OF1CIAL DOCUMENTS GRANT NUMBER D496-ML CREDIT NUMBER 6457-ML Financing Agreement (Mali Electricity Sector Improvement Project) between REPUBLIC OF MALI and INTERNATIONAL DEVELOPMENT ASSOCIATION GRANT NUMBER D496-ML CREDIT NUMBER 6457-ML FINANCING AGREEMENT AGREEMENT dated as of the Signature Date between the REPUBLIC OF MALI ("Recipient") and INTERNATIONAL DEVELOPMENT ASSOCIATION ("Association"). The Recipient and the Association hereby agree as follows: ARTICLE I - GENERAL CONDITIONS; DEFINITIONS 1.01. The General Conditions (as defined in the Appendix to this 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 General Conditions or in the Appendix to this Agreement. ARTICLE II - FINANCING 2.01. The Association agrees to extend to the Recipient: (a) a grant, which is deemed as Concessional Financing for purposes of the General Conditions, in an amount equivalent to twenty million three hundred thousand Special Drawing Rights (SDR 20,300,000) ("Grant"); and (b) a credit, which is deemed as Non-concessional Financing for purposes of the General Conditions, in the amount of one hundred eight million nine hundred thousand Euros (EUR 108,900,000), as such amount may be converted from time to time through a Currency Conversion ("Credit"), (Grant and Credit, collectively, "Financing"), to assist in financing the project described in Schedule I to this Agreement ("Project"). 2.02. The Recipient may withdraw the proceeds of the Financing in accordance with Section III of Schedule 2 to this Agreement. 2.03. The Front-end Fee is one quarter of one percent (' of 1%) of the Credit amount. 2.04. With respect to the Grant, the Maximum Commitment Charge Rate is one-half of one percent (1/2 of 1%) per annum on the Unwithdrawn Grant Balance. 2.05. With respect to the Credit, the Commitment Charge is one-quarter of one percent (% of 1%) per annum on the Unwithdrawn Credit Balance. -2- 2.06. With respect to the Credit, the Interest Charge is the Reference Rate plus the Fixed Spread or such rate as may apply following a Conversion; subject to Section 3.09 (e) of the General Conditions. 2.07. The Payment Dates are May 15 and November 15 in each year. 2.08. The principal amounts of the Credit shall be repaid in accordance with the repayment schedules set forth in Schedule 3 to this Agreement. 2.09. The Payment Currency is Euro. ARTICLE III - PROJECT 3.01. The Recipient declares its commitment to the objective of the Project. To this end, the Recipient shall cause the Project to be carried out by the Project Implementing Entity in accordance with the provisions of Article V of the General Conditions, Schedule 2 to this Agreement, and the Project Agreement. ARTICLE IV - EFFECTIVENESS; TERMINATION 4.01. The Additional Conditions of Effectiveness consist of the following: (a) The Project Implementing Entity has established the Project Implementation Unit in accordance with the provisions of Section I.A.2 of the Schedule to the Project Agreement. (b) The Project Implementing Entity has adopted the Project Implementation Manual in accordance with the provisions of Section I.B. 1 (a) of the Schedule to the Project Agreement. 4.02. The Effectiveness Deadline is the date one hundred twenty (120) days after the Signature Date. 4.03. For purposes of Section 10.05 (b) of the General Conditions, the date on which the obligations of the Recipient under this Agreement (other than those providing for payment obligations) shall terminate is twenty (20) years after the Signature Date. ARTICLE V - REPRESENTATIVE; ADDRESSES 5.01. The Recipient's Representative is its minister responsible for finance. 5.02. For purposes of Section 11.01 of the General Conditions: (a) the Recipient's address is: Ministry of the Economy and Finance P. 0. Box 234 -3- Bamako Mali; and (b) the Recipient's Electronic Address is: Facsimile: +223-2022-1914 5.03. For purposes of Section 11.01 of the General Conditions: (a) The Association's address is: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America; and (b) the Association's Electronic Address is: Facsimile: 1-202-477-6391 -4- AGREED as of the Signature Date. REPUBLIC OF MALI By Authorized Representative Title-u\i~~ ~~~c Date: ___ _ __ 2_ INTERNATIONAL DEVELOPMENT ASSOCIATION By Author ed Representative Name: t Q C14O1" Title: _____l__ __r_ Date:_______ -5- SCHEDULE 1 Project Description The objective of the Project is to improve (i) the reliability and efficiency of electricity supply in Bamako, and (ii) the technical and commercial performance of Energie du Mali. The Project consists of the following parts: Part 1: Improvement and Expansion of Transmission and Distribution Addressing network congestion and increasing network ability to meet growing demand, by reinforcing and expanding electricity transmission and distribution network. 