Conformed Copy - C3179 - Second Social Fund Project - Project Agreement

Page 1 CONFORMED COPY CREDIT NUMBER 3179 KH Project Agreement (Second Social Fund Project) between INTERNATIONAL DEVELOPMENT ASSOCIATION and THE SOCIAL FUND OF THE KINGDOM OF CAMBODIA Dated April 19, 1999 CREDIT NUMBER 3179-KH PROJECT AGREEMENT AGREEMENT, dated April 19, 1999, between INTERNATIONAL DEVELOPMENT ASSOCIATION (the "Association") and SOCIAL FUND OF THE KINGDOM OF CAMBODIA (the "SFKC"). WHEREAS: (A) By the Development Credit Agreement of even date herewith between the Kingdom of Cambodia (the "Borrower") and the Association, the Association has agreed to make available to the Borrower an amount in various currencies equivalent to seventeen million nine hundred thousand Special Drawing Rights (SDR 17,900,000), on the terms and conditions set forth in the Development Credit Agreement, but only on condition that SFKC agrees to undertake such obligations toward the Association as are set forth in this Agreement; and WHEREAS: (B) SFKC, in consideration of the Association's entering into the Development Credit Agreement with the Borrower, has agreed to undertake the obligations set forth in this Agreement; NOW THEREFORE the parties hereto hereby agree as follows: ARTICLE I Definitions Section 1.01. Unless the context otherwise requires, the several terms defined in the Development Credit Agreement and the General Conditions (as so defined) have the respective meanings therein set forth. ARTICLE II Execution of the Project; Management and Operations of SFKC Page 2 Section 2.01. (a) SFKC declares its commitment to the objectives of the Project as set forth in Schedule 2 to the Development Credit Agreement and, to this end, shall carry out the Project and conduct its operations and affairs in accordance with sound financial standards and practices, with suitably qualified and experienced management and personnel in adequate numbers, and in accordance with the provisions of the Royal Decree and the Statutes. (b) Without limitation upon the provisions of paragraph (a) of this Section and, except as the Association and SFKC shall otherwise agree, SFKC shall carry out the Project in accordance with the implementation program set forth in Schedule 1 to this Agreement. (c) Except as the Association shall otherwise agree, procurement of the goods, works and consultants