irERNATIONI. BANK FOR RECONSTRUCTION AD DEVELOPMENT Lynnwood 0081 Fax. (27-12) 742 3134 iFrERNATIONAL DEVELOPMENT ASSOCIATION Pretoria (Tshwane), South Africa DOCUMENTS H v13 LS September 14, 2012 Honorable Dr. Leketekete Victor Ketso Minister of Finance Ministry of Finance Maseru 100 Kingdom of Lesotho Dear Honorable Minister: Lesotho: Integrated Transport Project (Credit No. 4237-LSO and Grant No. H255- LSO) and Additional Financing (Credit No. 4827-LS and Grant No. H623 - LS) Amendment to the Legal Agreements We refer to (i) the financing agreement dated November 21, 2006 (the "Original Financing Agreement") between the Kingdom of Lesotho (the "Recipient") and the International Development Association (the "Association") for the above-referenced project (the "Project"), (ii) the additional financing agreement dated October 9, 2010 (the "Additional Financing Agreement", and together with the Original Financing Agreement, the "Agreements") between the Recipient and the Association for the Project; and (iii) your letters dated August 10, 2011, August 15, 2011 and March 27, 2012 requesting a restructuring of the Project. We are pleased to inform you that the Association concurs with your request and hereby proposes the following amendments to the Agreements: Section 1. Amendments to the Original Financing Agreement 1.1. The table in Section IV.A.2 of Schedule 2 to the Original Financing Agreement is hereby deleted and replaced by the table in Annex 1 to this letter. 1.2. Section IV.B.3 of Schedule 2 to the Original Financing Agreement (as amended by the Additional Financing Agreement) is hereby deleted and replaced by the following: "3. The Closing Date is June 30, 2014." 1.3. The Appendix to the Original Financing Agreement is hereby amended by adding the following paragraph after paragraph 19 thereof: PO Box 12629 * Hatfield 0028 * Pmtoria (Tahwane) * South Africa ionoraoe Ur. LeKeieKete victor ILetso -2- September 14, 2U12 "20. "Stage 2 Works" means the works referred to as "Stage 2 works" described under the contract agreement dated February 6, 2008 (as amended), between MPWT and China Geo- Engineering Corporation for the completion of the balance of earthworks, sub-base and pavement surfacing in connection with the construction of two bridges under Part 2(b) of the Project." Section 2. Amendments to the Additional Financing Aereement 2.1. The table in Section IV.A.2 of Schedule 2 to the Additional Financing Agreement is hereby deleted and replaced by the table in Annex 2 to this letter. 2.2. Section IV.B.2 of Schedule 2 to the Additional Financing Agreement is hereby deleted and replaced by the following: "2. The Closing Date is June 30, 2014." 2.3. The Section I of the Appendix to the Additional Financing Agreement is hereby amended by adding the following paragraphs after paragraph 16 thereof: "17. "Stage 2 Works" means the works referred to as "Stage 2 works" described under the Construction Contract (as amended) for the completion of the balance of earthworks, sub- base and pavement surfacing in connection with the construction of two bridges under Part 2(b) of the Project." Section 3. Amendments to the Agreements 3.1 The Project's development objective stated in the first paragraph of Schedule I to each of the Agreements shall be deleted and replaced by the following: "The objective of the Project is to improve connectivity in selected transport networks in the Recipient's territory." 3.2 Paragraph (e) of Part 2 of Schedule I to each of the Agreements shall be deleted and replaced by the following: "Part 2: Infrastructure Development (e) Rehabilitation of a stretch of about 37 kin on the Nyenye-Makhoroana junction road." All other provisions of the Agreements, as amended herein, shall remain in full force and effect. 〕；不一 LIVIIUIQUI I LJI. V L%,LVJ 1%.VLbU 3UPLOHIMr Is+, LVIL ANNEX I Section IV.A.2 of Schedule 2 to the Original Financing Agreement (Credit No. 4237-LSO and Grant No. H255-LSO) Category Amount of the Amount of the Percentage of Grant Allocated Credit Allocated Expenditures to be (Expressed in (Expressed in Financed SDR) SDR) (1) Civil works, other than 3,957,884 7,600,000 80% Stage 2 Works (2) Goods 152,234 0 100% (3) Consultants' services and 2,9089437 0 100% training (4) Operating 440,623 0 100% Costs (5) Refunding of Amount payable pursuant Project to Section 2.07 of the Preparation 840,818 0 General Conditions Advance (6) Unallocated 0 0 TOTAL 8,300,000 7,600,000 AMOUNT ANNEX 2 Section IV.A.2 of Schedule 2 to the Additional Financing Agreement (Credit No. 4827-LS and Grant No. H623 - LS) Amount of the Percentage of Credit Amount of the Expenditures Category Allocated Grant to be Financed (expressed in Allocated (inclusive of SDR) (expressed in Taxes) SDR) (1) Works (other than 2,820,000 0 100% Stage 2 Works) and consultants' services for Part 2(b) of the Project (2) Works and 2,980,000 4,400,000 80% for works; consultants' services for and Part 2(e) of the Project 100% for consultants' services TOTAL AMOUNT 5,800,000 4,400,000