Niger - Third Highway Project : Credit 0612 - Credit Agreement - Conformed

CONFORMED COPY CREDIT NUMBER 612 NIR DEVELOPMENT CREDIT AGREEMENT (Third Highway Project) b etween REPUBLIC OF NIGER and INTERNATIONAL DEVELOPMENT ASSOCIATION Dated March 5, 1976 DEVELOPMENT CREDIT AGREEMENT AGREEMENT, dated March 5, 1976, between REPUBLIC OF NIGER (hereinafter called the Borrower) and INTERNATIONAL DEVELOPMENT ASSOCIATION (hereinafter called the Association). WHEREAS (A) by the Development Credit Agreement No. 55 NIR (Road Project) dated June 24, 1964, between the Borrower and the Association, the Association has made available to the Borrower a development credit in various currencies equivalent to one million five hundred thousand dollars ($1,500,000) to assist the Borrower in financing the design, improvement and construction of certain roads in the Borrower's national highway system; (B) by the Development Credit Agreement No. 128 NIR (Highway Maintenance Project) dated September 23, 1968, between the Borrower and the Association, as amended by an agreement between the Borrower and the Association dated November 26, 1973, the Association has made available to the Borrower a development credit in various currencies equivalent to six million four hundred seventy thousand dollars ($6,470,000) to assist the Borrower in financing a four- year highway maintenance program and preinvestment studies; and (C) by the Development Credit Agreement No. 231 NIR (Second Highway Construction Project) dated January 29, 1971, between the Borrower and the Association, as amended by an agreement between the Borrower and the Association dated November 26, 1973, the Association has made available to the Borrower a development credit in various currencies equivalent to six million five hundred fifty thousand dollars ($6,550,000) to assist the Borrower -2- in financing the construction and improvement of, and the prepara- tion of preinvestment studies for, certain roads in the Borrower's national highway system and in the purchase of equipment and the training of personnel; (D) the Borrower has requested the Association to assist in the financing of Parts A, B(i)(b), B(ii) and C of the Project described in Schedule 2 to this Agreement by extending the Credit as hereinafter provided; (E) the Borrower intends to contract from the Arab Bank for Economic Development in Africa (hereinafter called BADEA) a loan (hereinafter called the BADEA Loan) in an amount of seven million dollars ($7,000,000) to assist in financing Parts A, B(i)(b), B(ii) and C of the Project on the terms and conditions set forth in an agreement (hereinafter called the BADEA Loan Agreement) to be entered into between the Borrower and BADEA; (F) the Borrower intends to contract from the African Devel- opment Fund (hereinafter called ADF) a loan (hereinafter called the ADF Loan) in an amount of three million two hundred forty thousand ADF Units of Account (ADF U.A.3,240,000) to assist in financing Part B(i)(a) of the Project on the terms and condition set forth in an agreement (hereinafter called the ADF Loan Agree- ment) to be entered into between the Borrower and ADF; and WHEREAS the Association has agreed, on the basis inter alia of the foregoing, to extend the Credit 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; 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 March 15, 1974, with the same force and effect as if they were fully set forth herein (said General Conditions Applicable to Development Credit Agree- ments of the Association 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 and the term "DPW/U" means the Borrower's Directorate of Public Works and Urban Devel- opment (Direction des Travaux Publics et de l'Urbanisme). -4- 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 equiva- lent to fifteen million six hundred thousand dollars ($15,600,000). 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 may be amended from time to time by agreement between the Borrower and the Association, 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 and to be financed out of the proceeds of the Credit. Section 2.03. Except as the Association shall otherwise agree, the goods, works and services (other than consultants' services) for the Project to be financed out of the proceeds of the Credit shall be procured in accordance with the provisions of Schedule 3 to this Agreement. Section 2.04. The Closing Date shall be June 30, 1980 or such later date as the Association shall establish. The Associa- tion shall promptly notify the Borrower of such later date. -5- 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 January 15 and July 15 in each year. Section 2.07. The Borrower shall repay the principal amount of the Credit in semi-annual installments payable on each January 15 and July 15 commencing January 15, 1986, and ending July 15, 2025, each installment to and including the installment payable on July 15, 1995 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 Republic