Chad - Second Highway Project : Credit 0490 - Credit Agreement - Conformed

CONFORAED COPY CREDIT NUMBER 490 CD Development Credit Agreement (Second Highway Project) BETWEEN REPUBLIC OF CHAD AND INTERNATIONAL DEVELOPMENT ASSOCIATION DATED JUNE 28, 1974 CONFORMED COPY CREDIT NUMBER 490 CD Development Credit Agreement (Second Highway Project) BETWEEN REPUBLIC OF CHAD AND INTERNATIONAL DEVELOPMENT ASSOCIATION DATED JUNE 28, 1974 DEVELOPMENT CREDIT AGREEMENT AGREEMENT, dated June 28, 1974, between REPUBLIC OF CHAD (hereinafter called the Borrower) and INTERNATIONAL DEVELOPMENT ASSOCIATION (hereinafter called the Association). ARTICLE I General Conditions; Definitions Section 1.01. The parties to this Agreement accept all the provisions of the General Conditions Applicable to Development Credit Agreements of the Association, dated March 15, 1974, with the same force and effect as if they were fully set forth herein (said General Conditions Applicable to Development Credit Agreements of the Association being hereinafter called the General Conditions). Section 1.02. Wherevei used in this Agreement, unless the context otherwise requires, the several terms defined in the General Conditions have the respective meanings therein set forth and the following additional terms have the following meanings: (a) "COTONTCHAD" means Socitd Cotonini&re du Tchad, a company registered in the Registre du Commerce of the Borrower with number 12/B/71 on November 1, 1971. (b) "DPW" means the Directorate of Public Works, a department of the Minist6re des Travaux Public6 ,t de l'Aminagement du Territoire of the Borrower; and (c) "Road Fund" means the fund established Under Law No. 33 of the Borrower dated January 8, 1960 and Dcret d'application of the Borrower No. 33/TP dated February 20, 1960, as they may be amended from time to time. ARTICLE II The Credit Section 2.01. The Association agrees to lend to the Borrower, on the terms and conditions in the Development Credit Agreement set forth or referred to, an amount in various currencies equivalent to three million five hundred thousand dollars ($3,500,000). 4 Section 2.02. The amount of the Credit may be withdrawn from the Credit Account in accordance with the provisions of Schedule 1 to this Agreement, as such Schedule may be amended from time to time, for expenditures made (or, if the Association shall so agree, to be made) in respect of the reasonable cost of goods and services required for the Project described in Schedule 2 to this Agreement and to be financed out of the proceeds of the Credit; provided, however, that, except as the Bank shall otherwise agree, no withdrawal shall be made on account of expenditures under Categories 1(a) and 2 of Schedule 1 to this Agreement until the contract referred to in Section 3.05 hereof has been executed. Section 2.03. Except as the Association shall otherwise agree, contracts for the purchase of goods, the carrying out of works or services (other than consultants' services) for the Project and to be financed out of the proceeds of the Credit, shall be awarded in accordance with the provisions of Schedule 3 to this Agreement. Section 2.04. The Closing Date shall be June 30, 1980 or such other date as shall be agreed between the Borrower and the Association. Section 2.05. The Borrower shall pay to the Association a service charge at the rate of three-fourths of one per cent (3/4 of 1%) per annum on the principal amount of the Credit withdrawn and outstanding from time to time. Section 2.06. Service charges shall be payable semi-annually on January I and July 1 in each year. Section 2.07. The Borrower shall repay the principal amount of the Credit in semi-annual installments payable on each January 1 and July 1 commencing July 1, 1984, and ending January 1, 2024, each installment to and including the installment payable on January 1, 1994 to be one-half of one per cent (1/2 of 1%) of such principal amount, and each installment thereafter to be one and one-half per cent (1-1/2%) of such principal amount. Section 2.08. The currency of the United States of America is hereby specified for the purposes of Section 4.02 of the General Conditions. ARTICLE III Execution of the Project Section 3.01. The Borrower shall carry out Parts A, B, C, D, and F of the Project through its DPW and Part E through its Ministry of Transport, with due diligence and efficiency and in confornity with appropriate engineering, 5 administrative and financial practices, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the purpose. Section 3.02. (a) In order to assist the Borrower in carrying out Parts C and D of the Project, the Borrower shall employ consultants acceptable to the Association upon terms and conditions satisfactory to the Association. (b) In order to assist the Borrower in carrying out Parts A and E of the Project, the Borrower shall employ experts acceptable to the Association upon terms and conditions satisfactory to the Association. Section 3.03. The Borrower shall: (a) within twelve months after the Effective Date, or such other date as the Association shall agree, employ and assign to its Ministry of Transport an expert acceptable to the Association upon terms and conditions satisfactory to the Association to carry out a study on the reorganization of the road transport industry; (b) furnish to the