India - Calcutta Urban Development Project : Credit 0427 - Project Agreement - Conformed

CONFORMED COPY CREDIT NUMBER 427 IN Project Agreement (Calcutta Urban Development Project) BETWEEN INTERNATIONAL DEVELOPMENT ASSOCIATION AND CALCUTTA METROPOLITAN DEVELOPMENT AUTHORITY DATED SEPTEMBER 12, 1973 CONFORMED COPY CREDIT NUMBER 427 IN Project Agreement (Calcutta Urban Development Project) BETWEEN INTERNATIONAL DEVELOPMENT ASSOCIATION AND CALCUTTA METROPOLITAN DEVELOPMENT AUTHORITY DATED SEPTEMBER 12, 1973 PROJECT AGREEMENT AGREEMENT, dated September 12, 1973, between INTERNATIONAL DEVELOPMENT ASSOCIATION (hereinafter called the Association) and the Calcutta Metropolitan Development Authority (hereinafter called the Authority). WHEREAS by the Development Credit Agreement of even date herewith between INDIA, acting by its President (hereinafter called the Borrower) and the Association, the Association has agreed to make available to the Borrower an amount in various currencies equivalent to thirty-five million dollars ($35,000,000), on the terms and conditions set forth in the Development Credit Agreement, but only on condition that the Authority agree to undertake such obligations toward the Association as hereinafter set forth; WHEREAS the Borrower has agreed to relend to the State of West Bengal the proceeds of the credit provided for under the Development Credit Agreement; WHEREAS by an agreement of even date herewith between the Association and West Bengal, West Bengal has agreed to undertake certain obligations in respect of assisting the Authority in carrying out the Project described in Schedule 2 to the Development Credit Agreement; WHEREAS the proceeds of the credit provided for under the Development Credit Agreement are to be relent by West Bengal to the Authority under terms and conditions satisfactory to the Association; and WHEREAS the Authority, in consideration of the Association's entering into the Development Credit Agreement with the Borrower, has agreed to undertake the obligations hereinafter set forth; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I Definitions Section 1.01. Wherever used in this Agreement, unless the context shall otherwise require, the several terms defined in the Development Credit Agreement and in the General Conditions (as so defined) have the respective meanings therein set forth. 4 ARTICLE II Execution of the Project Section 2.01. The Authority shall carry out the Project or cause the Project to be carried out with due diligence and efficiency and in conformity with appropriate administrative, financial and engineering practices. Section 2.02. In order to assist the Authority in carrying out the Project, the Authority shall employ consultants acceptable to the Association upon terms and conditions satisfactory to the Association. Section 2.03. In carrying out civil works to be financed under the Project, the Authority shall, after the date of this Agreement, employ or cause to be employed contractors upon terms and conditions satisfactory to the Association. Section 2.04. Except as the Association shall otherwise agree, the goods and services (other than services of consultants) required for the Project and to be financed under Category I of Schedule 1 to the Development Credit Agreement, shall be procured on the basis of international competition under procedures consistent with the Guidelines for Procurement under World Bank Loans and IDA Credits, published by the Bank in April 1972 as revised in October 1972 and in accordance with, and subject to, the provisions set forth in Schedule I to this Agreement. Section 2.05. (a) The Authority undertakes to insure, or make adequate provision for the insurance of, the imported goods to be financed out of the proceeds of the Credit relent to it by West Bengal, against hazards incident to the acquisition, transportation and delivery thereof to the place of use or installation, and for such insurance any indemnity shall be payable in a currency freely usable to replace or repair such goods. (b) Except as the Association may otherwise agree, the Authority shall cause all goods and services financed out of the proceeds of the Credit relent to it by West Bengal to be used exclusively for the Project. Section 2.06. (a) The Authority shall furnish or cause to be furnished to the Association promptly upon their preparation, the plans, specifications, contract documents and construction and procurement schedules for the Project and the plans and specifications for other major facilities included in the Authority's development program, and any material modifications thereof or additions thereto, in such detail as the Association shall reasonably request. 5 (b) The Authority: (i) shall maintain records adequate to record the progress of the Project (including the cost thereof) and to identify the goods and services financed out of the proceeds of the Credit relent to it by West Bengal, and to disclose the use thereof in the Project; (ii) shall, without limitation upon the provisions of Section 5.03 of this Agreement, enable the Association's representatives to examine the Project, the goods financed out of such proceeds and any relevant records and documents; and (iii) shall furnish to the Association all such information as the Association shall reasonably request concerning the Project, the expenditure of the proceeds of the Credit so relent to it and the goods and services financed out of such proceeds. ARTICLE III Management and Operations of the Authority Section 3.01. The Authority shall take out and maintain or cause to be taken out and maintained with responsible insurers, or make other provisions satisfactory to the Association for, insurance against such risks and in such amounts as shall be consistent with appropriate practice. Section 3.02. The Authority shall establish an engineering management unit within the Authority to administer a project reporting system based on report formats already established by the Authority, and shall provide the Association with quarterly summaries of physical progress of and financial expenditures under the Project. Section 3.03. With reference to the consolidation referred to in Section 2.07 of