OFFICIAL DOCUMENTS. GRANT NUMBER H782-GN Agreemen Providing for the Amendment a d Restatement of the Financ ng Agreement (Producti-e Social Safety Net Project) between REPUBLIC OF GUINEA and INTERNATIONAL DEVELOPMENT ASSOCIATION D ited July 19, 2012 As amended and rest ted on 1*Vt piJ,2014 GRANT NUMBER H782-GN FINANCING AGREE ENT AGREEMENT dated July 19, 2012, is amended and restated on irfxlt'(1) S, 2014 entered into between REPU 3LIC OF GUINEA ("Recipient") and NTERNATIONAL 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) constitute an integral part of this Agreement. 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to the in the General Conditions or in the Appendix to this Agreement. ARTICLE H - FINAN ING 2.01. The Association agrees to extend to the Recipient, on the terms and conditions set forth or referred to in this Agreement, a grant in an amount equivalent to sixteen million two hundred thousand Special Drawing Rights (SDR 16,200,000) ("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 IV of Schedule 2 to this Agreement. 2.03. The Maximum Commitment Charge Rate iayable by the Recipient on the Unwithdrawn Financing Balance shall be one- ialf of one percent (1/2 of 1%) per annum. 2.04. The Payment Dates are February 15 and Augu! t 15 in each year. 2.05. The Payment Currency is the Dollar. ART CLE III - PROJECT 3.01. The Recipient declares its -ommitment to the objectives of the Project. To this end, the Recipient shall car y out the Project through the MoF in accordance with the provisions of Article IV of the General Conditions. 3.02. Without limitation upon t provisions of Section 3.01 of this Agreement, and except as the Recipient an the Association shall otherwise agree, the Recipient shall ensure that the Proje t is carried out in accordance with the provisions of Schedule 2 to this Agreeme it. ARTICLE IV - E FFECTIVENESS; TERMINATION 4.01. The Effectiveness Deadlint is the date falling ninety (90) days after the date of this Agreement 4.02. For purposes of Section 8.0 5 (b) of the General Conditions, the date on which the obligations of the Recipient under this Agreement (other than those providing for payment obligations) shal terminate is twenty years after the date of this Agreement. ARTICLE V - R EPRESENTATIVE; ADDRESSES 5.01. The Recipient's Representa ive is the Recipient's minister at the time responsible for finance. 5.02. The Recipient's Address is: Minister of Econom v and Finance P. 0. Box 579 Conakry, Guinea Telex: Facsimile: 22399 MIFIGE (224) 30 45 30 48 (224) 30 42 21 02 5.03. The Association's Address i International Development I ssociation 1818 H Street, N.W. Washington, D.C. 20433 United States of America 2 Cable: Telex: Facsimile: INDEVAS 248423 (MCI) 1-202-477-6391 Washington, D.C. AGREED at as of the day and year first above written. REPUBLIC OF GUINEA By Authbrize tt Narne: \(%1( Tit e: \ INTERNATIONAL DEVEI OPMENT ASSOCIATION By Ait%rized Representative N e: Til e:4 SCHEDULE 1 Project Description The objectives of the Proj ct are: (i) to provide income support to vulnerable groups, and (ii) to lay the foundati ns of a social safety net strategy by testing some of the building blocks necessary for a arger system. The Project consists of the allowing parts: Part A. Labor Intensive Public Work Prozram with a Focus on Women and Youth, and Life Skills Development 1. Supporting a program (if labor intensive public works aimed at generating income for vulnerabl groups including targeted women and youth in selected urban and peri-urban areas ("LIPW Beneficiaries") through the implementation of sm dl scale sub-projects consisting of labor intensive public works. 2. (i) Supporting a trainin, program aimed at enhancing life skills of LIPW Beneficiaries; such prolam includes training on civic education, citizenship, the rights and respons bilities of workers, conflict resolution, HIVIAIDS prevention and entre preneurship; and (ii) providing cash stipends ("Stipends") to such L PW Beneficiaries for participating in such training program. Part B. Pilot Transfer Progra s to Protect Human Capital 1. Supporting the design of a pilot conditional cash transfer program ("Conditional Cash Trai fer Program") aimed at transferring cash to selected households in targeted reas of the Recipient's territory in order to improve human capital and cu tail the intergenerational transmission of poverty. Future transfers would e conditional upon children's health being regularly checked up at health cei ters and school attendance. 2. (i) Carrying out of the 'onditional Cash Transfer Program in targeted areas of the Recipient's ten itory; and (ii) supporting such Conditional Cash Transfer Program through trainings and awareness campaigns. 