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May 29, 1997
Mr. Mircea Ciumara
Minister of Finance
Ministry of Finance
17, Apolodor Street
Bucharest
Romania 
Re:
Japanese Grant for Second Roads project
Grant Number TF 027126                         
Dear Mr. Minister:
I am writing on behalf of the International Bank for Reconstruction and 
Development (the Bank) to indicate the Bank’s agreement, as administrator of grant 
funds provided by Japan, to make a grant in an amount not exceeding one hundred forty 
four thousand U.S. Dollars ($144,000) (the Grant) to Romania (the Recipient).
The Grant is made in response to the Recipient’s request for financial 
assistance and for the purposes and on the terms and conditions set forth in the Annex 
to this Letter Agreement. The Recipient represents, by confirming its agreement below, 
that it is authorized to contract and withdraw the Grant for the said purposes and on 
the said terms and conditions.
Please confirm your agreement with the foregoing, on behalf of the Recipient, by 
signing, dating, and returning to us the enclosed copy of this Letter Agreement. Upon 
receipt by the Bank of the copy of this Letter Agreement countersigned by you, this 
Letter Agreement will become effective as of the date of the countersignature.
Very truly yours,
INTERNATIONAL BANK FOR 
   RECONSTRUCTION AND DEVELOPMENT
By /s/ Ricardo A. Halperin
Acting Director 
Country Department 1
Europe and Central Asia Region
AGREED:
ROMANIA
By /s/ Mircea Ciuamara, 
Minister of State, 
Minister of Finance
Authorized Representative
Date:
July 11, 1997
ANNEX
Purposes, Terms and Conditions of the Grant
1.
Purposes and Activities
1.1.
The purposes of the Grant is to provide technical assistance to the National 
Administration  of Roads ("NAR") of the Recipient with respect to the preparation of a 
program to eliminate traffic accident black spots. The activities (the Activities) for 
which the Grant is given are as follows:
(a)
develop a methodology for black spot identification and analysis;
(b)
identify a short list of black spots which should be eliminated on a 
priority basis, with a total budget not exceeding $9,000,000;
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(c)
identify and propose effective and cost-efficient measures for rectifying 
the present deficiencies of the traffic environment in the "short-listed" black spot 
locations; and
(d)
transfer the methodologies, skills and know-how of black spot 
identification, analysis and rectification to NAR.
2.
Implementation Generally
2.1.
The Recipient shall: (a) cause NAR to carry out the Activities with due 
diligence and efficiency; (b) promptly provide the funds, facilities, services and 
other resources required for that purpose; (c) furnish all information covering the 
Activities and the use of the proceeds of the Grant as the Bank shall reasonably 
request; (d) cause NAR to exchange views from time to time with the Bank’s 
representatives on the progress and results of the Activities; and (e) take all 
necessary measures required to enable the Bank to visit the territory of Romania for 
purposes related to the Grant. Without limitation on the foregoing, the Recipient 
shall, if the Bank shall so request, prepare and furnish to the Bank promptly upon 
completion of the Activities a report, in form and substance satisfactory to the Bank, 
on the results and impact of the Activities.
2.2.
For purposes of carrying out the Activities, the Recipient shall transfer, on a 
grant basis, the proceeds of the Grant to NAR on the basis of arrangements that shall 
be consistent with the Recipient’s obligations under this Letter Agreement.
3.
Procurement
3.1.
Except as the Bank shall otherwise agree, procurement of the consultants’ 
services required for the carrying out of the Activities and to be financed out of the 
proceeds of the Grant shall be governed by the provisions of Attachment I to this 
Annex.
4.
Withdrawal of Grant Proceeds
4.1.
The amount of the Grant shall be credited to an account opened by the Bank on 
its books in the name of the Recipient (the Grant Account), and may be withdrawn 
therefrom by the Recipient in accordance with the provisions of this Section 4, for 
expenditures in respect of the reasonable cost of services required for the Activities 
and to be financed out of the proceeds of the Grant.
4.2.
The expenditures for the following items may be financed out of the proceeds of 
the Grant and shall be used exclusively in the carrying out of the Activities:
Amount of the Grant
   % of
   Allocated (in
Expenditures to
Item
Dollars)            be Financed   
(1)
Consultants’
144,000
100%
services
4.3.