of France is hereby specified for the purposes of Section 4.02 of the General Conditions. -6- ARTICLE III Execution of the Project Section 3.01. (a) The Borrower shall carry out the Project through DPW/U with due diligence and efficiency and in conformity with appropriate administrative, financial and engineering practices, and shall provide, promptly as needed, the funds, facilities, ser- vices and other resources required for the purpose. (b) Without limitation upon the provisions of paragraph (a) of this Section and of Section 4.02 of this Agreement, the Borrower specifically undertakes to make arrangements, satisfactory to the Association, to provide such funds as are needed to meet recurrent expenditures required for carrying out the routine and the periodic maintenance operations on the Borrower's classified road network. For this purpose, the Borrower shall, inter alia, review, in con- sultation with the Association, not later than May 31 of each year, or such other date as the Association may agree, the budget- ary proposals for such maintenance operations in the fiscal year starting on October 1 thereafter. Section 3.02. (a) In order to assist in the supervision of the maintenance works and the training of specialized staff within DPW/U under Part A of the Project, the Borrower shall, except as the Association shall otherwise agree, employ one highway engineer, three mechanics, two chiefs of regravelling units and one expert in routine maintenance of paved roads, all of whose qualifications, experience and terms and conditions of employment shall be satis- factory to the Association. -7- (b) In order to assist in the supervision of the works under Part B of the Project, the Borrower shall employ consultants whose qualifications, experience and terms and conditions of employment shall be satisfactory to the Association. (c) In order to assist in carrying out Part C of the Project, the Borrower shall employ consultants whose qualifications, expe- rience and terms and conditions of employment shall be satisfactory to the Association. Section 3.03. The Zinder-Nigerian border road provided for under Part B(i) of the Project shall not be constructed unless and until the Borrower shall have received notice from the Asso- ciation, on or before December 31, 1977, that the Association is satisfied that appropriate arrangements have been made for the construction of the road between Kunya, Nigeria, and the Borrower's border (Babura-Kunya road). If such notice shall not have been received by the Borrower by said date, the construction of such road section shall be deleted from the Project, unless the Associa- tion shall otherwise agree. 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 inci- dent to the acquisition, transportation and delivery thereof to the place of use or installation, and for such insurance any in- demnity shall be payable in a currency freely usable by the Borrower to replace or repair such goods. -8- (b) Except as the Association shall otherwise agree, all goods and services financed out of the proceeds of the Credit shall be used exclusively for the Project until its completion. Section 3.05. (a) The Borrower shall furnish to the Associa- tion, promptly upon their preparation, the plans, specifications, 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. (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 visit the facilities and construction sites included in the Project and to examine 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. In order to ensure adequate management staffing of DPW/U, the Borrower shall: (a) review and update, in consultation with the Association and not later than December 31, 1976, or such other date as the Association my agree, its plan for providing qualified local -9- personnel for DPW/U's management staff in charge of road mainte- nance, and review annually, in consultation with the Association, the progress made in implementing said plan; and (b) take all action necessary, in consultation with the Association, for the prompt establishment and implementation of a program providing adequate and timely training to local personnel in order to prepare it to assume management positions within DPW/U. Section 3.07. In order to ensure that DPW/U be staffed with the required specialized personnel, the Borrower shall: (a) appoint within DPW/U, not later than October 1, 1976, or such other date as the Association may agree, qualified local counterparts to the highway engineer and two of the three mechanics referred to in paragraph (a) of Section 3.02 of this Agreement and assign such counterparts to the corresponding tasks; (b) appoint within DPW/U, not later than October 1, 1977, or such other date as the Association may agree, qualified local counterparts to the other experts referred to in said paragraph (a) of Section 3.02 of this Agreement and assign such counterparts to the corresponding tasks; and (c) prepare and furnish to the Association for its review and