26-Jun-2020 ______________________ Honorable Aiyaz Sayed-Khaiyum Attorney-General and Minister for Economy PO Box 2212 Government Buildings Suva Republic of Fiji Republic of Fiji: Loan Number 8482-FJ Transport Infrastructure Investment Project Amendment to the Loan Agreement Dear Minister: We refer to the Loan Agreement between the Republic of Fiji (“Borrower”) and the International Bank for Reconstruction and Development (“Bank”) for the Transport Infrastructure Investment Project (“Project”), dated April 14, 2016, as amended (“Loan Agreement”). We also refer to the Borrower’s letter dated May 28, 2020, requesting the Bank to make certain amendments to the Loan Agreement. All capitalized terms used in this letter (“Amendment Letter”) have the same meanings assigned to them in the Loan Agreement. We are pleased to inform you that the Bank concurs with your request, and: (i) proposes to amend the Loan Agreement by way of this Amendment Letter; and (ii) agrees to revise the results framework for the Project, all as set out below: I. Amendments to the Loan Agreement 1. Section III of Schedule II to the Loan Agreement is deleted in its entirety, and replaced with the following: “Section III. Procurement A. The Borrower shall ensure that all goods, works, non-consulting services and consultants' services required for the Project and to be financed out of the proceeds of the Loan are procured in compliance with the Co-financier’s Procurement Regulations, subject to the provisions of paragraphs B and C of this Section III. B. Goods and Works and Non-consulting Services. Without limitation to the provision mentioned in paragraph 1 above, all goods, works and non-consulting services required for the Project and to be financed out of the proceeds of the Loan shall be procured by the Borrower: (a) in accordance with the provisions set forth in paragraphs 1.8 and 1.10 (c) of the Procurement Guidelines and (b) otherwise also in accordance with the Co-financier’s Procurement Regulations. C. Consultants’ Services. Without limitation to the provision mentioned in paragraph 1 above, all consultants’ services required for the Project and to be REPUBLIC OF FIJI 2 financed out of the proceeds of the Loan shall be procured by the Borrower: (a) in accordance with the provisions set forth in paragraphs 1.11 and 1.13(e) of the Consultant Guidelines; and (b) otherwise also in accordance with the Co- financier’s Procurement Regulations. D. Review by the Co-financier of Procurement Decisions The Procurement Plan shall set forth those contracts which shall be subject to the Co-financier’s Prior Review. All other contracts shall be subject to Post Review by the Co-financier. E. Misprocurement The Bank shall declare Misprocurement if the Co-financier declares Misprocurement in accordance with the Co-financier’s Procurement Regulations. “Misprocurement” means, for purposes of this Loan Agreement and the General Conditions, that the procurement by the Borrower of any contract to be financed out of the proceeds of the Loan is inconsistent with the Co-financier’s Procurement Regulations.” 2. Section IV.B.2. of Schedule 2 to the Loan Agreement is deleted in its entirety and replaced by the following: “2. The Closing Date is June 30, 2023.” 3. The definition in paragraph 7 (“Co-financier’s Procurement Guidelines”) of Section I of the Appendix to the Loan Agreement is amended to read as follows: “7. “Co-financier’s Procurement Regulations” means the Asian Development Bank Procurement Framework, comprised of the “ADB Procurement Policy - Goods, Works, Nonconsulting and Consulting Services” dated October 2017 and the “ADB Procurement Regulations for ADB Borrowers - Goods, Works, Nonconsulting and Consulting Services” dated October 2017.” 4. The definition in paragraph 8 (“Co-financier’s Consultant’s Guidelines”) of Section I of the Appendix to the Loan Agreement is deleted in its entirety, and all subsequent paragraphs are renumbered to restore ascending numeric order. II. Revisions to the Results Framework 1. The results framework for the Project is revised as set forth in Attachment II to this Amendment Letter. All the terms of the Loan Agreement not hereby amended shall remain in full force and effect. REPUBLIC OF FIJI 3 Please confirm the Borrower’s agreement to the amendments set out above by countersigning, dating and returning to us one original of this Amendment Letter. Upon receipt by the Bank of a duly countersigned original of this Amendment Letter, the amendments herein shall become effective as of the date of the countersignature. Sincerely, Michel Kerf Country Director Papua New Guinea & Pacific Islands East Asia and Pacific Region AGREED: REPUBLIC OF FIJI By _________________________________ Authorized Representative Name: Honorable Aiyaz Sayed-Khaiyum Title: Attorney-General and Minister for Economy 28-Jun-2020 Date: _________________________________ REPUBLIC OF FIJI 4 ATTACHMENT 1 Results Framework for the Fiji Transport Infrastructure Investment Project Project Development Objective Indicators by Objectives/ Outcomes RESU LT_FRAME_ TBL_PD