1KJCUMTS The World Bank New' elhi Office Telephone: 24617241/24619491 INTERNATIONAL BANK FCR RECONSTRUCTION ANI) DEVELOPNENT 70 Lodi Estate Cable Address: INTBAFRAD INTERNATIONAL DEVELOPMENT ASSOCIATION New Delhi - 110 003 Mailing Address: P.0 Box 416 India Facsimile : 24619393 ~ , 2013 Mr. S. G. Dastidar Controller of Aid Accounts and Audit Department of Economic Affairs, Ministry cf Finance 5' Flocr, 'B' Wing Janpath Bhawan, Janpath New D.lhi, India 110 001 Dear Sir, Re: : BRD Loan No. 8199-IN Himachal Pradesh St:ite Roads Project - Additional Financing Additional Instructions: Disbursement I refer to the Loan Agreement betN ieen the International Bank for Reconstruction and Development (the "Bank":, and India (the 'Borrower") for the above-referenced project, dated . I The Agreement provides that the Bank may issue additional instructions regarding the withdwaf of the proceeds of Loan Nc. 8199-IN ("Loan"). This letter ("Disbursement Letter"), as revised from time to time, constitutes the E dditional instructions. The attached Worid Bank Dis5urs 'ment Guidelines for Projects, dated May 1, 2006, ("Disbursement Guidelines") (Attachment 1), are an integral part of the Disbursement Letter. The manner in which the provisions in the Disbursement Guidelines apply to the Loan is specified below. Sections and subsections in parentheses b low refer to the relevant sections and subsections in the Disbursement Guidelines ind, unless othe -wise defined in this letter, the capitalized terms used have the meanings ascribed to them in the Disbursc ment Guidelines. I. Disbursement Arrangements (i) Disbursement Methodv (section 21. TI ie following Disbursement Methods may be used under the Loan: * Reimbursement (ii) Disbursement Deadliae Date (subsec ion 3.7). The Disbursement Deadline Date is 4 months after the Closing Date specified in the Loan As reement. Any changes to this date will be notified by the Bank. (iii) Disbursement Conditions (subsectio 13.8). Please refer to the Disbursement Condition(s) in the Loan Agreement, if any. II. Withdrawal of Loan Proceeds (i) Authorized Signatures (subsection 3.1) An authorized signatory letter in the Form .ttached (Attachment 2) should be furnished to the Bank at the address indicated below providing the ,iam, (s) and specimen signature(s) of the official(s) authorized to sign Applications: The World Bank P.O. Box 416 Ncw Delhi 11 001, India Attention: Mr Oni io Ruhl Ccuntry Director, ndia (ii) Applications (subsections 3.2 - 3.3). P ease provide completed and signed applications for withdrawal, together with supporting c ocui nents, to the address indicated below: TI e World B,nk No. 11, Taramani Vlain Road T2ramani, Chennai- 600 113 India Attention: Ms. Saivita R. Aritkatla, Finance Officer (iii) Electronic Delivery (subsection 3.4) 1 he Bank may permit the Borrower to electronically deliver to the Bank Applications (wilh supporting do:uments) through the Bank's Client Connection, web-based portal. The option to deliver Applicat ons :o the Bank by electronic means may be effected if: (a) the Borrower has designated in writing, pirsu, nt to the terms of subparagraph (i) of this Section, its officials who are authorized to sign and deliver Apl lications and to receive secure identification devices ("Tokens") from the Bank for the purpose of delivering such Applications by electronic means; and (b) all such officials designated by the Borrower iave registered as users of Client Connection. If the Bank agrees, the Bank will prov de the Bonowe with Tokens for the designated officials. Following which, the designated officials may deliver Appi cations electronically by completing Form 2380, which is access ble through Client Connection (httr s://clientconnection.worldbank.or). The Borrower may continue to exercise the ortion of preparin ) and delivering Applications in paper form. The Bank reserves the right and may, in its sole Jisci etion, temporarily or permanently disallow the electronic delivery of Applications by the Borrower. (iv) Terms and Condition3 of Use of Toki ns to Process Applications. By designating officials to accept Tokens and by choosing to deliver the Applications electronically, the Borrower confirms through the authorized signatory letter its agreement tt : (a) abide by the Terms and Conditions of Use of Secure Identoication Devices in connection with Jse of Electronic Means to Process Applications and Supporting Documentatioa ("Terms and Conditions of Use of Tokens") provided in Attachment [3]; and (b) to deliver the Terms and Conditioiis of Use of Tokens to each such official and to cause such official to abide by those terms and condition;. (v) Minimum Value ofApplications 'sub.'ection 3.5). Not applicable (vi) Advances (sections 5 and 6). The adv incing of Loan