Notwithstanding the provisions of paragraph 4.2 above, no withdrawals shall be 
made: (i) for payments made for expenditures prior to the date of signature of this 
Letter Agreement by the Bank; (ii) on account of payments for any taxes levied by or 
in the territory of the Recipient; (iii) on account of expenditures in the territories 
of any country which is not a member of the Bank or services supplied from such 
territories; (iv) for the purpose of any payment to persons or entities if such 
payment, 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; or (v) 
after December 31, 1998 or such later date as the Bank shall establish by written 
notice to the Recipient (the Closing Date), except that withdrawals may be made for 
expenditures incurred prior to the Closing Date if the corresponding application is 
received by the Bank within four months after the Closing Date, after which time any 
amount of the Grant remaining unwithdrawn from the Grant Account shall be cancelled.
4.4.
When the Recipient shall desire to withdraw any amount from the Grant Account, 
it shall deliver to the Bank a written application for withdrawal of such amount in 
the form specified by the Bank. Withdrawal applications shall be: (a) signed on behalf 
of the Recipient by the Minister of Finance or such other person as he or she shall 
have authorized in writing; and (b) be accompanied by such evidence in support of the 
application as the Bank shall reasonably request. Authenticated specimen signatures of 
the person authorized to sign withdrawal applications shall be provided with the first 
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application bearing his or her signature.  Each withdrawal application for an amount 
of the Grant and its supporting evidence must be sufficient in form and substance to 
satisfy the Bank that the Recipient is entitled to withdraw such amount from the Grant 
Account and that such amount is to be used in the carrying out of the Activities. The 
Bank shall pay the amounts withdrawn by the Recipient from the Grant Account only to 
or on the order of the Recipient.
4.5.
The Bank may require withdrawals from the Grant Account to be made on the basis 
of statements of expenditure for expenditures for: (a) services of consulting firms 
costing less than $100,000 equivalent; and (b) services of individual consultants 
costing less than $50,000 equivalent, all under such terms and conditions as the Bank 
shall specify by notice to the Recipient. 
4.6.
Withdrawals of the proceeds of the Grant shall be made in the currency of the 
Grant. The Bank, at the Recipient’s request and acting as an agent of the Recipient, 
shall purchase with the currency of the Grant withdrawn from the Grant Account such 
currencies as shall be required to pay for expenditures to be financed out of the 
proceeds of the Grant. Whenever it shall be necessary, for the purposes of this Letter 
Agreement, to determine the value of one currency in terms of another, such value 
shall be as reasonably determined by the Bank.
4.7.
To facilitate the carrying out of the Activities, the Recipient may open and 
maintain in Dollars a special deposit account (the Special Account) in a commercial 
bank on terms and conditions satisfactory to the Bank, 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 Attachment II 
to this Annex.
5.
Accounts and Audits
5.1.
(a)
The Recipient shall maintain or cause to be maintained records and 
accounts adequate to reflect, in accordance with sound accounting practices the 
operations, resources and expenditures in respect of the Activities of the departments 
or agencies of the Recipient responsible for carrying out the Activities or any part 
thereof.
(b)
The Recipient shall: (i) have the records and accounts referred to in 
subparagraph (a) above and the records and accounts for the Special Account for each 
fiscal year audited, in accordance with appropriate auditing principles consistently 
applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as 
soon as available, but in any case not later than six (6) months after the end of each 
such year, the report of such audit by said auditors, of such scope and in such detail 
as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other 
information concerning said records and accounts and the audit thereof as the Bank 
shall from time to time reasonably request.
(c)
For all expenditures with respect to which withdrawals from the Grant 
Account were made on the basis of statements of expenditure, the Recipient shall: (i) 
maintain or cause to be maintained, in accordance with subparagraph (a) above, records 
and accounts reflecting such expenditures; (ii) retain, until at least one year after 
the Bank has received the audit report for the fiscal year in which the last 
withdrawal from the Grant Account was made, all records (contracts, orders, invoices, 
bills, receipts and other documents) evidencing such expenditures; (iii) enable the 
Bank’s representatives to examine such records; and (iv) ensure that such records and 
accounts are included in the annual audit referred to in subparagraph (b) above and 
that the report of such audit contains a separate opinion by said auditors as to 
whether the statements of expenditure submitted during such fiscal year, together with 
the procedures and internal controls involved in their preparation, can be relied upon 
to support the related withdrawals.
