On approval of the loan agreement between the Republic of Kazakhstan and the Asian Development Bank (simple operations) (project for reconstruction of the Almaty - Bishkek road of regional significance) (Kazakhstan component)

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On approval of the loan agreement between the Republic of Kazakhstan and the Asian Development Bank (simple operations) (project for reconstruction of the Almaty - Bishkek road of regional significance) (Kazakhstan component)

Law of the Republic of Kazakhstan dated January 31, 2002 No. 289-Bulletin of the Parliament of the Republic of Kazakhstan II, 2002, No. 3, Article 24 "Egemen Kazakhstan" dated February 6, 2002 No. 27

To approve the loan agreement (ordinary operations) (project for reconstruction of the Almaty - Bishkek road of regional significance) (Kazakhstan component) between the Republic of Kazakhstan and the Asian Development Bank, concluded in Astana on June 4, 2001. President of the Republic of Kazakhstan loan number 1774-Kaz loan agreement between the Republic of Kazakhstan and the Asian Development Bank (simple operations) (project for reconstruction of the Almaty - Bishkek road of regional significance) (Kazakhstan component) June 4, 2001 Loan Agreement (simple operations)

Loan agreement between the Republic of Kazakhstan (hereinafter referred to as the "borrower") and the Asian Development Bank (hereinafter referred to as the "bank") dated June 4, 2001. (A) the borrower has applied to the bank for a loan for the purposes of the Kazakhstani component of the project, the description of which is given in Annex 1 to this loan agreement; (C) the Kyrgyz Republic has applied to the Loan Bank for the purposes of the Kyrgyz component of the project, the description of which is given in the loan agreement of the same date as the loan agreement between the Kyrgyz Republic and the Bank (hereinafter referred to as the loan agreement of the Kyrgyz Republic); (C) the borrower has applied for a grant by the Organization of the Transport Corridor Europe - Caucasus - Asia (TRAKEKA) for the purposes of the project; (D) the borrower has applied to the European Bank for Reconstruction and development (hereinafter referred to as the "EBRD") for a loan in the amount of twenty-five million US dollars (АҚШ 25,000,000) for the purposes of the Project; (E) the bank has also applied for a loan below the bank's simple capital funds

taking into account that the bank has agreed to provide a loan to the borrower on the basis of the terms and conditions stated; (G) the bank has agreed to provide a loan to the Kyrgyz Republic on the basis of the terms and conditions stated in the loan agreement of the Kyrgyz Republic. In view of the foregoing, the parties to this Agreement agree on the following:

Article I Rules for issuing loans; Definitions section 1.01

All terms and conditions of the bank's rules for granting loans for ordinary transactions of July 1, 1986 shall apply to this loan agreement with the same force and action as stated in it in full, however, taking into account their changes (hereinafter referred to as the rules for granting loans, the bank's rules for granting loans for ordinary transactions): (a) section 2.01 (17) has been removed and replaced by the following rules: 17. The term" dollar "or" dollar or dollars "or the sign" $ " refers to dollars or dollars in the currency of the United States of America. (B) sections 2.01 (26) and (27) have been removed and a new section 2.01 (26) has been introduced to refer to: 26. the term "dollar pool" refers to a pool of borrowing in US dollars created by the Bank for the purposes of financing the payment in US dollars of loans issued by the bank from simple capital funds with amounts not provided for payment on them. (C) the last sentence of the first paragraph of Section 3.02 is excluded. (D) Section 3.02 (b) (ii) was removed and replaced by the following provision: (II) "conditional borrowings" refers to a bank loan with an amount in a dollar pool that is not offered for payment on them in relation to a loan, the selection of funds of which is carried out after June 30, 1992. (E) the last sentence of Section 3.06 (a) is omitted, 3.06 (b)

The words "Good Day to the Bank" in the section are also excluded. (f) Section 3.07 has been renumbered as Section 3.08 and a new section 3.07 has been introduced, meaning: one-time Commission one-time Commission is subject to payment on the loan at the rate specified in the Loan Agreement and on the basis of the terms. (g) renumbered Section 3.08 has been removed and replaced by the following provision: payment place payment of the principal amount of the loan (including surcharge, if any) and interest on it and other payments on the loan (including a one-time Commission) are paid in places where the Bank reasonably requests them. (h) section 4.02 has been removed and replaced by the following provision: the withdrawal of funds from the loan account is made in the currency of withdrawal in US dollars. (I) Section 4.03 (a) has been removed and replaced by the following provision: (a) the principal amount of the loan is subject to repayment in US dollars. (j) section 4.04 has been removed and replaced by the following provision: payment of interest on any part of the loan is subject to payment in the currency of interest in US dollars. (K) Section 4.05 is excluded and replaced by the following provision: the fee for the obligation to issue the loan, referred to in Section 3.03, and the one-time Commission, referred to in Section 3.07, are subject to payment in the currency specified in the loan. (I) Section 4.09 is excluded and replaced by the following provision:

