ARTF GRANT NUMBER TF0B8537 Afghanistan Reconstruction Trust Fund Grant Agreement (Afghanistan Community Resilience and Livelihoods Project) Between INTERNATIONAL DEVELOPMENT ASSOCIATION acting as administrator of the Afghanistan Reconstruction Trust Fund And UNITED NATIONS OFFICE FOR PROJECT SERVICES (for the benefit of Afghanistan) ARTF GRANT NUMBER TF0B8537 AFGHANISTAN RECONSTRUCTION TRUST FUND GRANT AGREEMENT AGREEMENT dated as of the Signature Date between INTERNATIONAL DEVELOPMENT ASSOCIATION (“Bank”), acting as administrator of the AFGHANISTAN RECONSTRUCTION TRUST FUND (“ARTF”) and UNITED NATIONS OFFICE FOR PROJECT SERVICES (“Recipient” or “UNOPS”). WHEREAS: (A) the United Nations has, in response to the risks of severe drought in Afghanistan and the crisis therein following the events that occurred on August 15, 2021, requested the Bank on November 7, 2021, to finance international community’s efforts for providing humanitarian assistance and protecting basic service delivery in Afghanistan; (B) the Recipient, having satisfied itself as to the feasibility and priority of the Project (as defined below), requested the Bank to assist in financing the Project; (C) it is proposed that financing from the ARTF be provided to the Project in the aggregate amount not to exceed two hundred sixty-five million United States Dollars ($265,000,000) in two tranches, the first of which in the amount not to exceed one hundred million United States Dollars ($100,000,000) is to be provided under this Agreement, and the second of which in the amount not to exceed one hundred sixty-five million United States Dollars ($165,000,000) is expected to be provided following the six month review subject to the availability of resources in the ARTF and to meeting certain conditions relating to the release of the second tranche (in the event that the second tranche is not provided for any reason, it is the shared understanding of the Bank and the Recipient that the Recipient may correspondingly reduce, suspend, or terminate certain planned Project activities); and (D) the Bank has agreed on the basis, inter alia, of the foregoing to extend to the Recipient a grant for the benefit of the people of Afghanistan upon terms and conditions set forth in this Agreement. NOW THERFORE, the Recipient and the Bank hereby agree as follows: Article I Standard Conditions; Definitions 1.01. The Standard Conditions (as defined in the Appendix to this Agreement) apply to and form part of this Agreement. 2 1.02. The Financial Management Framework Agreement (“FMFA”) (as defined in the Appendix to this Agreement) constitutes an integral part of this Agreement. Without limitation to the provisions of the FMFA, in respect to the Recipient, all and/or any references in the FMFA to the: (a) “Letter Agreement(s)” shall be understood as references to this Agreement; (b) “Trust Fund Grant(s)” shall be understood as references to the Grant referred to in Section 3.01 of this Agreement; (c) “UN” and “UN Organization,” including a particular reference in Section 7 of the FMFA, shall be understood as reference to “United Nations Office for Project Services”; (d) “UN Controller” shall be understood as reference to the “UNOPS Controller”; (e) “UN Financial Regulations” shall be understood as reference to the “UNOPS Financial Regulations and Rules”; and (f) “Parties” in section 11 of the FMFA shall be understood as reference to the “Bank” and “United Nations Office for Project Services” or, alternatively, the “Bank” on the one hand and the “United Nations Secretariat” and all “UN Organizations” (as that term is defined in the FMFA) on the other hand if a satisfactory consolidated review mechanism is established. 1.03. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the Standard Conditions or in the Appendix this Agreement. Article II The Project 2.01. The Recipient declares its commitment to the objective of the project described in Schedule 1 to this Agreement (“Project”). To this end, the Recipient shall carry out the Project in accordance with the provisions of Article II of the Standard Conditions and Schedule 2 to this Agreement. Article III The Grant 3.01. The Bank agrees to extend to the Recipient a grant in an amount not to exceed one hundred million United States Dollars ($100,000,000) (“Grant”) to assist in financing the Project. 3 3.02. The Recipient may withdraw the proceeds of the Grant in accordance with Section IV of Schedule 2 to this Agreement. 3.03. The Grant is funded out of the abovementioned trust fund for which the Bank receives periodic contributions from the donors to the trust fund. In accordance with Section 3.02 of the Standard Conditions, the Bank’s payment obligations in connection with this Agreement are limited to the amount of funds made available to it by the donors under the abovementioned trust fund, and the Recipient’s right to withdraw the Grant proceeds is subject to the availability of such funds. Article IV Additional Remedies 4.01. The Additional Events of Suspension referred to in Section 4.02 (k) of the Standard Conditions consist of the following: (a) if, by notice sent to the Recipient pursuant to sub-paragraph (iv) of paragraph 9 of the FMFA, the Bank confirms that it reasonably believes the actions taken previously in accordance with said Section 9 have not been sufficient to fulfill its fiduciary obligations to ensure that the proceeds of the Grant were for eligible expenditures; or (b) if, by notice sent to the Recipient pursuant to sub-paragraph (iii)(a)(1) of paragraph 10 of the FMFA, the Bank confirms that alternative financial management arrangements mutually acceptable to the Bank and the Recipient were not reached within the period stipulated therein; or (c) if, the Bank determines at any time that a reference in either paragraph 1 or paragraph 4 of Section II.B of Schedule 2 to this Agreement to the Recipient’s Financial Regulations and Rules is incomplete or inaccurate in any material respect; and/or (d) if the Bank for any reason revokes the application of the Alternative Procurement Arrangements set forth in Section III.1 of Schedule 2 to this Agreement. 