approval, within four months after the Effective Date or such other period as the Association may agree, and thereafter promptly implement, a detailed program for providing such training to DPW/U personnel as shall be required for ensuring effective periodic maintenance operations under Part A of the Project. - 10 - Section 3.08. The Borrower shall take or cause to be taken all such action as shall be necessary to acquire, as and when needed, all such land and rights in respect of land as shall be required for the construction of the roads included in the Project. Section 3.09. Except as the Association shall otherwise agree, the design standards for the roads included in Part B of the Proj- ect shall be those set forth in Schedule 4 to this Agreement. - 11 - ARTICLE IV Other Covenants Section 4.01. The Borrower shall maintain or cause to be maintained records adequate to reflect in accordance with consis- tently maintained appropriate accounting practices the operations, resources and expenditures, in respect of the Project, of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. Section 4.02. The Borrower shall cause its road network and its road maintenance equipment to be adequately maintained and shall cause all necessary repairs thereof to be made promptly, all in accordance with sound engineering and economic standards, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the foregoing. Section 4.03. The Borrower shall take all such action as shall be reasonably required to ensure that the dimensions and axle-loads of vehicles using the roads in its national highway system will not exceed limits consistent with the design standards of such roads. Section 4.04. The Borrower shall collect and record in accor- dance with appropriate statistical methods and procedures such technical, economic and financial data as shall be reasonably required for proper planning of maintenance, improvements and extension of its highway system. - 12 - ARTICLE V Remedies of the Association Section 5.01. For the purposes of Section 6.02 of the General Conditions, the following additional events are specified pursuant to paragraph (h) thereof: (i) Subject to subparagraph (ii) of this paragraph: (A) The right of the Borrower to withdraw the proceeds of the BADEA Loan or the ADF Loan made to the Borrower for the financing of the Project shall have been st-spended, cancelled or terminated in whole or in part, pursuant to the terms of the BADEA Loan Agreement or the ADF Loan Agreement, respectively, or (B) the BADEA Loan or the ADF Loan shall have become due and payable prior to the agreed maturity thereof. (ii) Subparagraph (i) of this paragraph shall not apply if the Borrower establishes to the satisfaction of the Association that: (A) such suspension, cancellation, termination or prematuring is not caused by the failure of the Borrower to perform any of its obligations under such agreements, and - 13 - (B) adequate funds for the Project are available to the Borrower from other sources on terms and conditions consistent with the obligations of the Borrower under this Agreement. Section 5.02. For the purposes of Section 7.01 of the General Conditions, the following additional event is specified pursuant to paragraph (d) thereof, namely that the event specified in para- graph (i)(B) of Section 5.01 of this Agreement shall occur. - 14 - ARTICLE VI Effective Date; Termination Section 6.01. The following events are specified as additional conditions to the effectiveness of the Development Credit Agreement within the meaning of Section 12.01(b) of the General Conditions, namely, that the BADEA Loan Agreement and the ADF Loan Agreement have been duly signed and conditions precedent to initial disburse- ments, if any, under said agreements, save for the effectiveness of this Agreement, have been fulfilled. Section 6.02. The date June 7, 1976 is hereby specified for the purposes of Section 12.04 of the General Conditions. Section 6.03. The obligations of the Borrower under Article IV of this Agreement shall cease and determine on the date on which the Development Credit Agreement shall terminate or on a date twenty years after the date of this Agreement, whichever shall be the earlier. - 15 - ARTICLE VII Representative of the Borrower; Addresses Section 7.01. The Minister of Public Works, Transportation and Urban Development of the Borrower is designated as represen- tative 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: Ministere des Travaux Publics, des Transports et de l'Urbanisme Niamey Republic of Niger Cable address: MINISTRAVO Niamey 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. - 16 - 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 above written. REPUBLIC OF NIGER By /s/ 1lla Salifou Authorized Representative INTERNATIONAL DEVELOPMENT ASSOCIATION By /s/ E. Peter Wright Director Country Programs Department Western Africa Regional Office 011 - 17 - 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 the amounts of the Credit to each