Conformed Copy - C2220 - Population, Health and Nutrition Sector Credit - Overseas Development Administration Grant Agreement

Page 1 ODA GRANT RELATED TO CREDIT NUMBER 2220 MAI Overseas Development Administration Grant Agreement (Republic of Malawi - Population, Health and Nutrition Sector Credit) between REPUBLIC OF MALAWI and INTERNATIONAL DEVELOPMENT ASSOCIATION as Administrator of Grant Funds provided by the OVERSEAS DEVELOPMENT ADMINISTRATION Dated August 27, 1992 ODA GRANT RELATED TO CREDIT NUMBER 2220 MAI OVERSEAS DEVELOPMENT ADMINISTRATION GRANT AGREEMENT AGREEMENT, dated August 27, 1992, between REPUBLIC OF MALAWI (the Recipient) and INTERNATIONAL DEVELOPMENT ASSOCIATION acting as Administrator (the Administrator) of the ODA Grant (as hereinafter defined) provided by the Overseas Development Administration of the United Kingdom (ODA). WHEREAS (A) the Recipient has requested the assistance of the International Development Association (the Association) for the financing of the Population, Health and Nutrition Sector Credit (the Project); WHEREAS (B) the Association has granted a Credit for the said Project on the terms and conditions set forth in the Development Credit Agreement (Credit No. 2220-MAI) dated May 31, 1991, between the Recipient and the Association (the IDA Development Credit Agreement); WHEREAS (C) the Recipient has requested the assistance of ODA for the financing of Part D of the Project (the Social Program Support Fund Component) described in Schedule 2 to the IDA Development Credit Agreement; WHEREAS (D) ODA wishes to make available to the Recipient a grant in an amount not exceeding three hundred thousand pounds sterling (\1a300,000) (the ODA Page 2 Grant) to assist the Recipient in carrying out the Social Program Support Fund Component on the terms and conditions hereinafter set forth; WHEREAS (E) by an understanding set out in an exchange of letters dated March 17, 1992 between ODA and the Association (the Arrangements), ODA has requested the Association, and the Association has accepted, to administer, the ODA Grant in accordance with the provisions of the Arrangements; and WHEREAS (F) the Recipient acknowledges that the financial assistance extended to the Recipient under this ODA Grant Agreement will be considered as part of the bilateral development aid extended by the Government of the United Kingdom of Great Britain and Northern Ireland to the Recipient; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I General Conditions; Definitions Section 1.01. The General Conditions Applicable to Development Credit Agreements of the Association, dated January 1, 1985 (the General Conditions) constitute an integral part of this Agreement, subject, however, to the following modifications thereof: (a) the term "Association", wherever used in the General Conditions, means the International Development Association, acting as Administrator of the ODA Grant pursuant to the Arrangements, except in the phrase "member of the Association" in Section 2.01 (5), 4.02 (b) and Section 6.02 (e) of the General Conditions; (b) the term "Development Credit Agreement", wherever used in the General Conditions, means this ODA Grant Agreement; (c) the term "Credit", wherever used in the General Conditions, means the ODA Grant extended to the Recipient under this Agreement; (d) the term "Credit Account", wherever used in the General Conditions, means the ODA Grant Account, the account opened by the Administrator in its books in the name of the Recipient to which the amount of the ODA Grant is credited; (e) the term "Special Account", whenever used in the General Conditions or in this Agreement, means the account opened by the Recipient in accordance with Section 2.02 (c) of this Agreement; (f) in Sections 6.02 and 7.01 of the General Conditions, the term "Association" shall also include the International Development Association acting in its own capacity; (g) Section 9.06 (c) of the General Conditions shall be modified to read: "(c) Not later than six months after the Closing Date or such later date as may be agreed for this purpose between the Recipient and the Administrator, the Recipient shall prepare and furnish to the Administrator a report, of such scope and in such detail, as the Administrator shall reasonably request, on Page 3 the execution of the Project referred to in the Preamble to the ODA Grant Agreement, the performance by the Recipient and the Administrator of their respective obligations under the ODA Grant Agreement, and the accomplishment of the purposes of the ODA Grant"; (h) 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, 12.04 and 12.05 are deleted; and (i) the term "Borrower", wherever used in the General Conditions, means the Recipient. 