BANCO MUNDe BIRD * AID I GRUPO BANCO MUNDIAL December 15, 2015 His Excellency Mr. Camilo Sobreira de Santana Governor of the State of Ceard Av. Bardo de Studart, 505 - Meireles 60120-000, Fortaleza, CE Brasil Re: IBRD Loan 8124-BR (Brazil - Rural Sustainable Development and . Competitiveness Project) Additional Instructions: AMENDED Disbursement Letter Excellency, I refer to the Loan Agreement between the International Bank for Reconstruction and Development (the "Bank") and the State of Ceard (the "Borrower") for the above- referenced project, dated October 3, 2012. The Loan Agreement provides that the Bank may issue instructions regarding the withdrawal of the proceeds of Loan 8124-BR ("Loan"). This letter ("Disbursement Letter"), as revised from time to time, constitutes the additional instructions. This is the second amendment of the Disbursement Letter dated October 3, 2012, which was revised on March 27, 2015, for the above referenced project. This letter restates Section II (vi) in order to modify the ceiling type of the Designated Account to Variable and Section III to update Reporting Requirements for the Project. All other provisions and attachments of the revised Disbursement Letter dated March 27, 2015 shall remain in force and effect. The attached World Bank Disbursement Guidelines for Projects, dated May 1, 2006, ("Disbursement Guidelines") (Attachment 1), are an integral part of the Disbursement Letter. The manner in which the provisions in the Disbursement Guidelines apply to the Loan is specified below. Sections and subsections in parentheses below refer to the relevant sections and subsections in the Disbursement Guidelines and, unless otherwise defined in this letter, the capitalized terms used have the meanings ascribed to them in the Disbursement Guidelines. I. Disbursement Arrangements (i) Disbursement Methods (section 2). The following Disbursement Methods may be used under the Loan: * Reimbursement * Advances (ii) Disbursement Deadline Date (subsection 3.7). The Disbursement Deadline Date is four months after the Closing Date specified in the Loan Agreement. Any changes to this date will be notified by the Bank. II. Withdrawal of Loan Proceeds (i) Authorized Signatures (subsection 3.1). A letter in the Form attached (Attachment 2) should be furnished to the Bank at the address indicated below providing the name(s) and specimen signature(s) of the official(s) authorized to sign Applications: Banco Mundial Setor Comercial Norte, Quadra 02, Lote A Edificio Corporate Financial Center 70 Andar 70712-900 Brasilia, DF Brazil Attention: Mr. Martin Raiser, Director Brazil-Country Management Unit (ii) Applications (subsections 3.2 - 3.3). Please provide completed and signed Applications for withdrawal, together with supporting documents, to the address indicated below: Banco Mundial Setor Comercial Norte, Quadra 02, Lote A Edificio Corporate Finance Center 70 Andar 70712-900 Brasilia, D.F. Brazil Attention: Loan Department (iii) Electronic Delivery (subsection 3.4). The Bank may permit the Borrower to electronically deliver to the Bank Applications (with supporting documents) through the Bank's Client Connection, web-based portal. The option to deliver Applications to the Bank by electronic means may be effected if: (a) the Borrower has designated in writing, pursuant to the terms of subparagraph (i) of this Section, its officials who are authorized to sign and deliver Applications and to receive secure identification credentials ("SIDC") from the Bank for the purpose of delivering such Applications by electronic means; and (b) all such officials designated by the Borrower have registered as users of Client Connection. If the Bank agrees, the Bank will provide the Borrower with SIDC for the Page 2 of 7 designated officials. Following which, the designated officials may deliver Applications electronically by completing Form 2380, which is accessible through Client Connection (https://clientconnection.worldbank.org). The Borrower may continue to exercise the option of preparing and delivering Applications in paper form. The Bank reserves the right and may, in its sole discretion, temporarily or permanently disallow the electronic delivery of Applications by the Borrower. (iv) Terms and Conditions of Use of SIDC to Process Applications. By designating officials to use SIDC and by choosing to deliver the Applications electronically, the Borrower confirms through the authorized signatory letter its agreement to: (a) abide by the Terms