Regardless of any of the terms of this regulation, in the reverse sense of the loan, withdrawal of funds from the loan account is made in exceptional cases when the bank determines that it is not possible to make payments in US dollars for the purposes of such withdrawal of funds from the account in such currencies or currencies that the bank may consider acceptable. Part of the principal amount of the loan in question is subject to repayment, and interest on such principal amount is subject to payment in such currency or currencies. The interest rate applied to the principal amount of the loan, the payment of which is made in such currency or currencies, is based on the spread of the Bank's expenses in such currency or currencies., At the moment, the spread is also determined by the bank reasonably. (m) renumbered Section 5.02 is excluded and sections 5.03, 5.04, 5.05, 5.06 and 5.07 respectively 5.02, 5.03, 5.04, 5.05, 5.06-renumbered as sections. Section 5.02, renumbered (n), has been removed and replaced by the following provision: if the borrower wishes to receive funds from the loan account in any way, the borrower submits to the Bank an application in the form reasonably requested by the Bank and containing applications and concepts. In addition to cases otherwise agreed between the bank and the borrower, applications for withdrawing funds from the account with the necessary documentation, which will be discussed below in this article, are submitted immediately, depending on the expenses for the project. (O) Section 5.02 is excluded and replaced by the following provision: cancellation of the bank if (i) the borrower's right to withdraw funds from the loan account is suspended for a period of thirty (30) days in relation to any amount of the loan; or (II) if, at any time after consulting with the borrower, the bank has determined that no amount of the loan is required for the purposes of the loan; or (III) the Bank at any time in the acquisition/selection of consultants by the borrower's representatives or the borrower in relation to any contract financed from the loan funds, there have been corruption or fraudulent practices or situations if it is established that the borrower fulfilled such a contract in a timely manner and without taking appropriate measures suitable for the Bank for correction; or (iv) if the bank has determined at any time that the purchase in connection with any contract financed from the loan does not comply with the procedures set out or referred to in the loan agreement; or (v) on the date specified in the loan agreement as the deadline for withdrawing funds from the account, the loan amount remains not withdrawn from the loan account, the bank notifies the borrower and the guarantor, if this happens, The borrower may terminate the right to withdraw funds from the account for such an amount or in relation to the contract. After such notification, the amount of the loan about which he is talking or any part of it is canceled.

(p) Section 8.04 is deleted, and sections 8.05, 8.06, and 8.07 are renumbered as sections 8.04, 8.05, and 8.06, respectively. Section 1.02 unless otherwise specified in the full text, the terms defined in the rules for issuing loans for each use in this Loan Agreement have the corresponding meanings specified in them and the following additional terms have the following meanings: (a) "consulting technical assistance" means technical assistance to improve the efficiency of the road Industry provided by the bank to the Government of the borrower in connection with the project; (b) the "agreement on cross-border crossing" refers to the agreement between the Government of the borrower and the Government of the Kyrgyz Republic dated November 15, 1999 in order to regulate and facilitate the passage of people, goods and vehicles across the common border; (C) the "Kazakhstan component" refers to the component of the project financed from the loan funds referred to in Annex 1 to this loan agreement; (d) the "Kyrgyz component" refers to the declarative part of this Agreement (C)

(e) " KKM "means the Ministry of Transport and communications of the borrower and includes any legal successor; (f)" jot "means the project execution group established by the KKM for The Project; (g) "ZHBK" means the Project Management Committee established in accordance with the project on the reconstruction of the road, financed from the funds of the Loan N 1455-Kaz proposed by the Bank; (h)" Project organizer-executor "means the mic responsible for the implementation of the project for the purposes of the loan provision and in its meaning; and (i)" Zhol " means the Almaty-Bishkek road, which will be reconstructed in accordance with the project.

Article II Loan Section 2.01 the bank agrees to provide the borrower with an amount of fifty-two million US dollars (US.52,000,000) from the bank's simple capital funds. Section 2.02 the borrower pays the Bank the interest determined in accordance with Section 3.02 of the rules for issuing loans. Episode 2.03

(a) the borrower pays a fee for the loan obligation at a rate of one hundred and seventy-five percent (0.75%). Such a fee is charged for the amount of the loan (minus the amount periodically withdrawn from the account) for a period of time that follows one after another, starting sixty (60) days after the date of agreement on this loan:

twelve months of duration are calculated on us.7,800,000 in the first stage; twelve months of duration on US. 23,400,000 in the second stage; twelve months of duration on US. 44,200,000 in the third stage; and further on the full loan amount. (b) if any amount of the loan has been canceled, the amount of each part of the loan specified in Paragraph (A) of this section shall be reduced to the full amount of the loan in the same amount as the amount in which the cancellation occurred prior to such cancellation. Section 2.04 the borrower pays the Bank a one-time Commission in the amount equal to one percent (1%) of the loan amount. Section 2.05 interest on the loan and other payments on it are subject to payment and implementation once every six months on April 15 and October 15 of each year. Section 2.06 the borrower repays the principal amount of the loan to be withdrawn from the loan account in accordance with the schedule of gradual repayment of the debt specified in Annex 2 to this loan agreement.

Article III use of Loan Funds section 3.01 the borrower ensures that the loan funds are used to finance project expenses in accordance with the provisions of this loan agreement. Episode 3.02

Goods and services and other expenditure items financed from the loan and the distribution of the loan amount for various categories of such goods and services and other expenditure items shall be in accordance with the provisions of Annex 3 to this Loan Agreement and may be amended at a certain time by agreement between the borrower and the Bank. Section 3.03 all goods and services financed from the loan are purchased in accordance with the provisions of Annex 4 and Annex 5 to this loan agreement, except in cases where the bank may decide otherwise. The bank purchases goods or services in accordance with the procedures agreed upon by the borrower and the bank on their merits

in cases of non-withdrawal or in cases where the terms and conditions of the contract are not favorable for the Bank, a refusal to finance the contract may occur. Section 3.04 ensures that all goods and services financed from the borrower's loan funds are used exclusively for the implementation of the project, except in cases where the bank may decide otherwise. Section 3.05 for the purposes of Section 8.03 of the rules for issuing loans, the last day of withdrawal from the loan account is June 30, 2005 or another such day, which may be agreed between the borrower and the Bank at a certain time.