3. Supporting the implem ntation of a school feeding programs ("School Feeding Program") to p -ovide school lunches and other nutrients to selected children in targeted area; of the Recipient's territory. 4 Part C. Project Coordination and Institutional CaDacity Building (a) Supporting the management, coordinatio , implementation, and monitoring and evaluation of Project activities. (b) Providing of technical assistance for the levelopment of a social protection strategy and communication and awareness raising related to social protection operations and policy reforms, including supporting the response to the Ebola outbreak. Part D. Prevention of the Ebola Epidemic Supporting the implementation of a plan to contain tl e Ebola epidemic, including, inter alia, complementary disease-specific communicatiors campaigns, training of teachers and government officials and acquisition of critical logistical materials. 5 SCHEDULE 2 'roject Execution Section I. Implementation A rrangements A. Institutional Arrangemen s The Recipient shall, throughout the implementation of the Project, maintain the following implementation and coordination at rngements: (1) Steering Committee (Comi r de Pilotage) (a) The Recipient shall m ntain, throughout the implementation of the Project, an inter-ministerial S eering Committee with functions and resources satisfactory to the Asso iation. (b) The Steering Committe shall be responsible for the overall oversight of the Project, including: (i) pproving the Annual Work Plans and Budgets; (ii) supporting the develop nent of a social protection strategy; and (iii) advising the CFS. (2) Safety Net Unit (Cellule Fiits Sociaur) (a) The Recipient shall: (i) maintain, throughout the implementation of the Project, the CFS wit the MoF with functions and resources satisfactory to the Association. (b) The CFS shall be res onsible for the day-to-day technical implementation coordination and fi luciary oversight of the Project, including: (i) monitoring and evalu ting activities; and (ii) consolidating progress reports and interim financial ianagement reports. (c) The CFS shall be hesled by a social safety nets coordinator, who shall be assisted by a core tear comprised of, inter alia, (i) a financial management specialist, (ii) a proc ment specialist, (iii) a monitoring and evaluation specialist, (iv) a safe uard specialist, (v) an internal auditor and (vi) an accountant. (3) Contractual and Reulatory rrangements the School Feeding Program (a) To facilitate the carry g out of Part B.3 of the Project, the Recipient shall enter into an Agre-ment ("WFP Agreement") with the World Food Program, whose fom and substance shall be satisfactory to the Association; (ii) ensu e that the Project activities to be undertaken by the WFP under said WF Agreement be carried out with due diligence and 6 efficiency and in accordance with sound technical, financial, and managerial standards (including enviro unental and social safeguards) and practices acceptable to the Association; and (iii) ensure that WFP exercise its rights and carry out its obligations u der the WFP Agreement in such a manner as to protect the interests of the Recipient and the Association and to accomplish the purposes of the Financing. (b) Except as the World Bank shall otherise agree, the Recipient shall not assign, amend, abrogate or waive the Service Agreement or any provision thereof, or permit to be assigned, an ended, abrogated, or waived, the aforementioned, or any provision there f." (4) Contractual and Regulatory Arrangements for the Prevention of the Ebola Epidemic (a) To facilitate the carrying out of Part D of the Project, the Recipient shall enter into an Agreement ("UNICEF Agi eement") with the UNICEF, whose form and substance shall be satisfactor) to the Association; (ii) ensure that the Project activities to be undertaken b / the UNICEF under said UNICEF Agreement be carried out with due diligence and efficiency and in accordance with sound technical, financial, and managerial standards (including environmental and social saf guards) and practices acceptable to the Association; and (iii) ensure that U]ICEF exercise its rights and carry out its obligations under the UNICEF Agreement in such a manner as to protect the interests of the Recipient anc the Association and to accomplish the purposes of the Financing. (b) Except as the World Bank shall othe i e agree, the Recipient shall not assign, amend, abrogate or waive the UI IICEF Agreement or any provision thereof, or permit to be assigned, amended, abrogated, or waived, the aforementioned, or any provision thereo ." B. Anti-Corruption The Recipient shall ensure that the Project is carried out in accordance with the provisions of the Anti-Corruption Guidelines. C. Project Implementation Manual 1 . The Recipient shall, throughout the implemen tion of the Project: (a) carry out the Project in accordance with the Project Implementation Manual; and (b) adopt the Pilot Transfer Program M ial (which shall then form part of the Project Implementation Manual), an I thereafter carry out the Project in 7 accordance therewit, provided, however, that, in the event of any conflict between the provisio is of the Project Implementation Manual and those of this Agreement, this Agreement shall prevail. 