1.1. (a) Support to construction, rehabilitation, upgrade, and expansion of transmission network, by (i) constructing transmission loop for high-voltage Balingue-Darsalam-Lafia double-circuit lines; (ii) reinforcing existing high-voltage links with second circuit between Balingue-Sirakoro and Kodialani-Lafia; and (iii) establishing Bamako's 15-kilovolt network. Increasing selected sections of cables to allow transit of increased power and reduction of losses; and (b) rehabilitation of main substations in Bamako by (i) replacing obsolete critical substation equipment; (ii) performing civil works to secure equipment and operators; and (iii) installing higher-capacity transformers and capacity banks. 1.2. Support for expansion of distribution network and connection of new households, by constructing new distribution infrastructure (e.g., substations, medium-voltage feeders, medium-voltage / low-voltage transformer stations, low-voltage lines). Part 2: Capacity Strengthening and Technical Assistance Providing targeted technical assistance to EDM and strengthening its capacity for day-to- day operations. 2.1. Implementation of EDM's information infrastructure, and acquisition and installation of software, equipment, and logistics to improve planning, operation and maintenance of electricity network, and customer management. 2.2. Recruitment of consulting firm to assist: (a) Ministry of Energy and Water on strategic sector issues; (b) EDM to prepare technical and environmental and social safeguards studies and supervise and monitor construction works; and (c) (i) said Ministry and (ii) EDM to prepare pluriannual programs and build capacity for a potential Program- for-Results operation. -6- Part 3: EDM Governance Improvement and Support to Implementation of EDM Restructuring Plan Development and implementation of key actions under EDM's restructuring plan (including EDM's management improvement plan) and improvement of EDM's fuel delivery and storage system. Part 4: Operational Support Support for activities relating to integration of citizen engagement, including development of short- and medium-term feedback mechanisms and grievance redress mechanism to build trust among beneficiaries to restore and improve electricity services. Support also to Project management. -7- SCHEDULE 2 Project Execution Section I. Implementation Arrangements A. Institutional Arrangements Ministry of Energy and Water 1. The Recipient shall, through the Ministry of Energy and Water, and particularly the Project Steering Committee, be responsible for strategic oversight and policy orientation of the Project. 2. To this end, the Recipient shall establish, not later than three (3) months after the Effective Date, and thereafter maintain throughout Project implementation, the committee referred to in the preceding paragraph, headed by the Minister of Energy and Water or the Secretary General of the Ministry of Energy and Water, and including representatives of the Ministry of the Economy and Finance and the Regulatory Commission for Electricity and Water and the Director General or another representative of the Project Implementing Entity, with an institutional framework, functions, and resources satisfactory to the Association for such purpose. 3. The Recipient shall, through the Ministry of Energy and Water, be responsible for the provision of technical inputs in relation to Parts 2.2 (a) and 2.2 (c) (i) of the Project, and, to this end, shall maintain, throughout Project implementation, said Ministry with an institutional framework, composition, functions, and resources, including competent personnel in adequate numbers, satisfactory to the Association for such purpose. B. Subsidiary Agreement 1 . To facilitate the carrying out of the Project, the Recipient shall make the proceeds of the Financing available to the Project Implementing Entity under a Subsidiary Agreement between the Recipient and the Project Implementing Entity, under terms and conditions acceptable to the Association, which shall include: (a) the right of the Project Implementing Entity to withdraw the proceeds of the Financing on behalf of the Recipient, and proceeds so withdrawn shall be considered to be withdrawn by the Recipient; (b) the provision of the principal amount of the Grant made available under the Subsidiary Agreement on a grant