OFFICIAL DOCUMENTS THE WORLD BANK anD.mA I wessessmeoup MARIE-FRANCOISE MARIE-NELLY country Director Middle East and North Africa Region D.~c~I~4 sJ- 2017 Mr. Abdelaaziz Omari Prisident du Conseil de la Commune de Casablanca Place Mohamed V-Avenue Hassan II Casablanca, Royaume du Maroc Re: Loan No. 8807-MA (Municipal Support Program) Additional Instructions: Disbursement and Financial Information Letter Mr. President: I refer to the Loan Agreement between the Municipality of Casablanca (the "Borrower") and the International Bank for Reconstruction and Development (the "Bank") for the above- referenced Program of even date herewith. The General Conditions, as defined in the Loan Agreement, provide that the Bank may issue additional instructions regarding the withdrawal of the proceeds of Loan 8807-MA ("Loan"), and specify certain financial management reporting and audit requirements. This letter ("Disbursement and Financial Information Letter" or "DFIL"), as revised from time to time, constitutes such additional instructions. I. Disbursement Arrangements, Withdrawal of Loan Funds, and Reporting of Uses of Loan Funds (i) Schedule 1. The table in Schedule I sets out the disbursement methods which may be used by the Borrower, information on registration of authorized signatures, processing of withdrawal applications (including processing of advances), instructions on documentation, and reporting of advances. (ii)VithdrawalAppications. Applications for withdrawal from the Loan Account ("Withdrawal Applications') of amounts of the Loan allocated to individual Disbursement Linked Results ("DLR') may, pursuant to the provisions of Section IV, paragraph A.2 of Schedule 2 of the Loan Agreement, be sent to the Bank at any time after the Bank has notified the Borrower in writing that it has accepted evidence of achievement of the specific DLR. (ii) Withdrawal Amount. The Withdrawal Application may be for an amount not to exceed the amount of the Loan confirmed by the Bank for the specific DLR in respect of which the withdrawal is requested, as specified in the Bank's notice to the Borrower. -2- (iv) Prior Results. If the Bank confirms that it has received evidence satisfactory to it that DLRs have been achieved prior to this date but on or after January, 2016, the Borrower may withdraw an amount up to EUR20,000,000 after the Loan Agreement has been declared effective. (v) Advances and Recovery ofAdvances. The Borrower may, in accordance with provisions of the Loan Agreement, request advances of amounts of the Loan allocated to DLRs that have not yet been achieved using the Form attached (Attachment 2). The aggregated amount of all such advances made in respect of amounts allocated to DLRs may not exceed the equivalent of EUR 43,000,000. The Bank records an amount of the advance as disbursed for an achieved DLR ("recovered") after it has notified the Borrower of its acceptance of the evidence of achievement of the DLR for which the advance was provided. The amount so reclassified becomes available for further advances in accordance with the preceding paragraph. (vi) Electronic Delivery. Section 10.01 (c) of the General Conditions. The Bank may permit the Borrower to electronically applications (with supporting documents) through the Bank's web-based portal (https://clientconnectin.wNorldank.ore) "Client Connection". This option may be effected if the officials designated in writing by the Borrower who are authorized to sign and deliver Applications have registered as users of "Client Connection". The designated officials may deliver Applications electronically by completing the Form 2380, which is accessible through "Client Connection". By signing the Authorized Signatory Letter, the Borrower confirms that it is authorizing such persons to accept Secure Identification Credentials (SIDC) and to deliver the Applications and supporting documents to the Bank by electronic means. The Borrower may continue to exercise the option of preparing and delivering Applications in paper form. The Bank reserves the right and may, in its sole discretion, temporarily or permanently disallow the electronic delivery of Applications by the Borrower. By designating officials to use SIDC and by choosing to deliver the Applications electronically, the Borrower confirms through the authorized signatory letter its agreement to: (a) abide by the Terms and Conditions of Use of Secure Identification Credentials in connection with Use of Electronic Means to Process Applications and Supporting Documentation, available in the Bank's public website at https://worldbank.org and "Client Connection"; and (b) to cause such official to abide by those terms and conditions. II. Financial Reports and Audits. Section 5.09 of the General Conditions. (i) Financial Reports. The Borrower, the Operator and the Participating SDLs must prepare and furnish to the Bank not later than ninety (90) days after the end of each calendar semester, interim unaudited financial reports ("IFR") for the Project covering the semester. (ii) Audits. Each audit of the Financial Statements from the Borrower, the Operator and the Participating SDLs must cover the period of one fiscal year of the Borrower, commencing with the fiscal year in which the first withdrawal was made covering from January 2016. Audit shall be -3- carried out by Inspection G6ndrale des Finances. The audited Financial Statements for each such period must be furnished to the Bank not later than nine (9) months after the.end of such period. m. Other Important Information For additional information on disbursement arrangements, please refer to the Loan Handbook available on the Bank's website (http: /w w w.worldhank.org/) and "Client Connection". The Bank recommends that you register as a user of "Client Connection". From this website you will be able to prepare and deliver Applications, monitor the near real-time status of the Loan, and retrieve related policy, financial, and procurement information. For more information about the website and registration arrangements, please contact the Bank by email at clientconnection a worldbank.org. If you have any queries in relation to the above, please contact Eric Ranjeva, Finance Officer at granieva a w orldbank.org, with copy to Georges Tony Abou Rjaily, Finance Analyst at gabo alworldhank.org