Ghana - First Highway Project : Credit 0438 - Credit Agreement - Conformed

CONFORMED COPY CREDIT NUMBER 438 GH Development Credit Agreement (First Highway Project) BETWEEN REPUBLIC OF GHANA AND INTERNATIONAL DEVELOPMENT ASSOCIATION DATED NOVEMBER 21, 1973 CONFORMED COPY CREDIT NUMBER 438 GH Development Credit Agreement (First Highway Project) BETWEEN REPUBLIC OF GHANA AND INTERNATIONAL DEVELOPMENT ASSOCIATION DATED NOVEMBER 21, 1973 DEVELOPMENT CREDIT AGREEMENT AGREEMENT, dated November 21 '973, between REPUBLIC OF GHANA (hereinafter called the Borrower) and 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 Developmnct 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 following additional terms have the following meanings: (a) "Ministry" means the Ministry of Works and Housing of the Borrower. (b) "Department" means the Public Works Department within the Ministry comprising a head office and regional offices. (c) "Highway network" means the system of trunk, secondary and feeder roads (including all related bridges, road structures and other facilities) in the territories of the Borrower and all extensions, improvements and other works relating thereto, for the planning, maintenance or administration of which the Department, at the date of the Development Credit Agreement, is, and thereafter may become, responsible. 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 thirteen million dollars ($13,000,000). 4 Section 2.02. The amount of the Credit may be withdrawn from the Credit Account in accordance with the provisions of Schedule 1 to this Agreement, as such Schedule shall be amended from time to time, for expenditures made (or, if the Association shall 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; provided, however, that, except as the Association shall otherwise agree, no withdrawal shall be made on account of expenditures 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. Section 2.03. Except as the Association shall otherwise agree, the goods and services (other than services of consultants) 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 April 1972 and revised in October 1972, 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 December 31, 1977 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 July 1 and January 1 in each year. Section 2.07. The Borrower shall repay the principal amount of the Credit in semi-annual installments payable on each July 1 and January 1 commencing January 1, 1984, and ending July 1, 2023, each installment to and including the installment payable on July 1, 1993 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 United States of America is hereby specified for the purposes of Section 4.02 of the General Conditions. ARTICLE III Execution of the Project Section 3.01. (a) The Borrower shall carry out the Project through the Ministry with due diligence and efficiency and in conformity with proper technical, 5 engineering, administrative and financial practices, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the purpose. (b) The Borrower shall cause the Department to assign from its staff a suitably qualified and experienced highway engineer who shall be responsible on a day to day basis for the administration of Part A of the Project, including the coordination of the functions of the Department and of the consultants referred to in Section 3.02(a) hereof. Section 3.02. Except as the Association shall otherwise agree, the Borrower shall employ consultants acceptable to the Association upon terms and conditions satisfactory to the Association (a) in order to assist the Borrower in the preparation of detailed engineering, plans and specifications for Part A of the Project, in the procurement of goods and services therefor and in the supervision of construction thereof, and to provide training in respect of such functions; (b) to carry out Part C of the Project; and (c) to assist the Borrower in carrying out Part D of the Project. Section 3.03. In carrying out Part A of 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 imported 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 repair 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. Section 3.05. (a) The Borrower shall* furnish to the Association, promptly upon their preparation, the plans, specifications, reports, 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. 6 (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 accredited representatives to examine 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. Section 3.06. The Borrower shall take all such action as shall be necessary to acquire as and when needed all such land, or interest in land, and rights in respect of land as shall be required for carrying out the Project and shall furnish to the Association, promptly after such acquisition, evidence satisfactory to the Association that such land, or interest in land, and rights in respect of land are available for purposes related to the Project. ARTICLE IV Other Covenants Section 4.01. The Borrower shall maintain, through the Department, records adequate to reflect in accordance with consistently maintained appropriate accounting practices the operations, resources and expenditures of the Borrower in respect of the Project. Section 4.02. The Borrower shall, by not later than July 31, 1974, in a manner satisfactory to the Association, vest in the highway planning unit of the Department authority and responsibility for planning the future development of the highway network and shall provide, or cause the Department to provide, promptly as needed, the staff, funds, facilities, services and resources required for the purpose. Section 4.03. (a) The Borrower shall ensure that the highway network shall be duly maintained in accordance with proper technical, engineering, administrative and financial practices, and shall provide, promptly as needed, the funds, equipment, facilities, services and other resources required for the purpose. (b) Without limitation to sub-section (a) hereof, the Borrower shall carry out Part D of the Project by May 31, 1974, or such other date as the Association shall agree, and, upon