Conformed Copy - C2370 - Natural Resources Management Project - Norwegian Grant Agreement

Page 1 CONFORMED COPY AGREEMENT RELATED TO CREDIT NUMBER 2370 MLI Norwegian Grant Agreement (Natural Resources Management Project) between REPUBLIC OF MALI and INTERNATIONAL DEVELOPMENT ASSOCIATION as Administrator of development aid funds provided by the Royal Ministry of Foreign Affairs of the Kingdom of Norway Dated December 6, 1993 AGREEMENT RELATED TO CREDIT NUMBER 2370 MLI NORWEGIAN GRANT AGREEMENT AGREEMENT, dated December 6, 1993, between REPUBLIC OF MALI (the "Grantee") and INTERNATIONAL DEVELOPMENT ASSOCIATION (the "Association") acting as Administrator (the "Administrator") of the Norwegian Grant (as hereinafter defined) provided by the Royal Ministry of Foreign Affairs of the Kingdom of Norway ("Norway"). WHEREAS (A) the Grantee and the Association have entered into a Development Credit Agreement, dated July 15, 1992 (the "Development Credit Agreement"), whereby the Association has agreed to provide a credit to finance part of the cost of the Natural Resources Management Project, as more fully described in Schedule 2 to this Agreement (the "Project"); (B) the Grantee has requested the assistance of Norway in the financing of a part of the Project; (C) Norway has agreed to make available a grant (the "Norwegian Grant") through the Administrator to the Grantee to assist in the financing of the Project, on the terms and conditions hereinafter set forth; (D) by an agreement between Norway and the Association (the "Administration Agreement"), Norway has requested the Association, and the Association has accepted, to administer the Norwegian Grant in accordance with the provisions of the Administration Agreement; Page 2 (E) the Grantee acknowledges that the financial assistance extended to the Grantee under this agreement (the "Norwegian Grant Agreement") shall be considered as part of the bilateral development aid extended by Norway to the Grantee; and (F) the Administrator has agreed on the basis, inter alia, of the foregoing to extend the Norwegian Grant to the Grantee in support of the Project, upon the terms and conditions set forth in this Agreement; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I General Conditions; Definitions Section 1.01. The General Conditions Applicable to Development Credit Agreements of the Association, dated January 1, 1985 (the "General Conditions") constitute an integral part of this Agreement subject, however, to the following modifications thereof: (a) the term "Association", whenever used in the General Conditions, means the International Development Association acting as Administrator of the Norwegian Grant pursuant to the Administration Agreement, except in the phrase "member of the Association" in Sections 2.01 (5), 4.02 (b) and 6.02 (e); (b) the term "Development Credit Agreement", whenever used in the General Conditions, means the Norwegian Grant Agreement; (c) the term "Credit", whenever used in the General Conditions, means the Norwegian Grant; (d) the term "Credit Account", whenever used in the General Conditions, means the trust account opened by the Administrator in its books in the name of the Grantee to which the amount of the Norwegian Grant is credited (the "Trust Account"); (e) in Section 6.02 the term "Association" shall also include the Association acting in its own capacity; (f) Section 9.06 (c) shall be modified to read: "(c) Not later than six months after the Closing Date, or such later date as may be agreed for this purpose between the Grantee and the Administrator, the Grantee shall prepare and furnish to the Administrator a report of such scope and in such detail as the Administrator shall reasonably request, on the execution of the Project referred to in the Preamble to the Norwegian Grant Agreement, the performance by the Grantee and the Administrator of their respective obligations under the Norwegian Grant Agreement and the accomplishment of the purposes of the Norwegian Grant."; and (g) Sections 3.02, 3.03, 3.04, 3.05, 4.02, 4.03, 4.04, 4.06, 6.05, 7.01, 8.01 (a), and Article XII are deleted. Section 1.02. Wherever used in this Agreement, unless the context otherwise requires, the several terms defined in the General Conditions, in the Administration Agreement and in the Preamble to this Agreement, have the respective meanings therein set forth and the following additional terms have the following meanings: (a) "Special Account" means the account referred to in Section 2.02 (c) of this Agreement; (b) "Norwegian Kroner" or "NOK" means the currency of Norway; and (c) "CFA Franc" or "CFAF" means the currency of the Grantee. ARTICLE II The Grant Section 2.01. The Administrator agrees to extend to the Grantee, on the terms and conditions herein set forth or referred to, a grant in an amount of thirty million Norwegian Kroner (NOK 30,000,000) or such other amount as shall have been made available by Norway to the Administrator for this purpose pursuant to the Page 3 Administration Agreement. Section 2.02. (a) The amount of the Norwegian Grant may be withdrawn from the Trust Account in accordance with the provisions of Schedule 1 to this Agreement, as such Schedule may be amended from time to time by agreement between the Grantee and the Administrator for expenditures made (or if the Administrator shall so agree, to be made) in respect of the reasonable cost of the goods and services required for the Project. (b) Notwithstanding the provisions of paragraph (a) above, no withdrawals shall be made in respect of payments for taxes levied by, or in the territory of, the Grantee on goods and services or in the