Category and the percentage of expenditures for items so to be financed in each Category: Amount of the Credit Allocated % of (Expressed in Expenditures Category Dollar Equivalent) to be Financed (1) Consulting services 900,000 51% for Part A of the Project (2) Equipment for Part 2,500,000 53% A of the Project (3) Civil works under .7,500,000 44% Parts B(i)(b) and B(ii) of the Pro- ject (4) Consulting services 800,000 51% for supervision of civil works under Part B of the Proj- ect (5) Consulting services 50,000 51% for Part C of the Project (6) Unallocated 3,850,000 TOTAL 15,600,000 - 18 - 2. The disbursement percentages have been calculated in compli- ance with the policy of the Association that no proceeds of the Credit shall be disbursed on account of payments for taxes levied t by, or in the territory of, the Borrower on goods or services, or on the importation, manufacture, procurement or supply thereof; to that end, if the amount of any such taxes levied on or in respect of any item to be financed out of the proceeds of the Credit de- creases or increases, the Association may, by notice to the Bor- rower, increase or decrease the disbursement percentage then applicable to such item as required to be consistent with the aforementioned policy of the Association. 3. Notwithstanding the provisions of paragraph 1 above, no with- drawals shall be made in respect of expenditures prior to the date of this Agreement, except that withdrawals may be made in respect of Category (1) on account of expenditures incurred after July 1, 1975, in respect of consulting services for the preparation of bidding documents for the procurement of equipment, in an aggre- gate amount not exceeding the equivalent of $40,000. 4. Notwithstanding the allocation of an amount of the Credit or the disbursement percentages set forth in the table in para- graph 1 above, if the Association has reasonably estimated that the amount of the Credit then allocated to any Category will be insufficient to finance the agreed percentage of all expenditures in that Category, the Association may, by notice to the Borrower: (i) reallocate to such Category, to the extent required to meet the estimated shortfall, proceeds of the Credit which are then allocated to another Category and which in the opinion of the - 19 - Association are not needed to meet other expenditures, and (ii) if such reallocation cannot fully meet the estimated shortfall, reduce the disbursement percentage then applicable to such expenditures in order that further withdrawals under such Category may continue until all expenditures thereunder shall have been made. 5. 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 this Agreement, no expen- ditures 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 Borrower, cancel such amount of the Credit as, in the Association's reason- able opinion, represents the amount of such expenditures which would otherwise have been eligible for financing out of the pro- ceeds of the Credit. - 20- SCHEDULE 2 Description of the Project The Project consists of the following: Part A: Periodic maintenance of the Borrower's classified gravel road network and of about 600 km of earth roads under a four-year maintenance program (1976-1979) (to reach an annual capacity of about 320 km of regravelling at the end of the program period), including the purchase of highway maintenance equip- ment and the training of specialized DPW/U staff at all levels. Part B: Construction and improvement works on: (i) the road from Zinder to the Nigerian border (about 113 km) comprising the sections (a) from Zinder to a point about 28 km from Zinder in the direction of the Nigerian border, and (b) from this point to the Nigerian border (about 85 km); and (ii) the road from Maradi to the Nigerian border (about 49 km). -21- Part C: Survey of the Borrower's road construction industry. The Project is expected to be completed by December 31, 1979. U - 22 - SCHEDULE 3 Procurement A. International Competitive Bidding 1. Except as provided in Part B hereof, goods, works and services shall be procured under contracts to be awarded in accordance with procedures consistent with those set forth in Part A of the "Guidelines for Procurement under World Bank Loans and IDA Credits" p blished by the Bank in August 1975 (hereinafter called the Guidelines), on the basis of international competitive bidding. 2. Bidders for the works included in Parts B(i)(b) and B(ii) of the Project shall be prequalified as described in paragraph 1.3 of Part A of the Guidelines. 3. The works included in Parts B(i)(b) and B(ii) of the Project shall be executed under unit price contracts. B. Other Procurement Procedures The Borrower may award contracts for equipment without re- course to international competitive bidding, provided that (i) the estimated price of such contracts shall not exceed the equivalent of $10,000; (ii) such contracts shall be awarded in accordance with procurement procedures satisfactory to the Association; and (iii) the aggregate amount of the contracts awarded pursuant to this Part shall not exceed the equivalent of $300,000. 