proceeds into a designated account is not a Disbursement Method currently available under this Loan. As such, applications only in support of the Disbursement Methods listed in subsectio iI (i) of this letter may be sent. -2- III. Reporting on Use of Loan Proceeds (i) Supporting Documenta.ion (sectioa 4). Supporting documentation should be provided with each applicaion for withdrawal is set out bolow For Reimbursement: 0 Interim Financial Report submitted on quarterly basis, in the form attached (Attachment 4); (ii) Frequency of Interim Financial Repo rts: the period set out in the Loan Agreement for provision of Interim Financial Reports, which is quarter y IV. Other Important Information For additional information on disb irsement arrangements, please refer to the Disbursement Handbook available on the Bank's public Niebsite at https://www.worldbank.org and its secure website "Client Connection" at https://clientconnec tion.worldbank.org. Print copies are available upon request. From the Client Connection websi e, you will be able to prepare and deliver Applications, monitor the near real-time status of thc Lo,.n, and retrieve related policy, financial, and procurement information. If you have any queries in relhtion to the above, please contact Mr. Junxue Chu, Senior Finance Officer at LOA-SAR@wo-ldbank.org or a iother member of the Controllers Department team in Chennai at CTRLN chennai@worlclbank.org u,;ing :he above reference. Yours sincerely, 4uthorized Signatory South Asia Region Attachments pil. World Bank Disbursement Guid'e ines for Projects, dated May 1, 2006 /2. Form for Authorized Signatures . Te rms and Conditions of Use oj' ecut e Identification Devices in connection with Use of Electronic Means to Process Applications and Si pporting Documentation, dated January 20, 2010 "4. Interim Financial Report -3- Attachment [21 Forn of Authorized Signatory Letter [Letterhead] Ministry of Finance [Street address] [DATE] The World Bank 1818 H Street, N.W. Washington, D.C. 20433 United States of America Attention: Mr. Onno Ruhl Country Direct r, India Re: Loan No. 8199-IN (Hinach d Pradesh State Roads Project - Additional Financing) I refer to the Loan Agreement ("A;reement") between the International Bank for Reconstruction and Development (the "Bank") and India ( he "Borrower"), dated _ , providing the above Loan. For the purposes of Section 2.03 of the Gei teral Conditions as defined in the Agreement, any 1[one] of the persons whose authenticated specimer sigi atures appear below is authorized on behalf of the Borrower to sign applications for withdrawal [and appli cations for a special commitment] under this Loan. For the purpose of delivering kppl ications to the Bank, [each] of the persons whose authenticated specimen signatures appears below is authorized on behalf of the Borrower, acting [individually] [jointly], to deliver Applic itions, and evidence in support thereof on the terms and conditions specified by the Bank. [This confirms that the Borcwer is authorizing such persons to accept Tokens and to deliver the Applications and supporting documents to the Bank by electronic means. In full recognition that the Bank shall rely upon such representations ind warranties, including without limitation, the representations and warranties contained ii the Terms ana Conditions of Use of Secure Identification Devices in 1 Instruction to the Borrower: Stipula:e if nore than one person needs to sign Applications, and how many or which positions, and if any tlresFolds apply. Please delete this footnote in final letter that is sent to the Bank 2 Instruction to the Borrower: Stipulate if -nore than one person needs to jointly sign Applications, if so, please indicate the actual number. Please delete this footnote in final letter that is sent to the Bank. 3 Instruction to the Borrower: Use this br, cket if any one of the authorized persons may sign; if this is not applicable, please delete. Please delete th sfootnote in final letter that is sent to the Bank. 4 Instruction to the Borrower: Use this br cket only if several individuals must jointly sign each Application; if this is not applicable, please delete. Please delete this footnote in final letter that is sent to the Bank Instruction to the Borrower: Add this p tragraph if the Borrower wishes to authorize the listed persons to acc,pt Tokens and to deliver Applicatic ns by electronic means; if this is not applicable, please delete the paragraph. Please delete this fooinote in final letter that is sent to the Bank. -4- conneci ion with Use of Electronic Me6ns t( Process Applications and Supporting Documentation ("Terms and Conditions of Use of Tck-ns" , the Borrower represents and warrants to the Bank that it will deliver to each such persor a copy of Ihe I rms