and Conditions of Use of Secure Identification Credentials in connection with Use ofElectronic Means to Process Applications and Supporting Documentation ("Terms and Conditions of Use of Secure Identification Credentials") provided in Attachment 3; and (b) to cause such official to abide by those terms and conditions. (v) Minimum Value of Applications (subsection 3.5). The Minimum Value of Applications for Reimbursement is United States Dollars (USD) 1,000,000 equivalent. (vi) Advances (sections 5 and 6). * Type ofDesignated Account (subsection 5.3): Segregated * Currency of Designated Account (subsection 5.4): USD * Financial Institution at which the Designated Account Will Be Opened (subsection 5.5): Caixa Econ6mica Federal (CEF) - New York * Ceiling (subsection 6.1): Expenditures forecast for 2 quarters III. Reporting on Use of Loan Proceeds (i) Supporting Documentation (section 4). Supporting documentation should be provided with each Application for withdrawal as set out below: * For requests for Reimbursement and for reporting eligible expenditures paid from the Designated Account: o Statement of Expenditures in the form attached (Attachment 5) evidencing eligible expenditures for Works, Goods, Non Consultant Services, Consultant Services, Training, Operating Costs and Subprojects. o Reconciliation of the Designated Account with a copy of the Designated Account Bank Statement(s) applicable only when reporting eligible expenditures paid from the Designated Accounts. Page 3 of 7 (i) Frequency of Reporting Eligible Expenditures Paid from the Designated Account (subsection 6.3): Every 4 months IV. Other Important Information For additional information on disbursement arrangements, please refer to the Disbursement Handbook available on the Bank's public website at https://www.worldbank.org and its secure website "Client Connection" at https://clientconnection.worldbank.org. Print copies are available upon request. If you have any queries in relation to the above, please contact Tatiana de Abreu, Finance Officer at tdeabreu@worldbank.org using the above Project name and Loan number as a reference in the subject line. Sincerely, Tatia Finance Officer WFALN - Loan Operations Page 4 of 7 Attachments 1. World Bank Disbursement Guidelines for Projects, dated May 1, 2006 - Not included as there is no change from previous Disbursement Letter 2. Form for Authorized Signatures - Not included as there is no change from previous Disbursement Letter 3. Terms and Conditions of Use ofSecure Identification Devices in connection with Use ofElectronic Means to Process Applications and Supporting Documentation, dated January 20, 2010 - Not included as there is no change from previous Disbursement Letter 4. Summary Sheet - Not included as this attachment has been eliminated 5. Statement of Expenditures - Not included as there is no change from previous Disbursement Letter Mr. Antonio Henrique Pinheiro Silveira, Executive Director for Brazil, The World Bank Ms. Rosalia V. de Leon, Alternate Executive Director for Brazil, The World Bank Mr. Carlos Lampert, Alternate Secretary, SEAIN/MP - Fax: 2020-5047, seain@planejamento.gov.br Mr. Tarcisio Josd Massote de Godoy, Executive Secretary, MF - Fax: 3412-1824, gabinete.se.df@fazenda.gov.br Mr. Rodrigo Pereira de Mello, Chief of Staff, MF - Fax: 3412-2525, sec.chgabin.gmf@fazenda.gov.br Mr. Paulo Roberto Riscado Jimior, Attorney General, PGFN/MF - Fax: 3412-1784, paulo.riscado-junior@pgfn.gov.br Mr. Marcelo Barbosa Saintive, Secretary, National Treasury, STN/MF - Fax: 3412-1717, gab.df.stn@fazenda.gov.br Mr. Luis Antonio Balduino Carneiro, Secretary, SAIN/MF - Fax: 3412-1722, gabinete.df.sain@fazenda.gov.br Mr. Dyogo Henrique de Oliveira, Executive Secretary, MP - Fax: 2020-5003, se@planeiamento.gov.br Mr. Francisco Josd Teixeira, Secretary - SDA, CE, dede.teixeira@sda.ce.gov.br Mr. Osvaldo Garcia, Secretary of Water Infrastructure - MI, Osvaldo.garcia@integracao.gov.br Mr. Wilson Vasconcelos Branddo Junior, Attorney Secretary, SDA Fax: (85) 3287- 2176 - wilson.brandao@sda.ce.gov.br Mr. Marco Alexandre Andr6, Coordinator of Programs and Projects - ANA, marco.andre&ana.gov.br Mr. Lafaete Almeida, Coordinator UGP/SDA, lafaete.almeida@sda.ce.gov.br Mr. Ilo Cavalcante UGP/SDA - Fax: (85) 3217-2553 - ilo.cavalcante@sda.ce.gov.br Ms. Cynthya Lemos, UGP/SDA, cynthya.lemos@sda.ce.gov.br Page 5 of 7 FOR OFFICIAL USE ONLY Prepared by: Tatiana de Abreu, WFALN Cleared with and cc: Catarina Portelo, LEGLE Diego Arias, GFADR Page 6 of 7