LOAN NUMBER 9674-NA




 Guarantee Agreement
(Transmission Expansion and Energy Storage Project)


                      between


             REPUBLIC OF NAMIBIA


                       and


 INTERNATIONAL BANK FOR RECONSTRUCTION
            AND DEVELOPMENT
                                                                             LOAN NUMBER 9674 -NA


                                         GUARANTEE AGREEMENT

      AGREEMENT entered into between REPUBLIC OF NAMIBIA (“Guarantor”) and
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (“Bank”) (“Guarantee
Agreement”) in connection with the Loan Agreement of the Signature Date between the Bank and
NAMIBIA POWER CORPORATION (PROPRIETARY) LIMITED (“Borrower”), concerning
Loan No. 9674-NA (“Loan Agreement”). The Guarantor and the Bank hereby agree as follows:

                          ARTICLE I – GENERAL CONDITIONS; DEFINITIONS

        Section 1.01. The General Conditions (as defined in the Appendix to the Loan Agreement) apply
to and form part of this Agreement.

        Section 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement
have the meanings ascribed to them in the General Conditions or in the Loan Agreement.

                                         ARTICLE II – GUARANTEE

        Section 2.01. The Guarantor declares its commitment to the objectives of the Project. To this end,
without limitation or restriction upon any of its other obligations under the Guarantee Agreement, the
Guarantor hereby unconditionally guarantees, as primary obligor and not as surety merely, the due and
punctual payment of all Loan Payments payable by the Borrower pursuant to the Loan Agreement.


                             ARTICLE III –REPRESENTATIVE; ADDRESSES

        Section 3.01. The Guarantor’s Representative is its minister responsible for finance.

        Section 3.02. For purposes of Section 10.01 of the General Conditions:

        (a)     the Guarantor’s address is:

                Ministry of Finance and Public Enterprises
                Head Office Moltke Street
                Private Bag 13295
                Windhoek
                Namibia, and

        (b)     the Guarantor’s Electronic Address is:

                Tel:                     Facsimile:
                264-61-2099111           264-61-227702
                                             -2-


Section 3.03. For purposes of Section 10.01 of the General 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)
                                          -3-


AGREED as of the later of the two dates written below.




                               REPUBLIC OF NAMIBIA


                               By
                                                _____________________________________/gs1/
                                                 Authorized Representative

                                                             Hon. Mr. Iipumbu Shiimi
                                                    Name: __________________________/gn1/

                                                              Minister of Finance and Public Enterp
                                                    Title: __________________________/gt1/

                                                             01-Dec-2024
                                                    Date: __________________________/gd1/



                               INTERNATIONAL BANK FOR
                               RECONSTRUCTION AND DEVELOPMENT


                               By
                                                _____________________________________/gs2/
                                                 Authorized Representative

                                                              Satu Kahkonen
                                                    Name: __________________________/gn2/

                                                              Country Director for South Africa, Botswa
                                                    Title: __________________________/gt2/

                                                              24-Nov-2024
                                                    Date:   __________________________/gd2/