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CONFORMED COPY
CREDIT NUMBER 3187 MAU
Development Credit Agreement
(Nutrition, Food Security and Social Mobilization Project)
between
ISLAMIC REPUBLIC OF MAURITANIA
and
INTERNATIONAL DEVELOPMENT ASSOCIATION
Dated May 17, 1999
CREDIT NUMBER 3187 MAU
DEVELOPMENT CREDIT AGREEMENT
AGREEMENT, dated May 17, 1999, between the ISLAMIC REPUBLIC OF 
MAURITANIA (the Borrower) and the INTERNATIONAL DEVELOPMENT ASSOCIATION 
(the Association).
WHEREAS (A) the Borrower, having satisfied itself as to the 
feasibility and priority of the Project described in Schedule 2 to this 
Agreement, has requested the Association to assist in the financing of 
the Project; and
WHEREAS the Association has agreed, on the basis, inter alia, of 
the foregoing, to extend the Credit to the Borrower upon the terms and 
conditions set forth in this Agreement;
NOW THEREFORE the parties hereto hereby agree as follows:
ARTICLE I
General Conditions; Definitions
Section 1.01. The "General Conditions Applicable to Development 
Credit Agreements" of the Association, dated January 1, 1985, as amended 
through December 2, 1997, with the modifications thereto set forth below 
(the General Conditions) constitute an integral part of this Agreement:
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(a)
A new paragraph (12) is added to Section 2.01 to read as set 
forth below, and the existing paragraphs (12) through (14) of said 
Section are accordingly renumbered as paragraphs (13) through (15):
“12.
(a) ‘Participating Country’ means any country that 
the Association determines 
meets the requirements set forth in 
Section 10 of Resolution No. 183 of the Board of 
Governors of 
the Association, adopted on June 26, 1996; and ‘Participating Countries’ 
means, 
collectively, all such countries.”; and
(b)
The second sentence of Section 5.01 is modified to read:
“Except as the Borrower and the Association shall otherwise 
agree, no withdrawals 
shall be made: (a) on account of 
expenditures in the territories of any country which is not 
a 
Participating Country or for goods produced in, or services supplied 
from, such 
territories; or (b) for the purpose of any 
payment to persons or entities, or for any import 
of goods, if such 
payment or import, to the knowledge of the Association, is prohibited by 
a 
decision of the United Nations Security Council taken under Chapter 
VII of the Charter of 
the United Nations.”
Section 1.02. Unless the context otherwise requires, the several 
terms defined in the General Conditions have the respective meanings 
therein set forth and the following additional terms have the following 
meanings:
(a)
"SECF" means Secrétariat d’Etat de la Condition Féminine, 
the Borrower’s Ministry for women affairs;
(b)
"Special Account" means the account referred to in Section 
2.02 (b) of this 
Agreement;
(c)
"Subproject Grant Agreement" means an agreement to be 
entered into between the Borrower and a Beneficiary for the purpose of 
financing activities under Part A. 2 or Part B. 2 of the Project;
(d)
"Subproject" means a specific development activity financed, 
or proposed to be financed;
(e)
"UGP" means Unité de gestion de projet, the Project 
management unit within SECF;
(f)
"UNIPAC" means United Nations Children’s Fund Procurement 
and Assembly Center; and
(g)
“Beneficiary” means a women cooperative or association, 
registered and operating in accordance with the laws of the Borrower, to 
whom, or for whose benefit, a Subproject (as hereinafter defined) is 
financed, or proposed to be financed, out of the proceeds of the Credit;
(h)
“Comité de Direction” means the committee referred to in 
paragraph 4. (a) of Schedule 4 to this Agreement;
(i)
“CREN” means Centre de récupération et d’éducation 
nutritionnelle, a center for study of and education about nutritional 
values in the Borrower’s ministry of health and social affaires;
(j)
“Designated Area A.” means the Borrower’s Wilayas (as 
hereinafter defined) of Assaba, Gorgol and Hodh El Gharbi, and 
“Designated Area B.” means the urban districts in Nouakchott of Arafat, 
Toujounine, Riadh, DarNaim, El Mina, and Sebkha, and the urban districts 
in Nouadhibou of Kraa Boudou, Foum El Base, Daar Salaam, Hay Merdoun and 
Laeuwyene, constituting the areas in which one or more Subprojects (as 
hereinafter defined) may be carried out;
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(k)
“GIE” means groupe d’intérêt économique, a private group 
pursuing commercial goals established and operating in accordance with 
the laws of the Borrower;
(l)
“Grant” means a grant made, or proposed to be made, to 
finance a specific Subproject (as hereinafter defined) under Part A. 2 or 
Part B. 2 of the Project, as the case may be;
(m)
“IAPSO” means the Inter-Agency Purchase and Service 
Organization of the United Nations;
(n)
“NGO” means one or several non-governmental organizations 
established and operating in the territory of the Borrower;
(o)
“ONS” means Office National des Statistiques, the Borrower’s 
national statistics office;
(p)
“Ouguyia” and “UM” mean the currency of the Borrower;
(q)
“Project Implementation Manual” and “PIM” mean the Project 
implementation manual referred to in Paragraph 1 of Schedule 4 of this 
Agreement, setting forth, inter alia, Project monitoring and evaluation 
indicators; eligibility criteria for the selection of Beneficiaries and 
other arrangements for the purpose of implementation of the Project; and 
such term includes any schedules and attachments to the PIM;
(r)
“Project Management Report” means each Project Management 
Report prepared in accordance with Section 4.02 of this Agreement; and
(s)
“Wilaya” means an territorial administrative unit as defined 
by the laws of the Borrower.