4 Article V Recipient’s Representative; Addresses 5.01. The Recipient’s Representative referred to in Section 7.02 of the Standard Conditions is the UNOPS Representative, Afghanistan. 5.02. For purposes of Section 7.01 of the Standard Conditions: (a) the Recipient’s address is: Mr. Nicholas George UNOPS County Director, Afghanistan UNOCA Compound Jalalabad Road Kabul, Afghanistan; and (b) the Recipient’s Electronic Address is: E-mail: nicholasg@unops.org 5.03. For purposes of Section 7.01 of the Standard Conditions: (a) the Bank’s address is: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America; and (b) the Bank’s Electronic Address is: Facsimile: 1-202-477-6391 5 AGREED as of the Signature Date. INTERNATIONAL DEVELOPMENT ASSOCIATION Acting as administrator of Afghanistan Reconstruction Trust Fund By _____________________________________ Authorized Representative Melinda Good Name: _______________________________ Country Director Title: ________________________________ 04-May-2022 Date: ________________________________ UNITED NATIONS OFFICE FOR PROJECT SERVICES By ____________________________________ Authorized Representative Sanjay Mathur Name: ______________________________ Regional Director, Asia Title: _______________________________ 04-May-2022 Date: _______________________________ 6 SCHEDULE 1 Project Description The objective of the Project is to provide short-term livelihood opportunities and deliver urgent essential services in rural and urban areas. The Project consists of the following parts: Part 1. Emergency Livelihoods Support and Services in Rural Areas Supporting implementation of a cash-for-work program aimed at rehabilitating small-scale basic infrastructure services and generating income opportunities for ultra-poor and vulnerable households through, inter alia, provision of Cash for Work Grants and equipment and material associated therewith. Part 2. Emergency Livelihoods Support and Services in Urban Areas Supporting activities designed to provide livelihood opportunities for unskilled and semi-skilled laborers and to respond to urgent service delivery needs in urban areas through the provision and implementation of small-scale labor-intensive works. Part 3. Social Grants for Women and the Most Vulnerable in Rural and Urban Areas Supporting provision of Social Grants in the form of food/grain banks support, livelihood activities, or Cash Transfers to Cash Transfer Beneficiaries. Part 4. Strengthening Community Institutions for Inclusive Service Delivery especially for Women Providing assistance to build the capacity of CDCs and other local community institutions through: (a) supporting non-governmental organizations to carry out activities related to community mobilization, planning, implementation, monitoring and training; and (b) supporting CDCs and their sub-committees to help women and vulnerable groups engage, receive information, and have access to services, including health, nutrition, education, and livelihoods assistance. Part 5. Implementation Support Supporting: (i) the Recipient’s Indirect Costs; (ii) direct project management and supervision costs required to support the implementation of the project; (iii) project monitoring, evaluation, and coordination at the national and regional levels; (iv) development of Project-tailored management information system and geographic information system to promote transparency and accountability; and (v) establishment of a grievance redress mechanism. 7 SCHEDULE 2 Project Execution Section I. Institutional and Other Arrangements A. Institutional Arrangements. 1. The Recipient shall carry out the Project with due diligence and efficiency in conformity with appropriate administrative, financial, technical, environmental, and social standards and practices and in accordance with the provisions of this Agreement, the FMFA, the Environmental and Social Commitment Plan (“ESCP”), and the Project Operations Manual and shall promptly provide the funds, facilities, services, and other resources required for the Project. 2. The Recipient shall establish, not later than sixty (60) days after the Effective Date, and thereafter maintain throughout the implementation period of the Project, the Project Implementation Unit (“PIU”), which shall be responsible for the day-to-day management and implementation of the Project, including the staffing of core functions, including inter alia technical, fiduciary (i.e., procurement and financial management), grievance redress, health and safety, social and environmental aspects of the Project, and coordination of local and regional activities, all as detailed in the Project Operational Manual. 3. Without any limitation to the provisions of Section I.A.2 above, the Recipient shall ensure that the PIU includes experts in adequate number, each with terms of reference, qualifications, and experience satisfactory to the Bank, allocated to or recruited for the Project as and when their expertise will be needed in the views of the Bank for the efficient coordination of the Project and the achievement of its development objectives. 