the West Bengal Agreement, the Authority shall, not later than three months from the Effective Date, commence consolidation of the responsibilities for implementing projects in the water, sewerage and drainage sectors, and shall appoint adequate staff to discharge the responsibilities resulting from said consolidation. ARTICLE IV Financial Covenants Section 4.01. The Authority shall maintain records adequate to reflect in accordance with consistently maintained appropriate accounting practices its operations and financial condition. Section 4.02. The Authority shall: (i) have its accounts and financial statements (statements of income and expenses and related statements) for each 6 fiscal year audited, in accordance with sound auditing principles consistently applied, by independent auditors acceptable to the Association; (ii) furnish to the Association as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Association shall have reasonably requested; and (iii) furnish to the Association such other information concerning the accounts and financial statements of the Authority and the audit thereof as the Association shall from time to time reasonably request. ARTICLE V Consultation, Information and Inspection Section 5.01. The Association and the Authority shall cooperate fully to assure that the purposes of the Credit will be accomplished. To that end, the Association and the Authority shall from time to time, at the request of eithter party, exchange views through their representatives with regard to the performance of their respective obligations under this Agreement, the administration and operations of the Authority and other matters relating to the purpose of the Credit. Section 5.02. The Association and the Authority shall promptly inform each other of any condition which interferes with, or threatens to interfere with, the accomplishment of the purposes of the Credit, or the performance by either of them of its obligations under this Agreement. Section 5.03. The Authority shall enable the Association's representatives to examine all plants, sites, works, properties and equipment of the Authority and any relevant records and documents. ARTICLE VI Effective Date; Termination; Cancellation and Suspension Section 6.01. This Agreement shall come into force and effect on the date upon which the Development Credit Agreement becomes effective. Section 6.02. (a) This Agreement and all obligations of the Association and of the Authority thereunder shall terminate on the earlier of the following two dates: 7 (i) the date on which the Development Credit Agreement shall terminate in accordance with its terms; or (ii) a date twenty-five years after the date of this Agreement. (b) If the Development Credit Agreement terminates in accordance with its terms before the date specified in paragraph (a)(ii) of this Section, the Association shall promptly notify the Authority of this event. Section 6.03. All the provisions of this Agreement shall continue in full force and effect notwithstanding any cancellation or suspension under the Development Credit Agreement. ARTICLE VII Miscellaneous Provisions Section 7.01. Any notice or request required or permitted to be given or made under this Agreement and any agreement between the parties contemplated by this Agreement shall be in writing. Such notice or request shall be deemed to have been duly given or made when it shall be delivered by hand or by mail, telegram, cable, telex or radiogram to the party to which it is required or permitted to be given or made at such party's address hereinafter specified or at such other address as such party shall have designated by notice to the party giving such notice or making such request. The addresses so specified ar--: For the Association: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable address: INDEVAS Washington, D.C. 8 For the Authority: The Secretary Calcutta Metropolitan Development Authority 3-A Auckland Place Calcutta - 17, West Bengal India Cable address: Calcutta Metropolitan Development Authority Calcutta - 17 Section 7.02. Any action required or permitted to be taken, and any documents required or permitted to be executed, under this Agreement on behalf of the Authority may be taken or executed by the Secretary or such other person or persons as the Authority shall designate in writing. Section 7.03. The Authority shall furnish to the Association sufficient evidence of the authority and the authenticated specimen signature of the person or persons who will, on behalf of the Authority, take any action or execute any documents required or permitted to be taken or executed by the Authority pursuant to any of the provisions of this Agreement. Section 7.04. This Agreement may be executed in several counterparts, each of which shall be an original, and all collectively but one instrument. IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this Agreement to be signed in their respective names and delivered in the District of Columbia, United States of America, as of the day and year first above written. INTERNATIONAL DEVELOPMENT ASSOCIATION By /s/ I.P.M. Cargill Regional Vice President Asia CALCUTTA METROPOLITAN DEVELOPMENT AUTHORITY By /s / T. N. Kaul Authorized Representative 9 SCHEDULE 1 Procurement A. Contracts Governed by Guidelines 1. With respect to any contract for equipment or materials, to be financed under Category I of the table set out in paragraph I of Schedule I to the Development Credit Agreement estimated to cost the equivalent of $100,000 or more: (a) If bidders are required to prequalify, the Authority shall (which, for the purposes of this Schedule, includes any canalizing agency appointed by the Borrower), before qualification is invited, inform the Association in detail of the procedure to be followed and shall introduce such modifications in said procedure as the Association shall reasonably request. The list of prequalified bidders, together with a statement of their qualifications and of the reasons for the exclusion of any applicant for prequalification, shall be furnished by the Authority to the Association for its comments before the applicants are notified and the Authority shall make such additions