Bolivia - Ulla Ulla Development Project : Loan 1510 - Loan Agreement - Conformed

CONFORMED COPY LOAN NUMBER 1510 BO Loan Agreement (Ulla Ulla Development Project) between REPUBLIC OF BOLIVIA and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Dated April 6, 1978 LOAN NUMBER 1510 BO LOAN AGREEMENT AGREEMENT, dated April 6, 1978, between REPUBLIC OF BOLIVIA (hereinafter called the Borrower) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank). WHEREAS (A) the Borrower has requested the Bank to assist in the financing of the Project described in Schedule 2 to the Development Credit Agreement by making the Loan as hereinafter provided; (B) the Borrower has also requested the International Development Association (hereinafter called the Association) to provide additional financial assistance towards the financing of the Project and by the Development Credit Agreement of even date herewith between the Borrower and the Association (herein- after called the Development Credit Agreement) the Association is agreeing to provide such assistance in an aggregate principal amount equivalent to nine million dollars ($9,000,000); (C) the Borrower and the Bank intend, to the eitent prac- ticable, that the proceeds of the Credit provided for in the Development Credit Agreement be disbursed on account of expendi- tures on the Project before disbursements of the proceeds of the Loan provided for in this Agreement are made; and (D) the Project, with the exception of Parts A.3 and C.1 thereof, will -e carried out by Instituto Nacional de Fomento Lanero with the Borrower's assistance and, as part of such assistance, the Borrower will make available to Instituto Nacional de Fomento Lanero part of the proceeds of the Loan as herein- after provided; and WHEREAS the Bank has agreed, on the basis inter alia of the foregoing, to make the Loan available to the Borrower upon the terms and conditions set forth hereinafter and in the Project Agreement of even date herewith between the Bank, the Association and Instituto Nacional de Fomento Lanero; NOW THEREFORE the parties hereto hereby agree as follows: - 2 - ARTICLE I General Conditions; Definitions Section 1.01. The parties to this Agreement accept all the provisions of the General Conditions Applicable to Loan and Guarantee Agreements of the Bank, dated March 15, 1974, with the same force and effect as if they were fully set forth herein (said General Conditions Applicable to Loan and Guarantee Agree- ments of the Bank being hereinafter called the General Condi- tions). Section 1.02. Wherever used in this Agreement, unless the context otherwise requires, the several terms defined in the General Conditions, in the Preamble to this Agreement, and in the Development Credit Agreement have the respective meanings therein set forth and the term "Development Credit Agreement" means the agreement of even date herewith between the Borrower and the Association for the purpose of the Project, as such agreement may be amended from time to time; and such term includes the General Conditions Applicable to Development Credit Agreements of the Association, dated March 15, 1974, as made applicable to such agreement, all agreements supplemental to the Development Credit Agreement and all schedules to the Development Credit Agreement. ARTICLE II The Loan Section 2.01. The Bank agrees to lend to the Borrower, on the terms and conditions in the Loan Agreement set forth or referred to, an amount in various currencies equivalent to nine million dollars ($9,000,000). Section 2.02. The amount of the Loan may be withdrawn from the Loan Account in accordance with the provisions of Schedule 1 to the Development Credit Agreement, as such Schedule may be amended from time to time by agreement between the Borrower, the Bank and the Association, for expenditures made (or, if the Bank shall so agree, to be made) in respect of the reasonable cost of goods and services required for the Project and to be financed out of the proceeds of the Loan. Section 2.03. Except as the Bank shall otherwise agree, procurement of the goods and civil works to be financed out of the -3- proceeds of the Loan, shall be governed by the provisions set forth or referred to in Section 2.04 of the Project Agreement. Section 2.04. The Closing Date shall be June 30, 1983 or such later date as the Bank shall establish. The Bank shall promptly notify the Borrower of such later date. Section 2.05. The Borrower shall pay to the Bank a commit- ment charge at the rate of three-fourths of one per cent (3/4 of 1%) per annum on the principal amount of the Loan not withdrawn from time to time. SectiLon 2.06. The Borrower shall pay interest at the rate of seven and nine-tenths per cent (7.9%) per annum on the princi- pal amount of the. Loan withdrawn and outstanding from time to time. Section 2.07. Interest and other charges shall be payable semiannually on April 1 and October 1 in each year. Section 2.08. The Borrower shall repay the principal amount of the Loan in accordance with the amortization schedule set forth in the Schedule to this Agreement. Section 2.09. INFOL is designated as representative of the Borrower for the purposes of taking any action required or permit- ted to be taken under the provisions of Section 2.02 of this Agreement and Article V of the General Conditions with the excep- tion of any action relating to Parts A.3 and C.1 of the Project. ARTICLE III Execution of the Project Section 3.01. The Borrower undertakes towards the Bank the same obligations it is undertaking towards the Association pursuant to Articles III and IV of the Development Credit Agree- ment, with the same force and effect as if such provisions were fully set forth herein; provided, however, that all references to the Association and the Credit in such Articles shall be deemed to be references to the Bank and the Loan, respectively. Section 3.02. All action taken by, and any notice given to, the Association pursuant to the Development Credit Agreement shall, unless the context shall require otherwise, be deemed to be taken or given also by or to the Bank. -4 - ARTICLE IV Other Covenants Section 4.01. (a) It is the policy of the Bank, in making loans to, or with the guarantee of, its members not to seek, in normal circumstances, special security from the member con- cerned but to ensure that no other