and Conditions of Use of Tokens and will cause such persons to abide by those terms and coriditi )ns.] This Authorization replaces and su )ersedes any Authorization currently in the Bank records with respect to this Agreement. [Name], [position] Specit ien Signature: [Name], [position] S )ecit ien Signature: [Name], [position] S )ecii nen Signature: Yours truly, / signed/ [Position] -5- Attachment [31 Terms and Condition; of Use of Secure Identification Devices in conn -ctic n with Use of Electronic Means to Process Applications ard S ipporting Documentation January 20, 2010 The World Bank (Bank)6 will provi le s cure identification devices (Tokens) to permit the Borrower' to deliver applications for withdrawal and apl lications for special commitments under the Agreement(s) and supporiing documentation 'such app] icatio is and supporting documentation together referred to in these Terms and Conditions of Use as Applicatic ns) to the Bank electronically, on the terms and conditions of use specified herein. A. Identification of Users. 1. The Borrower will be requirec to i lentify in a completed Authorized Signatory Letter (ASL) duly delivered to and received by the B ink each person who will be authorized to deliver Applications. The Bank will provide Tokens to (ach person identified in the ASL (Signatory), as provided below. The Borrower shall al3o immediately notify the Bank if a Signatory is no longer authorized by the Borrower to act is a Signatory. 2. Each Signatory must register as a iser on the Bank's Client Connection (CC) website (https://clientconn -ction.worlIban .org ) prior to delivery of Tokens. Registration on CC will require that the Signatory establist a CC password (CC Password). The Signatory shall not reveal his/her CC Password to any Dne or store or record the CC Password in written or other form. Upon registration as a CC L ser, the Signatory will be assigned a unique identifying account name. B. Distribution, Initialization and Return of Tokens. 1. The Bank will physically deliver z Token to each Signatory in a manner to be determined by and satisfactory to the Bank. 2. At the time of delivery of a T)ken to a Signatory, the Signatory will receive a copy of these Terms and Conditions of Use for purposes of initializing the Token. 3. The Bank will verify that the Token, Temporary Password and Terms and Conditions of Use have been duly delivered to and re.eivt d by the CC User. 6 "Bank" includes IBRD and IDA. 7 "Borrower" includes the borrower of an IBRD loan, IDA credit, or Project Preparation Facility advance and the recipient of a grart. -6- 4. Promptly upon receipt of the Tokei and Terms and Conditions of Use, the Signatory will access CC using his/her account name anc CC Password and register his/her Token and set a personal identification number (PIN) to be used in connection with the use of his/her Token, after which the Token will be i -iitialized fc r us( by the Signatory exclusively for purposes of delivering Applications. Upon initializat on c f the Token, the Signatory will be a "Token User". The Bank will maintain in its database a Lser account (Account) for each Token User for purposes of managing the Token of the To-,en 'Jser. Neither the Borrower nor the Token User will have any access to the Account. 5. Prior to first use of the Token )y tl e Token User for delivering Applications, the Borrower shall ensure that the Tolben User has rec:ived training materials provided by the Bank in use of the Token. 6. Tokens shall be promptly retu -ned to the Bank upon request of the Bank. C. Management of Tokens. 1 . Tokens will remain the property ol the Bank. 2. Use of the Token is strictly lirnitec to use in the delivery of Applications by the Token User in the manner prescribed by the Ban, in he Agreement(s) and these Terms and Conditions. Any other use of the Token is prohibited. 3. The Bank assumes no responsibili y or liability whatsoever for any misuse of the Token by the Token User, other representat ves f the Borrower, or third parties. 4. The Borrower undertakes to ensur -, and represents and warrants to the Bank (such representation and warranty being expressly relie I upon by the Bank in delivery of a Token to each Token User) that each Token User is provided, inderstands and will abide by, these Terms and Conditions of Use, including without limitalion I he following: Security 4.1. The Token User shall not -eveal his/her PIN to anyone or store or record the PIN in written or other form. 4.2. The Token User shall not allow anyone else to utilize a Token to deliver an Application to the Bank. 4.3. The Toke- User shall alw iys logout from CC when not using the system. Failure to logout properly cEn create a r:ute into the system that is unprotected. 