ARTICLE II
The Credit
Section 2.01. The Association agrees to lend to the Borrower, on 
the terms and conditions set forth or referred to in the Development 
Credit Agreement, an amount in various currencies equivalent to three 
million six hundred thousand Special Drawing Rights (SDR 3,600,000).
Section 2.02. (a) The amount of the Credit may be withdrawn from 
the Credit Account in accordance with the provisions of Schedule 1 to 
this Agreement for : (i) expenditures made (or, if the Association shall 
so agree, to be made) in respect of the reasonable cost of goods, works 
and services required for the Project described in Schedule 2 to this 
Agreement and to be financed out of the proceeds of the Credit; and (ii) 
amounts paid (or, if the Association shall so agree, to be paid) on 
account of withdrawals made for the benefit of a Beneficiary under a 
Grant to meet the reasonable cost of goods, and services required for a 
Subproject, to be financed under Part A. 2 or Part B. 2 of the Project, 
as the case may be, and in respect of which withdrawal from the Credit 
Account is requested.
(b)
The Borrower may, for the purposes of the Project, open and 
maintain in Dollars a special deposit account in a commercial bank on 
terms and conditions satisfactory to the Association including 
appropriate protection against set-off, seizure and attachment.  Deposits 
into, and payments out of, the Special Account shall be made in 
accordance with the provisions of Schedule 5 to this Agreement.
(c)
Promptly after the Effective Date, the Association shall, on 
behalf of the Borrower, withdraw from the Credit Account and pay to the 
Association the amount required to repay the principal amount of the of 
the Project Preparation Advance withdrawn and outstanding as of such date 
and to pay all unpaid charges thereon. The unwithdrawn balance of the 
authorized amount of the Project Preparation Advance shall thereupon be 
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canceled.
Section 2.03. The Closing Date shall be October 31, 2003 or such 
later date as the Association shall establish.  The Association shall 
promptly notify the Borrower of such later date.
Section 2.04. (a) The Borrower shall pay to the Association a 
commitment charge on the principal amount of the Credit not withdrawn 
from time to time at a rate to be set by the Association as of June 30 of 
each year, but not to exceed the rate of one-half of one percent (1/2 of 
1%) per annum.
(b)
The commitment charge shall accrue: (i) from the date sixty 
days after the date of this Agreement (the accrual date) to the 
respective dates on which amounts shall be withdrawn by the Borrower from 
the Credit Account or canceled; and (ii) at the rate set as of the June 
30 immediately preceding the accrual date and at such other rates as may 
be set from time to time thereafter pursuant to paragraph (a) above. The 
rate set as of June 30 in each year shall be applied from the next date 
in that year specified in Section 2.06 of this Agreement.
(c)
The commitment charge shall be paid: (i) at such places as 
the Association shall reasonably request; (ii) without restrictions of 
any kind imposed by, or in the territory of, the Borrower; and (iii) in 
the currency specified in this Agreement for the purposes of Section 4.02 
of the General Conditions or in such other eligible currency or 
currencies as may from time to time be designated or selected pursuant to 
the provisions of that Section.
Section 2.05. The Borrower shall pay to the Association a service 
charge at the rate of three-fourths of one percent (3/4 of 1%) per annum 
on the principal amount of the Credit withdrawn and outstanding from time 
to time.
Section 2.06. Commitment charges and service charges shall be 
payable semiannually on June 15 and December 15 in each year.
Section 2.07. (a) Subject to paragraphs (b), (c) and (d) below, the 
Borrower shall repay the principal amount of the Credit in semiannual 
installments payable on each June 15 and December 15, commencing June 15, 
2009 and ending December 15, 2038.  Each installment to and including the 
installment payable on December 15, 2018 shall be one percent (1%) of 
such principal amount, and each installment thereafter shall be two 
percent (2%) of such principal amount.