4. Without limitation upon other provisions of this Agreement, the Recipient shall carry out supervision and monitoring of the Project in accordance with its own policies and procedures and shall share information related to said supervision and monitoring in the detail and frequency as the Bank and Recipient shall agree in writing. B. Project Operations Manual. 1. The Recipient shall: (a) not later than one month after the Effective Date, prepare, and thereafter maintain, throughout the implementation of the Project, a manual for the implementation of the Project (“Project Operations Manual”), in form and with substance acceptable to the Bank, containing, inter alia; (i) detailed description of the Project activities and institutional arrangements for their 8 implementation, including allocation of responsibilities; (ii) monitoring, evaluation, financial, reporting, internal controls, disbursement (flow of funds), and governance procedures for the Project, including but not limited to, eligibility criteria, selection, implementation procedures, review and validation of: (x) Cash for Work Grants and Cash for Work Beneficiaries under Part 1 of the Project; and (y) Social Gants and Social Grant Beneficiaries, including Cash Transfers and Cash Transfer Beneficiaries, under Part 3 of the Project; (iii) operational procedures and arrangements for monitoring compliance with Entry Criteria for Access; and (iv) implementation of environmental and social instruments referred to in the ESCP; and (b) carry out the Project in accordance with the Project Operations Manual. 2. The Recipient shall not amend, suspend, or waive any provision of the Project Operations Manual without the prior written concurrence of the Bank. 3. In the event of any inconsistency between the provisions of the Project Operations Manual and those of this Agreement, the provisions of this Agreement shall prevail. C. Workplan and Budget 1. The Recipient shall, not later than forty-five (45) days after the Effective Date and thereafter, on March 31, of each year during the implementation of the Project, or such later date as the Bank may agree in writing, prepare and furnish to the Bank for its approval, the Work Plan and Budget, covering activities to be implemented under the Project for the subsequent twelve (12) months, a proposed financing plan for expenditures required for such activities, including a staffing plan, and a timetable for their implementation. 2. The Recipient shall afford the Bank a reasonable opportunity to exchange views on such proposed Work Plan and Budget and thereafter ensure that the Project is implemented in accordance with such Work Plan and Budget as shall have been agreed to by the Recipient and the Bank. 3. The Recipient may revise the Work Plan and Budget, as needed, with the prior written agreement of the Bank. D. Anti-Corruption Guidelines 1. The Recipient shall carry out the Project subject to the provisions of the Standard Conditions and the following undertakings: (a) In the event that the Recipient or the Bank becomes aware of information that indicates the need for further scrutiny of the implementation of the Project or any 9 expenditures under the proceeds of the Grant (including non-frivolous allegations that corrupt, fraudulent, collusive or coercive practices were undertaken in relation to any activity under the Project), the Recipient or the Bank, as the case may be, shall promptly bring such information to the attention of the appropriate official or officials of the other party, as designated from time to time by each party by written notice to the other party. (b) Without limitation to paragraph (a) above, concurrently with submission of a Project Report under Section II.A, the Recipient’s Internal Audit and Investigations shall submit to the World Bank Group’s Integrity Vice Presidency a statement confirming whether or not, during the reporting period of the Project Report, the Recipient has received any non-frivolous allegations referred to in paragraph (a) above, and a brief description of any such allegations received. The information provided in such statement shall be governed by the confidentiality procedures outlined in the memorandum of understanding between the Recipient and the World Bank Group dated September 2, 2019. The costs of preparing such reports will be borne by the Project. (c) Following consultation between the Recipient and the Bank, the Recipient will, to the extent the information relates to actions within the authority or accountability of the Recipient, take timely and appropriate action in accordance with its accountability and oversight framework, including applicable regulations, rules, and administrative instructions, to investigate this information. For greater clarity on this matter, the Recipient and the Bank agree and acknowledge that the Recipient has no authority over and accordingly shall have no responsibility to investigate, any government official or officials or consultants of the Bank. (d) To the extent such investigation confirms the allegations and to the extent that remedial action is within the authority of the Recipient, the Recipient will take timely and appropriate action in response to the findings of such investigation, in accordance with the Recipient’s accountability and oversight framework, including its regulations, rules, policies and procedures. (e) To the extent consistent with the Recipient’s accountability and oversight