Senegal - Petite Cote Tourism Project : Loan 1413 - Loan Agreement - Conformed

CONFORMED COPY LOAN NUMBER 1413-SE Loan Agreement (Petite C8te Tourism Project) between REPUBLIC OF SENEGAL and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT Dated June 7, 1977 LOAN AGREEMENT AGREEMENT, dated June 7, 1977, between REPUBLIC OF SENEGAL (hereinafter called the Borrower) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (hereinafter called the Bank). WHEREAS (A) by an agreement (hereinafter called the Intermediate Term 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 said Intermediate Term Loan Agreement by making a loan (hereinafter called the Intermediate Term Loan) in an amount in various currencies equivalent to eight million dollars ($8,000,000) under the Interest Subsidy Fund for the Third Window established by Resolution No. 75-111 of the Executive Directors of the Bank; (B) the Borrower has also requested the Bank to provide additional financial assistance towards the financing of the Project by making the present Loan (hereinafter called the Loan) as hereinafter provided; (C) the Borrower and the Bank intend that the proceeds of the Intermediate Term Loan and of this Loan be disbursed pro rata on the basis of a 6:4 ratio; (D) Parts J and K (ii) through (vi) of the Project will be carried out by the Borrower through DUH and DGT, respectively (as -2- those terms are hereinafter defined), and Part C (i) and (ii) of the Project will be carried out by the Borrower; (E) Parts A, B, C (iii), D, E, F, G, H, K (i) and L of the Project will be carried out by SAPCO (as this term is hereinafter defined), with the Borrower's assistance and, as part of such assistance, the Borrower will make available to SAPCO a portion of the proceeds of the Loan and of the Intermediate Term Loan as hereinafter provided; (F) Part I of the Project will be carried out by OPT (as this term is hereinafter defined) with the Borrower's assistance and, as part of such assistance, the Borrower will make available to OPT a portion of the proceeds of the Loan and of the Intermediate Term Loan as hereinafter provided; and (G) the Bank is willing to make the Loan and the Intermediate Term Loan available upon the terms and conditions set forth hereinafter and in the Project Agreement of even date herewith between the Bank, party of the first part, and SAPCO and OPT, parties of the second part (all such parties of the second part hereinafter sometimes collectively called the Beneficiaries); WHEREAS the Bank has agreed, on the basis inter alia of the foregoing, to make the Loan and the Intermediate Term Loan to the Borrower upon the term and conditions hereinafter set forth in this Agreement which is the First Loan Agreement referred to in the Intermediate Term Loan Agreement; 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 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 (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, in the Preamble to this Agreement and in the Intermediate Term Loan Agreement have the respective meanings therein set forth. 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 six hundred thousand dollars ($5,600,000). Section 2.02. (a) The amount of the Loan may be withdrawn from the Loan Account in accordance with the provisions of Schedule 1 to the Intermediate Term 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 and to be financed out of the proceeds of the Loan and in respect of interest and other charges on the Loan. (b) On each of the semi-annual interest payment dates specified in Section 2.07 of this Agreement, the Bank shall, on behalf of the Borrower, withdraw from the Loan Account and pay to itself the amounts required to pay, on such date, interest and other charges on the Loan accrued and payable on or before the date set forth, and up to the amount allocated, in Schedule 1 to the Intermediate Term Loan Agreement, as such Schedule may be amended from time to time by agreement between the Borrower and the Bank. - 5 - Section 2.03. Except as the Bank shall otherwise agree, contracts for zhe purchase of goods or for civil works required for the Project to be financed out of the proceeds of the Loan and of the Intermediate Term Loan shall be procured in accordance with the provisions of Schedule 4 to the Intermediate Term Loan Agreement. Section 2.04. The Closing Date shall be June 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. Section 2.06. The Borrower shall pay interest at the rate of eight and two-tenths per cent (8.20%) 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 April 15 and October 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 Schedule 1 to this Agreement. -6- ARTICLE III Execution of the Project; Other Covenants Section 3.01. The provisions of Article III of, and of Sections 4.02 through 4.14 of, the Intermediate Term 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: (i) all references to the First Loan Agreement and to the First Loan in such Article and Sections or in any one of them shall be deemed to be references to this Loan Agreement and to this Loan, respectively; and (1i) all references to the Loan Agreement, and to the Loan in such Article or Sections or in any one of them shall be deemed to be references to the Intermediate Term Loan Agreement and to the Intermediate Term Loan, respectively. 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 -7- 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 provisio. 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. (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 -8- subdivision thereof and of any equity 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 fu:.ctions of a central bank or exchange stabilization fund, or similar functions, for the Borrower. -9- ARTICLE IV Remedies of the Bank Section 4.01. For the purposes of Section 6.02 of the General Conditions, the following additional event is specified pursuant to paragraph (k) thereof, namely, that a default shall have occurred under the Intermediate Term Loan Agreement other than in respect of the payment of the principal, or interest, or any other payment, required thereunder. Section 4.02. For the purposes of Section 7.01 of the General Conditions, the following additional event is specified pursuant to paragraph (h) thereof, namely, that the event specified in Section 4.01 of this Agreement shall occur and shall continua for a period of 60 days after notice thereof shall have been given by the Bank to the Borrower and to SAPCO and OPT. - 10 - ARTICLE V Effective Date; Termination Section 5.01. 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 conditions precedent to the effectiveness of the Intermediate Term Loan Agreement have been fulfilled subject only to the effectiveness of this Agreement. Section 5.02. The date October 5, 1977, is hereby specified for the purposes of Section 12.04 of the General Conditions. - 11 - ARTICLE VI Representative of the Borrower; Addresses Section 6.01. The Minister of Finance of the Borrower is designated as representative of the Borrower for the purposes of Section 11.03 of the General Conditions. Section 6.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Borrower: Minist6re des Finances et des Affaires Economiques Rue Charles Latn6 B.P. 4017 Dakar, S6negal Cable address: MINFINANCES Dakar 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) - 12 - 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. REPUBLIC OF SENEGAL By Is/ Andr4 Coulbary Authorized Representative INTERYATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By Is/ Rager Chaufournier Regional Vice President Western Africa - 13 - SCHEDULE 1 Amortization Schedule Payment of Principal Date Payment Due (expressed in dollars)* On each April 15 and October 15 beginning April 15, 1982 through October 15, 1996 180,000 On April 15, 1997 200,000 * 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. - 14 - 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 1.25% More than three years but not more than six years before maturity 2.45% More than six years but not more than eleven years before maturity 4.50% More than eleven years but not more than sixteen years before maturity 6.55% More than sixteen years but not more than eighteen years before maturity 7.40% More than eighteen years before maturity 8.20%