Association, for review, promptly upon completion, the study -mferred in sub-paragraph (a) hereof; and (c) in consultation with the Associatioi, establish a program to implement the proposals made in such study. Section 3.04. The Borrower shall: (a) employ and assign to DPW an expert acceptable to the Association to: (i) plan, organize and supervise the civil works included in Part A of the Project; and (ii) assist DPW in the procurement of the equipment and construction materials required for such civil works. Such expert shall be employed for a three-year term not later than three months after the Effective Date, or such other date as the Association shall agree, to carry out (i) and (ii) hereof during the first two years of his employment, and, thereafter, advise the technician referred to in sub-paragraph (b) hereof; and (b) employ a Chadian technician to: (i) assist the expert referred to in sub-paragraph (a) hereof during the first two years of his employment and, thereafter, replace such expert until the completion of the Project. Section 3.05. In order to assist DPW in carrying out the improvement and maintenance works included in Part A of the Project, the Borrower shall cause DPW to enter into a contract with COTONTCHAD upon terms and conditions satisfactory to the Association. Section 3.06. In carrying out Part B of the Project the Borrower shall submit to the Association, for approval, lists of roads selected by the Borrower for the traffic-counting program. 6 Section 3.07. (a) The Borrower undertakes to insure, or make adequate provision for the insurance of, the imported goods to be financed out of the proceeds of the Credit 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 by the Borrower to replace or repair such goods. (b) Except as the Association shall otherwise agree, the Borrower shall cause all goods and services financed out of the proceeds of the Credit to be used exclusively for the Project. Section 3.08. (a) The Borrower shall furnish to the Association, promptly upon their preparation, the plans, specifications, reports, contract documents and work and procurement schedules for the Project, and any material modifications thereof or additions thereto, in such detail as the Association shall reasonably request. (b) The Borrower: (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, and to disclose the use thereof in the Project; (ii) shall enable the Association's accredited representatives to visit the facilities and construction sites included in the Project and to examine the goods financed out of the proceeds of the Credit 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 and the goods and services financed out of such proceeds. ARTICLE IV Other Covenants Section 4.01. The Borrower shall maintain or cause to be maintI,ned records adequate to reflect in accordance with consistently maintaincd Lppropriate accounting practices the operations, resources and expenditures, in respect of the Project, of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. Section 4.02. The Borrower shall: (a) as soon as practicable before the completion of the Project, furnish to the Association, for review, a program to train Chadian nationals for managerial, engineering and technical positions in DPW; and (b) inform regularly the Association on the progress made in carrying out such program. 7 Section 4.03. The Borrowei shall: (a) maintain in its Central Bank a separate account for the Road Fund; (b) allocate to the Road Fund the amounts collected from fuel taxes and ferry boat tolls; and (c) provide out of the Road Fund such amounts as shall be budgeted in accordance with Section 4.04 of this Agreement for road maintenance and operation of the ferry boats included in Part F of the Project, and use such amounts exclusively for these purposes. Section 4.04. The Borrower shall, in consultation with the Association, annually: (a) (i) establish the maintenance budget for the road system, including the proper use of available road maintenance equipment; and (ii) determine the amounts to be allocated for the operating costs of the ferry boats; and (b) review, and revise, if necessary, the taxes and tolls referred to in Section 4.03(b) hereof with a view to provide the Borrower with revenues sufficient for road maintenance expenses and ferry boat operating costs. Section 4.05. Promptly upon completion of the Project the Borrower shall include in the annual road maintenance program of DPW all Project feeder roads. Section 4.06. The Borrower shall take such steps as shall be reasonably required to ensure that the dimensions and axle-loads of vehicles using the Borrower's highways system are consistent with the structural and geometric design standards of the roads used. Section 4.07. The Borrower shall cause its road network and its road maintenance equipment to be adequately maintained and shall cause all necessary repairs thereof to be made promptly, all in accordance with sound engineering and economic standards, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the foregoing. Section 4.08. The Borrower shall collect and record in accordance with appropriate statistical methods and procedures such technical, economic and financial information as shall be reasonably required for proper planning of maintenance, improvements and extensions of the highway