2. Except as the Association shall otherwise agree, the Recipient shall not amend or waive any provision of the Project Implementation Manual if, in the opinion of the Association, such amen dment or waiver could materially and adversely affect the implementation of the roject. D. Safeguards 1. The Recipient shall ensure that the Project is carried out in accordance with the applicable Safeguard Documents. 2. The Recipient shall not am.nd, waive or otherwise modify any provision of the Safeguard Documents without the prior written consent of the Association. 3. Without limitation upon its other reporting obligations under this Agreement, the Recipient shall regularly collect, compile and submit to the Association, in accordance with Section II of this Schedule 2 to this Agreement, reports on the status of compliance with the applicable Safeguard Docu nents, giving details of: (a) measures taken in furtherance of the Safeguard Documents; (b) conditions, if any, whi h interfere or threaten to interfere with the smooth implementation of the Safeguard Documents; and (c) remedial measures takei or required to be taken to address such conditions. E. Annual Work Plans and Budgets 1. The Recipient shall prep, re, under terms of reference satisfactory to the Association, and furnish to the Association not later than October 31' in each calendar year, for the Ass ociation's consideration, a proposed work plan of activities to be carried out 'or the Project for the following calendar year, such plan to include an imple entation schedule and budget and financing plan ("Annual Work Plan and B dget"). 2. The Recipient shall afford the Association a reasonable opportunity to review and exchange views with the Recipient on such proposed plan, and shall thereafter promptly adopt ar d then implement such work plan as shall have been approved by the Associatior in accordance with this Agreement. 8 Section II. Project Monitoring, ReDorting and Evaluation A. Project Reports The Recipient shall monitor and evaluate the rogress of the Project and prepare Project Reports in accordance with the provis ons of Section 4.08 of the General Conditions and on the basis of indicators acaeptable to the Association and set forth in the Project Implementation Manual. Each Project Report shall cover the period of one calendar quarter, and shall be ft rished to the Association not later than forty-five (45) days after the end of the p-riod covered by such report. B. Financial Management, Financial Reports and Audits 1 . The Recipient shall maintain or cause to be maintained a financial management system in accordance with the provisions of Section 4.09 of the General Conditions. 2. Without limitation on the provisions of Part A of this Section, the Recipient shall prepare and furnish to the Association as part of the Project Report, interim unaudited financial reports for the Project covering the quarter, in form and substance satisfactory to the Association, no ater than forty-five (45) days after the end of each quarter. 3. The Recipient shall have its Financial Statem nts audited in accordance with the provisions of Section 4.09 (b) of the Gene a Conditions. Each audit of the Financial Statements shall cover the period of one fiscal year of the Recipient, commencing with the fiscal year in which the first withdrawal was made under the Preparation Advance for the Project. Th audited Financial Statements for each such period shall be furnished to the As ociation not later than six months after the end of such period. 4. The Recipient shall maintain operational thr ughout the implementation of the Project a computerized accounting system wit lin the CFS, in form and substance acceptable to the Association. 9 Section III. Procurement A. General 1. Goods, Works and Non consulting Services. All goods, works and non- consulting services require( for the Project and to be financed out of the proceeds of the Financing shall be p ocured in accordance with the requirements set forth or referred to in Section I o the Procurement Guidelines, and with the provisions of this Section. 