26-Oct-2021
                                                                  ____________________, 2021


Mr. Siengui Apollinaire Ki
Secretary General
West African Power Pool (WAPP)
Cotonou, Benin


   Re: West African Power Pool - North Core Dorsale Nord Regional Power Interconnector
                                         Project
                                 Grant Number D391-3W
                         Amendment to the Financing Agreement

Dear Sir:

          We refer to the Financing Agreement (“Agreement”) between the West African Power
Pool (“Recipient”) and the International Development Association (“Association”), dated
November 27, 2018, for the above-referenced Project. We also refer to your letter dated September
8, 2021, requesting changes to the Agreement. Please note that the capitalized terms not defined
in this letter “Amendment Letter” have the meaning ascribed to them in the Agreement.

       We are pleased to inform you that the Association agrees to your request and hereby
propose to amend the Agreement as follows:

1.      Section 1.D of Schedule 2 (Contractual Framework for Electricity Trade) is deleted and
replaced with the Following:

“D.     Action Plan for Part 1 of the Project

                Without limitation upon the provisions of Section 3.01 of this Agreement, the
        Recipient shall ensure that the activities under Part 1 of the Project are carried out in
        accordance with the Action Plan, as further detailed in the PIM, all under terms and
        conditions satisfactory to the Association and to the Participating Countries and, to this
        end, unless the Association shall otherwise agree, the Recipient shall:

        (a)     no later than November 7, 2021, prepare the auction strategy and methodology
                selection to be used for the auction process, in the format and with the
                specifications requested by the Association, and incorporate these strategy and
                methodology in the bidding documents as part of the preparation for a successful
                carrying out of the first competitive selection of suppliers of electricity from
                Nigeria;

        (b)     no later than February 9, 2022, finalize the tariff methodology for the Transmission
                Services Agreements, in the format and with the specifications requested by the
                Association, and incorporate this methodology in the TSAs, as part of the
                preparation for a successful carrying out of the first competitive selection of
                suppliers of electricity from Nigeria;

        (c)     no later than April 28, 2022, finalize the bidding package and accompanying
                documents, in the format and with the specifications requested by the Association,
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                for a successful carrying out of the first competitive selection of suppliers of
                electricity from Nigeria;

        (d)     no later than May 5, 2022, launch the first competitive selection of suppliers of
                electricity from Nigeria by issuing the complete bidding package and making
                available all the accompanying document in the data room; and

        (e)     no later than October 5, 2022, award the contracts to the winners of the auction.”

2.      In the Appendix of the Agreement, the definition below is added and placed in alphabetical
order to read as follows, and the rest of the definitions are renumbered accordingly to maintain
alphabetical order.

        ““Action Plan” means the Action Plan approved by the Association which sets out a
        process with a timeline and milestones for the successful preparation and the carrying out
        of the first competitive selection of suppliers of electricity from Nigeria, and for the
        successful execution of the competition’s results, to be abided for by the Recipient to
        ensure the successful implementation of Part 1 of the Project.”

       All other terms and conditions of the Agreement that have not been amended hereby shall
remain unchanged and in full force and effect.

         Please indicate your agreement with the foregoing, by countersigning and dating the two
original copies of this letter and returning one countersigned original copy to the Association. Upon
receipt by the Association of said original countersigned by the authorized representative of the
Recipient, this amendment shall become effective as of the date of countersignature of this
Amendment letter.

                                             Sincerely,
                    INTERNATIONAL DEVELOPMENT ASSOCIATION


                             _________________________________

                                     Boutheina Guermanzi
                               Director of Regional Integration
                             Africa, Middle East and North Africa

AGREED:

WEST AFRICAN POWER POOL



By: __________________________
     Authorized Representative
       M. Siengui Appolinaire KI
Name: _______________________
       secretary General
Title: ________________________
       28-oct.-2021
Date: ________________________
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