The World Bank 1818 H Street N.W. (202) 477-1234 INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Washington, D.C. 20433 Cable Address: INTBAFRAD INTERNATIONAL DEVELOPMENT ASSOCIATION U.S.A. Cable Address: INDEVAS His Excellency Mr. Pedro Sampaio Malan Minister of Finance Ministry of Finance Esplanada dos Ministérios, Bloco P, 5 andar CEP 700048-900 Brasilia, Brazil His Excellency Mr. José Ignacio Ferreira Governor State of Espírito Santo Praça João Clímaco, s/n Palácio Anchieta 29010 Vitória Espírito Santo, Brazil November 26, 2002 Dear Minister Malan, dear Governor Ferreira : Please refer to: Re : Loan 3767-BR (Espírito Santo Water and Coastal Pollution Management Project) Amendment to the Loan Agreement (a) the Loan Agreement between the International Bank for Reconstruction and Development (the Bank) and the State of Espírito Santo (the Borrower), dated October 28, 1994, for the above-referenced project, as amended; (b) the discussions between representatives of the Bank and Dr. Jorge Hélio Leal, the Borrower s Secretary for the Development of Infrastructure and Transport, in Washington on 19 April, 2002; (c) letters Ofício/G/No 092/2002 (dated 3 June, 2002), and Ofício/216/2002 (dated 22 October, 2002) from the Borrower s Governor regarding reinstatement of US$12.5 million equivalent in previously cancelled Loan proceeds, a 6-month extension for the Closing Date of the Loan (through 30 June, 2003) and an increase in the disbursement percentage for local on civil works to be financed by Loan proceeds; and (d) Fax No. 068 dated 9 October, 2002 from SEAIN to the Bank s Country Director for Brazil endorsing the reinstatement and Closing Date extension. In line with these antecedants, we agree to reinstate the amount of US$12.5 million equivalent to the Loan Account and to add a new disbursement category with retroactive Bank RCA 248423. WUI 64145 FAX (202) 477-6391
-2- financing of 70% for local on civil works contracts signed after 1 March, 2001 for Eligible Project. We propose to amend the Loan Agreement as follows : 1. Section 2.03 is modified to read as follows : The Closing Date shall be June 30, 2003 or such later date as the Bank shall establish. The Bank shall promptly notify the Borrower and the Guarantor of such later date. letter. 2. The table in paragraph 1 of Schedule 1 is modified as provided in the Annex to this Please confirm your agreement to the reinstatement of the amount of US$12.5 million equivalent to the Loan Account and to this amendment by signing and dating the three originals of this letter in the spaces provided below, and returning one to us. Upon receipt by the Bank of one original of this letter signed by you, this amendment will become effective as of the date of the last countersignature. Once this amendment letter has been countersigned by you, we will send you a revised Amortization Schedule for the Loan (Schedule 3 to the Loan Agreement). The retroactive commitment charges, i.e., the amount that represents the additional commitment charges that would have been paid to the Bank had the amount of US$12.5 million not been cancelled on 24 December, 1999 will appear automatically on the Borrower s regular billing statement to be issued by the Bank after the effectiveness of this amendment, and will be due on the payment date therefor. Sincerely, INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT /s/ Ernesto May for David de Ferranti Regional Vice President Latin America and Caribbean Region AGREED: FEDERATIVE REPUBLIC OF BRAZIL By /s/ Sônia de Almendra F. Portella Nunes Attorney of the National Treasury Authorized Representative Date: January 3, 2003 STATE OF ESPIRITO SANTO By /s/ José Ignacio Ferreira Authorized Representative cc. : SEAIN, PGFN, CESAN
-3- ANNEX
-4- Category Amount of the Loan Allocated (expressed in Dollar Equivalent) % of Expenditures to be Financed (1) Civil works 166,448.25 100% of foreign and 45% of local (1) (a) Civil works under the first stage of the Eligible Subprojects for Guarapari s water supply system (1) (b) Civil works for Eligible Subprojects other than those under Categories (1) (b) and (d) (1) (c) Civil works for Eligible Project for contracts signed before 1 March, 2001. 2,075,312.27 100% 31,925,925.41 100% of foreign and 85% of local until June 30, 1997 and 50% thereafter 1,500,000.00 100% of foreign ; 60% of local (1) (d) Civil works for Eligible Project for contracts signed after 1 March, 2001. 26,000,000.00 100% of foreign ; 70% of local (2) Goods 155,679.09 100% of foreign and 45% of local (2) (a) Goods under the first stage of the Eligible Subprojects referred to in Category (1) (b) (2) (b) Goods for Eligible Subprojects other than those under Categories (1) (b) and (d) (2) (c) Goods for Eligible Project 8,432,406.25 100% 17,735,268.81 100% of foreign and 85% of local until June 30, 1997 and 50% thereafter 1,000,000.00 100% of foreign and 60% of local (3) Consultants Services 16,400,000.00 85% of local for services of consultants domiciled within the territory of the Guarantor and 100% of foreign for services of other consultants (4) Unallocated 7,108,959.92 Amount cancelled as of July 1, 1998 Amount cancelled as of December 24, 1999 4,000,000.00 37,500,000.00 TOTAL 154,000,000.00
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