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 and in the IDA Development Credit Agreement have the respective meanings therein set forth, and the terms "Pounds Sterling" and "L" mean the currency of the United Kingdom of Great Britain and Northern Ireland. ARTICLE II The Grant Section 2.01. The Administrator agrees to extend to the Recipient, on the terms and conditions set forth or referred to, a grant in an amount not exceeding three hundred thousand pounds sterling (\1a300,000). Section 2.02. (a) The proceeds of the ODA Grant may be withdrawn from the ODA Grant Account for 100% of expenditures made (or, if the Administrator shall so agree, to be made) in respect of the reasonable cost of goods and services required for the Social Program Support Fund Component and to be financed out of the ODA Grant. (b) Except as the Administrator shall otherwise agree, procurement of goods and services required by the Recipient in carrying out the Social Program Support Fund Component and to be financed out of the proceeds of the ODA Grant shall be procured in accordance with the provisions of Schedule 3 to the IDA Development Credit Agreement, which is hereby incorporated into this Agreement with the same force and effect as if it were fully set forth herein, it being understood that the references in said Schedule to the "Association" shall be deemed to be references to the Association acting as Administrator of the ODA Grant. (c) The Recipient shall, for the purposes of the Project, open and maintain in dollars a special account in a commercial bank on terms and conditions satisfactory to the Administrator, including appropriate protection against set-off, seizure or attachment. Deposits into, and payments out of, the Special Account shall be made in accordance with the provisions of Schedule 5 to the IDA Development Credit Agreement, said provisions being hereby incorporated as if they were fully set forth herein; it being understood that the amount of the Authorized Allocation shall be deemed to be an amount equivalent to fifty thousand dollars ($50,000). (d) If the Administrator shall have reasonably determined that the procurement of any item is inconsistent with the procedures set forth or referred to in paragraph (b) above, no expenditures for such item shall be financed out of the proceeds of the ODA Grant, Page 4 and the Administrator may, without in any way restricting or limiting any other right, power or remedy of the Administrator under this Agreement, by notice to the Recipient, cancel such amount of the ODA Grant as, in the Administrator's reasonable opinion, represents the amount of such expenditures which would otherwise have been eligible for financing out of the proceeds of the ODA Grant. Section 2.04. The Closing Date shall be June 30, 1997, or such later date as the Administrator shall establish. The Administrator shall promptly notify the Recipient of such later date. ARTICLE III Execution of the Project Section 3.01. Except as otherwise expressly provided herein, Articles III and IV of the IDA Development Credit Agreement are hereby incorporated into this Agreement with the same force and effect as if they were fully set forth herein, it being understood that all references in said Articles III and IV to "the Association" shall be deemed to be references to the Administrator of the ODA Grant under this Agreement and all references to the "Credit" and the "Credit Account" shall be deemed to be references to the ODA Grant and the ODA Grant Account, respectively. ARTICLE IV Representation; Transfer of Rights and Obligations Section 4.01. The Minister of Finance of the Recipient shall be the representative of the Recipient for the purposes of Section 11.03 of the General Conditions. Section 4.02. The following addresses are specified for the purposes of Section 11.01 of the General Conditions: For the Recipient: Ministry of Finance P.O. Box 30049 Lilongwe 3 Malawi Cable address: Telex: FINANCE 44407 MI Lilongwe For the Administrator: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America Cable address: Telex: INDEVAS 248423 (RCA) Washington, D.C. 64145 (WUI) 197688 (TRT) or 82987 (FTCC) Section 4.03. In accordance with the Arrangements, the rights and obligations of the Administrator under Page 5 this Agreement may be transferred to the ODA. The Recipient accepts and agrees that, upon notice by the Administrator to the Recipient to that effect, ODA 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 ODA 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. ARTICLE V Effectiveness Section 5.01. This Agreement shall become effective as of the date first above written and shall continue in effect until the ODA Grant has been fully disbursed and the parties to this Agreement have fulfilled their obligations 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 MALAWI By /s/ B. B. Mbanya Authorized Representative INTERNATIONAL DEVELOPMENT ASSOCIATION as Administrator of the ODA Grant By /s/ F. J. Aguirre-Sacasa Acting Regional Vice President Africa