framework, including its regulations, rules, policies, and procedures, it will keep the Bank regularly informed by agreed means of actions taken pursuant to Section I.D.1(c) immediately above, and the results of the implementation of such actions, including where relevant, details of any recovery of funds or writing-off of losses. The Recipient will use its best efforts, consistent with its regulations, rules, policies, and procedures to recover any funds misused. The Recipient will, in consultation with the Bank, credit any funds so recovered to the Bank or agree with the Bank to use these funds for a purpose mutually agreed upon. 10 2. In the event that the Bank reasonably believes that timely and appropriate action has not been taken by the Recipient under Section I.D.1 above, the Bank may request direct consultations at a senior level between the Bank and the Recipient in order to obtain assurances that the Recipient’s oversight and accountability mechanisms have been and are being fully applied in connection with such allegations. The Recipient and the Bank take note of the relevant provisions of the United Nations Financial Regulations and Rules and the Recipient’s corresponding relevant provisions in its Financial Regulations and Rules. 3. The Bank may, following consultation with the Recipient, by notice to the Recipient, suspend the right of the Recipient to make further withdrawals of the proceeds of the Grant if the Bank reasonably believes the actions taken by the Recipient under Section I.D.1 above have not been sufficient to fulfill its fiduciary obligation with respect to the Grant. 4. The Bank has the right and authority, pursuant to the Anti-Corruption Guidelines, to investigate allegations or other information relating to possible corrupt, fraudulent, coercive, or collusive practices (as defined in Section I.D.7 below) by any third party, and to sanction any such third party which the Bank has determined to have engaged in such practices; provided, however, that in this Section, “third party” does not include the Recipient. To the extent consistent with the Recipient’s oversight framework, including its regulations, rules, policies, and procedures, and if requested by the Bank, the Recipient shall cooperate with the Bank in the conduct of such investigations. 5. Without limitation to the provisions of paragraph D.1 of this Section, the Bank retains the right to conduct an investigation in connection with the information referred to in paragraph D.1(a) of this Section and any information provided to the Recipient regarding allegations of corrupt, fraudulent, coercive, or collusive practice in connection with the bidding process, the award, or implementation of any contract to be or being financed out of the proceeds of the Grant, except that the Bank may not investigate the Recipient or other United Nations agency. In all such investigations, the Recipient agrees to facilitate such investigations. 6. (a) The Recipient will require any third-party commercial entity with which it has a long-term arrangement or to which it intends to issue a purchase order, or a contract financed with the proceeds of the Grant to disclose to the Recipient whether it is subject to any sanction or temporary suspension imposed by any organization within the World Bank Group. The Recipient will give due regard to such sanctions and temporary suspensions, as disclosed to it when issuing contracts during the Project implementation. (b) If the Recipient intends to issue a contract in connection with the Project with a party that has disclosed to the Recipient that it is under sanction or temporary suspension by the World Bank Group, the following procedure 11 will apply: (i) the Recipient will so inform the Bank, before signing such contract; (ii) the Bank then may request direct consultations at a senior level, if required, between the Bank and the Recipient to discuss the Recipient’s decision; and (iii) if after such consultation, the Recipient elects to proceed with the issuance of the contract, the Bank may inform the Recipient by notice, that the proceeds of the Grant may not be used to fund such contract. (c) Any portion of the proceeds of the Grant received by the Recipient under this Agreement that may have been used to fund a contract in respect of which the World Bank Group has exercised its right under paragraph 6(b)(iii) immediately above, shall be used to defray the amounts requested by the Recipient in any subsequent Withdrawal Application, if any, or will be treated as a balance in favor of the Recipient in the calculation of the final balances prior to the Closing Date. 7. For the purposes of the provisions of this Section I.D, the following definitions of sanctionable practices shall apply: (a) “corrupt practice” is the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party; (b) “fraudulent practice” is any act or omission, including misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain financial or other benefit or to avoid an obligation; (c) “collusive practice” is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party; and (d) “coercive practice” is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party. E. Environmental and Social Standards. 