OFFICIAL DOCUMENTS GIF TF NUMBER TFOB3811 Global Infrastructure Facility Grant Agreement (Indonesia Geothermal Resource Risk Mitigation Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT acting as Technical Partner of the Global Infrastructure Facility and PT SARANA MULTI INFRASTRUKTUR (PERSERO) 2 of 11 TFOB3811 GLOBAL INFRASTRUCTURE FACILITY GRANT AGREEMENT AGREEMENT dated as of the Signature Date between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVLOPMENT ("Bank"), acting as a technical partner of the Global Infrastructure Facility ("GIF") and PT SARANA MULTI INFRASTRUKTUR (PERSERO) ("Recipient"). WHEREAS, (A) As part of its activities, the Recipient provides mitigation of the risk of geothermal exploration to public and private geothermal resource developers (each a "Developer"), who have been granted a geothermal resource exploration license on a dedicated site. (B) To mitigate the geothermal exploration risk of Developers, the Recipient wishes to make available to selected Developers structured financing packages (in each case a "Financing Package"), for the partial financing of their exploration and delineation activities (each a "Sub- project"). (C) The Recipient has received or is about to receive the following financing to contribute to the provision of Financing Packages to Developers: (a) from the Republic of Indonesia ("Indonesia"), one or more sub-loans funded by: (i) a loan from the Bank to Indonesia, in the amount of one hundred and fifty million Dollars ($150,000,000); (ii) a loan from the Bank, acting as implementing entity of the Clean Technology Fund ("CTF"), to Indonesia, in the amount of forty million Dollars ($40,000,000); and (iii) a loan from the Bank, acting as an accredited entity of the Green Climate Fund ("GCF"), to Indonesia, in the amount of seven million five hundred thousand Dollars ($7,500,000); (b) from the Bank acting as implementing entity of the CTF: (i) a contingent recovery grant in the amount of thirty-two million five hundred thousand Dollars ($32,500,000); and (ii) a grant in the amount of two million five hundred thousand Dollars ($2,500,000); and (c) from the Bank, acting as an accredited entity of the GCF: (i) a reimbursable grant in the amount of ninety million Dollars ($90,000,000); and (ii) a grant in the amount of two million five hundred thousand Dollars ($2,500,000). (D) The Recipient wishes to retain the services of consultants to strengthen the Recipient's capacity and to assist in evaluation and processing of the Financing Packages. 3 of 11 TFOB3811 (E) The Recipient plans to charge a closing fee (in each case a "Sub-project Closing Fee") to Developers due by the Developers upon the closing of the contractual arrangements for the extension of the Financing Packages including the creation of associated security and/or guarantee mechanisms (in each case, a "Sub-project Close"). NOW, THEREFORE, the Recipient and the Bank hereby agree as follows: Article I Standard Conditions; Definitions 1.01. The Standard Conditions (as defined in the Appendix to this Agreement) apply to and form part of this Agreement. 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the Standard Conditions or in the Appendix this Agreement. Article II The Project 2.01. The Recipient declares its commitment to the objectives of the project described in Schedule 1 to this Agreement ("Project"). To this end, the Recipient shall carry out the Project in accordance with the provisions of Article II of the Standard Conditions and Schedule 2 to this Agreement. Article III The Grant 3.01. The Bank agrees to extend to the Recipient a grant in an amount not to exceed one million two hundred and fifty thousand Dollars ($1,250,000) ("Grant"), to assist in financing the Project; provided that up to 80% of the amounts of the Grant withdrawn from the Grant Account and outstanding from time to time (the "Withdrawn Grant Balance") shall be reimbursed to the Bank under the terms and conditions set forth in Sections 3.04, 3.05 and 3.06 of this Agreement. 3.02. The Recipient may withdraw the proceeds of the Grant in accordance with Section III of Schedule 2 to this Agreement. 3.03. The Grant is funded out of the abovementioned trust fund for which the Bank receives periodic contributions from the donors to the trust fund. In accordance with Section 3.02 of the Standard Conditions, the Bank's payment obligations in connection with this Agreement are limited to the amount of funds made available to it by the donors under the abovementioned trust fund, and the Recipient's right to withdraw the Grant proceeds is subject to the availability of such funds. 