(b)
Whenever: (i) the Borrower's per capita gross national 
product (GNP), as determined by the Association, shall have exceeded for 
three consecutive years the level established annually by the Association 
for determining eligibility to access the Association's resources; and 
(ii) the Bank shall consider the Borrower creditworthy for Bank lending, 
the Association may, subsequent to the review and approval thereof by the 
Executive Directors of the Association and after due consideration by 
them of the development of the Borrower's economy, modify the repayment 
of installments under paragraph (a) above by: (A) requiring the Borrower 
to repay twice the amount of each such installment not yet due until the 
principal amount of the Credit shall have been repaid; and (B) requiring 
the Borrower to commence repayment of the principal amount of the Credit 
as of the first semiannual payment date referred to in paragraph (a) 
above falling six months or more after the date on which the Association 
notifies the Borrower that the events set out in this paragraph (b) have 
occurred, provided, however, that there shall be a grace period of a 
minimum of five years on such repayment of principal.
(c)
If so requested by the Borrower, the Association may revise 
the modification referred to in paragraph (b) above to include, in lieu 
of some or all of the increase in the amounts of such installments, the 
payment of interest at an annual rate agreed with the Association on the 
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principal amount of the Credit withdrawn and outstanding from time to 
time, provided that, in the judgment of the Association, such revision 
shall not change the grant element obtained under the above-mentioned 
repayment modification.
(d)
If, at any time after a modification of terms pursuant to 
paragraph (b) above, the Association determines that the Borrower's 
economic condition has deteriorated significantly, the Association may, 
if so requested by the Borrower, further modify the terms of repayment to 
conform to the schedule of installments as provided in paragraph (a) 
above.
Section 2.08. The currency of the United States of America is 
hereby specified for the purposes of Section 4.02 of the General 
Conditions.
ARTICLE III
Execution of the Project
Section 3.01. (a) The Borrower declares its commitment to the 
objectives of the Project as set forth in Schedule 2 to this Agreement 
and, to this end, shall carry out the Project with due diligence and 
efficiency and in conformity with appropriate administrative, and 
financial practices, and shall provide, promptly as needed, the funds, 
facilities, services and other resources required for the Project.
(b)
Without limitation upon the provisions of paragraph (a) of 
this Section and except as the Borrower and the Association shall 
otherwise agree, the Borrower shall carry out the Project in accordance 
with the Implementation Program set forth in Schedule 4 to this 
Agreement.
Section 3.02. The Borrower shall:
(a)
open an account in Ouguiya in a commercial bank acceptable 
to the Association, (the Project Account) and thereafter maintain said 
Project Account under terms and conditions acceptable to the Association 
until the completion of the Project;
(b)
deposit into the Project Account: (i) an initial amount of 
UM 50,000,000; and (ii) thereafter, replenish the Project Account by the 
amounts required to finance the Borrower’s share of expenditures required 
for the execution of the Project, agreed between the Borrower and the 
Association; and
(c)
ensure that funds deposited into the Project Account in 
accordance with paragraph (b) of this Section shall be used exclusively 
to finance the Borrower’s contribution for expenditures under the Project 
other than those financed from the proceeds of the Credit;
Section 3.03. Except as the Association shall otherwise agree, 
procurement of the goods, works, and consultants' services required for 
the Project and to be financed out of the proceeds of the Credit shall be 
governed by the provisions of Schedule 3 to this Agreement.
Section 3.04. For the purposes of Section 9.07 of the General 
Conditions and without limitation thereto, the Borrower shall:
(a)
prepare, on the basis of guidelines acceptable to the 
Association and furnish to the Association not later than six (6) months 
after the Closing Date or such later date as may be agreed for this 
purpose between the Borrower and the Association, a plan for the future 
extension of the operation of the Project in its territory; and
(b)
afford the Association a reasonable opportunity to exchange 
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views with the Borrower on said plan.
ARTICLE IV
Financial Covenants
Section 4.01. (a) The Borrower 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 Project of the departments or agencies of the Borrower 
responsible for carrying out the Project or any part thereof.
(b)
The Borrower shall:
(i)
have the records and accounts referred to in 
paragraph (a) of this Section 
including those for 
the Special Account for each fiscal year audited, in 
accordance with appropriate auditing principles consistently applied, by 
independent auditors acceptable to the Association;
(ii)
furnish to the Association as soon as available, but 
in any case not later 
than six 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 Association shall have 
reasonably requested; and
(iii)
furnish to the Association such other information 
concerning said records and 
accounts and the audit 
thereof as the Association shall from time to time 
reasonably request.
(c)
For all expenditures with respect to which withdrawals from 
the Credit Account were made on the basis of statements of expenditure, 
the Borrower shall:
(i)
maintain or cause to be maintained, in accordance 
with paragraph (a) of this 
Section, records and 
accounts reflecting such expenditures;
(ii)
retain, until at least one year after the Association 
has received the audit 
report for the fiscal year in 
which the last withdrawal from the Credit 
Account 
was made, all records (contracts, orders, invoices, bills, receipts 
and other documents) evidencing such expenditures;
(iii)
enable the Association’s representatives to examine 
such records; and
(iv)
ensure that such records and accounts are included in 
the annual audit 
referred to in paragraph (b) of 
this Section 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.