1. The Recipient shall ensure that the Project is carried out in accordance with the Environmental and Social Standards, in a manner acceptable to the Bank. 2. Without limitation upon paragraph 1 above, the Recipient shall ensure that the Project is implemented in accordance with the Environmental and Social Commitment Plan (“ESCP”), in a manner acceptable to the Bank. To this end, the Recipient shall ensure that: 12 (a) the measures and actions specified in the ESCP are implemented with due diligence and efficiency, as provided in the ESCP; (b) sufficient funds from the Grant are available to cover the costs of implementing the ESCP; (c) policies and procedures are maintained, and qualified and experienced staff in adequate numbers are retained to implement the ESCP, as provided in the ESCP; and (d) the ESCP, or any provision thereof, is not amended, repealed, suspended, or waived, except as the Bank shall otherwise agree in writing, as specified in the ESCP, and ensure that the revised ESCP is disclosed promptly thereafter. 3. In case of any inconsistencies between the ESCP and the provisions of this Agreement, the provisions of this Agreement shall prevail. 4. The Recipient shall ensure that: (a) all measures necessary are taken to collect, compile, and furnish to the Bank through regular reports, with the frequency specified in the ESCP, and promptly in a separate report or reports, if so requested by the Bank, information on the status of compliance with the ESCP and the environmental and social instruments referred to therein, all such reports in form and substance acceptable to the Bank, setting out, inter alia: (i) the status of implementation of the ESCP; (ii) conditions, if any, which interfere or threaten to interfere with the implementation of the ESCP; and (iii) corrective and preventive measures taken or required to be taken to address such conditions; and (b) the Bank is promptly notified of any incident or accident related to or having an impact on the Project which has, or is likely to have, a significant adverse effect on the environment, the affected communities, the public or workers in accordance with the ESCP, the environmental and social instruments referenced therein and the Environmental and Social Standards. 5. The Recipient shall establish, publicize, maintain, and operate an accessible grievance mechanism, to receive and facilitate resolution of concerns and grievances of Project-affected people, and take all measures necessary and appropriate to resolve, or facilitate the resolution of, such concerns and grievances, in a manner acceptable to the Bank. 13 6. The Recipient shall ensure that all bidding documents and contracts for civil works under the Project include the obligation of contractors, subcontractors, and supervising entities to: (a) comply with the relevant aspects of ESCP and the environmental and social instruments referred to therein; and (b) adopt and enforce codes of conduct that should be provided to and signed by all workers, detailing measures to address environmental, social, health and safety risks, and the risks of sexual exploitation and abuse, sexual harassment and violence against children, all as applicable to such civil works commissioned or carried out pursuant to said contracts. Section II. Project Monitoring, Reporting and Evaluation A. Project Reports 1. The Recipient shall ensure that each Project Report is furnished to the Bank not later than forty-five (45) days after the end of each calendar quarter, covering the quarter. The Recipient shall ensure that each Project Report contains, among others, any update on the implementation of the activities under the Procurement Plan. 2. Except as may otherwise be explicitly required or permitted under this Agreement or as may be explicitly requested by the Bank, in sharing any information, report or document related to the activities described in Schedule 1 of this Agreement, the Recipient shall ensure that such information, report or document does not include Personal Data. B. Financial Management; Financial Reports; Audits 1. The Recipient shall maintain or cause to be maintained a financial management system, including records and accounts, adequate to reflect the transactions related to the Project, in accordance with the applicable policies, procedure, and guidance provided in the Financial Regulations and Rules. In accordance with Article 10 of FMFA, the Recipient shall notify the Bank of any changes to these Financial Regulations and Rules that occur after the signing of this Agreement within thirty (30) days of their effective date and shall make them available via the Recipient’s external website. 2. The Recipient shall maintain records (“Ledger Account”) and accounts that provide a complete, true, and faithful record of all the expenditures from the proceeds of the Grant and of all the expenditures paid from such proceeds, in a manner that allows for the clear and separate identification of activities financed by the Bank. 14 3. The Recipient will prepare periodic financial statements in accordance with its Financial Regulations and Rules and accounting standards acceptable to the Bank. The financial statements will be submitted to the Bank in accordance with the provisions of Section II. Financial Reports and Audits of the Disbursement and Financial Information Letter referred to in Section IV(A) of this Schedule. 