Senegal - Technical And Education Project : Credit 0253 - Credit Agreement - Conformed

CONFORMED COPY CREDIT NUMBER 253 SE Development Credit Agreement (Technical and Agricultural Education Project) BETWEEN THE REPUBLIC OF SENEGAL AND THE INTERNATIONAL DEVELOPMENT ASSOCIATION DATED JUNE 18, 1971 CONFORMED COPY CREDIT NUMBER 253 SE Development Credit Agreement (Technical and Agricultural Education Project) BETWEEN THE REPUBLIC OF SENEGAL AND THE INTERNATIONAL DEVELOPMENT ASSOCIATION DATED JUNE 18, 1971 DEVELOPMENT CREDIT AGREEMENT AGREEMENT, dated June 18, 1971, between the REPUBLIC OF SENEGAL (hereinafter called the Borrower) and the 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 January 31, 1969, with the same force and effect as if they were fully set forth herein, subject, however, to the deletion of Sections 5.01 and 6.02 (h) thereof and to the renumbering of Section 6.02 (i) into 6.02 (h) thereof (said General Conditions Applicable to Development Credit Agreements of the * Association, as so modified, being hereinafter called the General Conditions). Section 1.02. Wherever 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 term "Project Unit" means the Unit referred to in Section 3.01 (b) of this Agreement. 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 two million dollars ($2,000,000). Section 2.02. (a) Except as provided in paragraph (b) of this Section, the amount of the Credit may be withdrawn from the Credit Account in accorda with the provisions of Schedule 1 to this Agreement, as such Schedule shall L amended from time to time, for expenditures made (or, if the Association shali 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 under the Development Credit Agreement. 4 (b) Except as the Association shall otherwise agree, no withdrawal from the Credit Account shall be made on account of expenditures (i) in the territories of any country which is not a member of the Bank (other than Switzerland) or for goods produced in, or services supplied from, such territories, (ii) for equipment or furniture procured under any contract in an amount less than $5,000 equivalent, (iii) for the construction and equipment of the Technology Institute included in the Project unless the Borrower and the Association shall have agreed upon revised curricula therefor or (iv) for Part C of the Project until the study comprising Part B thereof shall have been completed and the Borrower and the Association shall have agreed upon the adoption of a new training program as a result thereof. Section 2.03. Except as the Association shall otherwise agree, the goods and services (other than goods and services required to operate the Project Unit and the services of consultants and of the expert required for Part B of the Project) required for the Project and to be financed out of the proceeds of the Credit, 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 August 1969, as revised in May 1971, and in accordance with, and subject to, the provisions set forth in Schedule 3 to this Agreement. Section 2.04. The Closing Date shall be October 1, 1976 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 June I and December 1 in each year. Section 2.07. The Borrower shall repay the principal amount of the Credit in semi-annual installments payable on each June 1 and December 1 commencing December 1, 1981 and ending June 1, 2021, each installment to and including the installment payable on June 1, 1991 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 French Republic is hereby specified for the purposes of Section 4.02 of the General Conditions. 5 ARTICLE III Execution of the Project Section 3.01. (a) The Borrower shall carry out the Project with due diligence and efficiency and in conformity with sound administrative, financial, educational and technical practices, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the purpose. (b) For the purposes of overall management and coordination in the carrying out of the Project, the Borrower shall establish and maintain a Project Unit with such responsibilities and powers as are specified in Schedule 4 to this Agreement. The architect and the accountant included in the Project Unit shall be appointed after consultation with the Association and shall be employed full-time. The Borrower shall provide such Project Unit promptly as needed with such qualified and experienced supporting staff, facilities and other resources as shall be required for the efficient operation thereof. Section 3.02. In carrying out Part B of the Project, the Borrower shall employ a competent and experienced expert in the field of training for the fisheries * industry, who shall be acceptable to, and employed under terms and conditions satisfactory to, the Borrower and the Association. Section 3.03. (a) In order to assist the Borrower in the procurement of goods and services for the Project and in planning and supervising the construction works included in the Project, the Borrower shall employ consultant architects acceptable to the Association upon terms and conditions satisfactory to the Association. (b) In carrying out the construction works included in the Project, the Borrower shall employ contractors acceptable to the Association upon terms and conditions satisfactory to the Association. Section 3.04. (a) The Borrower undertakes to insure, or make adequate provision for the insurance of, the 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 rel ' 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. 