CREDIT NUMBER 6713-PK GRANT NUMBER D679-PK Project Agreement (Balochistan Human Capital Investment Project) between INTERNATIONAL DEVELOPMENT ASSOCIATION and PROVINCE OF BALOCHISTAN PROJECT AGREEMENT AGREEMENT between INTERNATIONAL DEVELOPMENT ASSOCIATION (“Association”) and the PROVINCE OF BALOCHISTAN (“Project Implementing Entity”) (“Project Agreement”) in connection with the Financing Agreement (“Financing Agreement”) of the Signature Date between the ISLAMIC REPUBLIC OF PAKISTAN (“Recipient”) and the Association, concerning Credit No. 6713-PK and Grant No. D679- PK. The Association and the Project Implementing Entity hereby agree as follows: ARTICLE I — GENERAL CONDITIONS; DEFINITIONS 1.01. The General Conditions (as defined in the Appendix to the Financing Agreement) apply to and form part of this Agreement. 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the Financing Agreement or the General Conditions. ARTICLE II — PROJECT 2.01. The Project Implementing Entity declares its commitment to the objectives of the Project. To this end, the Project Implementing Entity shall carry out the Project in accordance with the provisions of Article V of the General Conditions and the Schedule to this Agreement, and shall provide promptly as needed, the funds, facilities, services and other resources required for the Project. ARTICLE III — TERMINATION 3.01. For purposes of Section 10.05 (c) of the General Conditions, the date on which the provisions of this Agreement shall terminate is twenty (20) years after the Signature Date. ARTICLE IV — REPRESENTATIVE; ADDRESSES 4.01. The Project Implementing Entity’s Representative is the Additional Chief Secretary of its Planning and Development Department (P&DD), or any other officer of the Province of Balochistan designated in writing by the Additional Chief Secretary. 4.02. For purposes of Section 11.01 of the General Conditions: (a) the Association’s address is: International Development Association 1818 H Street, NW Washington, DC 20433 United States of America; and (b) the Association’s Electronic Address is: Facsimile: E-mail: 1-202-477-6391 CMUPakistan@worldbank.org 4.03. For purposes of Section 11.01 of the General Conditions: (a) the Project Implementing Entity’s address is: Planning and Development Department Government of Balochistan Block 13, Civil Secretariat Quetta, Balochistan Pakistan; and (b) the Project Implementing Entity’s Electronic Address is: Facsimile: E-mail: +92 (081) 920-2419 CFA.Balochistan@gmail.com 2 AGREED as of the later of the two dates written below. INTERNATIONAL DEVELOPMENT ASSOCIATION By _____________________________________/ps 1/ Authorized Representative Patchamuth Illangovan Name: __________________________________/pn1/ Country Director Title: __________________________________/pt1/ 29-Jul-2020 Date: __________________________________/pd1/ PROVINCE OF BALOCHISTAN By ____________________________________/ps2 / Authorized Representative Muhammad Khalid Sarparah Name __________________________________/pn2/ Mr. Title: __________________________________/pt2/ 26-Mar-2021 Date: __________________________________/pd2/ 3 SCHEDULE Execution of the Project Section I. Implementation Arrangements A. Institutional Arrangements. 1. The Project Implementing Entity shall vest in the Implementing Agencies the overall responsibility for coordinating implementation of their Respective Parts of the Project, including Project planning and reporting. 2. For purposes of paragraph 1 above, the Recipient shall: (a) Establish by no later than ninety (90) days after the Effective Date, and thereafter maintain throughout the period of implementation of the Project, a Project Steering Committee, chaired by Balochistan’s Additional Chief Secretary, with composition, mandate, and terms of reference acceptable to the Association, as further detailed in the Project Operations Manual; which committee shall be responsible for providing strategic policy guidance and oversight for the overall design and implementation of Project activities, including reviewing implementation progress; (b) Establish by no later than ninety (90) days after the Effective Date, and thereafter maintain throughout the period of implementation of the Project, a Project Coordination Committee, co-chaired by the Secretary of Health Department and the Secretary of SED, with composition, mandate, and terms of reference acceptable to the Association, as further detailed in the Project Operations Manual; which committee shall report to the Project Steering Committee and be responsible for the interdepartmental coordination and monitoring and evaluation of Project activities, as well as the Implementing Agencies’ performance in their implementation of the Respective Parts of the Project; (c) Establish by not later than ninety (90) days after the Effective Date and thereafter maintain within the Health Department throughout the period of implementation of Health Department’s Respective Parts of the Project, a project management unit, chaired by a qualified Project