Article IV Special Conditions section 4.01

(a) the borrower shall ensure the proper and successful implementation of the project in accordance with the practices adopted in rational administrative, financial, technical, environmental and road construction. (b) in the execution of the project and the use of the facilities included in the project, the borrower fulfills or ensures the fulfillment of all obligations referred to in Annex 6 to this loan agreement. Section 4.02 the borrower, if necessary, provides all means, including technical, services, land plots and other resources required for the implementation of the project and for the operation and technical maintenance of the facilities included in the project, in addition to the loan funds. Section 4.03 (a) Provides for the hiring of competent and qualified consultants who are suitable for the borrower and the Bank in the implementation of the borrower's project in a volume acceptable to the borrower and the Bank and on the basis of the terms and conditions. (b) the borrower ensures that the project is executed in accordance with the plans acceptable to the borrower and the Bank, design and design standards, specifications, work calendar plans and methods of carrying out construction work. After preparation by the borrower, such plans, design and design standards, technical specifications and calendar plans of work and any significant changes made to them, which the Bank reasonably requests in detail, are submitted to the bank immediately or ensure submission. Section 4.04 ensures the conduct and coordination of the activities of departments and organizations related to the implementation of the project and the use of objects included in the project in accordance with the principles and procedure for rational management of borrower's Affairs. Section 4.05 (a) the borrower, in accordance with rational practice, takes measures favorable for the bank to insure objects included in the project in such volumes and from such risks and in such amounts. (b) the borrower undertakes to insure or insure the goods imported for the project and financed from borrowed funds against the risks associated with their purchase, transportation, delivery or installation at the place of use, without limitation of the previous rules, and any compensation related to such insurance is payable in a currency freely used for repair or exchange of such goods. Section 4.06 (a )classification of goods, services and other items of expenditure financed from the borrower's loan funds, determination of information on their use in the project, Maintains or ensures the maintenance of accounts and accounts that meet the existing requirements for accounting in accordance with the constantly observed rational principles of accounting of activities and financial regulations of the borrower organizations responsible for taking into account the progress of the implementation of the Kazakhstan component (including costs) and the use of the Kazakhstan component or any part of it and objects included in the project. (b) borrower: (I) maintains or ensures the maintenance of personal accounts for the project; (II) ensure the annual audit of such accounts and related financial statements in accordance with existing and permanently applicable auditing standards by independent auditors acceptable to the Bank; (III) the Bank, as far as it is prepared, but no later than nine (9) months after the end of each financial year in question, shall provide certified copies of such audited accounts and financial statements and the auditors 'report to them (including the auditors' opinion on the use of loan funds and compliance with the provisions of this loan agreement, as well as the use of procedures related to the expense report), all-in English; (iv) The Bank shall provide to the bank such accounts and other such information relating to financial statements and their audit, which it reasonably requests at a certain time. (C) at the request of the Bank, the borrower allows the bank to periodically discuss the Financial Statements of the borrower on the project and its financial affairs related to the project, the borrower's auditors, and authorizes any representatives of such auditors to participate in any such discussion conducted at the request of the Bank, and requires such representatives to participate in such discussion, unless the borrower decides otherwise. Section 4.07 (a) management of the affairs, activities and financial condition of the borrower's organizations responsible for the implementation of the project or any part thereof and the use of objects included in the Project; (iii) project; (iv) management of the affairs, activities and financial condition of the borrower's organizations, which are reasonably requested by the borrower's Bank and whose subject is: (I) spending and servicing the loan and its funds; (II) goods and services and other expenditure items financed from the loan funds; (iii) project; (iv) management of the affairs, activities and financial condition of the borrower's organizations responsible for the implementation of the project or any part thereof and the use of the objects included in the project; (v) the financial and economic situation in the borrower's territory and the status of the borrower's balance of payments in settlements with other countries; and (vi) transfers and ensures the transfer of all such reports and information to the Bank, which are any other issues related to the purposes of the loan. (b) the borrower shall, without limiting the action of the previous provisions, provide or provide the bank with quarterly reports on the implementation of the project and the use and management of the objects included in the project. Such reports are submitted in the form and in the details and terms reasonably requested by the Bank, and they reflect, in particular, the results achieved and the problems encountered during the period under review, the measures taken or proposed to be taken to solve these problems, and the proposed program of activity and the expected results for the next quarter. (C) immediately after the actual completion of the project, and in any case no later than three (3) months after its completion, or such a later period, which may be agreed between the borrower and the Bank for this purpose, the implementation and initial action of the project, including the costs incurred by the borrower in the form and in detail about which the Bank reasonably requests,

prepares and submits to the Bank a report on the fulfillment of its obligations and the fulfillment of the objectives of the loan. Section 4.08 allows representatives of the borrower bank to check any accounting records and documents related to the project, goods financed from the loan funds and issues under consideration. Episode 4.09

The borrower ensures the operation, technical maintenance and repair of objects included in the project in accordance with the accepted administrative, financial, technical, environmental, road construction practice and maintenance and operation of technical means. Section 4.10 (a) the two-way intention of the borrower and the Bank is that no other external debt to the lender, other than the bank, has a priority position in comparison with the loan in the form of the right to withhold property for debts related to the property of the borrower. For this purpose, the borrower must: (I) if - except in cases where the bank may decide otherwise - the right to withhold any property for debts related to the property of the borrower is formed as collateral for any external debt, such right, depending on the fact itself, shall be equal and proportionate to ensure the implementation of the principal amount of the loan and interest on it and other payments on the loan; and (II) the borrower undertakes to present a provision directly formulated in this sense when forming or allowing any such right. (b) the provisions of Paragraph (A) of this section: (I) the right to withhold any property for debts arising in relation to it at the time of acquisition of property, only as a guarantee of payment of the purchase price of such property; or (ii) for debts arising in the usual course of banking operations, the term of retention and payment of any property shall not apply to the right to secure the debt, which begins at least one year after the date of occurrence.

(C) when used in Paragraph (A) of this section, the term "property of the borrower" includes the property of any administrative unit or institution of the borrower, including the National Bank of Kazakhstan and any other institution performing the functions of the Central Bank of the borrower, and the property of any institution of any such administrative unit.

