THE WORLD BANK
IBRD * IDA I WORLD BANKGROUP
January 25, 2019
Dr. Rajan Khanal
Secretary
Ministry of Finance
Government of Nepal OFFICIAL
Singh Durbar, KathmanduDOCUMENTS
Dear Dr. Khanal,
Re: Second Amendment to the Letter of Intent between the International Bank for Reconstruction
and Development, acting as the trustee of the Carbon Fund of the Forest Carbon Partnership
Facility, and Nepal dated June 3, 2015 with respect to the 'People and Forests - An SMF-Based
Emission Reduction Program in Nepal's Terai  T    0   -  o
Arc Landscape' in Nepal
We refer to the Letter of Intent between the International Bank for Reconstruction and
Development ("IBRD") acting as the trustee ("Trustee") of the Carbon Fund of the Forest Carbon
Partnership Facility ("Carbon Fund") and Nepal ("Program Entity" and together referred to as
"Parties") dated June 3, 2015, as amended on May 18, 2017 ("Letter of Intent") with respect to the
'People and Forests - An SMF-Based Emission Reduction Program in Nepal's Terai Arc Landscape' in
Nepal. Capitalized terms used in this amendment letter shall have the same meaning ascribed to them
in the Letter of Intent.
1.   The Parties agree to herewith amend the Letter of Intent as follows:
(a)   The Exclusivity Period specified in Section 3.1 of the Letter of Intent shall be extended
from forty (40) months to fifty-four (54) months.
(b)   Section 7.2 of the Letter of Intent shall be deleted in its entirety and replaced as follows:
"7.2 If the ERPA Negotiation Period has not started within forty eight (48) months from
the date of this Letter of Intent, the Trustee may, at its sole and absolute discretion,
either terminate this Letter of Intent and the understandings it provides or extend the
deadline provided in this Clause 7.2."
2.   Unless expressly provided for otherwise in this amendment letter, all other provisions of the
Letter of Intent shall remain unchanged and in full force and effect.
Please confirm your agreement to the foregoing amendment letter by countersigning the received
copies in the spaces provided below and return it to me in care of the Carbon Finance Unit, MC-3-309,
the World Bank, 1818 H Street, Washington D.C. 20433, U.S.A. Following your countersignature, the
provisions of this amendment letter shall become effective on the date of this letter.
Sincerely,
Faris H. adad-Zervos
Country Manager
Nepal Country Office, Yak ft Yeti Hotel Complex, Durbar Marg, Kathmandu, Nepal
P.O. Box 798, Phone: +977 1 4236000/4226792/4439571 Fax: +977 1 4225112


Dr. Rajan Khanal                      -2-                       January 25, 2019
AGREED AND CONFIRMED:
On behalf of N  ,re res ted  its Ministry of Finance:
(Authorized 4ignat
Name: §hreekrSb,4       Ae.o
Title:  Jcont Secrdr
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