O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 PDO Indicator 1 (Action: This Objective has been Revised) Length of FRA roads constructed to revised 0.00 119.00 120.00 230.00 300.00 300.00 300.00 standards for resilience and safety. (Kilometers) Rationale: Action: This indicator has This change reflects the increased focus of GoF on road works. been Revised PDO Indicator 2 (Action: This Objective has been Revised) Length of roads with 25.00 25.00 25.00 50.00 100.00 100.00 100.00 minimum 3-Star rating for REPUBLIC OF FIJI 5 RESU LT_FRAME_ TBL_PD O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 vehicle occupants based on iRAP assessments. (Kilometers) Rationale: Action: This indicator has This change reflects the increased focus of GoF on road works. been Revised PDO Indicator 3 (Action: This Objective has been Revised) Population at a reduced risk 0.00 0.00 55,000.00 110,000.00 165,000.00 250,000.00 250,000.00 of bridge failure. (Number) Rationale: Action: This indicator has Project not building bridges anymore. Instead, population would benefit from roads with revised standards. been Marked for Deletion Population having access to 0.00 0.00 450,000.00 500,000.00 600,000.00 600,000.00 600,000.00 resilient and safe roads REPUBLIC OF FIJI 6 RESU LT_FRAME_ TBL_PD O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 based on revised standards (Number) Rationale: Action: This indicator is Preparation of detailed studies for bridges to help launch the relevant works with other financing.. New PDO Indicator 4 (Action: This Objective has been Revised) Number of rural jetties/wharves requiring 35.00 35.00 33.00 32.00 30.00 29.00 29.00 high priority attention. (Number) Rationale: Action: This indicator has No more bridges construction / rehabilitation to be financed by the project. been Marked for Deletion REPUBLIC OF FIJI 7 RESU LT_FRAME_ TBL_PD O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Number of Detailed Designs completed for jetties/ 0.00 0.00 0.00 0.00 3.00 3.00 3.00 wharves and ready to be procured (Number) Rationale: Action: This indicator is No more construction of rural jetties/ wharves but preparation of relevant studies New PDO Table SPACE Intermediate Results Indicators by Components RESU LT_FRAME_ TBL_I O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Intermediate Indicator 1 (Action: This Component has been Revised) REPUBLIC OF FIJI 8 RESU LT_FRAME_ TBL_I O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Roads rehabilitated, Rural 0.00 109.00 150.00 170.00 250.00 250.00 250.00 (Kilometers) Rationale: Action: This indicator has Increase in end target subsequent to Government's priority assigned to roads constructions. been Revised Intermediate Indicator 2 (Action: This Component has been Revised) Bridges tendered. (Number) 0.00 10.00 20.00 30.00 45.00 45.00 45.00 Rationale: Action: This indicator has No more financing of bridges rehabilitation/ construction uner the project. been Marked for Deletion Bridges redesigned 0.00 0.00 0.00 20.00 40.00 40.00 40.00 (Number) Action: This indicator is Rationale: New Detailed studies of bridges, to prepare the procurement of their construction with other financing. REPUBLIC OF FIJI 9 RESU LT_FRAME_ TBL_I O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Intermediate Indicator 3 (Action: This Component has been Revised) Jetties/wharves tendered. 0.00 2.00 3.00 5.00 6.00 6.00 6.00 (Number) Rationale: Action: This indicator has No more financing of rural jetties construction further to shift in Government's priority to finance road works, first. been Marked for Deletion Jetties/ wharves redesigned 0.00 0.00 0.00 0.00 3.00 3.00 3.00 (Number) Rationale: Action: This indicator is Detailed studies of rural jetties / wharves to be completed for their readiness to procure the relevant works under other financing. New Intermediate Indicator 4 (Action: This Component has been Revised) REPUBLIC OF FIJI 10 RESU LT_FRAME_ TBL_I O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Street lights reinstated and/or installed new. 0.00 381.00 381.00 420.00 450.00 450.00 450.00 (Number) Rationale: Action: This indicator has Decrease in end targets indicator as GoF already financed with its own budget more than 5,000 streetlights. been Revised Intermediate Indicator 5 (Action: This Component has been Revised) Community assets constructed that benefit 0.00 381.00 381.00 420.00 500.00 500.00 500.00 women. (Number) Rationale: Action: This indicator has Increase end target number. been Revised Intermediate Indicator 6 (Action: This Component has been Revised) REPUBLIC OF FIJI 11 RESU LT_FRAME_ TBL_I O Indicator Name PBC Baseline Intermediate Targets End Target 1 2 3 4 5 Project designs consider 0.00 100.00 100.00 100.00 100.00 100.00 100.00 gender issues (Percentage) Intermediate Indicator 7 (Action: This Component is New) Beneficiaries aware of the Grievance Redress Mechanism (GRM) satisfied 0.00 0.00 0.00 60.00 70.00 85.00 85.00 with its functioning (Percentage) Rationale: Action: This indicator is Introduction of a new Citizen Engagement indicator. New IO Table SPACE