system. Section 4.09. The Borrower shall make its best efforts to obtain external aid for a study of air transport development with a view to establish, in consultation with the Association, a long-term program to develop internal air transport. ARTICLE V Remedies of the Association Section 5.01. The Association may, upon the occurrence of certain events specified in Sections 6.02 or 7.01 of the General Conditions and the continuance 0 8 thereof for the period, if any, specified for the purpose: (i) suspend in whole or in part the right of the Borrower to make withdrawals from the Credit Account or (ii) declare the principal of the Credit then outstanding to be due and payable immediately together witit the charges thereon. ARTICLE VI Termination Section 6.01. The date January 28, 1975 is hereby specified for the purposes of* Section 12.04 of the General Conditions. Section 6.02. The obligations of the Borrower under Article IV of this Agreement, except for Section 4.09 thereof, shall cease and determine on the date on which the Development Credit Agreement shall terminate or on a date fifteen years after the date of this Agreement, whichever shall be the earlier. ARTICLE VII Representative of the Borrower; Addresses Section 7.0 1. The Ministre d'Etat chargd de l'Economie Moderne, du Plan, du Commerce et de la Coopdration Internationale of the Borrower is designated as representative of the Borrower for the purposes of Section 11.03 of the General Conditi. as. Section 7.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Borrower: Minist6re de I'Economie Moderne, du Plan, du Commerce et de la Coop6ration Internationale B.P. 28 6 N'DJAMENA, Republic of Chad Cable address: Ministre Economie Plan N'DJAMENA 9 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. IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this Agreement to be signed in their respective names in the District of Columbia, United States of America, as of the day and year first above written. REPUBLIC OF CHAD By /s/ H.E. Bawoyeu Alingu6 Authorized Representative INTERNATIONAL DEVELOPMENT ASSOCIATION By /s/ Roger Chaufournier Regional Vice President Western Africa 10 SCHEDULE 1 Withdrawal of the Proceeds of the Credit 1. The table below sets forth the Categories of items to be financed out of the proceeds of the Credit, the allocation of the amounts of the Credit to each Category and the percentage of expenditures for items so to be financed in each Category: Amount of the Credit Allocated % of (Expressed in Expenditures Category Dollar Equivalent) to be Financed 1. (a) Road mainte- 440,000 100% of total tenance equip- expenditures ment and con- struction ma- terials (b) Ferry boat 230,000 100% of total maintenance expenditures equipment and mate- rials (c) Workshop equip- 130,000 100% of total ment and tools expenditures 2. Operating costs for 910,000 84% of total Part A of the Proj- expenditures ect, including serv- ices of an expert 3. Operating costs for 170,000 88% of total Parts B and C of the expenditures Project 4. Consultants' services 400,000 100% of total under Part C of the expenditures Project 5. Experts' services 60,000 100% of total under Part E of expenditures the Project 11 Amount of the Credit Allocated % of (Expressed in Expenditures Category Dollar Equivalent) to be Financed 6. Feasibility 400,000 100% of total studies and expenditures detailed en- gineering under Part D of the Proj- ect 7. Fellowships 60,000 100% of total expenditures 8. Unallocated 700,000 TOTAL 3,500,000 2. For the purposes of this Schedule the term "total expenditures" means the aggregate of: (i) expenditures for goods produced in, or services supplied from, the territories of any country other than the Borrower; and (ii) expenditures for goods produced in, or services supplied from, the territories of the Borrower. 3. The disbursement percentages have been calculated in compliance with the policy of the Association that no proceeds of the Credit shall be disbursed on account of payments for taxes levied by, or in the territory of, the Borrower on goods or services, or on the importation, manufacture, procurement or supply thereof; to that end, if ani' event occurs which shall affect the amount of any such taxes included in the cost of any item to be financed out of the proceeds of the Credit, the Associ 'ion may, by notice to the Borrower, correspondingly adjust the disbursement -ercentage then applicable to such item. 4. Notwithstanding the provisions of paragraph I above, no withdrawals shall be made in respect of expenditures prior to the date of this Agreement. 