Section 4.02. (a) Without limitation upon the provisions of Section 
4.01 of this Agreement, the Borrower shall carry out a time-bound action 
plan acceptable to the Association designed to: (i) strengthen its 
financial management system for the Project; and (ii) develop not later 
than thirty months following the Effective Date, or such later date as 
the Association shall agree, a system acceptable to the Association for 
the preparation of quarterly Project Management Reports, each of which: 
(A) sets forth actual sources and applications of funds for the Project, 
both cumulatively and for the period covered by said report, and 
projected sources and applications of funds for the Project for the 
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six-month period following the period covered by said report; (B) 
describes physical progress in Project implementation, both cumulatively 
and for the period covered by said report, and explains variances between 
the actual and previously forecast implementation targets; and (C) sets 
forth the status of procurement under the Project and expenditures under 
contracts financed out of the proceeds of the Credit, as at the end of 
the period covered by said report. 
(b)
Upon the development of the Project Management Reporting 
System, the Borrower shall prepare, in accordance with guidelines 
acceptable to the Association, and furnish to the Bank not later than 45 
days after the end of each calendar quarter a Project Management Report 
for such period.
ARTICLE V
Effective Date; Termination
Section 5.01. The following events are specified as additional 
conditions to the effectiveness of this Agreement within the meaning of 
Section 12.01 (c) of the General Conditions, that:
The Borrower has:
(a)
approved the PIM, in form and substance acceptable to the 
Association;
(b)
appointed the auditors referred to in Section 4.01 (b) of 
this Agreement, in accordance with the provisions of Section II of 
Schedule 3 to this Agreement; and
(c)
appointed an accountant in accordance with the provisions of 
Section II of Schedule 3 to this Agreement and established, or has caused 
to be established, a computerized accounting and financial information 
management system, acceptable to the Association.
Section 5.02. The date ninety (90) days after the date of this 
Agreement is hereby specified for the purposes of Section 12.04 of the 
General Conditions.
ARTICLE VI
Representative of the Borrower; Addresses
Section 6.01. The Minister of the Borrower at the time responsible 
for economic activities is designated as representative of the Borrower 
for the purposes of Section 11.03 of the General Conditions.
Section 6.02. The following addresses are specified for the 
purposes of Section 11.01 of the General Conditions:
For the Borrower:
Ministre des Affaires Economiques et du Dévéloppement
Ministère des Affaires Economiques et du Dévéloppement
B.P. 238
Nouakchott
République Islamique de Mauritanie
Cable address: 
Telex:
MP Nouakchott
840 MTN
For the Association:
International Development Association
1818 H Street, NW
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Washington, D.C. 20433
United States of America
Cable address: 
Telex:
INDEVAS
248423 (MCI) or
Washington, D.C.
 64145 (MCI)
IN WITNESS WHEREOF, the parties hereto, acting through their duly 
authorized representatives, have caused this Agreement to be signed in 
their respective names in the District of Columbia, United States of 
America, as of the day and year first above written.
ISLAMIC REPUBLIC OF MAURITANIA
By /s/ Abdallahi Ould Kebd
Authorized Representative
INTERNATIONAL DEVELOPMENT ASSOCIATION
By /s/ Jean-Louis Sarbib
Regional Vice President
Africa
SCHEDULE 1
Withdrawal of the Proceeds of the Credit 
1.
The table below sets forth the Categories of items to be financed 
out of the proceeds of the Credit, the allocation of the amounts of the 
Credit to each Category and the percentage of expenditures for items so 
to be financed in each Category:
Amount of the Credit 
      Allocated
   % of
     (Expressed in
Expenditures
Category
    SDR Equivalent)
to be Financed
(1)
Grants for Subprojects 
500,000
100% of amounts 
disbursed
under Parts A.2 and 
B.2 of the project
(2)
Works under Part C
100,000
90%
of the Project
(3)
Equipment and vehicles
     1,400,000
100% of foreign 
expenditures
and 90% of local 
expenditures
(4)
Consultant's services,
450,000
100%
training and audits
(5)
Incremental operating
650,000
90%
costs
(6)
Refunding of the Project
250,000
Amount due pursuant 
to
Preparation Advance
Section 2.02 (c) of 
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this
Agreement
(7)
Unallocated
250,000
     _________
TOTAL
     3,600,000
     =========
2.
For the purpose of this Schedule:
(a)
the term “foreign expenditures” means expenditures in the 
currency other than that of the Borrower for goods and services supplied 
from the territory of any country other than that of the Borrower;
(b)
the term “local expenditures” means expenditures in the 
currency of the Borrower or for goods and services supplied from the 
territory of the Borrower; and
(c)
the term "incremental operating costs" means the incremental 
expenses incurred on account of Project implementation, management and 
monitoring, including office supplies, operation and maintenance of 
vehicles, travel and supervision costs and salaries for local contractual 
staff, but excluding salaries of officials of the Borrower’s civil and 
public service;
3.