6.
Suspension and Cancellation
6.1.
The Bank may at any time, by notice to the Recipient, suspend the right of the 
Recipient to make further withdrawals from the Grant Account if any of the following 
events has occurred and is continuing: (a) the Recipient has failed to comply with any 
of its obligations herein specified; or (b) the right of the Recipient, or any other 
entity to which the Bank has made a loan with the guarantee of Romania, to make 
withdrawals under any loan agreement with the Bank or any development credit agreement 
with the International Development Association shall have been suspended.
6.2.
The Bank may, by written notice to the Recipient, terminate the right of the 
Recipient to make further withdrawals from the Grant Account: (a) at any time after 
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the right of the Recipient to make withdrawals from the Grant Account shall have been 
suspended pursuant to the provisions of paragraph 6.1 above; or (b) if the Recipient 
shall have failed to take action, satisfactory to the Bank, within six months after 
the effective date hereof, to carry out the Activities.
Attachment I 
Procurement
Section I.
Consultants’ Services
Part A:
General
Consultants’ services shall be procured in accordance with the provisions of the 
Introduction and Section IV of the "Guidelines:  Selection and Employment of 
Consultants by World Bank Borrowers" published by the Bank in January 1997 (the 
Consultant Guidelines) and the following provisions of this Section I.
Part B:
Quality- and Cost-based Selection
Except as otherwise provided in Part C of this Section, consultants’ services 
shall be procured under contracts awarded in accordance with the provisions of Section 
II of the Consultant Guidelines, paragraph 3 of Appendix 1 thereto, Appendix 2 
thereto, and the provisions of paragraphs 3.13 through 3.18 thereof applicable to 
quality- and cost-based selection of consultants.
Part C:
Other Procedures for the Selection of Consultants
Selection Under a Fixed Budget
Services  may be procured under contracts awarded in accordance with the 
provisions of paragraphs 3.1 and 3.5 of the Consultant Guidelines.
Part D:
Review by the Bank of the Selection of Consultants
1.
Selection Planning
Prior to the issuance to consultants of any requests for proposals, the proposed 
plan for the selection of consultants under the Activities shall be furnished to the 
Bank for its review and approval, in accordance with the provisions of paragraph 1 of 
Appendix 1 to the Consultant Guidelines. Selection of all consultants’ services shall 
be undertaken in accordance with such selection plan as shall have been approved by 
the Bank, and with the provisions of said paragraph. 
2.
Prior Review
(a)
With respect to a contract for the employment of consulting firms 
estimated to cost the equivalent of $144,000, the procedures set forth in paragraphs 
1, 2 (other than the third subparagraph of paragraph 2 (a)) and 5 of Appendix 1 to the 
Consultant Guidelines shall apply.
(b)
With respect to each contract for the employment of consulting firms 
estimated to cost the equivalent of $100,000 or more, but less than the equivalent of 
$144,000, the procedures set forth in paragraphs 1, 2 (other than the second 
subparagraph of paragraph 2 (a)) and 5 of Appendix 1 to the Consultant Guidelines 
shall apply.
(c)
With respect to each contract for the employment of individual 
consultants estimated to cost the equivalent of $50,000 or more, the qualifications, 
experience, terms of reference and terms of employment of the consultants shall be 
furnished to the Bank for its prior review and approval. The contract shall be awarded 
only after said approval shall have been given.
3.
Post Review
With respect to each contract not governed by paragraph 1 of this Part, the 
procedures set forth in paragraph 4 of Appendix 1 to the Consultant Guidelines shall 
apply.
Attachment II
Special Account
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1.
For the purposes of this Attachment:
(a)
the term "eligible item" means the item set forth in the table in 
paragraph 4.2 of the Annex to this Letter Agreement;
(b)
the term "eligible expenditures" means expenditures in respect of the 
reasonable cost of services required for the Activities and to be financed out of the 
proceeds of the Grant; and
(c)
the term "Authorized Allocation" means an amount equivalent to $30,000 to 
be withdrawn from the Grant Account and deposited into the Special Account pursuant to 
paragraph 3 (a) of this Attachment.