2. Consultants' Services. A consultants' services required for the Project and to be financed out of the proceeds of the Financing shall be procured in accordance with the requirements set forth or referred to in Sections I and IV of the Consultant Guidelines, and with the provisions of this Section. 3. Definitions. The capitali terms used below in this Section to describe particular procurement me ods or methods of review by the Association of particular contracts, refer t) the corresponding method described in Sections II and III of the Procuremer t Guidelines, or Sections II, III, IV and V of the Consultant Guidelines, as ti e case may be. B. Particular Methods of P ocurement of Goods, Works and Non-consulting Services 1. International Competitive Bidding. Except as otherwise provided in paragraph 2 below, goods, works and non-consulting services shall be procured under contracts awarded on the ba;is of International Competitive Bidding. 2. Other Methods of Procurement of Goods, Works and Non-consulting Services. The following ta :le specifies the methods of procurement, other than International Competitive 1idding, which may be used for goods, works and non-consulting services. Tie Procurement Plan shall specify the circumstances under which such methods nay be used: Procurement Methods (a) National Competitive I idding, subject to the provision below*; (b) Limited International I idding; (c) Shopping; (d) Direct Contracting; an (e) Procurement from UN )gencies 10 *National Competitive Bidding shall be st bject to the following additional provisions: (i) four weeks will be provided for preparation and submission of bids, after the issuance of the Invitation for ids or availability of the bidding documents, whichever is later- (ii) for all produrement of goods and the standard bidding documents (SBD) published by tie World Bank for International Competitive Bidding will be used and modified in order to adapt it to the current situation; (iii) bids will be advertised in national newspapers with wide circulation; (iv) bids will be presented an submitted only in one internal envelope (no system with two envelopes will e used); (v) bid evaluation, bidder qualifications criteria, and the contract award criteria will be clearly specified in the bidding documents; (vi) no preference nargin will be granted to domestic bidders; (vii) eligible firms, including foreigi firms, will not be excluded from the competition; (viii) the procedures will incl ide the publication of the results of evaluation and of the award of the contract, aid provisions for bidders to protest; (ix) procurement audit will be included in t ie terms of reference of financial audits of the project; and (x) if the Recipient'; procurement code does not apply to small contracts, the procedures will re quire that for such contracts, a competitive method be used (reference for example to the Shopping method referenced above). C. Particular Methods of Procurement of Consultants' Services 1. Quality- and Cost-based Selection. Except is otherwise provided in paragraph 2 below, consultants' services shall be procu ed under contracts awarded on the basis of Quality and Cost-based Selection. 2. Other Methods of Procurement of Consultants' Services. The following table specifies methods of procurement, other than Quality and Cost-based Selection, which may be used for consultants' services. The Procurement Plan shall specify the circumstances under which such methods i2ay be used: Procurement Methods (a) Least Cost Selection (b) Selection under a Fixed Budget (c) Selection based on Consultants' Qualifi tions (d) Selection of Individual Consultants (e) Single-source Selection (f) Selection of UN Agencies 11 D. Review by the Associatioi of Procurement Decisions The Procurement Plan shal set forth those contracts which shall be subject to the Association's Prior Review. All other contracts shall be subject to Post Review by the Association. Section IV. Withdrawal of the Proceeds of the Financing A. General 1. The Recipient may withdr w the proceeds of the Financing in accordance with the provisions of Article I of the General Conditions, this Section, and such additional instructions as th- Association shall specify by notice to the Recipient (including the "World Banc Disbursement Guidelines for Projects" dated May 2006, as revised from time to time by the Association and as made applicable to this Agreement pursuant to -uch instructions), to finance Eligible Expenditures as set forth in the table in pa ph 2 below. 