Notwithstanding the provisions of paragraph 1 above, no withdrawals 
shall be made in respect of:
(a)
payments made for expenditures prior to the date of this 
Agreement; and
(b)
payments made in respect of a Grant under Category (1) of 
the table set forth in paragraph 1 of this Schedule, unless the Grant has 
been made in accordance with the procedures and on the terms and 
conditions set forth or referred to in paragraphs 5, 6, and 7 of Schedule 
4 to this Agreement.
4.
The Association may require withdrawals from the Credit Account to 
be made on the basis of statements of expenditure for expenditures made 
for: (a) civil works and goods not exceeding $100,000 equivalent; (b) for 
consulting firms under contracts not exceeding $100,000 equivalent and 
for individual consultants’ services under contracts not exceeding 
$50,000 equivalent; under such terms and conditions as the Association 
shall specify by notice to the Borrower; and (c) for all operating costs.
SCHEDULE 2
Description of the Project
The objective of the Project is to assist the Borrower in testing 
the effectiveness of various activities to improve mother and child’s 
health in its territory through the provision of technical and financial 
resources to support: (a) selected activities initiated by women’s 
cooperatives or women’s associations; and (b) decentralized services of 
the Borrower’s ministries.
The Project consists of the following parts, subject to such 
modifications thereof as the Borrower and the Association may agree upon 
from time to time to achieve such objectives:
Part A:
Activities related to the Improvement of Nutritional Status 
and Health in Rural Areas
1.
Promotion, identification, appraisal, design, and supervision of 
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Subprojects initiated by Beneficiaries in Designated Area A for 
education, literacy training and information services in health care and 
nutrition, through: (a) provision of technical services in basic health 
care, nutrition and income producing activities; and (b) acquisition of 
equipment, goods and provision of management training.
2.
Provision of Grants for the carrying out of income generating 
community activities.
Part B:
Social and Educational Activities in Urban Areas
1.
Promotion, identification, appraisal, design, and supervision of 
Subprojects initiated by Beneficiaries in Designated Area B for 
education, literacy training and information services in health care 
through: (a) the provision of technical services and training in basic 
health care, nutrition and income generating community activities; and 
(b) facilitation of access to credit pertaining to income generating 
community activities.
2.
Provision of Grants for the carrying out of income generating 
community activities.
Part C:
Institutional Development
1.
Strengthening the administrative capacity of SECF to design and 
supervise Subprojects through the carrying out of works for storage 
facilities, acquisition of equipment and provision of advisory services.
2.
Strengthening ONS’ capacity to carry out project evaluation 
activities, through the acquisition of equipment and provision of 
technical advisory services.
3.
Carrying out of promotion and information activities in Designated 
Areas A and B pertaining to nutritional and basic health care themes 
through the carrying out of seminars, workshops, and public media 
campaigns.
Part D:
Project Monitoring and Evaluation
Carrying out of studies on the nutritional status of Beneficiaries 
and other women associations in Designated Areas A. and B.
*          *          *
The Project is expected to be completed by March 31, 2003.
SCHEDULE 3
Procurement and Consultants' Services
Section I.
Procurement of Good and Works
Part A:
General
1.
Goods and works shall be procured in accordance with the provisions 
of Section I of the "Guidelines for Procurement under IBRD Loans and IDA 
Credits" published by the Bank in January 1995 and revised in January and 
August 1996 and September 1997 (the Guidelines) and (b) the provisions of 
the following Parts of this Section I.
2.
In paragraphs 1.6 and 1.8 of the Guidelines, the references to 
“Bank member countries” and “member country” shall be deemed to be 
references, respectively, to “Participating Countries” and “Participating 
Country”.
Part B:
International Competitive Bidding
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1.
Except as otherwise provided in Part C of this Section, works and 
goods shall be procured under contracts awarded in accordance with the 
provisions of Section II of the Guidelines and paragraph 5 of Appendix 1 
thereto.
2.
The following provisions shall apply to goods to be procured under 
contracts awarded in accordance with the provisions of paragraph 1 of 
this Part B.
Grouping of contracts
To the extent practicable, contracts for drugs, nutritional 
supplements and medical equipment shall be grouped in bid packages 
estimated to cost $100,000 equivalent or more each.
Part C:
Other Procurement Procedures
1.
National Competitive Bidding
Goods estimated to cost less than $100,000 equivalent per contract, 
up to an aggregate amount not to exceed $240,000 equivalent, and one 
contract for works estimated to cost less than $60,000 equivalent, may be 
procured under contracts awarded in accordance with the provisions of 
paragraphs 3.3 and 3.4 of the Guidelines.