1 23 - C. Evaluation and Comparison of Bids for Goods For the purpose of evaluation and comparison of bids for the supply of goods: (i) bidders shall be required to state in their bid the c.i.f. (point of entry) price for imported goods; (ii) customs duties and other import taxes on imported goods, and sales and similar taxes on domestically-supplied goods, shall be ex- cluded; and (iii) the cost to the Borrower of inland freight and other expenditures incidental to the delivery of goods to the place of their use or installation shall be included. D. Evaluation and Comparison of Bids for Civil Works; Preference for Domestic Contractors With respect to any contract for civil works under Parts B(i)(b) and B(ii) of the Project the Borrower may grant a margin of pref- erence of 7-1/2% to domestic contractors, in accordance with, and subject to, the following provisions: (a) Contractors shall be required to prequalify as provided in Part A.2 of this Schedule and applicants for qualification applying also for such preference shall be asked to provide, as part of the information for qualification, such information, including details of ownership, as shall be required to determine whether, according to the classification established by the Bor- rower and accepted by the Association, a particular firm or group of firms qualifies for a domestic preference. The bidding documents shall clearly indicate the preference and the method that will be followed in the evaluation and comparison of bids to give effect to such preference. - 24 - (b) After bids have been received and reviewed by the Bor- rower, responsive bids will be classified into the following groups: (i) bids offered by domestic contractors eligible for preference; and (ii) bids offered by other contractors. For the purpose of evaluation and comparison of bids an amount equal to 7-1/2% of the bid amount shall be added to bids received under group (ii) above. E. Review of Procurement Decisions by the Association 1. Review of prequalification. 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, where applicable, of their eligibility for domestic preference under Part D above and of the reasons for the exclusion of any applicant for prequalification and for such eli- gibility 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, deletions from, or modifications in, the said list as the Association shall reasonably request. 2. Review of invitation to bid and of proposed awards and final contracts. - 25 - With respect to all contracts for goods estimated to cost the equivalent of $10,000 or more and all contracts for civil works: (a) 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 procedures as the Association shall reasonably re- quest. Any further modification to the bidding documents shall require the Association's concurrence before it is is.,ued to the prospective bidders. (b) After bids have been received and evaluated, the Bor- rower shall, before a final decision on the award is made, inform the Association of the name of the bidder to which it intends to award the contract and shall furnish to the Association, in suf- ficient time for its review, a detailed report on the evaluation and comparison of the bids received, and such other information as the Association shall reasonably request. The Association shall, if it determines that the intended award would be inconsis- tent with the Guidelines or this Schedule, promptly inform the Borrower and state the reasons for such determination. (c) The terms and conditions of the contract shall not, without the Association's concurrence, materially differ from those on which bids were asked or prequalification invited. - 26 - (d) Two conformed copies of the contract shall be furnished to the Association promptly after its execution and prior to the submission to the Association of the first application for with- drawal of funds from the Credit Account in respect of such contract. 3. With respect to each contract to be financed out of the pro- ceeds of the Credit and not governed by the preceding paragraph, the Borrower shall furnish to the Association, promptly after its execution and prior to the submission to the Association of the first application for withdrawal of funds from the Credit Account in respect of 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 con- tract was not consistent with the Guidelines or this Schedule, promptly inform the Borrower and state the reasons for such determination. - 27 - SCHEDULE 4 Design Standards for the Zinder-Nigerian Border and Maradi-Nigerian Border Design Speed: 100 km/h Maximum Grade: normal 5% exceptional 7% Minimum Radius of Horizontal Curvature: normal 665 m exceptional 425 m Pavement Width: Zinder-Nigerian Border 6 m Maradi-Nigerian Border 7 m Shoulder Width: Zinder-Nigerian Border 1e0o m Maradi-Nigerian Border 1.50 m Design Axle Load for Pavement: 13 t