Article V entry into force Section 5.01

The following shall be indicated as additional conditions for the entry into force of this loan agreement for the purposes of Section 9.01 (f) of the rules for granting loans: (a) the loan agreement of the Kyrgyz Republic has been concluded on an appropriate basis and has been officially transferred to the parties to this Agreement and has entered into force in accordance with its terms, given that this loan agreement has just entered into force; and (b) the cross-border crossing agreement has entered into force. Section 5.02 of Section 9.02 (d) of the rules for issuing loans

an agreement on cross-border crossing has been duly approved or approved and drawn up by the borrower and officially issued on his behalf, has the force of law binding on the borrower in accordance with its terms and conditions and entered into force in the territory of the borrower. Section 5.03 shall be specified for the entry into force of the loan agreement for the purposes of Section 9.04 of the loan rules, the date that begins after the quarter (90) days following the date of this loan agreement. Article VI Other Provisions Section 6.01 the Minister of Finance of the borrower is appointed as a representative of the borrower for the purposes of Section 11.02 of the rules for issuing loans. Section 6.02 for the purposes of Section 11.01 of the rules for issuing loans, the following addresses are indicated: borrower's address: Ministry of Finance Astana 33 Pobeda Street Pobeda Avenue 33 Astana Ministry of Finance Facsimile Numbeer: facsimile contact number: (7-3172) 117762 (7-3172) 117762 bank address: Asian Development Bank Philippines R. O. Box 789 0980 Manila 0980 Manila Asian Development Bank Philippines Postal Subscription Box 789 Facsimile numbers: facsimile contact number: (632) 636-2444 (632) 636-2444 (632) 636-2428 (632) 636-2428 certifying this, the parties to this Agreement, acting through their representatives authorized on the appropriate basis, have provided for the signing of this agreement from their name and its official transfer to the general management of the bank on the date and year specified above. Signature of an officially issued official authorized to sign documents for the Asian Development Bank of the Republic of Kazakhstan_______________ facial signature _______________ 1-additional project description

1.The aim of the project is to improve the efficiency and reliability of the main transport network for road transport of subregional importance between the cities of Almaty and Bishkek due to the development of road infrastructure, improvement of the border control system and procedures, technical means related to cross-border crossing, improvement of coordination and management of road safety and the introduction of an effective system of technical maintenance of the road. 2.The Project consists of Kazakh and Kyrgyz components. The components of Kazakhstan include: (I) reconstruction of about 205 km of roads from the city of Almaty to the suburb of Akzhol-Shu in the Kyrgyz Republic, including consulting services for design and construction supervision;

(ii) improve the technical equipment of Customs near the settlement of Akzhol - SHU on the Kazakh side when crossing the border; and (iii) provide laboratory equipment for the technical maintenance of the road. 3.the Kazakh component is planned to be completed on December 31, 2004. Appendix 2 Schedule of gradual debt repayment (Almaty of regional significance - Bishkek road reconstruction project) (Kazakhstan component) conditional payment term payment of the principal amount (in US dollars)* April 15, 2005 430,500 October 15, 2005 452,000 April 15, 2006 474,600 October 15, 2006 498,300 April 15, 2007 523,200 October 15, 2007 549,400 April 15, 2008 576,900 October 15, 2008 605,700 April 15, 2009 636,000 October 15, 2009 667,800 April 15, 2010 701,200 October 15, 2010 736,200 April 15, 2011 773,100 October 15, 2011 811,700 April 15, 2012 852,300 October 15, 2012 894,900 April 15, 2013 939,600 October 15, 2013 986,600 April 15, 2014 1,036,000 October 15, 2014 1,087,800 April 15, 2015 1,142,100 October 15, 2015 1,199,300 April 15, 2016 1,259,200 October 15, 2016 1,322,200 April 15, 2017 1,388,300 October 15, 2017 1,457,700 April 15, 2018 1,530,600 October 15, 2018 1,607,100 2019 April 15 1,687,500 October 15, 2019 1,771,800 April 15, 2020 1,860,400 October 15, 2020 1,953,500 April 15, 2021 2,051,100 October 15, 2021 2,153,700 April 15, 2022 2,261,400 October 15, 2022 2,374,400 April 15, 2023 2,493,200 October 15, 2023 2,617,800 April 15, 2024 2,748,700 October 15, 2024 2,886,200 total 52,000,000 early payment surcharge the following interest figures are reflected as a surcharge payable in early repayment before the start of the term of payment of any part of the principal amount of the loan in accordance with Section 3.06 (b) of the loan rules. Time of early payment the interest rate (expressed as interest per year) applied to the balance of the loan not submitted for payment on the date of early payment, multiplied by: 0.13 at least three years before the start of the payment period for more than 3 years, but the payment must not exceed at least 6 years before the start of the 0.25 period of more than 6 years, but the payment must not exceed at least 11 years before the start of the 0.46 period of more than 11 years, but the payment must not exceed at least 16 years before the start of the 0.67 period of more than 16 years, but the payment must not exceed at least 20 years before the start of the 0.83 period of more than 20 years, but the payment must not exceed 0,92 years before the start of the payment period of at least 22 years before the start of the payment period of 1,00 22 years before the start of the payment period, Appendix 3 allocation and withdrawal of loan funds from the account General Information 1. in the table, which is an addition to this Appendix (hereinafter referred to as the "table"), it is proposed to allocate the loan amount for each such category. (In this Appendix, the reference to the "category" or "categories" refers to the category or categories in the table). Taxes 2.no withdrawal of funds from the loan account is made in relation to any local taxes. Bank Financing Interest