basis; -8- (c) the obligation of the Project Implementing Entity to: (i) repay the principal amount of the Credit made available under the Subsidiary Agreement ("Subsidiary Credit") in Dollars or such other currency as may be agreed with the Association in writing; (ii) pay interest on the principal amount withdrawn and outstanding from time to time at the rate specified in Section 2.06 of this Agreement; and (iii) repay the principal amount of the Subsidiary Credit over the period applicable to the Recipient in relation to said Credit pursuant to Section 2.08 of this Agreement; (d) the obligation of the Project Implementing Entity to carry out the Project in accordance with the provisions of the Anti-Corruption Guidelines applicable to recipients of financing proceeds other than the Recipient; (e) the obligation of the Project Implementing Entity to carry out the Project in accordance with the provisions of the Safeguards Instruments, and without any right or authority, except as the Association shall otherwise agree in writing, to assign, amend, abrogate, or waive, or permit to be assigned, amended, abrogated, or waived, said instruments; (f) the obligation of the Project Implementing Entity to: (i) maintain a financial management system and prepare financial statements in accordance with consistently applied accounting standards acceptable to the Association, both in a manner adequate to reflect the operations and financial condition of the Project Implementing Entity, including the operations, resources, and expenditures related to the Project; and (ii) have such statements audited by independent auditors acceptable to the Association, in accordance with consistently applied auditing standards acceptable to the Association, and furnish such audited financial statements to the Recipient and the Association in accordance with the provisions of Section 5.09 (b) (ii) of the General Conditions and make them publicly available in a timely fashion and in a manner acceptable to the Association; and (g) the obligation of the Project Implementing Entity to carry out procurement of the goods, works, and consultants' services required for the Project in accordance with the provisions of the Procurement Regulations, as said provisions may be further elaborated in the Procurement Plan. 2. The Recipient shall exercise its rights under the Subsidiary Agreement in such manner as to protect the interests of the Recipient and the Association and to accomplish the purposes of the Financing. Except as the Association shall otherwise agree, the Recipient shall not assign, amend, abrogate or waive said agreement. -9- C. Project Implementation Manual I. The Recipient shall: (a) ensure that the Project is carried out in accordance with the Project Implementation Manual; and (b) except as the Association shall otherwise agree in writing, not assign, amend, abrogate, or waive, or permit to be assigned, amended, abrogated, or waived, said manual. 2. In the event of a conflict between the provisions of said manual and those of this Agreement, the latter shall govern. D. Safeguards 1. The Recipient shall ensure that the Project is carried out with due regard to appropriate environmental, social, health, and safety standards and practices and in accordance with the provisions of the Safeguards Instruments, and, except as the Association shall otherwise agree in writing, the Recipient shall not assign, amend, abrogate, or waive, or permit to be assigned, amended, abrogated, or waived, said instruments. 2. The Recipient shall finance exclusively out of its own or other resources, and not out of the proceeds of the Financing, and provide, promptly as needed, the resources needed for the following: (a) all land acquisition required for purposes of the Project; and (b) resettlement and rehabilitation payments and other assistance to Affected Persons in accordance with the provisions of the applicable Safeguards Instruments. 