6 Section 3.05. (a) The Borrower shall furnish to the Association, promptly upon their preparation, the plans, specifications, contract documents and construction 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 representatives to inspect the Project, 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 maintained records adequate to reflect in accordance with consistently maintained sound 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. (a) The Borrower shall at all times operate and maintain the educational facilities included in the Project, and shall in general operate its educational system, in accordance with sound administrative, educational and financial practices and with competent and experienced personnel. (b) Pursuant to paragraph (a) above, the Borrower shall, (i) by July 31, 1974, discontinue at the Louga School for Agricultural Agents pre-service training of the kind offered at Ziguinchor, (ii) submit to the Association prior to December 31, 1971, for its approval, revised curricula for use in the Technology Institute included in the Project and, in respect of courses in industrial chemistry and food technology, a proposal for enrollments by specialty with a detailed economic justification therefor and (iii) submit to the Association prior to June 30, 1972 the report and recommendations, including a new training program for the Merchant Marine School at Dakar, resulting from the study comprising Part B of the Project. 7 (c) In the event the Borrower and the Association fail to agree upon a revised curricula or the adoption of a new training program as a result of the proposals submitted pursuant to the above paragraph (b) by June 30, 1972 and by December 31, 1972, respectively, the Association shall have the right to cancel the respective amounts of the Credit allocated to the Technology Institute and to the equipping of the Merchant Marine School, as the case may be. Section 4.03. The Borrower shall ensure that, beginning with the academic year 1975-1976, at least 800 student-places at the Lycde Delafosse, Dakar, and at least 300 at the Lyc6e Peytavin, St. Louis, will be reserved for upper-secondary technical and vocational training. Section 4.04. The Borrower shall ensure (a) that there be maintained an advisory board comprising representatives of the Technology Institute, of private industry and commerce and of appropriate ministries, to advise the University of Dakar on enrollments, training requirements and organization of courses at the Technology Institute included in the Project, and (b) that such Institute continue to record the employment records of its graduates for at least three years. Section 4.05. Within its program for obtaining teachers, the Borrower shall give priority to the needs for staff of the institutions included in the Project. ARTICLE V Consultation, Information and Inspection Section 5.01. The Borrower and the Association shall cooperate fully to assure that the purposes of the Credit will be accomplished. To that end, the Borrower and the Association shall from time to time, at the request of either party: (a) exchange views through their representatives with regard to the performance of their respective obligations under the Development Credit Agreement, the administration, 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, and other matters relating to the purposes of the Credit; and (b) furnish to the other all such information as it shall reasonably reques with regard to the general status of the Credit. On the part of the Borrower, such information shall include information with respect to financial and economic 8 conditions in the territories of the Borrower, including its balance of payments, and the external debt of the Borrower, of any of its political subdivisions and of any agency of the Borrower or of any such political subdivision. Section 5.02. (a) The Borrower shall furnish or cause to be furnished to the Association all such information as the Association shall reasonably request concerning the administration, 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. (b) The Borrower and the Association shall promptly inform each other of any condition which interferes with, or threatens to interfere with, the accomplishment of the purposes of the Credit, the maintenance of the service thereof or the performance by either of them of its obligations under the Development Credit Agreement. Section 5.03. The Borrower shall afford all reasonable opportunity for accredited representatives of the Association to visit any part of the territories of the Borrower for purposes related to the Credit. ARTICLE VI Taxes and Restrictions Section 6.01. The principal of, and service charges on, the Credit shall be paid without deduction for, and free from, any taxes imposed under the !aws of the Borrower or laws in effect in its territories. Section 6.02. The Development Credit Agreement shall be free from any taxes on or in connection with the execution, delivery or registration thereof, imposed under the laws of the Borrower or laws in effect in its territories. Section 6.03. The payment of the principal of, and service charges on, the Credit shall be free from all restrictions, regulations, controls and moratoria of any nature imposed under the laws of the Borrower or laws in effect in its territories. ARTICLE VII Remedies of the Association Section 7.01. If any event specified in Section 7.01 of the General Conditions shall occur and shall continue for the period, if any, therein set forth, then at 9 any subsequent time during the continuance thereof, the Association, at its option, may by notice to the Borrower declare the principal of the Credit then outstanding to be due and