Sierra Leone - Integrated Agricultural Development Project II : Loan 1138 - Loan Agreement - Conformed

CONFORMED COPY LOAN NUMBER 1138 SL Loan Agreement (Integrated Agricultural Development Project II) BETWEEN SIERRA LEONE AND INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT DATED JULY 2, 1975 CONFORMED COPY LOAN NUMBER 1138 SL Loan Agreement (Integrated Agricultural Development Project II) BETWEEN SIERRA LEONE AND INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT DATED JULY 2, 1975 LOAN AGREEMENT AGREEMENT, dated July 2, 1975, between SIERRA LEONE (hereinafter called the Borrower) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank). WHEREAS (A) The Borrower has requested the Bank to assist in the financing of the Project described in Schedule 2 to the Development Credit Agreement by making the Loan as hereinafter provided; and (B) The Borrower has also requested the Association to provide additional financial assistance towards the financing of the Project and by an agreement of even date herewith between the Borrower and the Association (hereinafter called the Development Credit Agreement) the Association is agreeing to provide such assistance in an aggregate principal amount equivalent to five million dollars ($5,000,000); (C) The Borrower and the Bank intend, to the extent practicable, that the proceeds of the credit provided for in the Development Credit Agreement be disbursed on account of expenditures on the Project before disbursements of the proceeds of the Loan provided for in this Agreement are made; and WHEREAS the Bank has agreed, on the basis inter alia of the foregoing, to make the Loan to the Borrower upon the terms and conditions hereinafter set forth; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I General Conditions; Definitions Section 1.01. The parties to this Agreement accept 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, subject, however, to the following modifications thereof (said General Conditions Applicable to Loan and Guarantee Agreements of the Bank, as so modified, being hereinafter called the General Conditions): (a) Section 2.01(1 1) is deleted and the following is substituted therefor: 4 "1. The term 'Project' means the project or program for which the Loan is granted, as described in the Development Credit Agreement (as such term is defined in the Loan Agreement) and as the description thereof shall be amended from time to time by agreement between the Borrower, the Association and the Bank." (b) Section 6.02(c) is deleted and the following is substituted therefor: "(b) The Borrower shall have failed to perform any other obligation under the Loan Agreement or the Development Credit Agreement (as such term is defined in the Loan Agreement)." (c) Section 7.01(e) is amended to read as follows: "(d) A default shall occur in the performance of any other obligation on the part of the Borrower under the Loan Agreement or the Development Credit Agreement (as such term is defined in the Loan Agreement), and such default shall continue for a period of sixty days after notice thereof shall have been given by the Bank or the Association to the Borrower." 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) "Development Credit Agreement" means the agreement of even date herewith between the Borrower and the Association for the purpose of the Project, as such agreement may be amended from time to time; and such term includes the General Conditions Applicable to Development Credit Agreements of the Association, dated March 15, 1974, as made applicable to such agreement, all agreements supplemental to the Development Credit Agreement and all schedules to the Development Credit Agreement; (b) "Credit" means the credit provided for in the Development Credit Agreement; and (c) "Credit Account" means the account referred to in Section 2.02 of the Development Credit Agreement. ARTICLE II The Loan Section 2.01. The Bank agrees to lend to the Borrower, on the terms and conditions in the Loan Agreement set forth or referred to, an amount in various currencies equivalent to five million dollars ($5,000,000). Section 2.02. The amount of the Loan may be withdrawn from the Loan Account in accordance with the provisions of Schedule 1 to the Development Credit Agreement, as such Schedule may be amended from time to time, for expenditures made (or, if the Bank shall so agree, to be made) in respect of the reasonable cost of goods and services required for the Project and to be financed out of the proceeds of the Loan. Section 2.03. Except as the Bank shall otherwise agree, the goods, works and services (other than consultants' services) for the Project to be financed out of the proceeds of the Loan, shall be procured in accordance with the provisions of Schedule 3 to the Development Credit Agreement. Section 2.04. The Closing Date shall be March 31, 1980 or such later date as the Bank shall establish. The Bank shall promptly notify the Borrower of such later date. Section 2.05. The Borrower shall pay to the Bank a commitment charge at the rate of three-fourths of one per cent (3/4 of 1%) per annum on the principal amount of the Loan not withdrawn from time to time. Section 2.06. The Borrower shall pay interest at the rate of eight and one-half per cent (8-1/2%) per annum on the principal amount of the Loan withdrawn and outstanding from time to time. Section 2.07. Interest and other charges shall be payable semi-annually on March I and September 1 in each year. Section 2.08. The Borrower shall repay the principal amount of the Loan in accordance with the amortization schedule set forth in Schedule 1 to this Agreement. 