to or deletions from the said list as the Association shall reasonably request. (b) Except if the Authority and the Association shall otherwise agree, such standard conditions of contract shall be used in inviting bids as shall be agreed upon between the Authority and the Association. (c) Before bids are invited, the Authority shall furnish to the Association, for its comments, the text of the invitations to bid and the specifications and other bidding documents, together with a description of the advertising procedures to be followed for the bidding, and shall make such modifications in the said documents or procedure as the Association shall reasonably request. Any further modification to the bidding documents shall require the Association's concurrence before it is issued to the prospective bidders. (d) After bids have been received and evaluated, the Authority shall, before a final decision on the award is made, inform the Association of the name of the bidder to whom it intends to award the contract and shall furnish to the Association, in sufficient time for its review, a detailed report on the evaluation and comparison of the bids received, together with the reasons for the intended award. The Association shall, if it determines that the intended award would be inconsistent with the procedures set forth or referred to in Section 2.04 of this Agreement, promptly inform the Authority and the Borrower, and state the reasons for such determination. 10 (e) The terms and conditions of the contract shall not, without the Association's concurrence, materially differ from those on which bids were asked. (f) Two conformed copies of the contract shall be furnished to the Association promptly after its execution and prior to the delivery to the Association of the first application for withdrawal of funds from the Credit Account in respect of any such contract. 2. With respect to any other contract for equipment or materials to be financed under Category I and estimated to cost less than $100,000, the Authority shall furnish to the Association, promptly after its execution and prior to the delivery to the Association of the -irst application for withdrawal of funds from the Credit Account in respect of any such contract, two conformed copies of such contract, together with the analysis of bids, recommendations for award and such other information as the Association shall reasonably request. 3. Identical or similar items of machinery, equipment or materials shall, to the extent possible, be consolidated in a single invitation for the purposes of bidding by each participant. 4. The Authority may procure equipment and materials required unr.er Category II of Table 1 of Schedule I to the Development Credit Agreeme;Xt without the process of international competitive bidding, provided that the terms and conditions of the purchases so made shall be satisfactory to the Association. 5. Civil works for the Project shall be carried out through contracts awarded on the basis of local competitive bidding under procedures satisfactory to the Association and through Force Accounts for Part D of the Project. B. Supplemental Rules on Bid Evaluation and Comparison 1. For the purpose of evaluation and comparison of bids, customs duties and other import taxes on imported goods, and sales and similar taxes on locally supplied goods, shall be excluded, except to the extent hereinafter provided. Bidders shall be required to state in their bid the c.i.f. (port of entry) price for imported goods, or the ex-factory price for locally manufactured goods. The cost to the Borrower of inland freight and other expenditures incidental to the delivery of goods to the place of their use or installation shall be taken into account in the evaluation of bids in accordance with paragraph 4.7 of the Guidelines for Procurement. 2. For goods included in Category I of the table set forth in paragraph 1 of Schedule 1 to the Development Credit Agreement, the Authority may grant a 11 margin of preference to goods manufactured in India in accordance with, and subject to, the following provisions: (a) After evaluation, responsive bids will be classified in one of the following groups: (1) Group A: bids offering goods manufactured in India, if the bidder shall have established to the satisfaction of the Borrower and the Association that the manufacturing cost of such goods includes a value added in India equal to at least 20% of the ex-factory bid price of such goods. (2) Group B: bids offering goods manufactured in India, other than bids classified in Group A. (3) Group C: bids offering any other goods. (b) All evaluated bids in each group shall be first compared among themselves, excluding any customs duties and other import taxes in goods to be imported and any sales or similar taxes on goods to be supplied locally, to determine the lowest evaluated bid of each group. The lowest evaluated bids of each group shall then be compared with each other and if, as a result of this comparison, a bid from Group A or Group B is the lowest, it shall be selected for purposes of award. (c) If, as a result of the comparison under paragraph (b) above, the lowest bid is a bid from Group C, all Group C bids shall be further compared with the lowest bid from Group A, as determined under paragraph (b) above, after adding to the c.i.f. bid price of goods to be imported offered in each Group C bid, for the purpose of this further comparison only, an amount equal to the smaller of (i) the amount of customs duties and other import taxes which a non-exempt importer would have to pay for the importation of goods offered in such Group C bid, or (ii) 15% of the c.i.f. bid price of such goods. If the Group A bid in such further comparison is the lowest, it shall be selected for purposes of award; if not, the lowest bid from Group C, as determined under paragraph (b) above, shall be selected for purposes of award. 3. The bidding documents shall clearly indicate any preference which will be granted, the information required to establish the eligibility of a bid for such preference and the methods and stages that will be followed in the evaluation and comparison of bids to give effect to such preference.