Barbados - Education Project : Loan 1642 - Loan Agreement - 2 - Conformed

rFFICIA L OAN NUMBER 1642 BAR DOCUMENTS Amendment) Amending Agreement to Loan Agreement (Education Project) between BARBADOS and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Dated , 1983 LOAN NhER 1642 BAR (Amendment) AMENDING AGREEMENT TO LOAN AGREEMENT AGREEMENT, dated aL7 , 1983, between BARBADOS (hereinafter called the Borrower) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank). WHEREAS the Bank and the Borrower have executed and deli- vered a loan agreement (Education Project) dated December 29, 1978 (hereinafter called the Loan Agreement) for the purpose of assisting in the financing of the project described in Schedule 2 to the Loan Agreement (hereinafter called the Project). NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I Definitions Section 1.01. Wherever used in this Agreement, unless the context otherwise requires, the several terms defined in the Loan Agreement and in the General Conditions Applicable to Loan and Guarantee Agreements of the Bank, dated October 27, 1980, have the respective meanings therein set forth and the term "Amending Agreement" means this Agreement between the Borrower and the Bank, dated 1983, amending the Loan Agreement. .ARTICLE II Amendments of the Loan Agreement Section 2.01. Section 1.01 of the Loan Agreement is amended to read as follows: "Section 1.01 (a) The parties to this Agreement accept, in respect of the First Tranche (as defined in Section 2.01 of this Agreement), 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 Agreements of the Bank being hereinafter called the 1974 General Conditions). -2- (b) The parties to this Agreement accept, in respect of the Second Tranche (as defined in Section 2.01 of this Agreement), all the provisions of the General Conditions Applicable to Loan and Guarantee Agreements of the Bank, dated October 27, 1980, with the same force and effect as if they were fully set forth herein (said General Conditions Applicable to Loan and Guarantee Agreements of the Bank being hereinafter called the 1930 General Conditions)." Section 2.02. Section 2.01 of the Loan Agreement is amended to read as follows: "Section 2.01. The Bank agrees to lend to the Borrower, on the terms and conditions in this Agreement and in the Amending Agreement set forth or referred to, an amount in various currencies equivalent to twelve million dollars ($12,000,000) in two tranches, the first tranche being an amount in various currencies equivalent to nine million dollars ($9,000,000) (hereinafter called the First Tranche) and the second tranche being an amount in various currencies equivalent to three million dollars ($3,000,000) (herein- after called the Second Tranche)." Section 2.03. Section 2.02 of the Loan Agreement is re- numbered as paragraph (a) of Section 2.02 and the following new paragraph (b) is added thereto: "(b) Except as the Bank and the Borrower shall other- wise agree all amounts withdrawn from the Loan Account or made subject to a special commitment pursuant to Section 5.02 of the 1974 and 1980 General Conditions shall initially be charged against the First Tranche until that tranche has been exhausted and shall thereafter be charged against the Second Tranche." Section 2.04. Section 2.04 of the Loan Agreement is amended to read as follows: "Section 2.04. The Closing Date shall be September 30, 1985 or such later date as the Bank shall establish. The Bank shall promptly notify the Borrower of such later date." Section 2.05. A proviso is added at the end of Section 2.05 of the Loan Agreement reading as follows: -3- ; provided, however, that commitment charge on the Second Tranche shall accrue from a date sixty days after the date of the Amending Agreement." Section 2.06. Section 2.06 of the Loan Agreement is amended to read as follows: "Section 2.06. (a) The Borrower shall pay interest at the rate of seven and thirty-five hundredths per cent (7.35%) per annum on the principal amount of the First Tranche withdrawn and outstanding from time to time. (b) The Borrower shall pay interest on the principal amount of the Second Tranche withdrawn and outstanding from time to time at a rate per annum for each Interest Period equal to one half percent per annum above the Cost of Qualified Borrowings for the last Semester ending prior to the commencement of such Interest Period. (c) For purposes of paragraph (b) of this Section, it is further stipulated that: 1. As soon as practicable after the end of each Semester, the Bank shall notify the Borrower of the Cost of Qualified Borrowings for such Semester. 2. The following terms have the following meanings: (i) "Interest Period" means the six-month period com- mencing on each date specified in Section 2.07 of this Loan Agreement, including the Interest Period in which the Amending Agreement is signed; (ii) "Cost" of Qualified Borrowings means the cost, expressed as a percentage per annum, as reasonably determined by the Bank, provided that the amount of $8,520.5 million referred to in (iii) (B) here- under shall be reckoned at a cost of 10.93% per annum; (iii) "Qualified Borrowings" means (A) outstanding borrowings of the Bank drawn down after June 30, 1982, and (B) until July 1, 1985, the amount of $8,520.5 million (representing borrowings of the -4- Bank between July 1, 1981 and June 30, 1982) less any part thereof repaid earlier than July 1, 1985; and (iv) "Semester" means the first six months or the second six months of a calendar year." Section 2.07. The following new Section 2.09 is added after Section 2.08 of the Loan Agreement: "Section 2.09. (a) The Borrower shall pay to the Bank a fee equivalent to seven thousand four hundred eighty-one dollars ($7,481). (b) On or promptly after the date referred to in Section 3.04 of the Amending Agreement, the Bank shall, on behalf of the Borrower, withdraw from the Loan Account and pay to