2.
National Shopping
Goods estimated to cost less than $20,000 equivalent per contract, 
up to an aggregate amount not to exceed $240,000 equivalent, and works 
estimated to cost less than $30,000 equivalent per contract, up to an 
aggregate amount not to exceed $70,000 equivalent may be procured under 
contracts awarded on the basis of national shopping procedures in 
accordance with the provisions of paragraphs 3.5 and 3.6 of the 
Guidelines.
3.
Procurement from UN Agencies
Vehicles, drugs, nutritional supplements and medical equipment may 
be procured from UNIPAC or through IAPSO, as the case may be, in 
accordance with the provisions of paragraph 3.9 of the Guidelines.
Part D:
Review by the Association of Procurement Decisions
1.
Procurement Planning
Prior to the issuance of any invitations to bid for contracts, the 
proposed procurement plan for the Project shall be furnished to the 
Association for its review and approval, in accordance with the 
provisions of paragraph 1 of Appendix 1 to the Guidelines. Procurement of 
all goods and works shall be undertaken in accordance with such 
procurement plan as shall have been approved by the Association, and with 
the provisions of said paragraph 1.
2.
Prior Review
(a)
With respect to all contracts for goods and works awarded or 
to be awarded during the first twelve months following the Effective 
Date, irrespective of their amounts, paragraphs 2 and 3 of Appendix 1 to 
the Guidelines shall apply.
(b)
With respect to each contract under Part B.1 above estimated 
to cost the equivalent of $100,000 or more, the procedures set forth in 
paragraphs 2 and 3 of Appendix 1 to the Guidelines shall apply.
3.
Post Review
With respect to each contract not governed by paragraph 2 of this 
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Part, the procedures set forth in paragraph 4 of Appendix 1 to the 
Guidelines shall apply.
Section II.
Employment of Consultants
Part A:
General
1.
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 and revised in September 1997 (the 
Consultant Guidelines) subject to the modifications thereto set forth in 
paragraph 2 of this Part A (the Consultant Guidelines), and (b) the 
provisions of the following Parts of this Section II.
2.
In paragraph 1.10 of the Consultant Guidelines, the references to 
“Bank member countries” and “member country” shall be deemed to be 
references, respectively, to “Participating Countries” and “Participating 
Country”.
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
1.
Least-cost Selection
Services for audits activities estimated to cost less than $200,000 
equivalent per contract may be procured under contracts awarded in 
accordance with the provisions of paragraphs 3.1 and 3.6 of the 
Consultant Guidelines.
2.
Selection Based on Consultants Qualifications and Particular Types 
of Consultants
Services for training, design and management for Subprojects under 
Parts A and B of the Project may be procured under contracts awarded in 
accordance with the provisions of paragraphs 3.1, 3.7 and 3.14 of the 
Consultant Guidelines, as the case may be.
Part D:
Review by the Association 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 Project 
shall be furnished to the Association 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 Association, and with the provisions of said paragraph 1.
2.
Prior Review
With respect to each contract for the employment of consulting 
firms estimated to cost the equivalent of $100,000. or more, and 
individual consultants estimated to cost the equivalent of $50,000 or 
more, 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.
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3.
Post Review
With respect to each contract not governed by paragraph 2 of this 
Part, the procedures set forth in paragraph 4 of Appendix 1 to the 
Consultant Guidelines shall apply.
SCHEDULE 4
Implementation Program
1.
The Borrower shall carry out the Project through SECF in accordance 
with the procedures set forth in the PIM and, except as the Association 
shall otherwise agree, shall not amend or waive any provision of said PIM 
if, in the opinion of the Association, such amendment or waiver may 
materially or adversely affect the implementation of the Project.
2.
The Borrower shall:
(a)
maintain policies and procedures adequate to enable it to 
monitor and evaluate on an ongoing basis, in accordance with the 
indicators agreed upon between the Borrower and the Association, the 
carrying out of the Project and the achievement of the objectives 
thereof;
(b)
prepare, under terms of reference satisfactory to the 
Association, and furnish to the Association, on or about March 30 and 
September 30 of each year until the Completion Date, a report integrating 
the results of the monitoring and evaluation activities performed 
pursuant to paragraph (a) of this Section, on the progress achieved in 
the carrying out of the Project during the period preceding the date of 
said report and setting out the measures recommended to ensure the 
efficient carrying out of the Project and the achievement of the 
objectives thereof during the period following such date; and
(c)
review with the Association within one month of the receipt 
of the report referred to in subparagraph (b) of this paragraph by the 
Association, or at such later date as the Association shall request, 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 the said report 
and the Association views on the matter.
3.