3.04. The Recipient shall reimburse the Bank as follows: (a) for each Sub-project to be supported under the Private Sector Window which reaches Sub-project Close on or before the Long-Stop Date (but except where the Recipient's 4 of 11 TFOB3811 Withdrawal from the Project occurs before at least one Sub-project reaches Sub-project Close, in which case sub-paragraph (c) below of this Section 3.04 shall apply), the Recipient shall reimburse to the Bank an amount equal to the portion of the Sub-project Closing Fee representing 0.28% of the amount of the financing (debt and quasi-equity) extended to the Developer under the Financing Package, until the earlier of (i) the Long-Stop Date, and (ii) the date when an amount equal to eighty percent of the aggregate amounts of the Grant withdrawn from the Grant Account as of the Closing Date have been reimbursed by the Recipient (when the Recipient's obligations related to the reimbursement of the Grant will have been fully complied with); (b) for each Sub-project to be supported under the Public Sector Window which reaches Sub-project Close on or before the Long-Stop Date (but except where the Recipient's Withdrawal from the Project occurs before at least one Sub-project reaches Sub-project Close, in which case sub-paragraph (c) below of this Section 3.04 shall apply), the Recipient shall reimburse to the Bank an amount equal to the portion of the Sub-project Closing Fee representing 0.17% of the amount of the debt financing extended to the Developer under the Financing Package, until the earlier of (i) the Long-Stop Date, and (ii) the date when an amount equal to eighty percent of the aggregate amounts of the Grant withdrawn from the Grant Account as of the Closing Date have been reimbursed by the Recipient (when the Recipient's obligations related to the reimbursement of the Grant will have been fully complied with); (c) if at any time the Recipient's Withdrawal from the Project occurs, a reimbursement shall be made in the amount equal to one hundred percent (100%) of the Withdrawn Grant Amount, to be paid in full within thirty (30) calendar days of the date of the notice delivered by the Bank to the Recipient notifying of the occurrence of the Recipient's Withdrawal from the Project; and (d) For the purposes of this Agreement, "Recipient's Withdrawal from the Project" means any of the following events: (i) the Bank notifies the Recipient of a failure by the Recipient to carry out the Project, and such failure continues for no less than thirty (30) consecutive calendar days after the Bank's notice; or (ii) before completion of the Project, the Recipient either: (i) cancels any unwithdrawn amount of the Grant under Section 4.01 of the Standard Provisions, or (ii) notifies the Bank in writing of its withdrawal from the Project. Notwithstanding the foregoing, if the Recipient makes such cancellation or withdrawal with the prior concurrence of the Bank, due to the determination by the Recipient that the provision of Financing Packages to Developers is no longer considered viable, either (A) based on [at least three (3)] Sub-projects preparation, appraisal and structuring work, or (B) because of the absence of complete applications for Financing Packages for a period of [12] consecutive months, ]then the cancellation or withdrawal by the Recipient shall not constitute the Recipient's Withdrawal from the Project. 5 of 11 TFOB3811 3.05 The Recipient shall promptly notify the Bank in writing of the occurrence, on or before the Long-Stop Date, of each Sub-project Close. 3.06 (a) The Bank shall notify the Recipient of the amount to be reimbursed under Section 3.04 promptly after receipt of the notification sent by the Recipient in accordance with Section 3.05 of this Agreement; and (b) the Recipient shall pay in full to the Bank each reimbursement under Section 3.04(a) and (b) within thirty (30) calendar days of the notification delivered by the Bank to the Recipient pursuant to Section 3.06(a) (or by any such later date if so specified in the notification delivered by the Bank pursuant to Section 3.06(a)). 3.07. Payment of reimbursement under Section 3.04 above shall be made: (a) in Dollars in immediately available funds to such account as the Bank designates in writing; and (b) (i) without restrictions of any kind imposed by, or in the territory of, the Republic of Indonesia and without deduction for, and free from, any Taxes levied by, or in the territory of, the Republic of Indonesia; or (ii) should any restriction or deduction of the kind indicated in Section 3.07(b)(i) occur, the Recipient shall pay such increased amount to ensure that for each payment, the net amount received by the Bank is equal to the full amount of the reimbursement indicated in Section 3.04. 3.08. If the Recipient requests to the Bank in writing and if the Bank so agrees, the Developers designated by the Recipient may make any payment under Section 3.04 above directly to the Bank on behalf of the Recipient; provided that the Recipient shall make any such payment to the Bank when the designated Developer fails to do so. 3.09 Any amount received by the Bank pursuant to Section 3.04(a) and (b) above shall be cancelled by the Bank and shall not be made available to the Recipient for further withdrawal. 3.10. This Agreement shall be free from any Taxes levied by, or in the territory of the Republic of Indonesia, or in connection with their execution, delivery or registration. Article IV Remedies of the Bank 4.01. The Additional Event of Suspension consists of the following, namely, that the Recipient has failed to make or to ensure that a payment due under Section 3.04 of this Agreement is made in accordance with Sections 3.06, 3.07 and 3.08 of this Agreement. 6 of 11 TFOB3811 Article V Effectiveness; Termination 5.01. This Agreement shall not become effective until evidence satisfactory to the Bank has been furnished to the Bank that the execution and delivery of this Agreement on behalf of the Recipient has been duly authorized or ratified by all necessary corporate and governmental actions. 