India - National Seed Project : Loan 1273 - Haryana Project Agreement - Conformed

LOAN NUMBER /2 IN HARYANA PROJECT AGREEMENT (National Seed Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT and THE STATE OF HARYANA Dated ,1976 HARYANA PROJECT AGREEMENT AGREEMENT, dated /6 , 1976, between INTERNA- TIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank) and THE STATE OF HARYANA (hereinafter called Haryana). WHEREAS by the Loan Agreement of even date herewith between India, acting by its President (hereinafter called the Borrower) and the Bank, the Bank has agreed to make available to the Borrower an amount in various currencies equivalent to twenty five million dollars ($25,000,000), on the terms and conditions set forth in the Loan Agreement, but only on condition that Haryana agrees to undertake such obligations toward the Bank as are hereinafter set forth; and WHEREAS Haryana, in consideration of the Bank's entering into the Loan Agreement with the Borrower, has agreed to undertake the obligations hereinafter set forth; NOW THEREFORE the parties hereto hereby agree as follows: -2- ARTICLE I Definitions Section 1.01. Wherever used in this Agreement, unless the con- text shall otherwise require, the several terms defined in the Loan Agreement and in the General Conditions (as so defined) have the respective meanings therein set forth. -3- ARTICLE II Execution of the Project Section 2.01. Haryana shall carry out or cause to be carried out in the State of Haryana the Project described in Schedule 2 to the Loan Agreement with due diligence and efficiency and in con- formity with appropriate administrative, financial, agricultural and engineering practices, and shall provide, or cause to be pro- vided, promptly as needed, the funds, facilities, services and other resources required for the purpose. Section 2.02. Haryana shall cause its SSC to enter into an agreement with NSC satisfactory to the Bank. The said agreement shall, inter alia, set out the respective responsibilities of NSC and the SSC in the carrying out of the Project. Section 2.03. Haryana shall with respect to supplies of foundation seed, access to quality control services and such other matters as may be agreed between the Borrower and the Bank extend the same treatment to all persons involved in the seed industry. Section 2.04. Except as the Bank may otherwise agree, Haryana shall support the establishment of an interdisciplinary cooperative program among relevant departments of Haryana Agricultural Univer- sity to undertake applied seed technology research. Section 2.05. Haryana shall not make or permit to be made any change in the articles of association or other instrument S4 governing its SSC without prior consultation with the Borrower and the Bank. Section 2.06. (a) Haryana shall cause its SSC to manage its affairs, maintain its financial position, plan its future expan- sion and carry on its operations in accordance with sound business, financial and personnel practices under the supervision of expe- rienced and competent staff in adequate number. (b) Haryana shall by the Effective Date purchase for cash equity shares of its SSC in an amount of not less than five hun- dred thousand rupees (Rs500,000). Section 2.07. Haryana shall review crop credit limits and adjust them as necessary for seed production. Section 2.08. (a) Haryana shall permit its SSC to appoint such dealers in seed as the SSC may in the interest of efficiency consider necessary. (b) Haryana shall take action satisfactory to the Bank to designate and enforce in its cotton seed producing areas the one- variety cotton communities and gins permitted in those areas. (c) Haryana shall cause its SSC to transfer to Haryana Land Reclamation and Development Corporation the SSC's existing farm under arrangements satisfactory to the Bank. Section 2.09. Haryana shall, for the purpose of enforcing the minimum seed quality control standards under the applicable laws, cause to be inspected annually not less than one-half of all dealers handling certified or truthfully labelled seeds in Haryana. -5- Section 2.10. Except as the Bank may otherwise agree, the goods and works for the Project to be financed out of the proceeds of the Loan, shall be procured in accordance with the provisions of Schedule 4 to the Loan Agreement. Section 2.11. (a) Haryana undertakes to insure, or make ade- quate provision for the insurance of, any imported goods to be financed out of the proceds of the Loan made available to it by the Borrower against hazards incident to the acquisition, trans- portation 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 Haryana to replace or repair such goods. (b) Except as the Bank may otherwise agree, Haryana shall cause all goods and services financed out of the proceeds of the Loan made available to it by the Borrower to be used exclusively for the Project. Section 2.12. (a) Except as the Bank may otherwise agree, Haryana shall furnish to the Bank promptly upon their preparation, the plans, specifications, reports, contract documents and work and procurement schedules for the Project, and any material modifica- tions thereof or additions thereto, in such detail as the Bank shall reasonably request. (b) Haryana: (i) shall maintain or cause to be maintained 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 