4. The Recipient shall ensure that the audit of the Project is: (a) carried out pursuant to the Financial Regulation and Rules; and (b) governed by the Financial Management Framework Agreement. In addition, if agreed by the Recipient and the Bank, the Recipient will carry out any additional due diligence activities as agreed by the Recipient and the Bank in separate terms of reference. C. Documents; Records 1. The Recipient shall ensure that: (a) all records evidencing expenditures under the Project are retained for seven (7) years and six (6) months after the Closing Date, such records to include: (i) this Agreement, all addenda thereof, and any amendments thereto; (ii) the Recipient’s financial and narrative progress reports submitted to the Bank; (iii) the Recipient’s financial information related to the Grant, including audit reports, invoices and payroll records; (iv) the Recipient’s implementation documentation (including sub-agreements, procurement files, contracts, purchase orders); and (v) the corresponding supporting evidence referred to in Section 3.04 of the Standard Conditions; and (b) the representatives of the Bank are: (i) able to examine all records referred to above in paragraph (a); (ii) provided all such information concerning such records as they may from time-to-time reasonably request; and (iii) able to disclose such records and information to the donor(s). Section III. Procurement 1. All goods, works, non-consulting services and consulting services required for the Project and to be financed out of the proceeds of the Grant shall: (a) be procured in accordance with the applicable procurement policies, procedures, regulations, and practices of the Recipient, as such procurement policies, procedures, regulations, and practices have been assessed and found to be acceptable by the Bank, and the Procurement Plan; and (b) not commence to be procured until a Procurement Plan, including any applicable update thereto, has been furnished to, and deemed acceptable by the Bank in accordance with paragraph 2 of this Section. 15 2. Within thirty (30) days from the Effective Date, the Recipient shall prepare and furnish to the Bank for review a procurement plan, prepared in accordance with terms of reference satisfactory to the Bank, and thereafter, implement the Project in accordance with such procurement plan as shall have been deemed acceptable by the Bank (“Procurement Plan”). If any update is necessary to the Procurement Plan, the Recipient shall prepare and furnish to the Bank for review such updated procurement plan. 3. If the Bank determines that the procurement policies, procedures, regulations, or practices of the Recipient have been modified, suspended, or waived in such a manner that they are no longer acceptable to the Bank, the Bank may, in addition to the Bank’s rights under the Agreement, revoke the procurement provisions set out in paragraph 1 of this Section III. Section IV. Withdrawal of Grant Proceeds A. General 1. The Recipient may withdraw the proceeds of the Grant in accordance with the provisions of: (a) Article III of the Standard Conditions; (b) this Section; and (c) Disbursement and Financial Information Letter; to finance Eligible Expenditures in the amount allocated and, if applicable, up to the percentage set forth against each Category of the following table. Amount of the Percentage of Expenditures Category Grant Allocated to be Financed (expressed in USD) (Exclusive of Taxes) (1) Goods, works, non- 98,000,000 100% consulting services, consulting services, Cash for Work Grants, Social Grants, Training, Operating Costs under the Project (2) Indirect Costs (2%) under 2,000,000 100% Part 5 of the Project TOTAL AMOUNT 100,000,000 B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A of this Section, no withdrawal shall be made: 16 (a) for payments made prior to the Signature Date except that withdrawals up to an aggregate amount not to exceed two hundred thousand United States Dollars ($200,000) may be made for payments made prior to this date but on or after March 5, 2022, for Eligible Expenditures under Categories 1 and 2; or (b) for any payment for Taxes levied by or in the territory of the Member Country; or (c) for the purpose of any payment to persons or entities, or for any import of goods, if such payment or import, to the Bank’s knowledge, is prohibited by a decision of the United Nations Security Council taken under Chapter VII of the Charter of the United Nations. 2. Without prejudice to any other provision of this Agreement, the Recipient further undertakes that no Grant proceeds or resources may be used for law-enforcement, security, military, or paramilitary purposes or for any payments made to any law-enforcement, security, military, or paramilitary forces without the Bank’s express approval. 3. All withdrawals shall be made on the basis of the interim unaudited financial report referred to in Section II.B.3 of this Schedule and under such other terms and conditions as the Bank shall specify by notice to the Recipient contained in the Disbursement and Financial Information Letter addressed or to be addressed by the Bank to the Recipient for purpose of the Grant. 4. Without prejudice to the provisions of Section 4.05 of the Standard Conditions (Grant Refund), in the event that the Bank requests a refund of any portion of the proceeds of the Grant that has been used in a manner inconsistent with the provisions of this Agreement, the Bank and the Recipient will adopt the procedures set forth in paragraph 9 of the FMFA. 5. It is understood that the Recipient shall not be responsible for and shall have no obligation to initiate or continue implementation of the pertinent activities under the Project unless the proceeds of the Grant allocated to such activities have been made available to the Recipient. Notwithstanding any suspension of the Grant or any portion of the Grant under this Agreement, the Bank will make available to the Recipient the portion of the proceeds of the Grant required to meet the obligations entered into by the Recipient prior to the date on which the Recipient shall have received the notice of suspensions. 