5.02. As part of the evidence to be furnished pursuant to Section 5.01, there shall be furnished to the Bank an opinion or opinions satisfactory to the Bank of counsel acceptable to the Bank showing that this Agreement has been duly authorized or ratified by, and executed and delivered, on behalf of the Recipient, and is legally binding upon it in accordance with its terms. 5.03. Except as the Recipient and the Bank shall otherwise agree, this Agreement shall enter into effect on the date upon which the Bank dispatches to the Recipient notice of its acceptance of the evidence required pursuant to Section 5.01 ("Effective Date"). If, before the Effective Date, any event has occurred which would have entitled the Bank to suspend the right of the Recipient to make withdrawals from the Grant Account if this Agreement had been effective, the Bank may postpone the dispatch of the notice referred to in this Section until such event (or events) has (or have) ceased to exist. 5.04. Termination for Failure to Become Effective. This Agreement and all obligations of the parties under it shall terminate if it has not entered into effect by the date ninety (90) days after the date of this Agreement, unless the Bank, after consideration of the reasons for the delay, establishes a later date for the purpose of this Section. The Bank shall promptly notify the Recipient of such later date. Article VI Recipient's Representative; Addresses 6.01. The Recipient's Representative referred to in Section 7.02 of the Standard Conditions is its President Director. 6.02. For purposes of Section 7.01 of the Standard Conditions: (a) the Recipient's address is: Sahid Sudirman Centre, 47-48th Floor Jl. Jend. Sudirman No. 86 Jakarta 10220 Indonesia; and (b) the Recipient's Electronic Address is: Facsimile: 62-21-808-2525 7 of 11 TFOB3811 6.03. For purposes of Section 7.01 of the Standard Conditions: (a) the Bank's address is: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America; and (b) the Bank's Electronic Address is: Telex: Facsimile: 248423 (MCI) or 1-202-477-6391 64145 (MCI) AGREED as of the Signature Date. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT acting as Technical Partner of the Global Infrastructure Facility By Authorized Representative Name: Bolormaa Amgaabazar Title: Acting Country Director Date: 16eme PT SARANA MULTI INFRASTRUKTUR (PERSERO) By Authorized Representative Name: Da ti 1st)Q~ o Title: DICO'cko r Date: NLe_____ber__ 8 of 11 TFOB3811 SCHEDULE 1 Project Description The objectives of the Project are to scale up investment in geothermal energy development and support Indonesia in its efforts to reduce greenhouse gas emissions in the country. The Project consists of the following parts: Supporting the development of the Recipient's capacity to operate and monitor its geothermal exploration financing and risk mitigation activities through the provision of advisory services in the following areas: (i) marketing of the Public Sector Window or the Private Sector Window and business development for their use by Developers; (ii) carrying out of activities to strengthen and build the Recipient's internal capacity to operate and manage its Public Sector Window and Private Sector Window, including assessment and evaluation of the Developers' financing applications (comprising commercial, technical, financial, environmental and social, legal aspects, and internal risk mitigation measures); (iii) provision of the support to the Recipient for the finalization of the structuring and negotiations of the Financing Packages; (iv) provision of recommendations to support the financing approval process; and (v) monitoring of the fulfilment of conditions precedent to the effectiveness of the Financing Packages. 9 of 11 TFOB3811 SCHEDULE 2 Project Execution Section I. Implementation Arrangements A. Recruitment of Consultants For the implementation of the Project, the Recipient shall, no later than (6) months after the Effective Date, recruit and thereafter ensure that these positions remain filed throughout the implementation of the Project by) advisors in adequate numbers, each on the basis of terms of reference, qualifications and experience satisfactory to the Bank B. Environmental and Social Standards The Recipient shall ensure that: (a) all consultancies related to technical assistance, design and capacity building under the Project, the application of whose results could have environmental, social and health and safety implications, shall only be undertaken pursuant to terms of reference reviewed and found satisfactory by the Bank; and (b) such terms of reference shall require the technical assistance, design and capacity building activities to take into account the requirements of the applicable Bank Safeguards Policies and EHS Guidelines. Section II. Project Monitoring, Reporting and Evaluation A. Project Reports The Recipient shall ensure that each Project Report is furnished to the Bank not later than forty- five (45) days after the end of each calendar quarter, covering the calendar quarter. Section III. Withdrawal of Grant Proceeds A. General The Recipient may withdraw the proceeds of the Grant in accordance with the provisions of: (a) Article III of the Standard Conditions; and (b) this Section; to finance 100% of Eligible Expenditures consisting of consulting services under the Project, inclusive of Taxes. B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A of this Section, no withdrawal shall be made for payments made prior to the Signature Date. 2. The Closing Date is September 30, 2025. 