2. The following table specifies the categories of Eligible Expenditures that may be financed out of the proceed of the Financing ("Category"), the allocations of the amounts of the Financing to each Category, and the percentage of expenditures to be financed for Eligible ExI enditures in each Category: Category Amount of the Percentage of Financing Allocated Expenditures to be (expressed in SDR) Financed (inclusive of Taxes) (1) Goods, works, non-consulting services, 10,350,000 100% consultants' services, Training, St pends and Operating Costs under Parts A, B.1, B.2.(ii), and C of the Project (2) Conditional Cash Transfers un er Part 1,100,000 100% of amount B.2(i) of the Project disbursed (3) Goods, works, non-consulting services, 850,000 100% consultants' services, Training, St pends and Operating Costs under Part B.3 of the Project (4) Goods, works, non-consulting services, 3,900,000 100% consultants' services, Training, St pends and Operating Costs under Part D of ti e Project TOTAL AMOUNT 16,200,000 12 B. Withdrawal Conditions; Withdrawal Perio I 1. Notwithstanding the provisions of Part A of his Section no withdrawal shall be made for payments made prior to the date of this Agre ent; or 2. The Closing Date is October 2, 2017. 13 APPENDIX Section 1. Definitions 1. "Annual Work Plan and Badget" has the meaning given to such term in Section I.E. 1 of Schedule 2 to this Ygreement. 2. "Anti-Corruption Guideli es" means the "Guidelines on Preventing and Combating Fraud and Corr iption in Projects Financed by IBRD Loans and IDA Credits and Grants", dated Ictober 15, 2006 and revised in January 2011. 3. "Category" means a catego y set forth in the table in Section IV of Schedule 2 to this Agreement. 4. "CFS" means the Safety t Unit (Cellule Filets Sociaux- CFS) established by the MoF's ministerial order no. A/2012/1340/MEF/CAB/SGG on March 9, 2012 to coordinate Project imple entation, as amended. 5. "Conditional Cash Transfer Program" has the meaning given to such term in Part B. 1 of Schedule I to this A reement. 6. "Conditional Cash Transfet 'means a transfer of funds under the Cash Transfer Program in the form of grants on behalf of the Recipient to a selected beneficiary, and made in accordance with the provisions of the Pilot Transfer Program Manual. 7. "Consultant Guidelines" m s the "Guidelines: Selection and Employment of Consultants under IBRD Loans and IDA Credits and Grants by World Bank Borrowers" dated January 2 )11. 8. "Displaced Persons" mean a person who, on account of the execution of the Project, has experienced or would experience direct economic and social impacts caused by: (a) the involunta -y 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 res riction of access to legally designated parks and protected areas, resulting in idverse impacts on the livelihood of such person. 9. "Environmental and Socia Management Framework" means the Recipient's document, dated April 2012, which: (i) sets out the modalities to be followed by the Recipient in assessing tle potential adverse environmental and social impacts of the Project, and the measures to be taken to offset, reduce or mitigate such adverse impacts; and (ii consists, inter alia, of sections dealing with environmental and social sc reening processes for the Project as well as for the preparation of environmentaI and social management plans. 14 10. "Environmental and Social Management P an" means the document to be prepared by the Recipient in connection with any activity under the Project pursuant to the Environmental and S3cial Management Framework, (i) describing the potential adverse environmental and social impacts of such activity during planning, design, construction and operation, and (ii) outlining monitoring and mitigation measures, as well as institutional arrangements and budget for carrying out these measures. 11. "General Conditions" means the "Interm tional Development Association General Conditions for Credits and Grants", dated July 31, 2010. 12. "LIPW Beneficiaries" has the meaning gi en to such term in Part A. 1 of Schedule I to this Agreement and as further detailed in the Project Implementation Manual. 13. "MoF" means the Recipient's ministry in charge of economy and finance. 14. "MoU" means the Recipient's ministry in c iarge of urbanism, habitation and construction. 15. "Operating Costs" means the reasonable incr mental operating expenses, based on Annual Work Plans and Budgets approveI by the Association, incurred on account of operation and maintenance i curred in connection with the implementation of the Project, including co! ts related to office, vehicles and office equipment, water and electricity utiliti s, telephone, office supplies, bank charges, additional staff costs, travel and upervision costs, per diem, but excluding the salaries and indemnities of of fcials and public servants of the Recipient's civil service. 