3.items of expenditure in the categories listed in the table are financed from the loan funds on the basis of the interest specified in the table, except in cases where the bank may make a different decision. 4. Regardless of Paragraph 5 of this annex, any contract with a local supplier after conducting international competitive bidding in accordance with the relevant provisions of Annex 4 to this Loan Agreement shall be concluded on the basis of: (a) 100% of the Franco-factory price for the transferred goods, provided that the goods purchased from the local supplier are locally produced goods (excluding any taxes); and (b) if all goods purchased from a local supplier are imported, the foreign currency component of the contract price is 100% financed from the loan funds. Local expenses 5. (a) loan funds up to an amount equivalent to us баламалы 17,500,000 may be withdrawn from a foreign currency loan account for the purpose of financing local expenses. (b) no withdrawals shall be made from the loan account in respect of any local expenses for the project, except in cases otherwise provided for in this paragraph or where the bank may make a different decision. One-time Commission 6. the amount classified as Category 6 is intended to finance the one-time Commission referred to in Section 2.04 of this loan agreement. The bank has the right to withdraw the amount of such commission from the loan account and pay it on behalf of the borrower immediately on the day of entry into force or after such date. Redistribution 7. Regardless of the distribution of the loan funds specified in the table and the percentage of withdrawal from the account and taking into account paragraph 5 of this Annex: (A) if the amount assigned to any category is insufficient to finance all agreed expenses in this category, the bank notifies the borrower: (I) in accordance with the assessment of the amount of the loan assigned to another category, in the amount required to cover the deficit, but in the opinion of the bank, it is not necessary to cover other expenses, (II) reduce the percentage of withdrawals from the account applicable to such expenses until all expenses are incurred for further withdrawals from the account in such category, if it is not possible to fully cover the deficit in accordance with the assessment during such redistribution; and (b) if the amount of the loan allocated by attribution to any category in this case exceeds all agreed expenses in this category, the bank may redistribute such excess amount with notification of the borrower, attributing it to any other category. Expense report 8. expense report (s) procedure"to the management on loan payment"

according to (June 1996) with periodic amendments to it and specific agreements reached between the borrower and the bank, it is used to compensate for acceptable project management costs. The amount of the individual payment to be refundable or reimbursed in accordance with the IAS procedure does not exceed the amount equivalent to US 6 60,000. Supplement to Appendix 3 table --------------------------------------------------------------------------- distribution and withdrawal of loan funds from the account (project for reconstruction of the Almaty - Bishkek road of regional significance) Kazakhstan component --------------------------------------------------------------------------- category !Bank Financing !percentage --------------------------------------------------------------------------- Number!Expense item !To This Category!Proscene.! Withdrawal of funds from the loan account ! !Attributed!come on ! the basis for ! ! amount ! ! --------------------------------------------------------------------------- 1 Engineering and construction 31,800,000 69 percent of the total cost of work------------------------------------ (37% - foreign and 32% - local expenses) 2 Project Management 500,000 100 percent of local expenses* 3 Equipment 10,300,000 100 percent of foreign expenses ----------------------------------- 100 percent of foreign expenses 4 consulting local expenses services 3,850,000 100 percent* 5 one-time Commission 520,000 amount due 6 retained amount 5,030,000 total 52,000,000 -------------------------------------------------------------------------- * additional purchases 4, excluding local taxes

1.the procedures mentioned in the following paragraphs of this Annex shall apply to the purchase of goods and services financed from the loan funds, except in cases where the bank may make another decision. The term "services" in this appendix and supplement to it does not include consulting services. 2. The provisions of the "procurement principle for loans of the Asian Development Bank" (hereinafter referred to as the "procurement principle") shall apply to the procurement of goods and services, revised in February 1999, together with periodic amendments to them submitted to the borrower. 3. Except as otherwise provided for in paragraph 5 below, the purchase of goods and services is made without any restrictions on any individual supplier or contractor or any individual group of suppliers or contractors, or without preference for any individual supplier or contractor or any individual group of suppliers or contractors. 4. (a) the contract for engineering and construction works on road reconstruction and the contract for the provision of equipment for technical maintenance of the road shall be concluded on the basis of competitive bidding, the description of which is given in Chapter II of the procurement rules. Preliminary evaluation of candidates for the conclusion of contracts for engineering and construction works is carried out before the auction. (b) under contracts concluded on the basis of international competitive bidding, the Bank shall be provided with a general procurement notice in the form and with details and with such information in which the Bank reasonably requests and no later than 90 days before the publication of the first invitation to undergo a preliminary assessment as soon as possible and in any case no later than 90 days before the publication of the first invitation to Every year, the bank is provided with the information necessary to update the general procurement notice until the purchase of any goods and works based on international competitive bidding is required. (c) procurement activities for contracts concluded on the basis of international competitive bidding are subject to review by the bank in accordance with the procedures referred to in chapter IV of the procurement rules. The draft invitation to undergo a preliminary assessment and the draft invitation to submit proposals for concluding a contract are submitted for approval by the Bank in accordance with such procedures at least 42 days before its publication in order to allow the bank to organize a separate publication of such an invitation and contain information reasonably requested by the Bank. 5. When comparing proposals for concluding contracts in international competitive trade, a certain advantage may be made for the choice of a borrower for goods produced in Kazakhstan and in accordance with the provisions of the Annex to this Annex, provided that the applicant and the Bank convincingly prove that the added value within the country of the applicant is at least 20 percent of the requested Franco-factory price for these goods. 6. (A) the contract for the supply of laboratory equipment is concluded on the basis of procurement outside the country referred to in Chapter III of the procurement rules. (b) each draft invitation to submit proposals for the conclusion of a contract and the related document subject to such proposal must not be submitted for approval by the bank before its publication. (C) regardless of clause 3.03. (b) of the procurement rules, any decision to conclude a contract is subject to prior approval by the Bank. 7. (a) the borrower shall ensure that all goods and services financed by the bank (whether they were purchased separately or included in other purchased goods and services, including hardware and software without limitation) shall not be violated or affected by any right or legal claim of any third party to industrial or commercial property. (b) ensures that all contracts for the purchase of goods and services financed by the borrower bank include relevant applications, guarantees, and, if necessary, provisions on the guarantee of the contractor or the supplier for damage, damage or loss relating to the issues referred to in subparagraph (A) of this paragraph.