6 ARTICLE III Execution of the Project and other Covenants Section 3.01. (a) Subject to Sub-section (b) of this Section, Articles III and IV of the Development Credit Agreement are incorporated in, and made a part of, this Agreement, provided that the terms "Association" and "Credit" whenever employed in such sections shall be deemed to be references, respectively to the Bank and the Loan. (b) The obligations of the Borrower to consult with and to furnish, or cause to be furnished, information, documents, plans, reports, records and statements to the Bank shall be satisfied to the extent performance in respect of such obligations is rendered to the Association, provided the Development Credit Agreement shall not have terminated prior to the termination of this Agreement. The obligations of the Bank to consult with and furnish information to the Borrower shall be satisfied to the extent such obligations are fulfilled by the Association. (c) So long as any part of the Credit is outstanding, all actions taken, including approvals given, by the Association pursuant to the Development Credit Agreement shall be deemed to be taken or given in the name and on behalf of both the Association and the Bank. Section 3.02. (a) It is the policy of the Bank, in making loans to, or with the guarantee of, its members not to seek, in normal circumstances, special security from the member concerned but to ensure that no other external debt shall have priority over its loans in the allocation, realization or distribution of foreign exchange held under the control or for the benefit of such member. To that end, if any lien shall be created on any public assets (as hereinafter defined), as security for any external debt, which will or might result in a priority for the benefit of the creditor of such external debt in the allocation, realization or distribution of foreign exchange, such lien shall, unless the Bank shall otherwise agree, ipso facto and at no cost to the Bank, equally and ratably secure the principal of, and interest and other charges on, the Loan, and the Borrower, in creating or permitting the creation of such lien, shall make express provision to that effect; provided, however, that, if for any constitutional or other legal reason such provision cannot be made with respect to any lien created on assets of any of its political or administrative subdivisions, the Borrower shall promptly and at no cost to the Bank secure the principal of, and interest and other charges on, the Loan by an equivalent lien on other public assets satisfactory to the Bank. 7 (b) The foregoing undertaking shall not apply to: (i) any lien created on property, at the time of purchase thereof, solely as security for payment of the purchase price of such property; and (ii) any lien arising in the ordinary course of banking transactions and securing a debt maturing not more than one year after its date. (c) As used in this Section, the term "public assets" means assets of the Borrower, of any political or administrative subdivision thereof and of any entity owned or controlled by, or operating for the account or benefit of, the Borrower or any such subdivision, including gold and other foreign exchange assets held by any institution performing the functions of a central bank or exchange stabilization fund, or similar functions, for the Borrower. ARTICLE IV Effective Date; Termination Section 4.01. The following event is specified as an additional condition to the effectiveness of the Loan Agreement within the meaning of Section 12.01(c) O of the General Conditions, namely, that all conditions precedent to the effectiveness of the Development Credit Agreement other than the effectiveness of the Loan Agreement have been fulfilled. Section 4.02. The date September 30, 1975 is hereby specified for the purposes of Section 12.04 of the General Conditions. ARTICLE V Representative of the Borrower; Addresses Section 5.01. The Minister of Finance of the Borrower or such other person or persons appointed by such Minister in writing is designated as representative of the Borrower for the purposes of Section 11.03 of the General Conditions. Section 5.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Borrower: The Financial Secretary The Ministry of Finance Freetown, Sierra Leone 8 Cable address: MINFIN Freetown 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. IN WITNESS WHEREOF, the parties hereto, acting through their representatives thereunto duly authorized, have caused this 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. SIERRA LEONE By /s/ Philip Palmer Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By /s/ E. Peter Wright Acting Regional Vice President Western Africa 9 SCHEDULE 1 Amortization Schedule Payment of Principal Date Payment Due (expressed in dollars)* September 1, 1980 50,000 March 1, 1981 50,0 September 1, 1981 55,000 March 1, 1982 55000 September 1 1982 60,000 March 1, 1983 60,000 September 1, 1983 65,000 March 1, 1984 65,00 September 1, 1984 70,000 March 1, 1985 70,000 September 1, 1985 75,000 March 1, 1986 80,000 September 1, 1986 80,000 March 1, 1987 85,000 September 1, 1987 90,000 March 1, 1988 95,000 September 1, 1988 95,000 March 1, 1989 100,000 September 1 1989 105,00 March 1, 1990 110000 September 1, 1990 115,000 March 1, 1991 120,000 September 1, 1991 125, March 1, 1992 000 September 1, 1992 135,000 March 1, 1993 140,000 September 1, 1993 145,000 March 1, 1994 155,0 September 1, 1994 160,0 Marzh 1, 1995 165,000 September 1, 1995 175,000 March 1, 1996 180,000 September 1, 1996 190,000 March 1, 1997 195,000 September 1, 1997 205,0 March 1, 1998 215,000 September 1 1998 March 1, 199 230000 September 1, 1999 240,000 March 1, 2000 245,000 * To the extent that any portion of the Loan is repayable in a currency other than dollars (see General Conditions, Section 4.02), the figures in this column represent dollar equivalents determined as for purposes of withdrawal. 10 Premiums on Prepayment The following percentages are specified as the premiums payable on repayment in advance of maturity of any portion of the principal amount of the Loan pursuant to Section 3.05(b) of the General Conditions: Time of Prepayment Premium Not more than three years before maturity 1% More than three years but not more than six years before maturity 2-1/4% More than six years but not more than eleven years before maturity 49 More than eleven years but not more than sixteen years before maturity 5-1/2% More than sixteen years but not more than twenty-one years before maturity 7-1/4% More than twenty-one years but not more than twenty-three years before maturity 8% More than twenty-three years before maturity 8-1/2%