16. "Pilot Transfer Program Manual" means a manual, in form and substance acceptable to the Association, adopted by the Recipient and incorporated to the PIM containing detailed guidelines and proce ures for the implementation of the Conditional Cash Transfer Program, includir g in the areas of monitoring and evaluation, procurement, disbursement, coorc ination, social and environmental safeguards, financial, administrative and accounting procedures, and such other administrative, financial, technical and organizational arrangements and procedures as shall be required for the proper mplementation of the Conditional Cash Transfer Program. 17. "Preparation Advance" means the advance ferred to in Section 2.07 of the General Conditions, granted by the Associatic n to the Recipient pursuant to the letter agreement signed on behalf of the Ass oiation on June 15, 2012 and on behalf of the Recipient on June 26, 2012. 15 18. "Procurement Guidelines" reans the "Guidelines: Procurement of Goods, Works and Non-consulting Servict s under IBRD Loans and IDA Credits and Grants by World Bank Borrowers" da ed January 2011 revised July 2014. 19. "Procurement Plan" mean, the Recipient's procurement plan for the Project, dated May 2, 2014 and eferred to in paragraph 1.18 of the Procurement Guidelines and paragraph 1 25 of the Consultant Guidelines, as the same shall be updated from time to time in accordance with the provisions of said paragraphs. 20. "Project Implementation anual" or 'TIM" means a manual, in form and substance acceptable to tie Association, to be adopted by the Recipient containing detailed guidel fes and procedures for the implementation of the Project, including in the ireas of monitoring and evaluation, procurement, disbursement, coordinatior, social and environmental safeguards, financial, administrative and accouiting procedures, and such other administrative, financial, technical and org nizational arrangements and procedures as shall be required for the Project (inc uding the Pilot Transfer Program Manual. 21. "Resettlement Action Plan" or "RAP" means the Recipient's document prepared and disclosed in accor with the Resettlement Policy Framework with respect to the Project, whic ,inter alia, (i) contains a census survey of Displaced Persons and valuation o 7 assets; (ii) describes compensation and other resettlement assistance to be provided, consultation to be conducted with Displaced Persons about ac ptable alternatives, institutional responsibilities for the implementation and procedures for grievance redress, and arrangements for monitoring and evaluation; and (iii) contains a timetable and budget for the implementation of such me sures. 22. "Resettlement Policy Fram work" or 'RPF" means the Recipient's Resettlement Policy Framework docu ent, dated April 2012, containing guidelines, procedures, timetables a id other specifications for the provision of compensation, rehabilitatioi and resettlement assistance to Displaced Persons under the Project. 23. "Safeguard Documents" mians collectively or individually the Environmental and Social Management Fn mework and the Resettlement Policy Framework as well as the Environmental md Social Management Plans and the Resettlement Action Plans prepared in co nection with the Project, if any. 24. "Steering Committee" mea is the committee established by the MoF ministerial order A/2014/589/MEF on March 13, 2014 for the purposed of providing overall oversight of the Project. 25. "Stipends" has the meaning given to such term in Part A.2(ii) of Schedule 1 to this Agreement. 16 26. "Training" means the reasonable costs of trair ing under the Project, based on the Annual Work Plans and Budgets approved by the Association, and attributable to seminars, workshops, and study tours, al ng with travel and subsistence allowances for training participants, servic -s of trainers, rental of training facilities, preparation and reproduction of training materials, and other activities directly related to course preparation and impl,mentation. 27. "UNICEF" means a specialized agency of tle United Nations created in 1946 whose mandate is to address the needs of chil ren in the developing world. 28. "UNICEF Agreement" has the meaning given to such term under Section I.A(4)(a) of Schedule 2 to this Agreement. 29. "World Food Program" and "WFP" each neans a specialized agency of the United Nations established in 1961 for the pur ose of fighting hunger worldwide. 30. "WFP Agreement" has the meaning given to such term under Section I.A(3)(a) of Schedule 2 to this Agreement. 17