Supplement to Appendix 4

Preference for goods produced in this country 1. when purchasing goods through international competitive trade, a certain preference may be given to the borrower and the Bank in accordance with the following rules, provided that the added value of goods produced in the territory of the borrower within the candidate country is at least 20 percent of the requested Franco-factory price for these goods. 20% of domestic value added applies not only to one position in the list, but also to the total price of the Franco-factory for goods. (A) when applying the preference for goods produced in that country, the proposals submitted for the conclusion of the contract are first classified into the following three categories:

Category I-proposals for the conclusion of a contract in which goods produced on the territory of the borrower that meet the minimum value added requirements within the country are provided;

Category II-proposals for the conclusion of a contract in which other goods produced in the territory of the borrower will be presented; and Category III - proposals for the conclusion of a contract in which imported goods will be presented; (b) the proposal for the conclusion of a contract, which received a low price in each category, is determined in this case when comparing all proposals for which a mutual assessment was carried out in each category, excluding customs duties and other taxes on imports levied in connection with the import of goods, and turnover taxes levied in connection with the sale or transfer of goods in accordance with the offer and such taxes. (C) such an offer to conclude a contract that has received the lowest price is then compared with each other and if, as a result of such a comparison, the offer of Category I and Category II is recognized as the most unprofitable, it is selected for concluding a contract. (d) however, if, as a result of the comparison in accordance with subparagraph (C) above, the offer of Category III is recognized as the most unprofitable, it is then compared with the offer of category I, which received the lowest rating. (I) the amount of customs duties and other taxes on imports that an importer who is not exempt from taxation must pay for the importation of goods subject to such a proposal to conclude a Category III contract; or (II) if the customs duties or import taxes mentioned above exceed 15 percent of the price requested by the CIF, such goods are adjusted to increase the price of the Category III offer, which received the lowest price, including 15 percent of the price requested by the CIF. If, after such a subsequent comparison, the offer of Category I is recognized as the most unprofitable, it is selected for the conclusion of the contract; in the opposite case, the offer of Category III, which received the lowest price for the conclusion of the contract, is selected. 2. (a) Applicants who have applied for Preference shall provide the necessary confirmation to establish the suitability of the offer to conclude a contract for preference, including the minimum value added within the country. (b) the preference given in the trading documentation, together with the wishes being requested and the procedures to be followed when comparing the offers, the information required to establish the acceptability of the offer to conclude a contract in order to express preference to it-all are clearly stated as mentioned above. Appendix 5 consultants 1.consultants ' services are used in project execution, namely: (a) technological work projects; (b) Construction Supervision; and (C) assistance in technical maintenance of the road. The limits of the competence of consultants are determined by agreement between the borrower and the Bank.

2.the rules of this Annex and the rules of the "Asian Development Bank and its borrowers ' guidance on the use of consultants" as of October 1998 shall apply to the selection, recruitment and services of consultants, along with periodic amendments to them submitted to the borrower. 3.the selection and hiring of consultants is carried out by the borrower in accordance with the following procedure. (a) invitation to the presentation of invitations the invitation to the presentation of invitations and all documents related to these issues shall be approved by the Bank prior to their publication. For this purpose, three copies of the invitation to submit proposals, a list of invited consultants, proposed criteria for evaluating proposals and other documents related to these issues are submitted to the Bank. The deadline for submitting proposals is at least 60 days. A copy of the original invitation in the published form, along with all documents related to these issues, is submitted to the Bank for review immediately after publication. (b) the draft contract, together with consultants, is submitted for approval by the Bank the day before the proposal evaluation begins. (C) the selection proposal receives the approval of the Bank in respect of the selection made after the evaluation of the submitted proposals and prior to the start of negotiations with the consultants selected for the negotiations. For this purpose, three copies of the following documents are submitted to the bank immediately after the evaluation of the proposals: (i) evaluation of the proposals (together with one set of each proposal not previously submitted to the Bank); (II) justification of the selection. (d) execution of the contract after the end of negotiations, but before the signing of the contract, the Bank is offered: (I) a contract in the form discussed for its approval; and (II) an assessment of the proposals. Immediately after signing the contract, the Bank is provided with three copies of the signed contract. If any significant changes are proposed to it after the conclusion of the contract, the proposed changes are submitted for preliminary approval by the Bank. 4.consultants hired from other countries where the selection is made in accordance with the provisions of Paragraph 3 of this Annex shall be combined with local consultants who are hired and meet the current requirements. For this purpose, the specific provisions are included in the proposal to be made to the Bank in this sense in accordance with the provisions of Paragraph 3 of this Annex. 5. The borrower shall ensure that the relevant applications, guarantees and, if necessary, provisions on the guarantee of consultants for damage, damage or loss shall be included in all contracts concluded with consultants, financed by the Bank, in order to ensure that any rights or legal claims for industrial or commercial property of any third party are not violated or touched when providing consulting services.

Appendix 6 implementation of the project and operation of the facilities included in the project; other issues 1. Organization of execution A. implementation of the Project 1. (A) the borrower forms a project execution group (jot) responsible for the daily work on the implementation of the Kazakhstan component until February 1, 2001 and ensures the necessary communication between the MTC, contractors, suppliers and the Bank. The head of the project appointed by the MTC performs the functions of the head of the Jot and is constantly supported by service personnel, which includes a sufficient number of qualified engineers and materialists engaged in road construction and specialists in soil science, bridges, as well as support personnel consisting of financiers and office workers. Zhot reports to the Department of investment projects of the MTC. (b) until July 1, 2003, the borrower shall form a properly formed Road technical maintenance supervision group (ITU), headed by a specialist in road maintenance with qualifications and work experience suitable for the Bank, in order to perform road maintenance work in accordance with the Kazakh component and assist the ITU in the daily work on the implementation of the Kazakh component. (C) the borrower shall ensure that during the entire time of the project implementation, the permanent appropriate development of the RCC and the provision of assistance to them by consultants hired in accordance with the project for work on technical work projects, supervision of road construction and assistance in technical maintenance. C. Project Management Committee

