LOAN NUMBER 9449-IN Project Agreement (Gujarat Resilient Cities Partnership: Ahmedabad City Resilience Project) between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT and STATE OF GUJARAT and AHMEDABAD MUNICIPAL CORPORATION PROJECT AGREEMENT AGREEMENT between INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (“Bank”) and STATE OF GUJARAT (“Project Implementing Entity”) and AHMEDABAD MUNICIPAL CORPORATION (“AMC”) (“Project Agreement”) in connection with the Loan Agreement (“Loan Agreement”) of the Signature Date between India (“Borrower”) and the Bank, concerning Loan No. 9449-IN. The Bank, the Project Implementing Entity, and AMC, hereby agree as follows: ARTICLE I — GENERAL CONDITIONS; DEFINITIONS 1.01. The General Conditions (as defined in the Appendix to the Loan 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 Loan Agreement or the General Conditions. ARTICLE II — PROJECT 2.01. The Project Implementing Entity and AMC declare their commitment to the objectives of the Project. To this end, the Project Implementing Entity and AMC shall carry out their Respective Part of the Project in accordance with the provisions of Article V of the General Conditions and the Schedule to this Agreement, and shall provide, promptly as needed, the funds, facilities, services and other resources required for the Project. ARTICLE III — REPRESENTATIVE; ADDRESSES 3.01. The Project Implementing Entity’s Representative is its Chief Secretary. 3.02. For purposes of Section 10.01 of the General Conditions: (a) the Bank’s address is: International Bank for Reconstruction and Development 1818 H Street, N.W. Washington, D.C. 20433 United States of America; and (b) the Bank’s Electronic Address is: Facsimile: 1-202-477-6391 -2- 3.03. For purposes of Section 10.01 of the General Conditions: (a) the Project Implementing Entity’s address is: Urban Development & Urban Housing Department Block 14, 9th floor Sachivalaya, Gandhinagar Gujarat India; and (b) the Project Implementing Entity’s Electronic Address is: E-mail: securban@gujarat.gov.in (c) the Ahmedabad Municipal Corporation’s address is: 2HCP+C74, Mahanagar Seva Sadan Sardar Patel Bhavan Danapith, Ahmedabad Gujarat 380001 India; and (d) the AMC’s Electronic Address is: E-mail: mc@ahmedabadcity.gov.in AGREED as of the later of the two dates written below. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By _____________________________________/ps1/ Authorized Representative Auguste Tano Kouame Name: __________________________/pn1/ Country Director Title: __________________________ /pt1/ 06-Mar-2024 Date: __________________________/pd1/ -3- STATE OF GUJARAT By _____________________________________/ps2/ Authorized Representative Ashwini Kumar Name: __________________________/pn2/ Principal Secretary,UD&UHD Title: __________________________ /pt2/ 07-Mar-2024 Date: __________________________/pd2/ AHMEDABAD MUNICIPAL CORPORATION By _____________________________________/ps1/ Authorized Representative M. Thennarasan Name: __________________________/pn1/ Municipal Commissioner, AMC Title: __________________________ /pt1/ 07-Mar-2024 Date: __________________________/pd1/ -4- SCHEDULE Execution of the Project Section I. Implementation Arrangements A. Institutional Arrangements 1. The Project Implementing Entity (“PIE”) shall vest responsibility for overall coordination of Project implementation and monitoring at the state level to its Urban Development and Urban Housing Department (“UD&UHD”). 2. Without limitation to the provision of Section I.A.1 of this Schedule, the PIE shall vest the primary responsibility for management, implementation, coordination, and monitoring of Parts A and B of the Project to Ahmedabad Municipal Corporation (“AMC”), and of Part C of the Project to Gujarat Urban Development Mission (“GUDM”). 3. Not later than three (3) months after the Effective Date, the PIE shall establish and thereafter maintain, throughout Project implementation, a high-level Project Steering Committee (“PSC”), at the state level, with composition, resources, qualifications, experience, and terms of reference acceptable to the Bank, to be responsible for periodic monitoring, strategic oversight, and resolution of key issues, all as set forth in the PIM. 4. The PIE shall maintain, throughout Project implementation, the Project Implementation Unit (“PIU”) in AMC, with composition, resources, qualifications, experience, and terms of reference acceptable to the Bank, to be responsible for the institutional and financial reform and wastewater management activities under Parts A and B of the Project, to be supported by a Project Management Consultant (“PMC”) for overall Project management, design review, technical support and implementation supervision of institutional and financial systems and infrastructure investments and service delivery systems under the Project, all as set forth in the PIM. 5. The PIE shall maintain, throughout Project implementation, the GUDM PIU within the GUDM, with composition, resources, qualifications, experience, and terms of reference acceptable to the Bank, to be responsible for the management, implementation, monitoring, and reporting, of all state level activities under Part C of the Project, all as set forth in the PIM. B. Project Implementation 1. Not later than three (3) months after the Effective Date, the PIE, through the AMC in collaboration with GUDM, shall prepare and adopt, and thereafter maintain throughout the implementation of the Project, the Project Implementation Manual (“PIM”), acceptable to the Bank, containing detailed guidelines and procedures for the implementation of the Project. -5- 2. The PIE, through the AMC and GUDM, shall implement the Project in accordance with the PIM. 3. The PIE shall refrain from amending, suspending, waiving, and/or voiding any provision of the PIM, whether in whole or in part, without the prior written concurrence of the Bank. 4. In the event of a conflict between the provisions of the PIM, on the one hand, and those of this Agreement and/or the Loan Agreement on the other hand, the provisions of the latter Agreements shall govern. 