6. The Closing Date is April 30, 2024. 17 Section V. Other Undertakings 1. In undertaking its obligations under the Project and this Agreement, the Recipient shall observe the following: (a) The Recipient shall process Personal Data in a fair manner, in accordance with its mandate, policies, and governing instruments and on the basis of the following: (i) the consent of the individual affected; and (ii) the best interests of the individual affected. (b) The Recipient shall also ensure that Personal Data: (i) shall be processed only for purposes specified in the Project, taking into account the balancing of relevant rights, freedoms and interests of individuals. Personal Data shall not be processed in ways that are incompatible with such purposes; (ii) shall, when processed, be confined to that which is relevant, limited and adequate to what is necessary in relation to the purposes specified above for Personal Data processing; (iii) shall only be retained for the time that is necessary to achieve the purposes specified above; (iv) shall be accurate and, where necessary, up to date to fulfill the specified purposes; and (v) shall be processed with due regard to confidentiality. (c) The Recipient shall adopt appropriate organizational, administrative, physical, and technical safeguards and procedures in order to protect the security of Personal Data, including against or from misuse, unauthorized or accidental access, damage, loss, or other risks presented by data handover, processing, or transfer. (d) The Recipient shall process Personal Data with transparency to individuals, as appropriate and whenever possible, including, for example, provision of information about the processing of their Personal Data as well as information on how to request access, verification, rectification, and/or deletion of that Personal Data, insofar as the specified purpose for which Personal Data is processed is not frustrated. 18 (e) The Recipient may only transfer Personal Data to a third party if, under the circumstances, it is satisfied that the third party affords protection for the Personal Data on terms no less favorable than the Recipient does under this Project. (f) The Recipient shall establish policies and mechanisms in place to adhere to the foregoing. 19 APPENDIX Section I. Definitions 1. “Alternative Procurement Arrangements” means the procurement arrangements set forth in Section III of Schedule 2 to this Agreement, as permitted by the Bank’s Procurement Regulations for IPF Borrowers, dated November 2020. 2. “Anti-Corruption Guidelines” means, for purposes of paragraph 2 of the Appendix to the Standard Conditions, the “Guidelines on Preventing and Combating Fraud and Corruption in Projects Financed by IBRD Loans and IDA Credits and Grants”, dated October 15, 2006, and revised in January 2011, and as of July 1, 2016. 3. “Cash for Work Grant” means a cash for work grant to be provided to a Cash for Work Grant Beneficiary under Part 1 of the Project in accordance with the eligibility criteria and procedures set out in the POM; and “Cash for Work Grants” means, collectively, all such cash grants. 4. “Cash for Work Grant Beneficiary” means any person selected in accordance with the eligibility criteria and procedures set out in the POM to receive a Cash for Work Grant under Part 1 of the Project; and “Cash for Work Beneficiaries” means all such selected persons. 5. “Cash Transfer” means a cash transfer to be provided to a Cash Transfer Beneficiary under Part 3 of the Project in accordance with the eligibility criteria and procedures set out in the POM; and “Cash Transfers” means, collectively, all such cash transfers. 6. “Cash Transfers Beneficiary” means any household or person selected in accordance with the eligibility criteria and procedures set out in the POM to receive a Cash Transfer under Part 3 of the Project; and “Cash Transfer Beneficiaries” means all such selected households and persons. 7. “Category” means a category set forth in the table in Section IV.A of Schedule 2 to this Agreement. 8. “CDC” means any community development council. 9. “Entry Criteria for Access” means the criteria required to have been met for the purpose of the Project to ensure that: (i) established CDCs in the project areas are not prohibited to operate; and (ii) women’s involvement continues in established CDCs, as such criteria are further set out in the Project Operations Manual. 20 10. “Environmental and Social Commitment Plan” or “ESCP” means the environmental and social commitment plan for the Project, dated April 14, 2022, as the same may be amended from time to time in accordance with the provisions thereof, which sets out the material measures and actions that the Recipient shall carry out or cause to be carried out to address the potential environmental and social risks and impacts of the Project, including the timeframes of the actions and measures, institutional, staffing, training, monitoring and reporting arrangements, and any environmental and social instruments to be prepared thereunder. 