2.
Payments out of the Special Account shall be made exclusively for eligible 
expenditures in accordance with the provisions of this Attachment.
3.
After the Bank has received evidence satisfactory to it that the Special Account 
has been duly opened, withdrawals of the Authorized Allocation and subsequent 
withdrawals to replenish the Special Account shall be made as follows:
(a)
The Recipient shall furnish to the Bank a request or requests for a 
deposit into the Special Account of an amount or amounts which do not exceed the 
aggregate amount of the Authorized Allocation. On the basis of such request or 
requests, the Bank shall, on behalf of the Recipient, withdraw from the Grant Account 
and deposit into the Special Account such amount or amounts as the Recipient shall 
have requested.
(b)
(i)
For replenishment of the Special Account, the Recipient shall 
furnish to the Bank requests for deposits into the Special Account 
at such intervals as the Bank shall specify.
(ii)
Prior to or at the time of each such request, the Recipient shall 
furnish to the Bank the documents and other evidence required 
pursuant to paragraph 4 of this Attachment for the payment or 
payments in respect of which replenishment is requested. On the 
basis of each such request, the Bank shall, on behalf of the 
Recipient, withdraw from the Grant Account and deposit into the 
Special Account such amount as the Recipient shall have requested 
and as shall have been shown by said documents and other evidence 
to have been paid out of the Special Account for eligible 
expenditures. All such deposits shall be withdrawn by the Bank 
from the Grant Account under the eligible item, and in the 
respective equivalent amounts, as shall have been justified by 
said documents and other evidence.
4.
For each payment made by the Recipient out of the Special Account, the Recipient 
shall, at such time as the Bank shall reasonably request, furnish to the Bank such 
documents and other evidence showing that such payment was made exclusively for 
eligible expenditures.
5.
Notwithstanding the provisions of paragraph 3 of this Attachment, the Bank shall 
not be required to make further deposits into the Special Account:
(a)
if, at any time, the Bank shall have determined that all further 
withdrawals should be made by the Recipient directly from the Grant Account;
(b)
if the Recipient shall have failed to furnish to the Bank, within the 
period of time specified in paragraph 5.1 (b) (ii) of the Annex to this Letter 
Agreement, any of the audit reports required to be furnished to the Bank pursuant to 
said paragraph in respect of the audit of the records and accounts for the Special 
Account;
(c)
if, at any time, the Bank shall have notified the Recipient of its 
intention to suspend in whole or in part the right of the Recipient to make 
withdrawals from the Grant Account pursuant to the provisions of paragraph 6.1 of the 
Annex to this Letter Agreement; or
(d)
once the total unwithdrawn amount of the Grant shall equal the equivalent 
of twice the amount of the Authorized Allocation.
Thereafter, withdrawals from the Grant Account of the remaining unwithdrawn amount of 
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the Grant shall follow such procedures as the Bank shall specify by notice to the 
Recipient. Such further withdrawals shall be made only after and to the extent that 
the Bank shall have been satisfied that all such amounts remaining on deposit in the 
Special Account as of the date of such notice will be utilized in making payments for 
eligible expenditures.
6.
(a)
If the Bank shall have determined at any time that any payment out of the 
Special Account: (i) was made for an expenditure or in an amount not eligible pursuant 
to paragraph 2 of this Attachment; or (ii) was not justified by the evidence furnished 
to the Bank, the Recipient shall, promptly upon notice from the Bank: (A) provide such 
additional evidence as the Bank may request; or (B) deposit into the Special Account 
(or, if the Bank shall so request, refund to the Bank) an amount equal to the amount 
of such payment or the portion thereof not so eligible or justified.  Unless the Bank 
shall otherwise agree, no further deposit by the Bank into the Special Account shall 
be made until the Recipient has provided such evidence or made such deposit or refund, 
as the case may be.
(b)
If the Bank shall have determined at any time that any amount outstanding 
in the Special Account will not be required to cover further payments for eligible 
expenditures, the Recipient shall, promptly upon notice from the Bank, refund to the 
Bank such outstanding amount.