(a)
Not later than 18 months after the Effective Date or such 
later date as the Borrower and the Association shall agree upon, the 
Borrower and the Association shall carry out a mid-term review 
(hereinafter referred to as the Mid-Term Review). The Borrower shall take 
all action it considers necessary to ensure the participation of 
representatives of Beneficiaries in such Mid-Term Review. Such Mid-Term 
Review shall cover the progress achieved in the implementation of the 
Project and draw conclusions pertaining to the future expansion of the 
Project, based on an assessment of the monitoring and evaluation 
indicators referred to in paragraph 2 of this Schedule.
(b)
Not later than one month prior to the Mid-Term Review, the 
Borrower shall furnish to the Association, for review and comment, a 
report, in such detail as the Association shall reasonably request, on 
the implementation of the Project.
(c)
Following such Mid-Term Review, the Borrower shall act 
promptly and diligently in order to take any corrective action deemed 
necessary by the Association to remedy any shortcoming noted in the 
implementation of the Project, as the case may be, or to implement such 
other measures as may have been agreed upon between the Borrower and the 
Association in furtherance of the objectives of the Project.
4.
The Borrower shall maintain:
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(a)
in SECF its 
Comité de Direction, chaired by SECF’s director 
of cabinet, in charge of the supervision and coordination of Project 
activities in accordance with its internal statutes, acceptable to the 
Association;
(b)
personnel with suitable qualifications and experience in the 
following positions until completion of the Project: (i) one project 
coordinator; (ii) one procurement specialist; (iii) one nutrition 
specialist; (iv) one communication specialist; (v) one accountant and 
financial analyst, and (vi) four agro-economists and four nutrition 
specialists residing in Designated Areas A. and B.;
(c)
a computerized management and financial accounting system, 
acceptable to the Association, at UGP in working condition, acceptable to 
the Association, until the Closing Date.
5.
Eligibility criteria for Beneficiaries. No Beneficiary shall be 
eligible to receive financing out of the proceeds of the Credit, unless 
UGP shall have determined, following an appraisal conducted in accordance 
with guidelines set forth in the PIM, that it satisfies the eligibility 
criteria specified in the PIM, which shall include the following:
(a)
the Beneficiary is of a group of women, organized in a 
cooperative, association or community nutrition center registered in 
accordance with the laws of the Borrower;
(b)
the Beneficiary resides in Designated Area A or Designated 
Area B, as the case may be; and
(c)
in the case of a second financing of a Subproject, that the 
Beneficiary has executed a previous Subproject to the satisfaction of 
UGP.
6.
Eligibility criteria for Subprojects. No Subproject shall be 
eligible for financing out of the proceeds of the Credit, unless UGP 
shall have determined, following an appraisal conducted in accordance 
with guidelines set forth in the PIM, that it satisfies the eligibility 
criteria specified in the PIM, which shall include the following:
(a)
the Subproject has been identified and proposed by a 
Beneficiary, and said Beneficiary has submitted to UGP, in accordance 
with procedures set forth in the PIM, an application for the provision of 
technical assistance services and/or financing, as the case may be. Said 
application may have been prepared with the assistance of an NGO, GIE or 
other organization acceptable to the Association operating in the 
territory of the Borrower;
(b)
the objective of the Subproject is one of the following: (i) 
improvement of Beneficiary’s mother and child’s nutritional status and 
health; (ii) creation of income-producing activities for members of 
Beneficiaries;
(c)
for Subprojects in Designated Area A, the Beneficiary must 
have furnished to UGP an undertaking, acceptable to UGP, to cooperate 
with a selected CREN in tasks specified in the PIM;
(d)
for Subprojects referred to under subparagraph (b) (ii) of 
this paragraph 6, the respective Beneficiary has furnished evidence to 
UGP, in form and substance satisfactory to UGP, that: (i) such Subproject 
will generate acceptable returns according to specifications included in 
the PIM; and (ii) that the respective Beneficiary satisfies the specific 
eligibility criteria specified in the PIM, which shall include, inter 
alia: (A) execution of community based activities prior to the request 
for financing under this Project; (B) stability of membership as defined 
in the PIM; (C) the undertaking to bear 10% of the investment costs of 
the Subproject and its full recurrent costs, and (D) for Subprojects in 
Designated Area B, refusal of credit financing for said Subproject by a 
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donor, other than the Association, carrying out microfinancing in the 
territory of the Borrower, within three months of application for said 
financing.
7.