payable immediately together with the service charges thereon; and upon any such declaration such principal and service charges shall become due and payable immediately, anything to the contrary in the Development Credit Agreement notwithstanding. ARTICLE VIII Effective Date; Termination Section 8.01. The following event is specified as an additional condition to the effectiveness of the Development Credit Agreement within the meaning of Section 10.01 (b) of the General Conditions, namely, that the architect and the accountant in the Project Unit have been selected and employed as provided in Section 3.01 (b). Section 8.02. The date September 22, 1971 is hereby specified for the purposes of Section 10.04 of the General Conditions. Section 8.03. The obligations of the Borrower under Article IV of this Agreement shall cease and determine on the date on which the Development Credit Agreement shall terminate or on a date twenty years after the date of this Agreement, whichever shall be the earlier. ARTICLE IX Representative of the Borrower; Addresses Section 9.01. The Ministre charge des finances of the Borrower is designated as representative of the Borrower for the purposes of Section 9.03 of the General Conditions. Section 9.02. The following addresses are specified for the purposes of Section 9.0' of the General Conditions: For the Borrower: Minist6re des Finances Rue Charles Lain6 Bofte Postale 4017 Dakar, Senegal 10 Cable address: Minifinances Dakar 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 and to be delivered in the District of Columbia, United States of America, as of the day and year first above written. REPUBLIC OF SENEGAL By /s/ L6opold Sedar Senghor President of the Republic INTERNATIONAL DEVELOPMENT ASSOCIATION By /s/ Robert S. McNamara President * 11 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 amounts of the Credit to each category and the percentage of eligible expenditures so to be financed in each category: Amount of the Credit Allocated % of (Expressed in Expenditures Category Dollar Equivalent) to be Financed I. Equipment, Tools and Furniture (a) Technology 395,000 100% of foreign Institute expenditures or 85% of local ex- penditures (b) Merchant Marine 210,000 100% of foreign School expenditures or 85% of local ex- penditures (c) other Project 220,000 100% of foreign institutions expenditures or 85% of local ex- penditures 1l. Civil Works (a) Technology 475,000 64% of total ex- Institute penditures (b) other Project 95,000 64% of total ex- institutions penditures III. Consultants Services 90,000 100% of foreign expenditures or 90% of local ex- penditures 12 Amount of the Credit Allocated % of (Expressed in Expenditures Category Dollar Equivalent) to be Financed IV. Fisheries Training 20,000 100% of foreign Expert expenditures V. Operational Costs of 200,000 100% of total ex- Project Unit Including penditures Salaries of the Project Architect and the Accountant VI. Unallocated 295,000 TOTAL 2,000,000 2. For the purposes of this Schedule: (a) the term "foreign expenditures" means expenditures for goods produced in, or services supplied from, the territories, and in the currency, of any country other than the Borrower; provided, however, that if the currency of the Borrower is also that of another country in the territories of which goods are produced or from the territories of which services are supplied, expenditures in such currency for such goods or services shall be deemed to be "foreign expenditures"; (b) the term "local expenditures" means expenditures in the currency of the Borrower, or for goods produced in, or services supplied from, the territories of the Borrower, and (c) the term "total expenditures" means the aggregate of foreign and local expenditures. 3. Notwithstanding the provisions of paragraph I above, no withdrawals shall be made in respect of: (a) expenditures prior to the date of this Agreement; or 13 (b) payments for taxes imposed under the laws of the Borrower or laws in effect in its territories on goods or services, or on the importation, manufacture, procurement or supply thereof. To the extent that the amount resulting from the application of any percentage set forth in the third column of the table in paragraph I above in respect of any Category would exceed the amount expended net of all such taxes, such percentage shall be reduced to ensure that no proceeds of the Credit will be withdrawn on account of expenditures for such taxes. 4. Notwithstanding the allocation of an amount of the Credit set forth in the second column of the table in paragraph 1 above: (a) if the estimate of the expenditures under any Category shall decrease, the amount of the Credit then allocated to such Category and no longer required therefor will be reallocated by the Association by increasing correspondingly the unallocated amount of the Credit; and (b) if the estimate of the expenditures under any Category shall increase, the percentage set forth in the third column of the table in paragraph I above in respect of such expenditures shall be applied to the amount of such increase, and a corresponding amount will be allocated by the Association, at the request * of the Borrower, to such Category from the unallocated amount of the Credit, subject, however, to the requirements for contingencies, as determined by the Association, in respect of any other expenditures. 