formulation of the highway maintenance program therein 7 provided for, shall consult with the Association with a view to agreeing upon such program and the implementation thereof in a manner, and on the basis of a timetable, mutually satisfactory to the Borrower and the Association. (c) The Borrower, through the Department, shall take appropriate measures to ensure that all funds allocated for the maintenance of any part of the highway network and expended by any regional office of the Department shall be utilized for the purposes for which such allocation was made with due diligence and efficiency and in conformity with proper technical, engineering, administrative and financial practices, and that each such regional office shall properly account to the head office of the Department in respect of such expenditures. Section 4.04. The Borrower shall cause the Department: (a) to collect and record, on a continuing basis in accordance with appropriate statistical methods and precedents, such traffic data and technical, economic and financial information as shall be reasonably required for the proper planning, maintenance, improvement and extension of the highway network; and (b) to complete an inventory of all roads, for the maintenance of which the Department is responsible as at the date of the Development Credit Agreement, by not later than December 31, 1975, and thereafter, promptly as required, to expand, review and update such inventory so as to include all roads comprising the highway network. Section 4.05. The Borrower shall introduce as soon as practicable appropriate regulations acceptable to the Association, supplemental to the Road Traffic Regulations, 1970 of the Borrower, to limit the axle loads of vehicles using the highway network to those consistent with the structural and geometric design standards thereof, and shall ensure that all regulations relating to the dimensions, weight and axle loads of such vehicles shall be effectively enforced. 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 8 Agreement, the administration, operations, resources and expenditures in respect of 'the Project of the departments or agencies of the Borrower responsible for carrying out any part of the Project, and other matters relating to the purposes of the Credit; and (b) furnish to the other all such information as it shall reasonably request 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 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 of the Borrower in respect of the Project. (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 th 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 laws 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, regul: +ions, controls and moratoria of any nature imposed under the laws of the Borrower or laws in effect in its territories. 0 9 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 any subsequent time during th: 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 date February 19, 1974 is hereby specified for the purposes of Section 10.04 of the General Conditions. Section 8.02. The obligations of the Borrower under Sections 4.01, 4.02, 4.03(a), 4.03(c), 4.04 and 4.05 of this Agreement shall cease and determine on the date on which the Development Credit Agreement shall terminate or on a date 20 years after the date of this Agreement, whichever shall be the earlier. ARTICLE IX Representative of -he Borrower; Addresses Section 9.01. The Principal Secretary, Ministry of Finance and Economic Planning, Budget Division of the Borrowef 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 9.01 of the General Conditions: For the Borrower: Principal Secretary Ministry of Finance and Economic Planning, Budget Division P.O.Box M.40 Accra, Ghana 10 Cable address: PRUDENCE Accra 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 GHANA By /s / H. R. Amonoo Authorized Representative INTERNATIONAL DEVELOPMENT ASSOCIATION By /s / R. Chaufournier Regional Vice President Western Africa 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. Civil Works 8,500,000 65% of total expenditures 11, Equipment 350,000 100% of foreign expenditures 1II. Consultants' 900,000 70% of total services in expenditures respect of Part A of the Project IV. Consultants' 450,000 70% of total services in expenditures respect of Part C of the Project V. Consultants' 100,000 100% of foreign services in expenditures respect of Part D of the Project VI. Unallocated 2,700,000 TOTAL 13,000,000 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; and (b) the term "total expenditures" means the aggregate of foreign expenditures and of expenditures in the currency of the Borrower, or for goods produced in, or services supplied from, the territories of the Borrower. 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, except that withdrawals may be made in respect of Category III on account of expenditures incurred after March 1, 1973 in an aggregate amount not exceeding the equivalent of $25,000; and (b) payments for taxes imposed directly 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 represented by the percentage set forth in the third column of the table in paragraph I above in respect of any Category would exceed the amount payable net of all such taxes, such percentage shall be reduced to ensure that no proceeds of the Credit will be withdrawn on account of payments 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; and (c) if the Association shall have reasonably determined that the procurement of any item in any Category is inconsistent with the procedures set forth or referred to in Section 2.03 of this Agreement, no expenditures for such item shall be financed out of the proceeds of the Credit and the Association may, without in any way restricting or limiting any other right, power or remedy of the Association under the Development Credit Agreement, by notice to the 13 Borrower, cancel such amount of the Credit as in the Association's reasonable opinion, represents the amount of such expenditures which would otherwise have been eligible for financing out of the proceeds of the Credit. 