10 of 11 TFOB3811 APPENDIX Definitions 1. "Anti-Corruption Guidelines" means, for purposes of paragraph 2 of the Appendix to the Standard Conditions, the "Guidelines on Preventing and Combating Fraud and Corruption in Projects Financed by IBRD Loans and IDA Credits and Grants", dated October 15, 2006, and revised in January, 2011, and as of July 1, 2016. 2. "Developer" means a legal entity whose activities include or shall include the carrying out geothermal resource development who has been granted a geothermal resource exploration license on a dedicated site. A Developer may be a Public Developer or a Private Developer. 3. "EHS Guidelines" means the World Bank Group Environmental, Health and Safety Guidelines published on www.ifcorg/ehsguidelines, as said guidelines are updated from time to time. 4. "Effective Date" means the date when this Agreement shall become effective and is referred to in Section 4.03 of this Agreement. 5. "Financing Package" means a structured financing package, which may include debt and/or quasi equity instruments, security interests over collateral, shareholders' guarantees, exit mechanisms and other features, provided by the Recipient to a Developer to contribute to the financing of its Sub-project. 6. "Indonesia" means the Republic of Indonesia. 7. "Long Stop Date" means the closing date as such term is defined in the loan agreement entered into between the Bank and Indonesia for the extension of the loan referred to in Section (C)(a)(i) of the Preamble and dated August 28, 2020, as may be amended from time to time, or such other date as the World Bank shall establish by notice to the Recipient 8. "Private Developer" means a private-sector developer or a joint venture between a public entity and a majority private shareholder. 9. "Private Sector Window" means the Recipient's activity consisting in the provision of Financing Packages for the mitigation of the risk of geothermal exploration of Private Developers. 10. "Public Developer" means a public-sector developer, such as a state owned- entity, or a joint venture between a majority public shareholder and a private entity. 11. "Public Sector Window" means the Recipient's activity consisting in the provision of Financing Packages for the mitigation of the risk of geothermal exploration of Public Developers. 12. "Procurement Regulations" means, for purposes of paragraph 20 of the Appendix to the Standard Conditions, the "World Bank Procurement Regulations for IPF Borrowers", dated July 2016, revised November 2017 and August 2018. 11 of 11 TFOB3811 13, "Project Operations Manual" means the Recipient's manual dated August 26, 2019, adopted by the Recipient for the extension and operation of its Financing Packages to Developers, as updated from time to time in a manner which the Bank has confirmed in writing is acceptable to the Bank. 14. "Safeguard Policies" means, the Operational Policies (OPs) and Bank Procedures (BPs) of the Bank, namely OP/BP 4.01 (Environmental Assessment), OP/BP 4.04 (Natural Habitats), OP/BP 4.09 (Pest Management), OP/BP 4.10 (Indigenous Peoples), OP/BP 4.11 (Physical Cultural Resources), OP/BP 4.12 (Involuntary Resettlement), OP/BP 4.36 (Forests), and OP/BP 4.37 (Safety of Dams); they can be found at https://policies.worldbank.org. 15, "Signature Date" means the later of the two dates on which the Recipient and the Bank signed this Agreement and such definition applies to all references to "the date of the Grant Agreement" in the Standard Conditions. 16. "Standard Conditions" means the "International Bank for Reconstruction and Development and International Development Association Standard Conditions for Grant Financing Made by the Bank out of Trust Funds", dated February 25, 2019. 17. "Sub-project" means a set of activities carried out or to be carried out by a Developer for the exploration and delineation of geothermal resources on a dedicated site in accordance with a valid geothermal resource exploration license. 18. "Sub-project Close" means, with respect to a Sub-project, the date when, all Sub-project Closing Conditions having been completed, the Recipient has confirmed in writing to the Developer that it is ready to make a first disbursement to the Developer under the Financing Package extended for such Sub-project. 19. "Sub-project Closing Conditions" means, with respect to a Sub-project, collectively, all conditions precedent to the signature, effectiveness and other formalities, registration, procedures or payments which may be required for each of the instruments included in the Financing Package for such Sub-project to be valid, binding and enforceable in accordance with its terms and conditions. 20. "Sub-project Closing Fee" means, a one-time upfront fee due and payable by the Developer to the Recipient as a result of the occurrence of the Developer's Sub-project Close, payable in accordance with the provisions of Sections 3.04 and 3.07 of this Agreement and further detailed on the Project Operations Manual.