OFFICIAL DOCUMENTS THE WORLD BANK I WORLD BANKGROUP June 17, 2021 The Honorable Mr. John Antonio Bricefio Prime Minister and Minister of Finance, Economic Development and Investment Office of the Prime Minister 3rd Floor, Left Wing Sir Edney Cain Building Belmopan City, Belize Dear Prime Minister: Re: Amendment to Loan Agreements We refer to the loan agreements entered into between the Belize (the "Borrower") and the International Bank for Reconstruction and Development (the "Bank") in respect of the Loans listed in Annex 1 to this letter (the "Loan Agreements"). We also refer to the letter, dated [date] explaining the rationale for the requested amendments. In connection with the LIBOR transition planning and the Bank's objective to preserve alignment between its funding and lending costs, we hereby confinn the Bank's agreement to amend the relevant provisions of each of the Loan Agreements for the Loans listed in Annex 1 to this letter so as to modify the General Conditions and Loan Agreements applicable to such Loans as provided in Annex 2 to this letter. Furthermore, it is the intent of the Bank and the Borrower to implement equivalent amendments to all Loan Agreements which may have LIBOR or EURIBOR as the applicable reference rate to the interest under the Loan. Accordingly, if any such Loan is not listed in Annex 1, the corresponding Loan Agreement shall be deemed so amended by virtue of this amendment. In the interests of fairness, transparency, and consistency, we are offering the same terms to all borrowers for all Bank loans. Not all of the terms will be relevant for all borrowers. However. signing this proposal will ensure that all of your loans will be amended to preserve your economic bargain with the Bank over the full lifetime of those loans. Please confirm your agreement with the foregoing by signing, dating and returning to us the enclosed copy of this letter. This amendment shall become effective upon due execution by both parties. Sincerely, Tahseen Sayed Country Director Belize Latin America and the Caribbean Region THE WORLD BANK WORLD BANK GROUP AGREED: BELIZE By Title : P0 Date: cc: Mr. Christopher Coye, Minister of State Mr. Joseph Waight, Financial Secretary Mrs. Narda Garcia, Acting CEO, Office of the Prime Minister Ms. Kimberley Westby, Economist, Ministry of Finance, Economic Development and Investment Ms. Louise Levonian, Executive Director, World Bank Group Ms. Donna Harris, Alternate Executive Director, World Bank Group Ms. Lynsey Ward, Advisor to the Executive Director, World Bank Group THE WORLD BANK WORLD BANKGROUP Tahseen Sayed Director, Caribbean Latin America and the Caribbean Region ANNEX 1 1ist of Loans by Prh ect Name and N umber Municipal Development 7958 Project USD 15,000,000 Dec 02, 2010 LIBOR Clim ate Resilient 8416 Infrastructure Project USD 30,000,000 3-Feb-2015 LIBOR 18 18 H Street N.W. Washington. D.C 20433 i FAX (202) 522-0742 Phone(202)473-1 238 Email : ts ayed w \orldbanik.org The Honourable John Antonio Bricefio -4- June 17, 2021 ANNEX II Amendments to General Conditions applicable to Loans 1 Article III, Section 3.021, paragraph (c) is amended as follows: "(c) If interest on any amount of the Loan is based on LIBOR or EURIBOR, and the Bank determines that (i) such Reference Rate has permanently ceased to be quoted for the relevant Currency, or (ii) the Bank is no longer able, or it is no longer commercially acceptable for the Bank, to continue to use such Reference Rate, for purposes of its asset and liability management, the Bank shall apply such other Reference Rate for the relevant Currency,including any applicable spread, as it may reasonably determine. The Bank shall promptly notify the Loan Parties of such other rate and related amendments to the provisions ofthe Loan Agreements, which shall become effective as of the date of such notice. In exercising this authority, the Bank shall act solely to maintain and preserve the pre-existing relationship between its borrowing costs and its lending rates, and will not seek any commercial advantage for itself." 