5. Notwithsta.nding the allocation of an amount of the Credit or the disbursement percei-tages set forth in the table in paragraph I above, if the Association has reasonably estimated that the amount of the Credit then allocated 12 to any Category will be insufficient to finance the agreed percentage of all expenditures in that Category, the Association may, by notice to the Borrower: (i) reallocate to such Category to the extent required to meet such estimated shortfall proceeds of the Credit which are then allocated to another Category and which in the opinion of the Association are not needed to meet other expenditures, and (ii) if such reallocation cannot fully meet the estimated shortfall, reduce the disbursemert percentage then applicable to such expenditures in order that further withdrawals under such Category may continue until all expenditures thereunder shall have been made. 6. If the Association shall have reasonably determined that the procurement of any item in any Category is inconsistent with the procedures set forth or referred to in this Agreement, no expenditures for such item shall be financed out of the proceeds of the Credit and the Association may, without in any way restricting or limiting any other right, power or remedy of the Association under the Development Credit Agreement, by notice to the Borrower, cancel such amount of the Credit as in the Association's reasonable opinion, represents the amount of such expenditures which would otherwise have been eligible for financing out of the proceeds of the Credit. 13 SCHEDULE 2 Description of the Project The Project consists of the following Parts: A. Implementation of a five-year program for improvement and maintenance of about 800 km of feeder roads in cotton-growing areas as specified in the Exhibit to this Schedule, including the purchase and utilization of highway maintenance equipment. B. Implementation of a two-year traffic-counting program on about 2000 km of primary and secondary roads. C. Implementation of a training program for DPW staff on all aspects of highway maintenance, including provision of about 5 fellowships for local instructors trained under such program. D. 1. Feasibility studies concerning improvement of roads Krim Krim-Beinamar and Kelo-Gounou Gaya (about 120 km), including the construction of a bridge on the Gounou Gaya-Sorga road and about 5 km of access roads to this bridge, followed by detailed engineering for the roads and the bridge considered economically feasible. 2. Feasibility studies concerning the renewal of the ferry boats referred to in Part F hereof and the improvement of dock facilities. E. Provision of experts' services for the reorganization of the road transport industry. F. Purchase and utilization of maintenance equipment and materials for nine ferry-boats over a three-year period. The Project is expected to be completed by December 31, 1979. 14 EXHIBIT Feeder Roads included in Part A of the Project Order No. km 1 KELO-BITIKIM-DOHER 68 2 GAYA-GOUNOUGANG 23 3 GUIDARI-MADANA 32 4 GAYA-BEREM-BELE 32 5 GAYA-SORGA 56 6 BORO-KOUTOU 48 7 KOUMOGO-KEMDERE 51 8 PANZANGUE-TAPOL 75 9 BODO-BEKODO II-BETI 37 10 KOUMRA-GABOULO-GOUNDI 44 11 BEBOPEN-DERGUIGUI-BEDIONDO 21 12 DOBA-BEMOA 15 13 BEREM-ALMI-WORI KAOUNA 10 14 PALA-GAGAL-BEYNAMAR 108 15 DIGUE DE NARABANGUA 2 16 KELO-KASSELEM-MBAYMOU 13 17 JEBE-GOUNOUGANG 9 18 MURSALE-LAME-BADIE 34 19 BEKAMBA-OBOLO-PENI 13 20 BONGOR-GOUNOUGANG 12 21 BEYNAMAR-BEISSA 25 22 DELINGALA-MOISSALA 15 23 KELO-GOUNOU-GAYA 52 24 DJOLA 1I-DOBO 8 Total Km 803 15 SCHEDULE 3 Procurement A. General Procedures 1. Contracts for road and ferry boat maintenance equipment shall be let under procedures consistent with those set forth in the "Guidelines for Procurement under World Bank Loans and IDA Credits" published by the Bank in April 1972, as revised in October 1972 (hereinafter called the Guidelines), on the basis of international competitive bidding. 2. Contracts for construction materials, ferry boat maintenance materials and workshop equipment and tools shall be let under procedures consistent with those set forth in the Guidelines, provided, however, that with respect to invitations to bid advertisements may be limited to newspapers of general circulation in the Borrower's country. B. Procurement without contracting Improvement and maintenance works included in Part A of the Project may be carried out on force account. C. Review of Procurement Decisions by the Association 1. With respect to all contracts for the road maintenance equipment: (a) Before bids are invited, the Borrower 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 procedures 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. (b) After bids have been received and evaluated, the Borrower shall, before a final decision on the award is made, inform the Association of the name of the bidder to which it intends to award the contract and the reasons for the intended award 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 recommendation for award and such other information as the Association shall reasonably request. The Association shall, if it determines that the intended 16 award would be inconsistent with the Guidelines or this Schedule, promptly inform the Borrower and state the reasons for such determination. (c) The terms and conditions of the contract shall not, without the Association's concurrence, materially differ from those on which bids were asked. (d) Two conformed copies of the contract shall be furnished to the Association promptly after its execution and prior to the submission to the Association of the first application for withdrawal of funds from the Credit Account in respect of such contract. 2. With respect to each contract to be financed out of the proceeds of the Credit and not governed by the preceding paragraph, the Borrower shall furnish to the Association, promptly after its execution and prior to the submission to the Association of the first application for withdrawal of funds from the Credit Account in respect of 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.