijesh Pandey, Deputy Secretary, DEA, Ministry of Finance Mr. S. G. Dastidar, Controler of Aida Accounts & Audit, DEA, Ministry of Finance Mr. Mukesh Jain, Joint Se retary (Thermal)Ministry of Power Ms. Neera Mathur, Chaie erson, Central Electricity Authority Mr. Devender Singh, Prin ipal Secretary, Power Department, Haryana Mr. Swadheen Kshatriya, C hief Secretary, Maharashtra Mr. Ajoy Mehta, Principal Secretary, Industry, Energy, and Labour Department Maharashtra Mr. Asheesh Sharma, Man aging Director, Maharashtra State Power Generation Company Limited Mr. Sanjay Mitra, Chief S( cretary, West Bengal Mr. Gopal Krishna, Additi nal Chief Secretary, West Bengal Mr. Durgadas Goswami, Chairman and Managing Director, West Bengal Power Development Corporation Limited From CDUS Incomir Mal ., From 0 Additional Chi f Secretary to Governmert of Haryana, Power Depart a Chandigarh. To Mr. Onno Ruh Country Director India, South Asia Region, World Bank, 7)- Lodhi Estate, New Delhi- 11) 003. Memo. No./-71 HPGCL/CF/FIN/F&B-1216 Dated: 15.12.2014 Subject: Authorization for signing the amendments in existing Project Agreement. The Governor of Haryana is pleased to authorize Resident Commissioner, Govt. of Haryana, Haryana Hhawan, New Delhi Sh. Anand Mohan Sharan, IAS to sign the amendment in existing Proje:t Agreement with World Bank dated 17.12.2009 of Coal Fired Generation Rehabilitation Project Loan No. 7687-In and GEF Grant No. TF094676-IN on behalf of Government of Haryana under Article 299 of Constitution of India so as to enable drawl of loan/ GEF grant wh ch has already been approved for Haryana-ower Generation Corporation Ltd. by the WorIc Bank. Additional Chef Secretary to Govt. of Haryana,Power Department, Chandigarh. Endst. No. HPGCL/CF/FIN/P&B-1216/2-79 Dated: 15.12.2014 A copy of the above is forwar led to the:- 1. The Resident Commi 3sioner, Govt. of Haryana, Haryana Bhawan, New Delhi 2. Special Secretary (Po ier), Govt. of Haryana, Panchkula. 3. Special Secretary (Firance) Govt. of Haryana, Chandigarh. . Additional Chief Secretary to Govt. of Haryana,Power [Department, Chandigarh. Endst. No. HPGCL/CF/FIN/[&B-1216 />79Dated: 15.12.2014 A copy of the above is forwarded to the:- 1. The Legal Remember 3nce & Secretary, Law and Legislature Department, 9th Floor, Haryana Civil Secreta iat, Chandigarh. Additional Chief Secretary to Govt. of Haryana,Power Department, Chandigarh.