3. The Recipient shall, through the Ministry of the Environment, Sanitation, and Sustainable Development, collaborate with the Project Implementing Entity for purposes of the latter's implementation, monitoring, and evaluation of the Safeguards Instruments. Section II. Project Monitoring, Reportina and Evaluation A. Project Reports The Recipient shall furnish to the Association each Project Report not later than one (1) month after the end of each calendar semester, covering the calendar semester. B. Semi-Annual Reviews The Recipient shall review jointly with the Association and the Project Implementing Entity, not later than one (1) month after the submission of each Project Report to the Association, such report, and thereafter cause the Project Implementing Entity to take all measures required to ensure the efficient completion of the Project and the achievement of the objective thereof, based on -10- the conclusions and recommendations of such report and the Association's views on the matter. C. Midterm Review The Recipient shall: 1. carry out jointly with the Association and the Project Implementing Entity, not later than thirty-six (36) months, or such other period as may be agreed with the Association, after the Effective Date, a midterm review to assess the status of Project implementation, as measured against the Disbursement-Linked Results set forth in the Annex to this Schedule and the indicators set forth in the Implementation Manual. Such review shall include an assessment of the following: (a) overall progress in implementation; (b) results of monitoring and evaluation activities; (c) progress on procurement and disbursement; (d) progress on implementation of the Safeguards Instruments; (e) implementation arrangements; and (f) the need to make any adjustments to the Project and reallocate funds to improve performance; 2. to this end, cause the Project Implementing Entity to prepare and furnish to the Recipient and the Association, not later than one (1) month before such review, a report, in scope and detail satisfactory to the Association and integrating the results of the monitoring and evaluation activities performed pursuant to Section II.A. 1 of the Schedule to the Project Agreement, on the progress achieved in the carrying out of the Project during the period preceding the date of such report and setting out the measures recommended to ensure the efficient carrying out of the Project and the achievement of the objective thereof during the period following such date; and 3. thereafter cause the Project Implementing Entity to take all measures required to ensure the efficient completion of the Project and the achievement of the objective thereof, based on the conclusions and recommendations of such report and the Association's views on the matter. Section III. Withdrawal of the Proceeds of the Financing A. General Without limitation upon the provisions of Article 11 of the General Conditions and in accordance with the Disbursement and Financial Information Letter, the Recipient may withdraw the proceeds of the Financing to: (i) finance Eligible Expenditures; and (ii) repay the Preparation Advance; and (iii) pay: (a) the Front-end Fee, and (b) each Interest Rate Cap or Interest Rate Collar premium; in the amount allocated and, if applicable, up to the percentage set forth against each Category of the following table: -ll- Category Amount of the Amount of the Percentage of Grant Allocated Credit Allocated Expenditures to be (expressed in (expressed in Financed SDR) EUR) (inclusive of Taxes) (1) Goods, works, non- 0 86,311,750 100 consulting services, and consulting services for Part 1 of the Project (2) Goods, works, non- 14,975,000 0 100 consulting services, consulting services (including for audits), Training, and Operating Costs for Parts 2 and 4 of the Project (3) Eligible 3,625,000 22,316,000 Up to 100, as set forth Expenditure in the table in the Programs (Part 3 of Annex to this Schedule the Project) (4) Refund of 1,700,000 Amount payable Preparation pursuant to Advance Section 2.07 (a) of the General Conditions (5) Front-end Fee Not applicable 272,250 Amount payable pursuant to Section 2.03 of this Agreement in accordance with Section 3.08 (b) of the General Conditions (6) Interest Rate Cap or Not applicable 0 Amount due pursuant Interest Rate Collar to Section 4.06 (c) of premium the General Conditions TOTAL AMOUNT 20,300,000 108,900,000 -12- B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A above, no withdrawal shall be made: (a) for payments made prior to the Signature Date, except that withdrawals up to an aggregate amount not to exceed $5,600,000 under the Grant, and $24,400,000 under the Credit, may be made for payments made prior to this date but on or after August 1, 2018, for Eligible Expenditures under Categories (1) and (2); (b) on the basis of DLRs achieved prior to the Signature Date; or (c) under Category (3), until and unless the Recipient has furnished evidence satisfactory to the Association that the respective DLRs set forth in the table in the Annex to this Schedule have been achieved in accordance with the Verification Protocols, as confirmed by the independent verification agency referred to in Section I.A.5 of the Schedule to the Project Agreement. 