Conformed Copy - L4642 - Social Investment Fund Project - Project Agreement

Page 1 CONFORMED COPY LOAN NUMBER 4642-UA Project Agreement (Social Investment Fund Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT and UKRAINIAN SOCIAL INVESTMENT FUND Dated December 21, 2001 LOAN NUMBER 4642-UA PROJECT AGREEMENT AGREEMENT, dated December 21 , 2001, between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (the Bank) and UKRAINIAN SOCIAL Page 2 INVESTMENT FUND (USIF). WHEREAS (A) by the Loan Agreement of even date herewith between UKRAINE (the Borrower) and the Bank, the Bank has agreed to make available to the Borrower an amount equal to fifty million two hundred ten thousand dollars ($50,210,000), on the terms and conditions set forth in the Loan Agreement, but only on condition that USIF agree to undertake such obligations toward the Bank as are set forth in this Agreement; (B) by a subsidiary grant agreement to be entered into between the Borrower, MLSP and USIF, the proceeds of the loan provided for under the Loan Agreement will be made available to USIF on the terms and conditions set forth in said Subsidiary Grant Agreement; and WHEREAS USIF, in consideration of the Bank