5. Notwithstanding the percentages set forth in the third column of the table in paragraph I above for Category II, if the estimate of total expenditures under such Category shall increase and no proceeds of the Credit are available for reallocation to such Category, the Association may, by notice to the Borrower, adjust the percentage then applicable to such expenditures in order that further withdrawals under such Category continue until all expenditures thereunder shall have been made. 14 SCHEDULE 2 Description of the Project 1. The Project, to be carried out under the supervision of the Project Unit, consists in the construction, equipping and furnishing of educational institutions and facilities with a view to improving the training of agricultural and industrial technicians at the upper-secondary level, of industrial technicians and business administrators at post-secondary level and of officers and technical crew for the fleet of the fisheries industry, in order to assist the Borrower in meeting its requirements for such manpower. 2. The Project includes specifically the following parts: A. construction, equipment and furnishing of the following: Approximate Total Area of Construc- Facility and Location Project Works and Procurement tion (M2) Technology Institute, New construction to provide Dakar about 565 student places; equipment and furnishings 5,750 Delafosse Technical Rehabilitation, including School, Dakar laboratories and workshops, and equipment and furnishings, to benefit at least 800 upper- secondary level students Peytavin Technical Reconstruction including five School, St. Louis new classrooms and equipment and furnishings to benefit at least 300 upper-secondary level students 490 School for Agricultural Construction including general Agents, Ziguinchor science laboratory, staff housing; equipment, tools and furnishings 500 15 B. conducting a study, within the Ministry of Technical Education and Vocational Training of the Borrower, of the reorganization of the Merchant Marine School at Dakar, including the preparation of a training program, of courses of study and of lists of required equipment and the establishment of entrance requirements, utilizing about 3 man-months of experts' services; and C. equipping the Merchant Marine School at Dakar, after completion of the study of its reorganization. 16 SCHEDULE 3 Procurement A. Contracts fbr Civil Works 1. Contractors will be prequalified in accordance with a prequalification procedure satisfactory to the Association. 2. Before inviting bids, the Borrower will send to the Association for its comments the following: (a) list of all contracts for civil works to be awarded in carrying out the Project, indicating the estimated value of each contract and the forecast timetable for obtaining it. The contracts will be grouped in such a way as to encourage international competitive bidding; (b) description of the proposed advertising coverage to ensure international competitive bidding, draft bid notices, prequalification questionnaires and description of prequalification procedures; (c) the consultant architect's report and recommendation on the prequalification data submitted and the proposed selected tender list; (d) draft bidding documents including draft contracts. The invitations to bid for the educational facilities included in the Project will, inter alia, specify that the bidder will submit offers in respect of each institution or of all of them, together with related facilities, or any combination thereof, the bids therefor to be opened simultaneously and the Borrower to have the option of awarding to one contractor one contract in respect of all the educational institutions and facilities, or separate contracts in respect of the various educational institutions and facilities to different contractors in any combination. The Borrower shall make such additions or deletions in such proposed tender list and such modifications in such draft bidding documents and draft contracts as the Association shall reasonably request. 3. After bids have been received and evaluated, the Borrower will, 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 the reasons for the intended award, and will furnish to the Association, in sufficient time for its review, a detailed report by the consultant architects on the evaluation and comparison of the bids received, together with the recommendations for award of said consultant architects. 17 The Association will promptly inform the Borrower if it reasonably determines that the intended award is inconsistent with the provisions of the Guidelines referred to in Section 2.03 of this Agreement or with the Development Credit Agreement. 4. Promptly after a contract has been awarded, and before submission to the Association of the first application for withdrawal of funds in respect thereof, a certified conformed copy of the contract will be sent to the Association. A certified conformed copy of any subsequent contract amendment will also be sent to the Association. 5. The Borrower will request the Association's concurrence with any proposed change in a contract involving a price increase of 10% or more of the contract price or of $10,000 or more equivalent, whichever is less, together with an explanation of the proposed change. B. Contracts for Equipment and Furniture 1. Before inviting bids, the Borrower will send to the Association for its approval the following: (a) lists of all items of equipment and furniture required for the Project, showing the specifications and the estimated unit and total price of each item. Items will be indexed, coded and numbered for identification with the educational institution in question and the space for which they are required. The items to I- purchased will be grouped so as to permit such bulk procurement as shall be consistent with sound technical and procurement practices. Insofar as practicable, contracts for such items will be for not less than $40,000 equivalent. Such contracts in amounts less than $5,000 equivalent will not be accepted by the Association for approval or financing out of the proceeds of the Credit. Amendments to such lists will also be submitted to the Association for approval; and (b) draft standard documents for inviting tenders, forms of contracts and a description of the method to be used for inviting bids on an international basis. 