itself the amount of the said fee in such currency or currencies as the Bank shall determine." Section 2.08. The table in paragraph 1 of Schedule 1 to the Loan Agreement is amended to read as set forth in Schedule 1 to this Amending Agreement. The disbursement percentages set forth in Schedule 1 to this Amending Agreement shall be applicable in respect of payments made for expenditures on or after the date of this Amending Agreement and the disbursement percentages set forth in Schedule 1 to the Loan Agreement shall continue being applicable to other expenditures. Section 2.09. Paragraph 4 of Schedule 1 to the Loan Agree- ment is amended to read as follows: "4. Notwithstanding the provisions of paragraph 1 above, no withdrawals shall be made: (a) for the First Tranche, in respect of payments made for expenditures made prior to the date of this Loan Agreement except that withdrawals in an aggregate amount, not exceeding the equivalent of $200,000 may be made in respect of Categories (2) and (3) on account of payments made for expenditures prior to such date but after August 1, 1978; and (b) for the Second Tranche, in respect of expenditures made prior to the date of the Amending Agreement." Section 2.10. Part A.2 of Schedule 2 to the Loan Agreement is changed to read as follows: -5- "Expansion of six existing secondary schools, including provision of facilities for about 2,500 student places for the teaching of science, industrial arts, home economics, agriculture and business courses, about 1,200 of such student places being additional places and about 1,300 being replacement places." Section 2.11. The completion date in Schedule 2 to the Loan Agreement is amended to read "March 31, 1985" instead of "December 31, 1982". Section 2.12. Schedule 3 to the Loan Agreement is amended as set forth in Schedule 2 to this Amending Agreement. Section 2.13. The aggregate amounts of $300,000 and $500,000 in Part B of Schedule 4 to the Loan Agreement are replaced by $500,000 and $800,000, respectively. ARTICLE III Effective Date; Termination Section 3.01. This Amending Agreement shall not become effective until evidence satisfactory to the Bank shall have been furnished to the Bank that the execution and delivery of this Amending Agreement on behalf of the Borrower have been duly authorized or ratified by all necessary governmental action. Section 3.02. As part of the evidence to be furnished pur- suant to Section 3.01 of this Amending Agreement, there shall be fu-iished to the Bank an opinion or opinions satisfactory to the Bank of counsel acceptable to the Bank showing, on behalf of the Borrower, that this Amending Agreement has been duly authorized or ratified by, and executed and delivered on behalf of, the Borrower and is legally binding upon the Borrower in accordance with its terms. Section 3.03. This Amending Agreement shall come into force and effect on the date upon which the Bank dispatches to the Borrower notice of its acceptance of the evidence required by Section 3.01 of this Amending Agreement. Section 3.04. If this Amending Agreement shall not have come into force and effect by 2)ZAfo40- 27 , 1983, this Amending Agreement and all obligations of the parties hereunder shall -6- terminate, unless the Bank establishes a later date for the pur- poses of this Section. If this Amending Agreement shall term- inate under the provisions of this Section, the Loan Agreement shall continue in full force and effect, as if this Amending Agreement had not been executed. IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this Amending 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. BARBADOS By Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By 7 & Regional Vice President Latin America and the Caribbean -7- SCHEDULE 1 Withdrawals of the Proceeds of the Loan 1. The tible below sets forth the Categories of items to be financed oi.t of the proceeds of the Loan, the allocation of the amounts of the Loan to each Category and the percentage of expenditures for items so to be financed in each Category: Amount of the Loan Allocated % of (Expresed in Expenditures Category Dollar Equivalent) to be Financed (1) Civil works 8,300,000 60% (2) Furniture and 2,250,000 100% of foreign equipment expenditures for directly imported items, or 85% for locally procured items (3) Consultant and 940,000 100% specialist services and fellowships (4) Fee 7,481 Amount due under Section 2.09 of this Agreement (5) Unallocated 502,519 TOTAL 12,000,000 - 8 - SCHEDULE 2 Amortization Schedule First Tranche The provisions of Schedule 3 to the Loan Agreement including the premiums on prepayment, shall be deemed part of this Amending Agreement in respect of the First Tranche with the same force and effect as if they were fully set forth herein. Second Tranche Payment of Principal* Date of Payment Due (Expressed in dollars) On each February 15 and August 15 beginning February 15, 1987 through February 15, 1994 200,000 * The figures in this column represent dollar equivalents determined as of the respective dates of withdrawals; see General Conditions, Section 3.04. -9- Premiums on Prepayment of Second Tranche The following percentages are specified as the premiums payable on repayment in advance of maturity of any portion of the principal amount of the Second Tranche pursuant to Section 3.04 (b) of the 198Q General Conditions: Time of Prepayment Premium The interest rate (ex- pressed as a percentage per annum) applicable to the balance outstanding on the Loan on the day of prepayment multiplied by: Not more than two years .19 before maturity More than two years but .38 not more than four years before maturity More than four years but .67 not more than seven years before maturity More than seven years but .86 not more than nine years before maturity More than nine years 1.00 before maturity 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 day of 14wcr98 -3 FOR SECRETARY