2. Notwithstanding the provisions of paragraph I (c) of this Part, if any of the DLRs under Category (3) has not been achieved, the Association may, by notice to the Recipient: (a) authorize the withdrawal of such lesser amount of the unwithdrawn proceeds of the Financing then allocated to said Category which, in the opinion of the Association, corresponds to the extent of achievement of said DLR, said lesser amount to be calculated in accordance with the formula set out in the fifth column of the table set forth in Part A of this Section; (b) reallocate all or a portion of the proceeds of the Financing then allocated to said DLR to any other DLR; and / or (c) cancel all or a portion of the proceeds of the Financing then allocated to said DLR. 3. The Closing Date is January 31, 2025. Annex Disbursement-Linked Indicators and Results Disbursement- Disbursement- Disbursement Financing Source Amount of the Linked Indicator Linked Result Calculation Formula Financing Allocated (expressed in EUR) (expressed in EUR) (1) Improvement DLR 1.1: 446,320 for first report, Grant 892,640 of EDM fuel Fuel supply and 111,580 per monitoring and consumption value subsequent report storage system chain audited, and audit report satisfactory to the Bank 1,571,488 per 1,000 m3 DLR 1.2: of capacity, with Credit 15,174,880 Increase in fuel minimum payment of storage capacity 892,640 and maximum payment of 15,174,880 148,773 per meter, with minimum DLR 1.3: payment of 446,320 Grant 1,785,280 Installation and and maximum connection of fuel payment of 1,785,280 metering to monitoring system DLI 1 Total 17,852,800 - 14- (2) Implementation DLR 2.1: Not applicable Grant 446,320 of EDM revenue Installation and protection plan implementation of management information system satisfactory to the Bank DLR 2.2: Credit (a) Purchase of 6,000 Not applicable 3,570,560 smart meters (b) Installation of 312,424 per 3,000 624,848 smart meters meters, with minimum purchased under payment of 312,424 DLR 2.2 (a) and maximum payment of 624,848 DLR 2.3: Not applicable Grant (a) Updating of 446,320 customer database in manner satisfactory to the Bank (b) Development of 892,640 geographical information system DLR 2.4: Not applicable Credit (a) Technical audit of 446,320 100 loss meters - 15- (b) Replacement of 714,112 broken loss meters DLI 2 Total 7,141,120 (3) Improvement DLR 3.1: Not applicable Credit of energy mix (a) Renewable energy 535,584 strategy prepared and adopted by the Recipient (b) Least-cost plan 624,848 and renewable energy strategy updated by the Recipient two (2) years following approval / adoption DLR 3.2: Not applicable 624,848 Reduction of thirty percent (30%) in thermal generation, excluding for supply to mining activities DLI 3 Total 1,785,280 TOTAL 26,779,200 AMOUNT SCHEDULE 3 Commitment-Linked Amortization Repayment Schedule The following table sets forth the Principal Payment Dates of the Credit and the percentage of the total principal amount of the Credit payable on each Principal Payment Date ("Installment Share"). Level Principal Repayments Principal Payment Date Installment Share On each May 15 and November 15 Beginning November 15, 2029 2.63% through November 15, 2047 On May 15, 2048 2.69% - 17- APPENDIX Definitions "Affected Person" means a person who, on account of implementation of the Project, has experienced or would experience direct economic and social impacts caused by: (a) the involuntary taking of land, resulting in: (i) relocation or loss of shelter; (ii) loss of assets or access to assets; or (iii) loss of income sources or means of livelihood, whether or not such person must move to another location; or (b) the involuntary restriction of access to legally designated parks and protected areas, resulting in adverse impacts on the livelihood of such person; and "Affected Persons" means, collectively, all such persons. 2. "Anti-Corruption Guidelines" means, for purposes of paragraph 5 of the Appendix to the General 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. "Category" means a category set forth in the table in Section III.A of Schedule 2 to this Agreement. 4. "Disbursement-Linked Indicator" or "DLI" means, in respect of a given Category, the indicator related to said Category as set forth in the table in Section III.A of Schedule 2 to this Agreement. 5. "Disbursement-Linked Result" or "DLR" means, in respect of a given Category, the result under said Category as set forth in the table in Section III.A of Schedule 2 to this Agreement, on the basis of the achievement of which the amount of the Financing allocated to said result may be withdrawn in accordance with the provisions of said Section. 