5. Notwithstanding the percentages set forth in the third column of the table in paragraph I above, if the estimate of total expenditures under Category I, III or IV 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 may continue until all expenditures thereunder shall have been made. 14 SCHEDULE 2 Description of the Project The Project consists of the following parts: Part A: The rehabilitation and improvement of approximately 345 miles of trunk road, as defined in the Annex to this Schedule. Part B: The provision and installation of counting, survey and weighing equipment for data collection and the enforcement of road user regulations. Part C: The carrying out of feasibility studies relating to the rehabilitation, improvement or construction of approximately 750 miles of trunk roads and, to the extent justified by such studies, of detailed engineering relating thereto. Part D: The formulation of a program to improve the maintenance of the highway network. The Project is expected to be completed by June 30, 1977. 15 ANNEX Roads Included in Part A of the Project Design Standards Design Speed Approximate Scope of Proposed Wid th of Width (when Name Length Improvements Formation Pavement appropriate) (miles) (feet) (feet) (miles per hour) Anyinam to 81.0 Improvement of 36 24 Kumasi vertical align- ment, widening and partial re- construction of pavement Kumasi to 15.3 Widening of form- 36 24 Anwiankwanta ation, improvement of vertical align- ment and drainage widening of pave- ment Anwiankwanta 5.1 Widening of form- 34 24 to Bekwai ation, improvement of vertical align- ment and drainage widening of pave- ment Yamoransa to 46.1 Reconstruction of 36 24 Sekondi shoulder and widen- Junction ing and repair of pavement Mankesim to 16.5 Reconstruction of 36 24 Yamoransa shoulder and widen- ing and repair of pavement Winneba 28.5 Reconstruction of 36 24 Junction to shoulder, repair Mankesim and widening of pavement Accra to 34.0 Reconstruction of 36 24 Winneba shoulder, repair Junction and widening of pavement Winneba to 2.5 Widening of the 36 24 Winneba formation and Junction widening and strengthening of pavement 16 Design Standards Design Speed Approximate Scope of Proposed Wid th of Width (when Name Length Improvements Formation Pavement appropriate) (miles) (feet) (feet) (miles per hour) Winneba 11.3 Reconstruction of 36 24 60 to 70 Junction selected sections to Swedra Adaiso to 37.4 Reconstruction of 30 to 36 22 to 24 Kade the shoulders and widening and strengthening of pavement Accra to 19.4 Reconstruction of 36 24 70 Msawam selected sections Trom Junction 9.8 Reconstruction 30 22 to Kpong of shoulders and minimum widening and strengthening of pavement Kpong to 36.2 Reconstruction 30 20 to 22 Anyirawasi of shoulders and minimum widening and strengthening of pavement 17 SCHEDULE 3 Procurement A. Contracts Governed by Guidelines 1. With respect to any contract to civil works estimated to cost the equivalent of $100,000 or more, or to any contract for equipment estimated to cost the equivalent of $40,000 or more: (a) in the case of all such civil works contracts and, where the Association shall so require, such equipment contracts, bidders shall be required to prequalify. (b) If bidders are required to prequalify, the Borrower shall, before qualification is invited, inform the Association in detail of the procedure to be followed and shall introduce such modifications in said procedure as the Association shall reasonably request. The list of prequalified bidders, together with a statement of their qualifications and of the reasons for the exclusion of any applicant for prequalification, shall be furnished by the Borrower to the Association for its comments before the applicants are notified and the Borrower shall make such additions to or deletions from the said list as the Association shall reasonably request. (c) Before bids are invited, the Borrower shall furnish to the Association, for its comments, the text of the invitations to bid and the specifications and other bidding documents, together with a description of the advertising procedures to be followed for the bidding, and shall make such modifications in the said documents or procedure as the Association shall reasonably request. Any further modification to the bidding documents shall require the Association's concurrence before it is issued to the prospective bidders. (d) After bids have been received and evaluated, the Borrower shall, 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 shall furnish to the Association, in sufficient time for its review, a detailed report, by the consultants referred to in Section 3.02(a) of this Agreement, on the evaluation and comparison of the bids received, together with the recommendations for award of the said consultants, and the reasons for the intended award. The Association shall, if it determines that the intended award would be inconsistent with the procedures set forth or referred to in Section 2.03 of this Agreement, promptly inform the Borrower and state the reasons for such determination. 18 (e) The terms and conditions of the contract shall not, without the Association's concurrence, materially differ from those on which bids were asked. (f) Two conformed copies of the contract shall be furnished to the Association promptly after its execution and prior to the delivery to the Association of the first application for withdrawal of funds from the Credit Account in respect of any such contract. 2. With respect to any other contract for civil works, the Borrower shall furnish to the Association, promptly after its execution and prior to the delivery to the Association of the first application for withdrawal of funds from the Credit Account in respect of any such contract, two conformed copies of such contract, together with the analysis of bids, recommendations for award and such other information as the Association shall reasonably request. The Association shall, if it determines that the award of the contract is not consistent with the procedures set forth or referred to in Section 2.03 of this Agreement, promptly inform the Borrower and state the reasons for such determination.