Philippines - Manila Urban Development Project : Loan 1272 - Loan Agreement - Conformed

CONFORMED COPY LOAN NUMBER 1272 T-PH LOAN AGREEMENT (Manila Urban Development Project) between REPUBLIC OF THE PHILIPPINES and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Dated June 9, 1976 LOAN AGREEMENT AGREEMENT, datea June 9, 1976, between REPUBLIC OF THE PHILIPPINES (hereinafter called the Borrower) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank). WHEREAS (A) by an agreement (hereinafter called the First Loan Agreement) of even date herewith between the Borrower and the Bank, the Bank is agreeing to assist in the financing of the Project described in Schedule 2 to the First Loan Agreement by making a loan (hereinafter called the First Loan) in an amount in various currencies equivalent to twenty-two million dollars ($22,000,000); (B) the Borrower has also requested the Bank to provide ow additional financial assistance towards the financing of the Project by making the present Loan (hereinafter called the Loan) as hereinafter provided; (C) the Bank has determined that the Borrower is eligible to receive the Loan as an intermediate term loan, as that term is defined in Resolution No. 75-111 of the Executive Directors of the Bank establishing an Interest Subsidy Fund for the Third Window (hereinafter called the Fund) and upon the terms and con- ditions set forth in such Resolution; (D) the Administrator of the Fund (hereinafter called the Administrator), subject to the terms and conditions set forth in the Resolution referred to in (C) above, is obligated to pay to -2- the Bank semi-annually from the resources of the Fund an amount equal to four per cent (4%) per annum of the outstanding amounts of principal on intermediate term loans, of which this Loan is one; (E) the Borrower and the Bank intend that the proceeds of the First Loan and of this Loan be disbursed pro rata on the basis of a 11:5 ratio; 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: -3 ARTICLE I General Conditions; Defini-tions Section 1.01. The parties to this Agreement accept all the provisions of the General Conditions Applicable to Loan and Guar- antee 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 General Conditions). Section 1.02. Wherever used in this Agreement, unless the context otherwise requires, the several terms defined in the General Conditions and in the Preamble to this Agreement have the respective meanings therein set forth. -4- 9 ARTICLE IT 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 re- ferred to, an am.unt in various currencies equivalent to ten million dollars ($10,000,000). 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 First Loan Agreement, as such Schedule may be amended from time to time by agreement between the Borrower and the Bank, 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 an, oe financed out of the proceeds of the Loan. Section 2.03. Except as the Bank shall otherwise agree, contracts for the purchase of goods or for civil works to be financed out of the proceeds of the Loan, shall be procured in accordance with the provisions of Schedule 4 to the First Loan Agreement. Section 2.04. The Closing Date shall be September 30, 1981 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. 1 - Section 2.06. The Borrower shall pay interest at the rate of four and one-half per cent (4-1/2%) per annum on the principal amount of the Loan withdrawn and outstanding from time to time; provided, however, that if the Administrator shall at any time determine that the resources of the Fund shall not be sufficient to pay to the Bank at the next succeeding semi-annual interest payment date of the Loan the amount scheduled to be paid by the Administrator at that interest payment date as specified in para- graph (C) of the Preamble to this Agreement, the Borrower shall, upon notification by the Administrator of such determination and the amount of the resulting shortfall, pay additional interest on such principal amount of the Loan equal to such shortfall. Section 2.07. Interest and other charges shall be payable semi-annually on January 15 and July 15 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 the Schedule to this Agreement. -6- ARTICLE III Execution of the Project Section 3.01. The provisions of Article III of the First Loan Agreement are hereby incorporated into this Agreement with the same force and effect as if they were fully set forth herein; provided, however, that for the purposes of this Agreement, all references to the Loan in such provisions or in any of them shall be deemed to be references to this Loan. dl -7- ARTICLE IV Operations and Management of NHA; Other Covenants Section 4.01. The provisions of Articles IV and V of the First Loan Agreement are hereby incorporated into this Agreement with the same force and effect as if they were fully set forth herein; provided, however, that for the purposes of this Agree- ment, all references to the Loan in such provisions or in any of them shall be deemed to be references to this Loan. wI -8- ARTICLE V Remedies of the Bank Section 5.01. The provisions of Article V of the First Loan Agreement are hereby incorporated into this Agreement with the same force and effect as if they were set forth herein. -9- ARTICLE VI Effective Date; Termination Section 6.01. The following event is specified as an additional condition to the effectiveness of the Loan Agreement within the meaning of Section 12.01 (c) of the General Conditions, namely, that all the conditions precedent to the effectiveness of the First Loan Agreement, other than the effectiveness of this Agree- ment, shall have been fulfilled. Section 6.02. The date September 9, 1976, is hereby specified for the purposes of Section 12.04 of the General Conditions. - 10 - ARTICLE VII Representative of the Borrower; Addresses Section 7.01. The Secretary of Finance of the Borrower is designated as representative of the Borrower for the purposes of Section 11.03 of the General Conditions. Section 7.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Borrower: Secretary of Finance Denartment of Finance Manila, Philippines Cable address: Telex: SECFINANCE 727550 Manila For the Bank: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable address: Telex: INTBAFRAD 440098 (ITT) Washington, D.C. 248423 (RCA) or 64145 (wUI) 4, -11 - 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 abo-e written. REPUBLIC OF THE PHILIPPINES By /s/ Imelda Romualdez Marcos Authorized Representative INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By /s/ Robert S. McNamara President - 12- SCHEDULE Amortization Schedule Payment of Principal Date Payment Due (expressed in dollars)* January 15, 1983 175,000 July 15, 1983 180,000 January 15, 1984 185,000 July 15, 1984 190,000 January 15, 1985 1905000 July 15, 1985 195,000 January 15, 1986 200,000 July 15, 1986 205,000 January 15, 1987 210,000 July 15, 1987 215,000 January 15, 1988 220,000 July 15, 1988 225,000 January 15, 1989 230,00 July 15, 1989 235,000 January 15, 1990 240,000 July 15, 1990 2145,000 January 15, 1991 250,000 July 15, 1991 255,000 January 15, 1992 265,000 July 15, 1992 270,000 January 15, 1993 275,000 July 15, 1993 280,000 January 15, 1994 285,000 July 15, 1994 295,000 January 15, 1995 300,000 July 15, 1995 305,000 January 15, 1996 315,000 July 15, 1996 320,000 * 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 equiva- lents determined as for purposes of withdrawal. -13- Payment of Principal Date Payment Due (expressed in dollars)* January 15, 1997 330,000 July 15, 1997 335,000 January 15, 1998 345,000 July 15, 1998 350,000 January 15, 1999 360,000 July 15, 1999 365,000 January 15, 2000 375,000 July 15, 2000 385,000 January 15, 2001 oo,ooo * 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 equiva- lents determined as for purposes of iithdrawal. - 14 - Premiums on Prepayment The following percentages are specified as the premiums pay- able 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 4% 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%