5. The PIE shall provide, as needed, the funds, facilities, services, and other resources required for the Project. C. Annual Work Plans and Budgets 1. The PIE, through the AMC and GUDM, shall, no later than April 30 of each fiscal year during Project implementation, prepare and furnish to the Bank, an annual program of activities proposed for implementation under the Project during the following year, together with a proposed budget for the purpose, except for the annual work plan and budget for the first year which shall be furnished prior to the commencement of the relevant activities under the Project. 2. The PIE, through the AMC and GUDM, shall exchange views with the Bank on each such proposed annual work plan for the Project, and shall thereafter adopt, and carry out such activities for such following fiscal year as shall have been agreed with the Bank, as such plan may be subsequently revised during such following fiscal year with the prior written agreement of the Bank. D. Environmental and Social Standards 1. The PIE, through the AMC and GUDM, shall ensure that the Project is carried out in accordance with the Environmental and Social Standards, in a manner acceptable to the Bank. 2. Without limitation upon paragraph 1 above, the PIE, through the AMC and GUDM, shall ensure that the Project is implemented in accordance with the ESCP, in a manner acceptable to the Bank. To this end, the PIE shall ensure that: (a) the measures and actions specified in the ESCP are implemented with due diligence and efficiency, and provided in the ESCP; (b) sufficient funds are available to cover the costs of implementing the ESCP; (c) policies and procedures are maintained, and qualified and experienced staff in adequate numbers are retained to implement the ESCP, as provided in the ESCP; and -6- (d) the ESCP, or any provision thereof, is not amended, repealed, suspended or waived, except as the Bank shall otherwise agree in writing, as specified in the ESCP, and ensure that the revised ESCP is disclosed promptly thereafter. 3. In case of any inconsistencies between the ESCP and the provisions of this Agreement, the provisions of this Agreement shall prevail. 4. The PIE, through the AMC and GUDM, shall ensure that: (a) all measures necessary are taken to collect, compile, and furnish to the Bank through regular reports, with the frequency specified in the ESCP, and promptly in a separate report or reports, if so requested by the Bank, information on the status of compliance with the ESCP and the environmental and social instruments referred to therein, all such reports in form and substance acceptable to the Bank, setting out, inter alia: (i) the status of implementation of the ESCP; (ii) conditions, if any, which interfere or threaten to interfere with the implementation of the ESCP; and (iii) corrective and preventive measures taken or required to be taken to address such conditions; and (b) the Bank is promptly notified of any incident or accident related to or having an impact on the Project which has, or is likely to have, a significant adverse effect on the environment, the affected communities, the public or workers, in accordance with the ESCP, the environmental and social instruments referenced therein and the Environmental and Social Standards. 5. The PIE shall establish, publicize, maintain and operate an accessible grievance mechanism, to receive and facilitate resolution of concerns and grievances of Project- affected people, and take all measures necessary and appropriate to resolve, or facilitate the resolution of, such concerns and grievances, in a manner acceptable to the Bank. 6. The PIE, through the AMC and GUDM, shall ensure that all bidding documents and contracts for civil works under the Project include the obligation of contractors, subcontractors and supervising entities to: (a) comply with the relevant aspects of ESCP and the environmental and social instruments referred to therein; and (b) adopt and enforce codes of conduct that should be provided to and signed by all workers, detailing measures to address environmental, social, health and safety risks, and the risks of sexual exploitation and abuse, sexual harassment and violence against children, all as applicable to such civil works commissioned or carried out pursuant to said contracts. 7. The PIE, through the AMC and GUDM, shall ensure that: (a) all consultancies related to technical assistance, design and capacity building under the Project, the application of whose results could have environmental, social and health and safety implications, shall only be undertaken pursuant to terms of reference reviewed and found satisfactory by the Bank; and (b) such terms of reference shall require the technical assistance, design and capacity building activities to take into account the requirements of the applicable ESSs. -7- Section II. Project Monitoring, Reporting and Evaluation 1. The PIE, through the AMC and GUDM, shall monitor and evaluate the progress of the Project and prepare Project Reports in accordance with the provisions of Section 5.08 (b) of the General Conditions and on the basis of indicators acceptable to the Bank. Each such Project Report shall cover the period of one calendar semester, and shall be furnished to the Bank not later than forty-five days after the end of the period covered by such report. 2. The PIE, through the AMC and GUDM, shall: (a) prepare, under terms of reference satisfactory to the Bank, and furnish to the Bank no later than thirty (30) months from the Effective Date, a consolidated mid-term review report for the Project, summarizing the results of the monitoring and evaluation activities carried out from the inception of the Project, and setting out the measures recommended to ensure the efficient completion of the Project and to further its objective; and (b) review jointly with the Bank, said report and thereafter take all measures required to ensure the efficient completion of the Project and the achievement of the objectives thereof, based on the conclusions and recommendations of such report and the Bank’s views on the matter.