Ghana - Export Rehabilitation Project : Credit 1435 - Development Grant Agreement - Conformed

CREDIT NUMBER 1435-1 GH Development Grant Agreement (Export Rehabilitation Project) between REPUBLIC OF GHANA and INTERNATIONAL DEVELOPMENT ASSOCIATION as Administrator on behalf of the GOVERNMENT OF CANADA Dated F;Z,&AA1 , 1986 CREDIT NUMER 1435-1 GH DEVELOPMENT GRANT AGREEMENT AGREEMENT, dated ( >6, 1986, between the REPUBLIC OF GHANA (the Borrower) And INTERNATIONAL DEVELOPMENT ASSOCIATION, acting as Administrator on behalf of the GOVERNMENT OF CANADA (the Administrator), WHEREAS the Borrower has requested the assistance of the lnternational Development Association (the Association) and of the Government of Canada in the financing of the Project described in Schedule 2 to the Development Credit Agreement dated February 9, 1984 between the Borrower and the Association (the IDA Credit Agreement); WHEREAS the Association has granted a development credit for this purpose out of its own resources (the IDA Credit) on the terms and conditions set forth in the IDA Credit Agreement, and the Government of Canada has authorized the Administrator, to extend for the same purpose a development grant out of the Canadian Government development aid funds on the terms and conditions hereinafter set forth; WHEREAS the Borrower acknowledges that the financial assis- tance extended to the Borrower under this Development Grant Agreement shall be considered as part of the bilateral develop- ment aid extended by the Government of Canada to the Borrower; 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 Development Credit Agreements of the International Development Association, dated January 1, 1985, 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 Development Credit Agreements of the International Development Association, as so modified, being hereinafter called the General Conditions): (a) the term "Association", wherever used in the General Conditions, means the Association acting as Administrator of -2- Canadian Government development aid funds pursuant to the Agree- ment dated April 22, 1977, as amended by the Agreement dated March 8, 1978, between the Government of Canada anO the Associa- tion (hereinafter called the "Canadian Co-financing Agreement"); (b) the term "Canadian Dollars" and the letters and sign "Can$",mean the currency of Canada; (c) the term "Credit", whenever used in the General Condi- tions, means the Grant hereunder; (d) the term "Credit Account", whenever used in the General Conditions, means the account opened by the Administrator in its books in the name of the Borrower to which the amount of the Grant is credited; (e) the term "Development Credit Agreement" whenever used in the General Conditions, means this Development Grant Agree- ment; (f) the term "Grant" means the grant provided for in this Agreement; (g) Sections 3.02, 3.03, 3.04, 3.05, 4.01, 4.02, 4.03, 4.04, 4.06, 6.05, 7.01, 8.01 (a), 12.02 and 12.05 are deleted; and (h) in Sections 2.01 and 6.02, the term "Association" shall include also the International Development Association acting in its own capacity. 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 IDA Credit Agreement have the respective meanings therein set forth. ARTICLE II The Grant Section 2.01. The Administrator agrees to extend to the Borrower, on the terms and conditions herein set forth or -3- referred to and subject to the receipt of the funds to be made available to the Administrator pursuant to Section 2 of the Canadian Co-financing Agreement, a grant in the amount of four million nine hundred fifty thousand Canadian Dollars (Can$4,950,000). Section 2.02. (a) The amount of the Grant may be withdrawn from the Credit Account for expenditures made (or, if the Administrator shall so agree, to be made) in respect of the reasonable cost of spare parts, materials, equipment and vehicles (including the reasonable cost of services associated with such procurement) required for Part C of the Project. (b) Notwithstanding the provisions of subparagraph (a) above, no withdrawals shall be made in respect of: (i) expendi- tures in the currency of the Borrower or for goods or services supplied from the territory of the Borrower; and (ii) payments for taxes levied by, or in the territory of, the Borrower on goods and services, or on the importation, manufacture, procure- ment or supply thereof. (c) Withdrawals from the Credit Account shall be made in the respective currencies in which the expenditures to be financed out of the proceeds of the Grant have been paid or are payable or, at the option of the Administrator, in Canadian Dollars. Section 2.03. (a) Except as the Administrator shall other- wise agree, contracts for the purchase of spare parts, materials, equipment and vehicles to be financed out of the proceeds of the Grant shall be procured in accordance with the provisions of Schedule 6 to the IDA Credit Agreement, provided, however, that such spare parts, materials, equipment and vehicles shall only be procured from Canadian manufacturers and that any notifica- tion and advertising required pursuant to the provisions of said Schedule 6 shall be limited accordingly. (b) If the Administrator shall