external debt shall have priority over its loans in the allocation, realization or distri- bution of foreign exchange held under the control or for the benefit of such member. To that end, if any lien shall be created on any public assets (as hereinafter defined), as security for any external debt, which will or might result in a priority for the benefit of the creditor of such external debt in the allocation, realization or distribution of foreign exchange, such lien shall, unless the Bank shall otherwise agree, ipso facto and at no cost to the Bank, equally and ratably secure the principal of, and interest and other charges on, the Loan, and the Borrower, in creating or permitting the creation of such lien, shall make express provision to that effect; provided, however, that, if for any constitutional or other legal reason such provision cannot be made with respect to any lien created on assets of any of its political or administrative subdivisions, the Borrower shall promptly and at no cost to the Bank secure the principal of, and interest and other charges on, the Loan by an equivalent lien on other public assets satisfactory to the Bank. (b) The foregoing undertaking shall not apply to: (i) any lien created on property, at the time of purchase thereof, solely as security for payment of the purchase price of such property; and (ii) any lien arising in the ordinary course of banking transactions and securing a debt maturing not more than one year after its date. (c) As used in this Section, the term "public assets" means assets of the Borrower, of any political or administrative sub- division thereof and of any entity owned or controlled by, or operating for the account or benefit of, the Borrower or any such subdivision, including gold and other foreign exchange assets held by any institution performing the functions of a central bank or exchange stabilization fi d, or similar functions, for the Borrower. -5- ARTICLE V Remedies of the Bank Section 5.01. For the purposes of Section 5.02 of the General Conditions, the following additional events are specified pursuant to paragraph (k) thereof: (a) INFOL shall have failed to perform any covenant, agree- ment or obligation of INFOL under the Project Agreement; (b) an extraordinary situation shall have arisen which shall make it improbable that INFOL will be able to perform its obliga- tions under the Project Agreement; (c) Decreto Supremo No. 15138 of the Borrower shall have been amended, suspended, abrogated, repealed or waived in such a way as to affect materially and adversely the ability of INFOL to carry out the covenants, agreements and obligations set forth in the Project Agreement; and (d) t'e Borrower or any other authority having jurisdiction shall have taken any action for the dissolution or disestablish- ment of INFOL or for the suspension of its operations. Section 5.02. For the purposes of Section 7.01 of the General Conditions, the following additional events are specified pursuant to paragraph (h) thereof: (a) any event specified in paragraph (a) of Section 5.01 of this Agreement shall occur and shall continue for a period of sixty days after notice thereof shall have been given by the Bank to the Borrower and INFOL; and (b) any event specified in paragraphs (c) to (d) of Section 5.01 of this Agreement shall occur. ARTICLE VI Effective Date; Termination Section 6.01. The following events are specified as addi- tional conditions to the effectiveness of the Loan Agreement within the meaning of Section 12.01 (c) of the General Conditions: (a) the Financing Agreement has been executed on behalf of the Borrower and INFOL; and -6- (b) the conditions precedent to the effectiveness of the Development Credit Agreement, other than the condition set forth in Section 6.01 (b) thereof, have been fulfilled. Section 6.02. The following are specified as additional matters, within the meaning of Section 12.02 (c) of the General Conditions, to be included in the opinion or opinions to be furnished to the Bank: (a) that the Project Agreement has been duly authorized or ratified by INFOL, and is legally binding upon INFOL in accor- dance with its terms; and (b) that the Financing Agreement has been duly authorized or ratified by the Borrower and INFOL and is legally binding upon the Borrower and INFOL in accordance with its terms. Section 6.03. The date July 6, 1978, is hereby specified for the purposes of Section 12.04 of the General Conditions. ARTICLE VII Representatives of the Borrower; Addresses Section 7.01. The Ministro de Finanzas of the Borrower is designated as representative of the Borrower for the purposes of Section 11.03 of the General Conditions. Section 7.2. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Borrower: Ministerio de Finanzas La Paz Bolivia Cable address: Telex: MINFINANZAS BX 5332 La Paz -7- For the Bank: International Bank for Reconstruction and Development 1818 H Streat, N.W. Washington, D.C. 20433 United States of America Cable address: Telex: INTBAFRAD 440098 (ITT) Washington, D.C. 248423 (RCA) or 64145 (WUI) 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 BOLIVIA By Is/ Carlos Iturralde Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By Is/ Adalbert Krieger Regional Vice President Latin America and the Caribbean -8- SCHEDULE Amortization Schedule Payment of Principal Date Payment Due (expressed in dollars)* On each April 1 and October 1 beginning October 1, 1983 through April 1, 1998 300,000 * To the extent that any portion of the Loan is repayable in a currency other than dollars (see General Conditions, Section 4.02), the figures in this column represent dollar equivalents determined as for purposes of withdrawal. -9- Premiums on Prepayment The following percentages are specified as the premiums payable on repayment in advance of maturity of any portion of the principal amount of the Loan pursuant to Section 3.05 (b) of the General Conditions: Time of Prepayment Premium Not more than three years before maturity 1.20% More than three years but not more than six years before maturity 2.35% More than six years but not more than eleven years before maturity 4.35% More than eleven years but not more than sixteen years before maturity 6.30% More than sixteen years but not more than eighteen years before maturity 7.10% More than eighteen years before maturity 7.90%