2. the borrower ensures the functioning of the GEC during the entire time of the project execution; he also ensures that the GEC: (I) supervises the activities and coordination of the project implementation, including communication between the organizations involved in the implementation of the project and reforms in the industry; (ii) review the state of affairs related to the implementation of the components of the Project; (iii); and (iv) ensure that the region is responsible for working as a body for discussing and reviewing the project's impact on development. The minister (or his representative) of the Ministry of Finance is the chairman of the Ministry of finance. The GBC consists of the chairman of the Committee on roads and Road Transport, the General Director of the organization "Kazakhavtozhol", the head of the Council of the Ministry of investment projects and representatives of the Ministry of Finance and the Ministry of Economy. Meetings of the PSC are held at least twice a year. If necessary, such meetings can be held more than twice a year. C. Other strategic and regulatory issues

3. The borrower submits to Parliament the Law on Highways, revised before January 1, 2002, taking into account the recommendations related to the study conducted within the framework of Bank-funded technical assistance (TC N 2631-KAZ: institutional strengthening of the road industry) and advisory technical assistance. Problems Of Cross-Border Crossing

4.the borrower takes all measures required by him to ensure the successful implementation of the cross-border agreement. The borrower, in particular, conducts consultations and draws up protocols, concludes agreements and other agreements with the Government of the Kyrgyz Republic and its institutions and - issues decisions and resolutions - all in accordance with the cross-border crossing Agreement and in order to facilitate cross-border crossings between the borrower and the Kyrgyz Republic.

5. By June 1, 2002, the borrower submits revised transport and customs documentation for cross-border road transport at the border crossing point at the Akzhol-Shu post in accordance with the provisions of the Agreement on Cross-Border Crossing and taking into account the recommendations in the framework of advisory and technical assistance. Regulations On road transport

6.until July 1, 2002, the borrower: (I) introduces the necessary rules for controlling the passage of vehicles whose weight exceeds the established norms, and (II) controls the weight and size of vehicles, as stated in the Annex to the cross-border crossing agreement. Road Safety and Road Maintenance and Road standards

7. (a) the borrower has until July 1, 2002, taking into account the recommendations within the framework of consulting technical assistance, safety driving, road design safety supervision, training on road safety issues, safe traffic Advertising, Standards establishing safe traffic rules for Road Transport, prepares and submits to its parliament amendments to the borrower's Road Safety Law to promote research in the field of road safety and to assist those affected as a result of an accident in emergency situations. (b) the borrower forms a state-owned joint stock company to manage road supply reserves, including the lease of such equipment on a commercial basis, until June 30, 2002. (C) on the basis of competitive bidding, the borrower ensures the conclusion of contracts for the technical maintenance of the road, which enter into force no later than January 1, 2005. The borrower also establishes, in consultation with the Bank, the appropriate supervision, current control and reporting procedure for such technical maintenance of the road. (4) the borrower accepts the documents state highways: design and Design Standards and regulations and state highways: construction technical conditions prepared by the Bank-funded technical assistance (TC N 5733-REG) by July 1, 2002.

Co-Financing

8. if the borrower does not have the opportunity to receive a TRAKEKA Grant and/or an EBRD loan, within 12 months from the date of entry into force of the agreement, the borrower shall: (I) make other agreements suitable for the Bank in order to receive additional funds required for the timely and successful implementation of the project; or (II) provides additional funds of non-damaging co-financing for the obligations of the borrower under Section 4.02 of the loan agreement to finance any shortfall resulting from the inability of the borrower to obtain a TRAKEKA Grant and/or an EBRD loan. Measures for Rational Use of the environment and protection of human health

9. (A) the borrower shall ensure that appropriate measures for the rational use and safety of the environment are included in the development of the facilities included in the project; and shall construct, operate and maintain the facilities included in the project in accordance with the conclusions and recommendations related to the initial study of the environmental situation carried out in relation to the project and the Bank (b) ensure that measures are taken to reduce the risks associated with mass infectious diseases, including HIV/AIDS, in cooperation with the Ministry of health and its departments at locations covered by the Loan Project. The borrower provides assistance to MKM in training organizations and distribution of advertising materials for persons and users engaged in construction, consultants on supervision and contractors performing engineering and construction works hired in accordance with the project. The borrower, through the MTC, also ensures the dissemination of such information among drivers of vehicles during road use.

Prevention and development of discrimination against women

10.the borrower ensures direct or indirect use by women of opportunities related to new jobs created as a result of the project. The borrower ensures compliance with the Bank's policy in the field of prevention and development of discrimination against women during the implementation of the project. Trilateral meeting on coordination issues

11.the borrower ensures that meetings with the project executor organization in terms of Kyrgyz constituent and international credit and financial institutions participating in the project (Bank, EBRD and TRAKEKA) are held twice a year in Almaty and Bishkek with representatives of the MTC and the customs authorities of the borrower to solve general problems related to the implementation of the project, in particular, to discuss the situation related to ensuring the full implementation of the cross-border agreement.