importation, manufacture, procurement or supply thereof. (c) The Grantee shall, for the purposes of the Project, open and maintain in CFA Franc a special account (the "Special Account") in a commercial bank on terms and conditions satisfactory to the Administrator. Deposits into, and payments out of, the Special Account shall be made in accordance with the provisions of Schedule 3 to this Agreement. Section 2.03. (a) Consultants and experts acceptable to the Administrator shall be employed by the Grantee on terms and conditions satisfactory to the Administrator for the provision of services to be financed out of the proceeds of the Norwegian Grant. Such consultants and experts shall be selected in accordance with procedures satisfactory to the Administrator on the basis of the "Guidelines for the Use of Consultants by World Bank Borrowers and by the World Bank as Executing Agency" (the Guide-lines), published by the Bank in August 1981. No substitution of such consultants and experts or modification of the terms and conditions of their employment shall be made except with the prior consent of the Administrator. (b) Goods and works to be financed out of the proceeds of the Norwegian Grant shall be procured under contracts awarded in accordance with the same procedures as those described in Schedule 3 of the Development Credit Agreement and on the basis of the "Guidelines for Procurement under IBRD Loans and IDA Credits" published by the Bank in May 1992. (c) If the Administrator shall have reasonably determined that the procurement of any item is inconsistent with the procedures set forth or referred to in paragraphs (a) and (b) above, no expenditures for such item shall be financed out of the proceeds of the Norwegian Grant, and the Administrator may, without in any way restricting or limiting any other right, power or remedy of the Administrator under this Agreement, by notice to the Grantee, cancel such amount of the Norwegian Grant as, in the Administrator's reasonable opinion, represents the amount of such expenditures which would otherwise have been eligible for financing out of the proceeds of the Norwegian Grant. Section 2.04. The Closing Date shall be June 30, 1998 or such later date as the Administrator shall establish. The Administrator shall promptly notify the Grantee of such later date. ARTICLE III Execution of the Project Section 3.01. The Grantee declares its commitment to the objectives of the Project and, to this end, shall carry out the Project through the Central Implementing and Monitoring Unit (CIMV) Ministry of Rural Development and Environment, with due diligence and efficiency, and in conformity with appropriate administrative, financial and environmental practices, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the Project. ARTICLE IV Financial Covenants Section 4.01. (a) The Grantee shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Grantee responsible for carrying out the Project or any part thereof. (b) The Grantee shall: Page 4 (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing prin- ciples consistently applied, by independent auditors acceptable to the Administrator; (ii) furnish to the Administrator, as soon as available, but in any case not later than six months after the end of each such year, a certified copy of the report of such audit by said audi-tors, of such scope and in such detail as the Administrator shall have reasonably requested; and (iii) furnish to the Administrator such other information concerning said records, accounts and the audit thereof as the Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Trust Account were made on the basis of statements of expenditure, the Grantee shall: (i) maintain, or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Administrator has received the audit for the fiscal year in which the last withdrawal from the Trust Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Administrator's representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. ARTICLE V Representative; Transfer of Rights and Obligations Section 5.01. The Minister of the Grantee responsible for Finance and Planning shall be the representative of the Grantee for the purposes of Section 11.03 of the General Conditions. Section 5.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Grantee: Ministry of Economy and Finance Bamako, Mali Telex: 972559 For the Administrator: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable address: Telex: INDEVAS 197688 (TRT) Washington, D.C. 248423 (RCA) or Page 5 64145 (WUI) Section 5.03. In accordance with the provisions of the Administration Agreement, the rights and obligations of the Administrator under this Agreement may be transferred to Norway. The Grantee accepts and agrees that, upon notice by the Administrator to the Grantee to that effect, Norway shall, ipso facto, from the date specified in such notice, be substituted in all rights and obligations of the Administrator under this Agreement as if Norway had been an original party to this Agreement, without any further action or formality required on the part of any party, and from such date the Administrator shall cease to have any rights or obligations as a party under this Agreement. ARTICLE VI Effectiveness Section 6.01. This Agreement shall become effective as of the date first above written or the date of the Administration Agree-ment, whichever is the later, and shall continue in effect until the Norwegian Grant has been fully disbursed and the parties to this Agreement have fulfilled their obligations under this Agreement. 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 MALI By /s/ Siragatou Ibrahim Ciss