director with qualification, experience and terms of reference satisfactory to the Association and staffed with competent personnel in adequate numbers and with qualification, experience, and terms of reference satisfactory to the Association, including a dedicated safeguards specialist (“PMU- Health”), which unit shall be granted the functions, decision making- powers and sufficient resources, as agreed with the Association, for the 4 carrying out of the Health Department’s Respective Parts of the Project; and (d) Maintain within SED throughout the period of implementation of SED’s Respective Parts of the Project, the Balochistan Education Project’s Project Management Unit, chaired by a Project Director with qualification, experience and terms of reference satisfactory to the Association and staffed with competent personnel in adequate numbers and with qualification, experience, and terms of reference satisfactory to the Association (“PMU-Education”), which unit shall be granted the functions, decision making-powers and sufficient resources, as agreed with the Association, for the carrying out of the SED’s Respective Parts of the Project. B. Project Operations Manual 1. The Project Implementing Entity shall: (a) by not later than ninety (90) days after the Effective Date, prepare, approve and adopt a project operations manual (the “Project Operations Manual”), in a manner and substance satisfactory to the Association, which manual shall include, inter alia: (i) the details of the Project activities including results framework and overall budget; (ii) detailed institutional arrangements for the implementation of the Project, including membership and/or composition of the Project Steering Committee, Project Coordination Committee, PMU-Health, PMU-Education, and terms or reference therefor; (iii) the administrative, accounting, auditing, internal control, asset management, reporting, financial, procurement and disbursement (flow of funds) procedures for the Project, which procedures shall be consistent with those included or referred to in this Agreement; and (iv) detailed supervision, monitoring, evaluation, and reporting of Project activities, including all technical, environmental and social aspects in relation thereto; (b) ensure that the Implementing Agencies carry out their Respective Parts of the Project in accordance with the provisions of the Project Operations Manual; and (c) refrain, from materially and/or substantially amending, revising, waiving, voiding, suspending or abrogating, any provision of the Project Operations Manual, whether in whole or in part, without the prior written concurrence of the Association, which shall be copied to the Recipient. 5 2. In the event of any inconsistency between the provisions of the Project Operations Manual and those of the Financing Agreement and/or this Agreement, the provisions of the Financing Agreement and/or this Agreement shall govern. C. Annual Work Plans and Budgets. The Project Implementing Entity shall: (a) prepare and furnish to the Association, by not later than March 31 of each year, an annual work plan and budget covering the activities proposed for the subsequent year of Project implementation; which plan, and budget shall be of such scope and detail as set forth in the Project Operations Manual; (b) Notwithstanding sub-paragraph (a) above, the annual work plan and budget for the first year of Project implementation, shall be furnished to the Association by not later than one (1) month after the Effective Date; and (c) thereafter, upon approval of each such annual work plan, ensure that the Project is carried out in accordance with the said plan and budget, as agreed with the Association. D. Safeguards. 1. The Project Implementing Entity shall ensure that the Implementing Agencies: (a) carry out their Respective Parts of the Project in accordance with: (i) the ESMP(s) and the RAP(s) to be prepared, pursuant to paragraph 2 of this sub-section, in accordance with the objectives, policies, procedures, time schedules, and other provisions set forth in the ESMF and RPF, respectively; and (ii) the EHCWMP; and, in all cases, in a manner and in substance satisfactory to the Association (the ESMF, the RPF, the RAP(s), the ESMP(s), and the EHCWMP hereinafter collectively referred to as the “Safeguard instruments”); and (b) refrain from taking any action which would prevent or interfere with the implementation of the Safeguard instruments, including any amendment, suspension, waiver, and/or voidance of any provision of the Safeguard instruments, whether in whole or in part, without the prior written concurrence of the Association. 2. Prior to any Implementing Agency entering into any contract for any civil works under its Respective Parts of the Project, the Project Implementing Entity shall have ensured that such Implementing Agency has: 6 (a) screened the respective activity/ies in accordance with the guidelines, standards and procedures set forth in the ESMF and the RPF, as the case may be; (b) prepared, when/if required pursuant to such screening, the respective ESMP(s) and/or the RAP(s), as the case may be; and (c) unless the Association otherwise agrees, disclosed such ESMP(s) and/or RAP(s), as the case may be, in local language(s) at the relevant Project’s sites. 