2.2 Article III, Sections 3.02 or 3.03, as applicable, are amended by adding a new paragraph in accordance with the applicable numbering sequence, as follows: "(--) If the Bank determines that (i) LIBOR has permanently ceased to be quoted for the relevant Currency, or (ii) the Bank is no longer able, or it is no longer commercially acceptable for the Bank, to continue to use LIBOR, for purposes of its asset and liability management, the Bank shall apply such otherreference rate for the relevant Currency, including any applicable spread, as it may reasonably determine. The Bank shall promptly notify the Borrower or the Guarantor of such other rate and related amendments to the provisions ofthe Loan Agreements, which shall become effective as of the date of such notice. In exercising this authority, the Bank shall act solely to maintain and preserve the pre-existing relationship between its borrowing costs and its lending rates, and will not seek any commercial advantage for itself." 3.3 Sub-paragraph (c) in the defined term "Reference Rate" in Appendix, as applicable, is amended as follows: Applicable to loans governed by the General Conditions of post-2010 vintages (General Conditions for Loans, dated July 23, 2010; General Conditions for Loans, dated March 12, 2012; General Conditions for IBRD Financing: Investment Project Financing (2017); General Conditions for IBRD Financing: Development Policy Financing (2017): General Conditions for IBRD Financing: Program for Results (2017)). 2 Applicable to loans governed by the General Conditions that contained the defiied term "LIBOR"(General Conditions Applicable to Loans and Guarantee Agreements for Fixed Spread Loans, dated September 1, 1999 (also, the version as amended through May 1,2004); General Conditions for Loans,dated July 1, 2005 (also, the version asamended through October 17. 2007 and February 12, 2008)). Applicable to loans governed by the General Conditions that contained the defined tenn "Reference Rate" (General Conditions for Loans, dated July 23, 2010: General Conditions for Loans, dated March 12, 2012; General Conditions for IBRDFinancing: Investment Project Financing(2017); General Conditions forIBRD The Honourable John Antonio Briceio -5- June 17, 2021 "(c) if the Bank determines that (i) LIBOR (in respect of USD, JPY and iBP) or EURIBOR (in respect of Euro) has permanently ceased to be quoted for such currency, or (ii) the Bank is no longer able, or it is no longer commercially acceptable for the Bank, to continue to use such Reference Rate, for purposes of its asset and liability management, such other comparable reference rate for the relevant currency, including any applicable spread, as the Bank shall reasonably determine, and notify to the Borrower pursuant to Section 3.02(c), provided that, in exercising this authority, the Bank shall act solely to maintain and preserve the pre- existing relationship between its borrowing costs and its lending rates, and will not seek any commercial advantage for itself; and" Amendments to Loan Agreements4 1. The relevant provisions of certain Loan Agreements specifyingthe applicable interest rate of the Loan based on LIBOR are amended by adding a new sub-paragraph in accordance with the applicable numbering sequence, asfollows: "(--) If the Bank determines that (i) LIBOR has permanently ceased to be quoted for the relevant Currency, or (ii) the Bank is no longer able, or it is no longer commercially acceptable for the Bank, to continue to use LIBOR, for purposes of its asset and liability management, the Bank shall apply such other reference rate for the relevant Currency, including any applicable spread, as it may reasonably determine. The Bank shall promptly notify the Borrower or the Guarantor of such other rate and related amendments to the provisions of the Loan Agreements, which shall become effective as of the date of such notice. In exercisingthis authority, the Bank shall act solely to maintain and preserve the pre-existing relationship between its borrowing costs and its lending rates, and will not seek any commercial advantage for itself." Financing: Development Policy Financing (2017); General Conditions for 1BRD Financing: Program for Results (2017)). 4 Applicable to legacy Single Currency Loans governed by the General Conditions Applicable to Loan and Guarantee Agreements for Single Currency Loans of May 30, 1995 (also the versions as amended through October 6, 1999, December 2, 1997 and May 1, 2004). which refer to interest related provisions in the Loan Agreements.