Mid-Term Review

12.until the end of 2002, the borrower ensures that the MTC, together with the Bank and the project executor organization, conducts a full medium-term review of the implementation of the Kazakh component in the Kyrgyz part. The objectives of the review are: (i) assess the results achieved by the borrower in the implementation of reforms in the field of Strategy; (ii) review the implementation of the project and determine whether any adjustments are justified within the scope of the project and the implementation agreement; (III) determine compliance with established standards; (iv) resolve any potential issues related to procurement, financing and calendar planning; and (v) review compliance with the provisions of this loan agreement. Current monitoring and Evaluation

13.ensures the current monitoring and evaluation of the Kazakhstani component by collecting and analyzing available data on cross-border transit, transport flows, axle load and other socio-economic data by the MTC, while assisting supervisory consultants hired by the borrower in accordance with the project. For these purposes, the borrower provides:

At the beginning of the project implementation, the MTC instructs consultants to conduct an appropriate review to establish basic data. Socio-economic indicators that are under current control include: - payment for travel and input rate; - speed of movement and events; - agricultural and industrial goods transported by road; - expenses for the management of vehicles and their technical maintenance; and - the number and types of jobs created during construction work and technical maintenance. The submitted data is partially distributed, and their collection is carried out both during the execution of the project and after its completion. Environmental Quality Monitoring will be carried out in accordance with a brief report on the initial study of environmental conditions prepared for the project. Conclusions and supporting data are entered in the report on the completion of the project. The borrower also ensures that the MTC evaluates positive results depending on the components of the project in accordance with the schedule and competence limits agreed with the Bank. Audit Of Accounts

14. for the purposes of compliance with the terms of this loan agreement, subject to annual submission of audited financial statements, the loan funds are:

can be used to finance expenses related to the work and translation of auditors ' reports into English. (I) such auditors had qualifications, work experience and competency limits acceptable to the Bank; and (II) the hiring process may be used to finance expenses related to the work of auditors working in the private sector and the translation of auditors ' reports into English, if acceptable to the Bank. Report to the draft law of the Republic of Kazakhstan" on approval of the loan agreement (ordinary operations) (project for reconstruction of the Almaty - Bishkek road of regional significance) (Kazakhstan component) between the Republic of Kazakhstan and the Asian Development Bank"

Loan amount 52,000,000 percent, SW per year+spread for each period of accrual (5.01 %) grace period 4 years maturity 20 years project implementation period 4 years development amount 2001 - 1.5 million. US dollars.; 2002-10.5 million. US dollars.; 2003-24.8 million. US dollars.; 2004-15.2 million. US dollars. Commission for saving in reserve one-time Commission for issuing a loan of 0.75% per annum - 1% of the loan amount_________________________________________________________________________ 2001 2002 2003 2004 2005 _________________________________________________________________________ Development 1 500 10 500 24 800 15 200 _________________________________________________________________________ undeveloped amount 50 500 40 000 15 200 0 _________________________________________________________________________ Interest 338.2 1 222,4 2 224,4 2 561,0 _________________________________________________________________________ One-time commission 520,0 _________________________________________________________________________ Reservation fee 378,8 300,0 114,0 _________________________________________________________________________ Repayment of the principal debt 882.5 _________________________________________________________________________ All paid 520.0 716.9 1 522.4 2 338.4 3 443,5 _________________________________________________________________________ principal debt at the end of the Year 1 500,0 12 000,0 36 800,0 52 000,0 51 117,5 _________________________________________________________________________ continuation of the scoreboard_________________________________________________________________________ 2006 2007 2008 2009 2010 _________________________________________________________________________ development _________________________________________________________________________ Undeveloped amount _________________________________________________________________________ interest 2 512,2 2 458,5 2 399,3 2 333,9 2 261,9 _________________________________________________________________________ one-time Commission _________________________________________________________________________ Commission for reserve storage _________________________________________________________________________ Repayment of the main debt 972,9 1 072,6 1 182,6 1 303,8 1 437,4_________________________________________________________________________ Everything is paid for 3 485,1 3 531,1 3 581,9 3 637,7 3 699,3 _________________________________________________________________________ Principal debt at the end of the year 50 144.6 49 072.0 47 889,4 46 585,6 45 148,2 _________________________________________________________________________ Continuation of the table _________________________________________________________________________ 2011 2013 2013 2014 2015 _________________________________________________________________________ Development _________________________________________________________________________ undeveloped amount _________________________________________________________________________ interest 2 182,5 2 095,0 1 998,5 1 892,1 1 774,8 _________________________________________________________________________ One-time Commission _________________________________________________________________________ Commission for reserve storage_________________________________________________________________________ the main debt 1 584,8 1 747,2 1 926,2 2 123,8 2 341,4 payback _________________________________________________________________________ all paid 3 767,3 3 842,2 3 924,7 4 015,9 4 116,2 _________________________________________________________________________ Principal debt at the end of the year 43 563,4 41 816,2 39 890,0 37 766,2 35 424,8 _________________________________________________________________________ continuation of the scoreboard_________________________________________________________________________ 2016 2017 2018 2019 2020 _________________________________________________________________________ development _________________________________________________________________________ Undeveloped amount _________________________________________________________________________ interest 1 645,5 1 502,9 1 345,7 1 172,4 981,3 _________________________________________________________________________ one-time Commission _________________________________________________________________________ Commission for reserve storage _________________________________________________________________________ The main debt 2 581,4 2 846,0 3 137,7 3 459,3 3 813,9 payback _________________________________________________________________________ all paid 4 226,9 4 348,9 4 483,4 4 631,7 4 795,2 _________________________________________________________________________ principal debt at the end of the year 32 843,4 29 997,4 26 859,7 23 400,4 19 586,5 _________________________________________________________________________ continuation of the scoreboard _________________________________________________________________________ Total 2021 2022 2023 2024_________________________________________________________________________ development _________________________________________________________________________ undeveloped amount _________________________________________________________________________ interest 770.6 538.4 282.3 141.2 36 634.9 _________________________________________________________________________ One-time Commission 520,0 _________________________________________________________________________ Commission for reserve storage 792,8 _________________________________________________________________________ the main debt 4 204,8 4 635,8 5 111,0 5 634,9 52 000,0 payback _________________________________________________________________________ All paid 4 975,4 5 174,2 5 393,3 5 776,1 89 947,6 _________________________________________________________________________ principal debt at the end of the year 15 381,7 10 745,9 5 634,9 0,0 _________________________________________________________________________ Vice-Minister specialists: Kassymbekov B. Orynbekova V.

President

Republic of Kazakhstan

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