Loan made available to it by the Borrower, and to disclose the use thereof in the Project; (ii) shall enable - 6 - the Bank's representatives to visit the facilities and construc- tion sites included in the Project, and to examine the goods fi- nanced out of such proceeds and any relevant records and documents; and (iii) shall furnish to the Bank all such information as the Bank shall reasonably request concerning the Project, the expendi- ture of the proceeds of the Loan so made available to it and the goods and services financed out of such proceeds. Section 2.13. (a) Haryana shall, at the request of the Bank, exchange views with the Bank with regard to the progress of the Project in Haryana, the performance of its obligations under this Agreement and other matters relating to the purpose of the Loan. (b) Haryana shall promptly inform the Bank of any condition which interferes or threatens to interfere with, the progress of the Project in Haryana, the accomplishment of the purposes of the Loan, or the performance by Haryana of its o.igations under this Agreement. ARTICLE III Other Covenants Section 3.01. Haryana shall maintain, and cause its SSC, SSCA and Haryana Agricultural University to maintain, records adequate to reflect in accordance with consistently maintained appropriate accounting practices their respective operations and financial con- ditions. Section 3.02. Haryana shall: (i) have its own accounts and financial statements for the Project (balance sheets, if any, statements of income and expenses and related statements) and those of its SSC, SSCA and Haryana Agricultural University, for each fiscal year audited, in accordance with sound auditing principles consistently applied, by independent auditors accept- able to the Bank; (ii) cause its SSC, SSCA and Haryana Agricul- tural University to furnish, to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of their respective 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 Bank shall have reasonably requested; and (iii) furnish and cause its SSC, SSCA and Haryana Agricultural University to furnish, to the Bank such other information concerning the ac- counts and financial statements of Haryana, its SSC, SSCA or Haryana Agricultural University (as the case may be) and the audits thereof as the Bank shall from time to time reasonably request. -8- Section 3.03. Haryana shall at all times cause the facilities, plant, equipment and machinery required for the Project to be op- erated, maintained, reneved and repaired in accordance with appro- priate engineering and management practices. - 9 - ARTICLE IV Effective Date; Termination; Cancellation and Suspension Section 4.01. This Agreement shall come into force and effect on the date upon which the Loan Agreement becomes effective. Section 4.02. (a) This Agreement and all obligations of the Bank and of Haryana thereunder shall terminate on the earlier of the following two dates: (i) the date on which the Loan Agreement shall terminate in accordance with its terms; or (ii) a date twenty years after the date of this Agreement. (b) If the Loan Agreement terminates in accordance with its terms before the date specified in paragraph (a) (ii) of this Section, the Bank shall promptly notify Haryana of this event. Section 4.03. All the provisions of this Agreement shall con- tinue in full force and effect notwithstanding any partial cancel- lation or suspension under the Loan Agreement. - 10 - ARTICLE V Miscellaneous Provisions Section 5.01. 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 herein- after 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 are: For the Bank: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable address: INTBAFRAD Washington, D.C. For Haryana: Secretary to the Government of Haryana Haryana Agriculture Department Chandigarh, India Cable address: AGRISEC, Haryana Chandigarh, India - 11 - Section 5.02. Any action required or permitted to be taken, and any documents required or permitted to be executed, under this Agreement on benalf of Haryana may be taken or executed by the Secretary to the Government of Haryana (Agriculture Department) or such other person or persons as Haryana shall designate in writing. Section 5.03. Haryana shall furnish to the Bank sufficient evidence of the authority and the authenticated specimen signa- ture of the person or persons who will, on behalf of Haryana, take any action or execute any documents required or permitted to be taken or executed by Haryana pursuant to any of the provisions of this Agreement. Section 5.04. This Agreement may be executed in several coun- terparts, each of which shall be an original, and all collectively but one instrument. - 12 - IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this Agree- ment 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. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By /eJ79 J Regional Vice President THE STATE OF HARYANA South Asia By Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT CERTIFICATE I hereby certify that the foregoing is a true copy of the original in the archives of the Interna- tional Bank for Reconstruction and Develop- ment. In witness whereof I have signed this Certifi- cate and affixed the Seal of the Bank thereunto this /0 day of ,197-6. FOR SECRETARY