6. "Eligible Expenditure Programs" means, collectively, expenditures for goods, works, non-consulting services, consulting services (including for audits), and Training (as hereinafter defined) for implementation of Part 3 of the Project. 7. "Energie du Mali" or "EDM" means the Recipient's wholly-owned enterprise, established and operating pursuant to the Recipient's Ordinance No. 26/PGP of October 14, 1960, and engaged in the development and promotion of the electricity sector in Mali, or a successor thereto. 8. "Environmental and Social Management Framework" means the Project Implementing Entity (as hereinafter defined)'s framework, dated May 2019 and agreed with the Association, setting forth mitigation, enhancement, monitoring, and institutional measures, including capacity building through training, and establishment and maintenance of a grievance redress mechanism, to eliminate any -18- adverse environmental and social impacts of activities to be implemented under Part I of the Project, offset them, or reduce them to acceptable levels, or enhance positive impacts, and guidelines and procedures for the preparation of Environmental and Social Management Plans (as hereinafter defined), as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such framework. 9. "Environmental and Social Management Plan" means the Project Implementing Entity's plan, to be prepared in accordance with the provisions of the Environmental and Social Management Framework and agreed with the Association, setting out mitigation, enhancement, monitoring, and institutional measures, including capacity building through training, and establishment and maintenance of a grievance redress mechanism, to eliminate any adverse environmental and social impacts of activities to be implemented under Part I of the Project (including measures designed to prevent gender-based violence and sexual exploitation and abuse under the Project, and to handle those events and report them to the relevant authorities and to the Association should they occur), offset them, or reduce them to acceptable levels, or enhance positive impacts, as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such plan, and "Environmental and Social Management Plans" means more than one (1) such plan. 10. "General Conditions" means the "International Development Association General Conditions for IDA Financing, Investment Project Financing", dated December 14, 2018. I1. "Involuntary Resettlement" means the following caused on account of Project implementation: (a) the involuntary taking of land, resulting in: (i) relocation or loss of shelter; (ii) loss of assets or access to assets; or (iii) loss of income sources or means of livelihood, whether or not the affected person must move to another location; or (b) the involuntary restriction of access to legally designated parks and protected areas resulting in adverse impacts on the livelihood of the affected person. 12. "Ministry of the Environment, Sanitation, and Sustainable Development" means the Recipient's ministry responsible for policy in relation to and management of the environment, sanitation, and sustainable development, or any successor thereto. 13. "Ministry of Energy and Water" means the Recipient's ministry responsible for policy in relation to and management of energy and water, or any successor thereto. 14. "Operating Costs" means the incremental operating costs under the Project, based on the annual work plans and budgets referred to in Section I.D of the Schedule to - 19 - the Project Agreement as approved by the Association, and incurred by the Recipient or the Project Implementing Entity for purposes of Project management, implementation, and monitoring and evaluation, on account of utilities and supplies, bank charges, communications, vehicle operation, maintenance, and insurance, office space rental, building and equipment maintenance, public awareness-related media expenses, domestic and international travel and subsistence, and salaries of contractual and temporary staff, but excluding salaries, fees, honoraria, bonuses, and any other salary supplements of members of the Recipient's civil service. 15. "Preparation Advance" means the advance referred to in Section 2.07 (a) of the General Conditions, granted by the Association to the Recipient pursuant to the letter agreement signed on behalf of the Association on March 5, 2019 and on behalf of the Recipient on March 5, 2019. 