4.4. If the Token User believe; a third party has learned his/her PIN or has lost his/her Token he/she shall immediately notify cl entconnectiongworldbank.org. 4.5. The Borrower shall immediately notify the Bank at clientconnectionkworldbank.org of any lost, stolen or comprom i, ed I okens, and take other reasonable steps to ensure such Tokens are disabled immediately. -7- Care of Tokens 4.6. Tokens contain delicate an. sophisticated instrumentation and therefore should be handled with due care, and shculd iot be immersed in liquids, exposed to extreme temperatures, crushed or bent. Also, Tokens shoi ild be kept more than five (5) cm from devices that generate electromagnetic radiation (EMR), such as mobile phones, phone-enabled PDAs, smart phones and other similar devices. Tokens s hould be carried and stored separate from any EMR device. At close range (less than 5 crn, the se devices can output high levels of EMR that can interfere with the proper operation of electronic equipment, including the Token. 4.7 Without derogating from tl,ese Terms and Conditions of Use, other technical instructions on the proper use and care Tok-ns are available at http://www.rsa.com. 5. Replacement 5.1. Lost, damE-ged, comptomi! ed (in terms of 4.5, above) or destroyed Tokens will be replaced at the expense of the Borr )wer. 5.2. The Bank -eserves the rigl t, in its sole discretion, not to replace any Token in the case of misuse, or not to reactivate a Toke i User's Account 6. Reservation of Right to disab,e Tt ken 6.1. The Borrower shall reserve the right to revoke the authorization of a Token User to use a Token for any reason. 6.2. The Bank reserves the rigI t, in its sole discretion, to temporarily or permanently disable a Token, de-activate a Token U; er's Account or both. -8- Himachal Pradesh State Roads Project-Additional Financing Project Repoi t Format - 1 Quarterly Interim Unaudited Finai cial Report - (Project Activities) Report for the quarter ended on_ (Amount in Rs '000) Cumulative Forecast for six ParticularsFotiiQurtrYatildt Poettldte mnh Opening Balance (A) Receipts Govt. of HP Funds World Bank Funds Other Receipts/ Income Total Receipts (B) Total Sources (C = A + B) Expenditures by Component Core Network Improvement Road Works Utility Shifting Land Acquisition Resettlement and Rehabilitation Services Afforestation CoreNetwork Main.enance and Management Periodic Maintenance Road Works Performance Based Maintenance Works Blackspot Imprcl ements Services Services and Goods Pre-investment studies Incremental Operating Costs Total Expenditures (D) Advances to Suppliers/ Others (E) Less: Recovery/ Adjustment of Advances (F) Net Advances (G == E - F) Total Uses (H = D - G) Closing Balance ( I = C - H)---- Certified that the aoove is as per books of accounts of HPFIL C Signed Notes. (a) If report is for the quarter ended on June 30th, it should provide nformation on expenditure for the period of April to June and forecast for the period July to December (b) Closing Balance will be as per Project Books of Account, 3s on late of the report ( c) Forecast is to be provided seperately for each componen: INDIA: Himachal Pradesh State Roads Project Minutes of Negotiations April 20, 2007 Attachment 5 Himachal Pradesh State Roads Project -Additional Financing Pioje;t Report Format - 2 Quarterly Interim Lriaud ted Financial Report - (Project Activities) Report for the quarter ended on (Amount in Rs '000) Actual Expenditure Project Expenditure Bank Funding Project till Particulars Share Oio For the quarter Bank Share date Bank Share Expenditures by Component Periodic Maintenance Road Works Land Acquisition/Other 0% Upgrading works, consultancy services, 90% goods, and others Total Uses INDIA: Himachal Pradesh State Roads Project Minutes of Negotiations April 20, 2007 Attachment 5 Himachal Pradesh State Roads Project -Additional Financing Project RDport Format - 3 Quarterly Interim Unaudited Financial Repo I - (World Bank Funds requirement) Report for the quarter ein ded on (Amount in Rs '000) Ban< Funds received till date I Total Project Uses till date II World Bank Share of the above Ill Funds Unutilized (I - Ill) IV Notes: (a) Total Project Uses till date' II ', will be the came as Total Uses' H ' as per Project Report Format 1, Column 4 (b) Information for Row Ill above, will be derivE d from Format 2 using the applicable percentages for the Bank Sha-e of Project USES till date Himachal Pradesh State Roads Project -Additional Financing IUFR 4 Payments Made During Reporting Period Against Contract Subject to Bank's Prior Review Contract Suppiier VV,BR CuItract ContrI-ct IDate of WB's Amou,nt IBank's share of Cumulative Amount Number No. Date Amount No Objection to paid to amount paid to Paid to Supplier Contract supplier supplier during the I during period _period