2. Procurement will be limited to those items of equipment and furniture specified in the approved lists mentioned in subparagraph B.1 (a) above and identified in contract documents by the same indices, codes and numbers as such lists. 3. For evaluating any competing bids received for imported and for locally manufactured furniture, for the purposes of comparison, the following method will be used: 18 (a) The term "Local Bid" means a bid offering goods manufactured or processed to a substantial extent (as reasonably determined by the Association) in the territories of the Borrower; any bid offering other goods shall be deemed a Foreign Bid. (b) The comparison bid price under a Local Bid shall be the sum of the following amounts: (i) the ex-factory price of such goods; and (ii) inland freight, insurance and other costs of delivery of such goods to the place of their use or installation. (c) For the purpose of comparing any Foreign Bid with any Local Bid the comparison bid price under a Foreign Bid shall be the sum of the following amounts: (i) the c.i.f. price of such goods net of any taxes on their importation; (ii) any such taxes, as generally apply to such goods if imported into the territories of the Borrower by non-exempt importers, or 15% of the amount specified in (c) (i) above, whichever shall be lower; and (iii) inland freight, insurance and other costs of delivery of such goods to the place of their use or installation. 4. If (a) Foreign and Local Bids have been so compared, or (b) a contract is proposed to be awarded to a bidder other than the lowest evaluated bidder (taking into account, if applicable, the foregoing paragraph B.3), or (c) a proposed award involves a difference in price of 10% or more from the original estimate as shown pursuant to paragraph B.1 (a) above, the Borrower will, after the bids have been evaluated and before making the award, send to the Association for its prompt approval, a summary and analysis thereof and a brief justification of the Borrower's proposal for the award. 5. Promptly after bids have been evaluated and a contract has been awarded and before submission to the Association of the first application for withdrawal of funds in respect of such contract, the following will be sent to the Association (if not already furnished under paragraph B.4 above): 19 (a) certificate signed by the Project Director or his deputy that the goods covered by the contract are in accordance with the quantities and specifications in the list approved by the Association; (b) list of the bids received; (c) brief analysis of the bids and justification for the Borrower's decision in making the award; and (d) certified conformed copy of the contract. A certified conformed copy of any subsequent amendment to any such contract will also be sent to the Association. 20 SCHEDULE 4 Project Unit 1. The Project Unit, under the direction of the Director of Public Works, acting as the Project Director, will be directly responsible to the Minister of Public Works for the carrying out and supervision of Parts A and C of the Project, in accordance with the provisions of the Development Credit Agreement. The Project Unit will include an architect and an accountant. 2. In addition, the Project Unit will be assisted from time to time by specialists of the Ministry of National Education, the Ministry of Technical Education and Vocational Training, the Ministry of Planning and by teachers provided tinder bilateral assistance programs. 3. The Project Unit will be responsible, inter alia, specifically for the following: (a) coordination and integration of all Project activities with the Ministries and other agencies of the Borrower; (b) arrangements for the selection of the consultant architects and establishment of their terms of reference; (c) administration of agreements with such consultant architects; (d) preparation, with the help of the consultant architects, of a comprehensive implementation schedule based on the Critical Path Method, Gantt Chart or other satisfactory method, for setting down the planned timetable of coordinated activities and responsibilities on which the carrying out of all aspects of the Project will be based; (e) arrangements for the review and approval by appropriate authorities of the reports, specifications and other material submitted to the Borrower by the consultant architects; (f) advice and assistance to the consultant architects, with the help of other specialists as needed, as to (i) the educational needs of the institutions included in the Project and (ii) preparation of (A) lists of all equipment and furniture required for such educational institutions, (B) specifications and (C) estimated unit and total prices of each item; (g) necessary arrangements for inviting bids and awarding contracts relating to the Project; 21 (h) keeping of Project accounts and preparation of interim evaluation and financial statements; (i) preparation for submission through proper channels of applications for withdrawals from the Credit Account; and (j) preparation of quarterly progress reports.