have reasonably determined that the procurement of any item is inconsistent with the pro- cedures set forth or referred to in subparagraph (a) above, no expenditures for such item shall be financed out of the proceeds of the Grant, and the Administrator may, without in any way restricting or limiting any other right, power or remedy of the Administrator under the Development Grant Agreement, by notice to the Borrower, cancel such amount of the Grant as, in the -4- Administrator's reasonable opinion, represents the amount of such expenditures which would otherwise have been eligible for financ- ing out of the proceeds of the Grant. Section 2.04. The Closing Date shall be March 31, 1987 or such later date as the Administrator shall establish. The Administrator shall promptly notify the Borrower of such later date. Section 2.05. The National Investment Bank is designated as representative of the Borrower for the purposes of taking any action required or permitted to be taken under the provisions of Section 2.02 of this Agreement and Article V of the General Conditions. ARTICLE III Execution of the Project; Remedies Section 3.01. Except as otherwise expressly provided herein, Articles III and IT f the IDA Credit Agreement are hereby incor- porated into this Agreement with the same force and effect as if they were fully set forth herein, it being understood that all references in such Articles III and IV and in the Project Agree- ment to tha "Association" shall be deemed to be references to the Association acting as Administrator on behalf of the Government of Canada under this Agreement and all references to the "Credit" shall be deemed to be references to the Grant hereunder. Section 3.02. (a) Without any limitation or restriction upon any of its other obligations under the Development Grant Agree- ment, the Borrower shall cause the National Investment Bank to perform in accordance with the provisions of the letter agreement of even date herewith between the Administrator and the National Investment Bank all the obligations therein set forth, shall take and cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable the National Investment Bank to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (b) The Borrower shall make the proceeds of the Grant available to the National Investment Bank under arrangements -5- satisfactory to the Administrator. The Borrower shall exercise its rights under such arrangements in such manner as to protect the interests of the Borrower and the Administrator and to accomplish the purposes of the Grant. Section 3.03. All spare parts, materials, equipment and vehicles purchased pursuant to the provisions of this Agreement shall be sold by the Borrower to the private and public sectors. The local currency funds generated by such sales shall be deposited in the CIDA counterpart funds account to be opened and maintained by the Borrower in the Bank of Ghana. The Borrower shall operate such counterpart funds account in accordance with the provisions of the administrative agreement - CIDA counterpart funds between the Borrower and the Government of Canada. Section 3.04. Section 4.02 of the IDA Credit Agreement is teleted for the purposes of this Agreement. ARTICLE IV Effective Date; Termination; Representation Section 4.01. The date 120 days after the date of this Agreement is hereby specified for the purposes of Section 12.04 of the General Conditions. Section 4.02. The representative designated in Section 6.01 of the IDA Credit Agreement shall be the representative of the Borrower for the purposes of Section 11.03 of the General Condi- tions. Section 4.03. The addresses specified in Section 6.02 of the IDA Credit Agreement shall be the addresses specified for the purposes of Section 11.01 of the General Conditions. ARTICLE V Transfer of Rights and Obligations Section 5.01. In accordance with the Canadian Co-financing Agreement, the rights and obligations of the Administrator under this Agreement may be transferred to the Government of Canada, or one of its agencies designated by it. The Borrower accepts and agrees that, upon notice by the Administrator to the Borrower to -6- that effect, the Government of Canada (or the agency designated by it) shall, ipso facto, from the date specified in such notice, be substituted in all rights and obligations of the Administrator under this Agreement as if the Government of Canada or such agency had been an original party to this Agreement, without any further action or formality required on the part of any party, and from such date the Administrator shall cease to have any rights or obligations as a party under this Agreement. 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 GHANA By/5/ o, L L t- Authorized Representative INTERNATIONAL DEVELOPMENT ASSOCIATION as Administrator on behalf of the GOVERNMENT OF CANADA LRegional Vice President Western Africa INTERNATIONAL DEVELOPMENT ASSOCIATION CERTIFICATE I -hereby certify that the foregoing is a true copy of the original in the archives of the Interna- tional Development Association. In witness whereof I have signed this Certifi- cate and affixed the Seal of the Association thereunto the day of(- 198 I. FOR SECRETARY