16. "Procurement Procedures Manual" means the Recipient's manual, to be agreed with the Association as part of the Implementation Manual and setting out procurement arrangements for purposes of Project implementation, as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such manual. 17. "Procurement Regulations" means, for purposes of paragraph 87 of the Appendix to the General Conditions, the "World Bank Procurement Regulations for IPF Borrowers", dated July 2016, revised November 2017 and August 2018. 18. "Project Implementing Entity" means Energie du Mali. 19. "Project Implementation Manual" means the Project Implementing Entity's manual, to be agreed with the Association and setting out implementation, organizational, administrative (including detailed terms of reference for staff to be appointed to the Project Implementation Unit (as hereinafter defined)), monitoring and evaluation (including performance indicators, related targets, and Verification Protocols (as hereinafter defined)), financial management, and disbursement arrangements for purposes of Project implementation, as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such manual. 20. "Project Implementation Unit" means the Project Implementing Entity's unit, under its Directorate General, responsible for the management and implementation of projects, or a successor thereto. 21. "Project Steering Committee" means the Recipient's committee, to be established pursuant to Section I.A.2 of Schedule 2 to this Agreement, or a successor thereto. -20 - 22. "Regulatory Commission for Electricity and Water" means the Recipient's commission, established and operating pursuant to the Recipient's Order No. 00- 021 / P-RM of March 15, 2000, responsible for regulation of the electricity sector and the public drinking water service in urban areas, or a successor thereto. 23. "Resettlement Action Plan" means the Project Implementing Entity's plan, to be prepared in accordance with the Resettlement Policy Framework (as hereinafter defined) and agreed with the Association, setting forth arrangements, including establishment and maintenance of a grievance redress mechanism, pertaining to land acquisition and the compensation, resettlement, and rehabilitation of Affected Persons under Part I of the Project, as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such plan, and "Resettlement Action Plans" means more than one (1) such plan. 24. "Resettlement Policy Framework" means the Project Implementing Entity's framework, dated May 2019 and agreed with the Association, setting forth mitigation, enhancement, monitoring, and institutional measures, including capacity building through training, and establishment and maintenance of a grievance redress mechanism, to carry out acquisition of land and related assets and compensation, resettlement, and rehabilitation of Affected Persons, all under Part I of the Project, and guidelines and procedures for the preparation of Additional Resettlement Action Plans, as the same may be modified from time to time with the prior written agreement of the Association, and such term includes any annexes or schedules to such framework. 25. "Safeguards Instruments" means, collectively, the Environmental and Social Management Framework, any Environmental and Social Management Plans, the Resettlement Policy Framework, and any Resettlement Action Plans, and such term includes any annexes or schedules to such instruments. 26. "Signature Date" means the later of the two (2) dates on which the Recipient and the Association signed this Agreement and such definition applies to all references to "the date of the Financing Agreement" in the General Conditions. 27. "Training" means the costs of training under the Project, based on the annual work plans and budgets referred to in Section LD of the Schedule to the Project Agreement, as approved by the Association, and attributable to seminars, workshops, and study tours, along with domestic and international travel and subsistence allowances for training participants, services of trainers, rental of training facilities, preparation and reproduction of training materials, and other activities directly related to course preparation and implementation. 28. "Verification Protocols" means the Recipient's protocols, part of the Implementation Manual, setting forth the basis and methodology for verification -21- of the achievement of Disbursement-Linked Results, as the same may be modified from time to time with the prior written agreement of the Association.