THE GOVERNMENT OF THE REPUBLIC OF THE UNION OF THE MYANMAR

MINISTRY OF ELECTRICITY AND ENERGY

ELECTRIC POWER GENERATION ENTERPRISE

LETTER OF ACCEPTANCE

This Letter of Acceptance (this “LoA”) is issued on [ ] 2019

(“Commencement Date”) in Naypyidaw, Myanmar, by Electric Power
Generation Enterprise, Ministry of Electricity and Energy, Building No. 27,
Naypyitaw, (“EPGE”) represented by the Managing Director, Mr. [ ] to [
] with registered address at [ ] the “the Company”) represented by [
].

EPGE and the Company shall each be referred to as a “Party”, and

collectively the “Parties”.
1. In order to fulfill the increasing electricity demand of the Republic of
the Union of Myanmar, the Ministry of Electricity and Energy (“MOEE”)
published in the local newspaper an open invitation to all foreign and
local investors to submit a proposal in response to the Invitation for
Bid and SRFP issued by EPGE on [ ] including amendments
thereof, for the purchasing of electricity on IPP(BOO) basis in [ ]
Region, (“Invitation”);
2. In response to the Invitation, MOEE received technical and commercial
proposals from the companies (“Tender Response”), and after
evaluating the said proposals, MOEE has determined to award the
Company as the successful Bidder; and
3. The Parties intend to enter into this LoA to confirm their mutual
understandings prior to entering into the Power Purchase Agreement
(PPA) in accordance with the terms hereof.

Terms and Conditions

EPGE intends to purchase electricity from the Company and the Company
intends to sell the electricity [ ] MW to EPGE, subject to the terms and
conditions substantially agreed and provided in draft PPA attached hereto as
Attachment 1, and containing the fundamental terms and conditions
summarized below.
Words and expressions defined in the draft PPA shall have the same
meaning when used herein, unless otherwise defined herein.

1
Project Purchasing of electricity [ ]MW on IPP(BOO) basic in [
] Region
Agreement [ ] months starting from Commercial Operation Date,
Term subject to term extensions by agreement of both Parties
and provision of three (3) months’ advance notice by
EPGE to the Company.
Implementatio The Company shall commence construction and
n of the Project mobilization and shipment of equipment on the
Commencement Date.
Commercial Commercial Operation Date shall occur within [270] days
Operation Date from the Commencement Date or otherwise (subject to
extensions due to Excusable Delays).
Approvals The Company shall in a timely manner obtain and
and Licenses maintain throughout the term all permits, approvals and
licenses required under Myanmar laws and regulations for
the Parties to perform their respective obligations in
relation to the Projects.
Site Delivery EPGE shall ensure the availability of the Site at the
and Access Commencement Date.
Fuel EPGE shall be responsible to arrange natural gas [ ]
Availability MMCFD from [ ] Gas for running the power plant to its
Net Guaranteed Output.
Net Net Guaranteed Output shall be [ ] MW and Net
Guaranteed Guaranteed Heat Rate shall be [ ] Btu/kWh at any site
Output, Net condition based on higher heating value.
Guaranteed The take or pay of power purchase shall be yearly basis
Heat Rate and and the take or pay amount in MWh is seventy five (75)
Take or Pay percent which shall be calculated based on the following
formula
Take or pay amount (MWh) = 0.75 * the Net Guarantee
Output (MW) * 8760 (hr)
Payments All applicable energy payment shall be paid by EPGE to
the Company in Myanmar Kyats.
Delivery Point EPGE shall provide permission for connection to the [ ].
Ownership of The Power Plant, associated infrastructure and related

2
Power Plant equipment procured and owned by the Company shall
remain the property of the Company
Tariff [ ] US cent/ kWh inclusive of all kinds of applicable tax
in Myanmar. The tariff shall be fixed for the entire
concession period.

Each Party, acting in good faith, shall cooperate with relevant authorities
and obtain all necessary approvals to approve the terms of PPA so as to
enable it to enter into full effect [ 150 ] days from the Commencement
Date. If the PPA needs to make the revision upon comments of any
governmental authority, the Parties will meet and discuss in good faith a fair
compromise. Prior to the execution of the PPA for the [ ] MW Power Plant
each Party shall co-operate with the relevant authorities to do all things that
will be reasonably necessary for the implementation of the Project. The duly
authorized representatives of each of the Parties have signed this LoA at the
place and on the date written above.

LoA is issued by: LoA is accepted by:

Electric Power Generation [ ]
Enterprise

[ ]
Managing Director
Electric Power Generation
Enterprise