Page 1 CONFORMED COPY LOAN NUMBER 7715-TU Guarantee Agreement (Private Sector Renewable Energy and Energy Efficiency Project) between REPUBLIC OF TURKEY and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Dated June 9, 2009 Page 2 2 Page 3 LOAN NUMBER 7715-TU GUARANTEE AGREEMENT AGREEMENT, dated June 9, 2009 entered into between REPUBLIC OF TURKEY ( “Guarantor”) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (“Bank”) (“Guarantee Agreement”) in connection with the Loan Agreement of same date between the Bank and Türkiye Sinai Kalkinma Bankasi A. . (“TSKB”) (“TSKB Loan Agreement”). The Guarantor and the Bank hereby agree as follows: ARTICLE I - GENERAL CONDITIONS; DEFINITIONS Section 1.01. The General Conditions (as defined in the Appendix to the TSKB Loan Agreement) constitute an integral part of this Agreement. Section 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the General Conditions or in the TSKB Loan Agreement. ARTICLE II - GUARANTEE Section 2.01. Without limitation or restriction upon any of its other obligations under the Guarantee Agreement, the Guarantor hereby unconditionally guarantees, as primary obligor and not as surety merely, the due and punctual payment of all Loan Payments payable by TSKB pursuant to the TSKB Loan Agreement. ARTICLE III - REPRESENTATIVE; ADDRESSES Section 3.01. The Guarantor’s Representative is Undersecretary of Treasury. Section 3.02. The Guarantor’s Address is: Basbakanlik Hazine Mustesarligi Inonu Bulvari Emek-Ankara Turkey Facsimile: (90) (312) 212 8550 (90) (312) 212 8737 Page 4 2 Section 3 .03. The Bank’s Address is: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable: Telex: Facsimile: INTBAFRAD 248423 (MCI) or (202) 477-6391 Washington, D.C. 64145 (MCI) AGREED at Ankara, Republic of Turkey, as of the day and year first above written. REPUBLIC OF TURKEY By: /s/ Memduh Aslan Akcay Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By: /s/ Ulrich Zachau Authorized Representative