using the above reference. Yours sincerely. Marie-Francoise Mari -Nelly Country Direct& Kingdom of Morocco Middle East and North Africa Attachments 1. Form of Authorized Signatory Letter 2. Sample Form for Advances -4- Schedule I: Disbursement Provisions Country KIngdom of Morocco Closing Date Section IV paragraph b.4 of Loan Borrower Municipality of Casablanca Schedule 2 to the Loan LNume Agreement. Number Name of the Program Casablanca Municipal Support Disbursement Six months after the closing date. ProLram Deadline Date Disbursement Methods Methods Supporting Documentation DL1 Payment Yes Confirmation issued by the Bank DLI Adva"ce Ye Request in the format provided in Attachment 2 of the DFIL A letter in the Form attached (Attachment 1) should be furnished to the Bank at the address indicated below providing the name(s) and specimen signature(s) of the official(s) authorized to sign Applications: The World Bank 1818 H Street, N.W. Washington, D.C. 20433 United States of America Attention: Marie-Frangoise Marie-Nelly, Country Director Please provide completed and signed (a) applications for withdrawal, together with supporting documents, to the address indicated below: The World Bank Radnicka Cesta 80, 9th floor Zagreb 10000, Croatia Attention: World Bank Group Finance & Accounting (ex-Loan Department). -5- Attachment 1 Form of Authorized Signatory Letter [Letterhead] Ministry of Finance [Street address] [DATE] The World Bank 1818 H Street, N.W. Washington, D.C. 20433 United States of America Attention: [Country Director] Re: Loan No. 8807-MA (Municipal Support Program) I refer to the Loan Agreement between the International Bank for Reconstruction and Development (the "Bank") and Municipality of Casablanca (the "Borrower"), dated providing the above Loan. For the purposes of Section 2.02 of the General Conditions as defined in the Agreement, any 1[one] of the persons whose authenticated specimen signatures appear below is authorized on behalf of the Borrower to sign applications for withdrawal under this Loan. For the purpose of delivering Applications to the Bank, 2[each) ofthe persons whose authenticated specimen signatures appears below is authorized on behalf of the Borrower, acting 3[individually] 4jointly], to deliver Applications, and evidence in support thereof on the terms and conditions specified by the Bank. '[This confirns that the Borrower is authorizing such persons to accept Secure Identification Credentials (SIDC) and to deliver the Applications and supporting documents to the Bank by electronic means. In full recognition that the Bank shall rely upon such representations and warranties, including without limitation, the representations and warranties contained in the Terms Instruction to the Borrower: Stipulate if more than one person needs to sign Applications, and how many or wiich positions, and if any thresholds apply. Please delete this footnote in final letter that is sent to the Bank 2 Instruction to the Borrower: Stipulate if more than one person needs to jointly sign Applications, if so, please indicate the actual number. Please delete this footnote in final letter that is sent to the BanA. Instruction to the Borrower: Use this bracket irany one of the authorized persons may sign; if this is not applicable- please delete- Please delete this footnote in final letter that is sent to the Bank 4 Instruction to the Borrower: Use this bracket onlv if several individuals must jointly sign each Application; if this is not applicable, please delete. Please delete this footnote infinal leter that Ts sent to the Bank Instruction to the Borrovur: Add this paragraph if the Borrower wishes to authorize the listed persons to accept Secure Identiication Credentials and to deliver Applications by electronic means; if this is not applicable, please delete the paragraph. Please delete this footnote in final letter that is sent to the Bank -6- and Conditions of Use of Secure Identification Credentials in connection with Use of Electronic Means to Process Applications and Supporting Documentation ("Terms and Conditions of Use of SIDC"), the Borrower represents and warrants to the Bank that it will cause such persons to abide by those terms and conditions.] This Authorization replaces and supersedes any Authorization currently in the Bank records with respect to this Agreement. [Name], [position] Specimen Signature: IName], [position] Specimen Signature: [Name), [position] Specimen Signature: Yours truly, Isigned / [Positionj -7- Attachment 2 Sample Form for Advances [Ministry/Implementing Agency Letterhead] [Date] Loan Department - [name of Regional Center] The World Bank [address of regional center] Attention: [name of regional center team lead] Subject: Re: Loan No. 8807-MA (Municipal Support Program)-Request for Advance Dear Sir/Madam, We refer to the Loan Agreement between the International Bank for Reconstruction and Development (the "Bank") and Municipality of Casablanca (the "Borrower") dated [insert date] providing for the above Loan. In accordance with the provisions of the Disbursement Letter and Schedule , Section of the Loan Agreement, to support the implementation of the above Program and to facilitate the achievement of the planned results, we request an Advance in the amount of [insert amountl . [We request that the Advance be disbursed in [currency requested for disbursement] equivalent to the Total Advance Requested above.]2 We acknowledge that the amount disbursed will be charged to the Loan Account in the currency of the Financing at the rate of exchange in effect at the time of disbursement. Sincerely, [insert Name, and Position] 'The Proposed Advance should be in the currency of the DLI/DLR as set out in the disbursement table in the Loan Agreement, and in accordance with provisions in the Disbursement and Financial Information Letter. Normally. this is the currency of commitment of the loan. 2 Use this text to designate the currency of the Advance if it should be different from the currency set out in the disbursement table in the Loan Agreement. ' To be signed by a representative of the implementing/coordinating agency of the Borrower, OR by the person(s) authorized on behalf of the Borrower to sign applications for withdrawal under the loan as set out in the applicable Authorized Signatory Letter.