3. The Project Implementing Entity shall ensure, prior to any Implementing Agency’s commencing any civil works under their Respective Parts of the Project, such Implementing Agency has: (a) obtained, from the competent governmental authority/ies, all necessary governmental permits and clearances for such civil works; and (b) complied with/fulfilled all pre-construction conditions imposed by the governmental authority/ies under such permit(s) or clearance(s). 4. The Project Implementing Entity shall ensure (through the Implementing Agencies) that each contract for civil works under the Project includes the obligation of the relevant contractor to comply with the relevant Safeguard instruments. 5. The Project Implementing Entity shall ensure that the Implementing Agencies maintain monitoring and evaluation protocols and record keeping procedures acceptable to the Association and adequate to enable the Project Implementing Entity and the Association to supervise and assess, on an on-going basis, the implementation of/compliance with the Safeguards Instruments, as well as the achievement of the objectives thereof. 6. The Project Implementing Entity shall ensure that the Project does not include any activities and expenditures on the negative list set forth in the ESMF. 7. Except as the Association shall otherwise agree in writing, the Project Implementing Entity shall ensure, and cause the Implementing Agencies to ensure, that none of the provisions of the Safeguard Instruments be abrogated, amended, repealed, suspended or waived. In the event of any conflict between the provisions of any of the Safeguard Instruments, on the one hand, and the provisions of this Agreement and/or the Financing Agreement, on the other hand, the provisions of this Agreement and the Financing Agreement shall govern. 8. The Project Implementing Entity shall establish by not later than six (6) months after the Effective Date, and thereafter maintain and publicize throughout the period of implementation of the Project, the availability of a grievance redress mechanism, in a manner and substance, and with operational standards and 7 procedures satisfactory to the Association, to hear and determine fairly and in good faith all complaints raised in relation to the Project, and take all measures necessary to implement the determinations made by such mechanism in a manner satisfactory to the Association. Section II. Project Monitoring, Reporting and Evaluation A. Project Reports. 1. The Project Implementing Entity shall monitor and evaluate the progress of the Project and prepare Project Reports in accordance with the provisions of Section 5.08 (b) of the General Conditions and on the basis of the indicators acceptable to the Association. Each such Project Report shall cover the period of one calendar semester and shall be furnished to the Recipient not later than forty-five (45) days after the end of the period covered by such report for incorporation and forwarding by the Recipient to the Association of the overall Project Report. 2. The Project Implementing Entity shall provide to the Recipient not later than four months after the Closing Date, for incorporation in the report referred to in Section 5.08 (c) of the General Conditions all such information as the Recipient or the Association shall reasonably request for the purposes of such Section. B. Mid-Term Review 1. Without limitation to the provisions of Section 5.10 of the General Conditions, the Project Implementing Entity shall: (a) not later than thirty (30) months after the Effective Date undertake, in consultation with the Association and the Implementing Agencies, a comprehensive mid-term review of the Project and afford the Association and the Implementing Agencies a reasonable opportunity during such mid- term review to exchange views on all matters relating to the progress of the Project, the performance by the Project Implementing Entity and Implementing Agencies of their obligations under this Agreement, having regard to the indicators referred to in paragraph A.1 of this Section II; (b) not later than one month prior to mid-term review referred to in paragraph (a) immediately above, furnish to the Association for comments, a report on the progress of the Project, in such detail as the Association shall reasonably request, including setting out details of the various matters to be discussed at such mid-term review; and (c) promptly after the mid-term review referred in paragraph (a) above, take any corrective action deemed necessary to remedy any shortcomings noted in the implementation of the Project, or to implement such other measures 8 as may be required in furtherance of the objectives of the Project or otherwise agreed upon between the Association and the Project Implementing Entity. 9