11. “Environmental and Social Standards” or “ESSs” means, collectively: (i) “Environmental and Social Standard 1: Assessment and Management of Environmental and Social Risks and Impacts”; (ii) “Environmental and Social Standard 2: Labor and Working Conditions”; (iii) “Environmental and Social Standard 3: Resource Efficiency and Pollution Prevention and Management”; (iv) “Environmental and Social Standard 4: Community Health and Safety”; (v) “Environmental and Social Standard 5: Land Acquisition, Restrictions on Land Use and Involuntary Resettlement”; (vi) “Environmental and Social Standard 6: Biodiversity Conservation and Sustainable Management of Living Natural Resources”; (vii) “Environmental and Social Standard 7: Indigenous Peoples/Sub-Saharan Historically Underserved Traditional Local Communities”; (viii) “Environmental and Social Standard 8: Cultural Heritage”; (ix) “Environmental and Social Standard 9: Financial Intermediaries”; and (x) “Environmental and Social Standard 10: Stakeholder Engagement Information Disclosure”; effective on October 1, 2018, as published by the Bank. 12. “Financial Management Framework Agreement” or “FMFA” means the Financial Management Framework Agreement between the World Bank and the UNOPS, dated October 20, 2008. For purposes of the FMFA, the World Bank means the Bank and the International Bank for Reconstruction and Development. 13. “Financial Regulations and Rules” means the financial regulations and rules of the Recipient. 14. “Indirect Costs” means the indirect costs incurred by the Recipient as a function and in support of the Project, which cannot be traced unequivocally to the deliverables and technical output of the Project, and which is up to two (2) % of the total Grant received by the Recipient. 15. “Operating Costs” means the reasonable incremental costs incurred on account of the implementation, management and monitoring of the Project, including office supplies, office space rental, equipment maintenance and repair, vehicle operation and maintenance, utilities, communication charges, mass media and printing services, translation, and interpretation charges, bank charges, charges for transporting cash into the country, travel and lodging allowances, per diems, 21 incremental salaries of contracted employees, but excluding salaries and allowances of the Member Country’s civil service. 16. “Personal Data” mean any information relating to an identified or identifiable individual. An identifiable individual is one who can be identified by reasonable means, directly or indirectly, by reference to an attribute or combination of attributes within the data, or combination of the data with other information. Attributes that can be used to identify an identifiable individual include, but are not limited to, name, identification number, location data, online identifier, metadata, and factors specific to the physical, physiological, genetic, mental, economic, cultural, or social identify of an individual. 17. “Project Operations Manual” means the manual adopted by the Recipient pursuant to Section I.B.1 of Schedule 2 to this Agreement, setting forth detailed arrangements and procedures for the implementation of the Project as the same manual may be amended from time to time with written prior approval of the Bank. 18. “Social Grant” means a social grant to be provided to a Social Grant Beneficiary under Part 3 of the Project in support of women and the most vulnerable in rural and urban areas, in accordance with the eligibility criteria and procedures set out in the POM; and “Social Grants” means, collectively, all such social grants. 19. “Social Grant Beneficiary” means any person or entity selected in accordance with the eligibility criteria and procedures set out in the POM to receive a Social Grant under Part 3 of the Project; and “Social Grant Beneficiaries” means, collectively, all such grant beneficiaries. 20. “Signature Date” means the later of the two dates on which the Recipient and the Bank signed this Agreement and such definition applies to all references to “the date of the Grant Agreement” in the Standard Conditions. 21. “Standard Conditions” means the “International Bank for Reconstruction and Development and International Development Association Standard Conditions for Grant Financing Made by the Bank out of Trust Funds”, dated February 25, 2019, with the modifications set forth in Section II of this Appendix. 22. “Training” means the costs associated with training of personnel, supervisors, and managers involved in activities under the Project, based on the Work Plan and Budget, such terms including seminars, workshops, and associated travel and subsistence costs for training participants, costs associated with securing the services of trainers, rental of training facilities, preparation and reproduction of training materials, and other costs directly related to training preparation and implementation of the training. 22 23. “Work Plan and Budget” means each work plan and budget for the Project prepared by the Recipient and approved by the Bank pursuant to Section I.C of Schedule 2 to this Agreement. 24. “World Bank Group” means the Bank, the International Bank for Reconstruction and Development, the International Finance Corporate, the International Centre for the Settlement of Disputes, and the Multilateral Investment Guarantee Agency. Section II. Modifications to the Standard Conditions The Standard Conditions are modified as follows: 1. Modifications to Article II: Sections 2.05 (Plans, Document, Records), 2.07 (Financial Management; Financial Statements; Audits), 2.11 (Procurement), and 2.12 (Anti-Corruption) are deleted in their entirety and the remaining Sections 2.06, 2.08, 2.09, and 2.10 are renumbered respectively as Sections 2.05, 2.06, 2.07, and 2.08. 2. Modifications to Article III. Section 3.07 (Financing Taxes) is deleted in its entirety and the subsequent Section 3.08 (Allocation of Grant Amount) is renumbered accordingly. 23