Terms and Conditions for Grant  No Subproject shall be eligible for 
financing out of the proceeds of a Grant unless a Subproject Grant 
Agreement has been concluded between UGP and the Beneficiary, under terms 
and conditions set forth in the PIM, which shall include the following:
(a)
financing of the Subproject shall be on a grant basis;
(b)
the obligation of the Beneficiary to carry out the 
Subproject pursuant to the provisions set forth in the PIM, with due 
diligence and efficiency and in accordance with appropriate 
administrative practices;
(c)
the obligation that: (i) goods, equipment and services 
required for a Subproject be procured in accordance with the procedures 
set forth in Schedule 3 to this Agreement, and (ii) such goods, equipment 
and services shall be used exclusively for the carrying out of the 
Subproject;
(d)
the right of the Borrower to inspect, by itself or jointly 
with the Association, if the Association shall so request, the goods and 
equipment included in the Subproject, the operation thereof and any 
relevant records and documents having regard to said Subproject; and
(e)
the right of the Borrower to suspend or terminate the right 
of the Beneficiary to use the proceeds of the Grant for carrying out the 
Subproject, or take further actions as specified in the PIM, upon failure 
by the Beneficiary to perform any of its obligations under its Subproject 
Grant Agreement.
8.
The Borrower shall:
(a)
carry out the studies under Part D of the Project within 
these intervals: (i) following the Effective Date; (ii) preceding the 
Mid-Term Review; and (iii) at the end of the last year of Project 
implementation, but not later than one month prior to the Closing Date; 
or at such other dates as the Borrower and the Association shall agree; 
and
(b)
not enter into any contract pertaining to training abroad, 
without having previously furnished to the Association the respective 
training program, and having obtained the Association’s prior approval to 
said program.
SCHEDULE 5
Special Account
1.
For the purposes of this Schedule:
(a)
the term "Eligible Categories" means Categories (1), (2), 
(3), (4) and (5) set forth in the table in paragraph 1 of Schedule 1 to 
this Agreement;
(b)
the term "Eligible Expenditures" means expenditures in 
respect of the reasonable cost of goods, works and services required for 
the Project and to be financed out of the proceeds of the Credit 
allocated from time to time to the eligible Categories in accordance with 
the provisions of Schedule 1 to this Agreement; and
(c)
the term "Authorized Allocation" means an amount of $500,000 
to be withdrawn from the Credit Account and deposited into the Special 
Account pursuant to paragraph 3 (a) of this Schedule, provided, however, 
that unless the Association shall otherwise agree, the Authorized 
Page  16
Allocation shall be limited to an amount of $250,000 until the aggregate 
amount of withdrawals from the Credit Account plus the total amount of 
all outstanding special commitments entered into by the Association 
pursuant to Section 5.02 of the General Conditions shall be equal to or 
exceed the equivalent of SDR1,500,000.
2.
Payments out of the Special Account shall be made exclusively for 
Eligible Expenditures in accordance with the provisions of this Schedule.
3.
After the Association 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)
For withdrawals of the Authorized Allocation, the Borrower 
shall furnish to the Association a request or requests for 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 Association shall, on behalf of the Borrower, 
withdraw from the Credit Account and deposit into the Special Account 
such amount or amounts as the Borrower shall have requested.
(b)
(i)
For replenishment of the Special Account, the 
Borrower shall furnish to 
the Association requests 
for deposits into the Special Account at such 
intervals as the Association shall specify.
(ii)
Prior to or at the time of each such request, the 
Borrower shall furnish to 
the Association the documents and 
other evidence required pursuant to 
paragraph 4 
of this Schedule for the payment or payments in respect of which 
replenishment is requested. On the basis of each such request, the 
Association 
shall, on behalf of the Borrower, withdraw from 
the Credit Account and deposit 
into the Special Account 
such amount as the Borrower 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 
Association from the Credit Account under the 
respective Eligible Categories, and in the respective equivalent amounts, 
as 
shall have been justified by said documents and other 
evidence.
4.
For each payment made by the Borrower out of the Special Account, 
the Borrower shall, at such time as the Association shall reasonably 
request, furnish to the Association such documents and other evidence 
showing that such payment was made exclusively for Eligible Expenditures.
5.
Notwithstanding the provisions of paragraph 3 of this Schedule, the 
Association shall not be required to make further deposits into the 
Special Account:
(a)
if, at any time, the Association shall have determined that 
all further withdrawals should be made by the Borrower directly from the 
Credit Account in accordance with the provisions of Article V of the 
General Conditions and paragraph (a) of Section 2.02 of this Agreement;
(b)
if the Borrower shall have failed to furnish to the 
Association, within the period of time specified in Section 4.01 (b) (ii) 
of this Agreement, any of the audit reports required to be furnished to 
the Association pursuant to said Section in respect of the audit of the 
records and accounts for the Special Account;
(c)
if, at any time, the Association shall have notified the 
Borrower of its intention to suspend in whole or in part the right of the 
Borrower to make withdrawals from the Credit Account pursuant to the 
provisions of Section 6.02 of the General Conditions; or
Page  17
(d)
once the total unwithdrawn amount of the Credit allocated to 
the Eligible Categories, minus the total amount of all outstanding 
special commitments entered into by the Association pursuant to Section 
5.02 of the General Conditions with respect to the Project, shall equal 
the equivalent of twice the amount of the Authorized Allocation.  
Thereafter, withdrawal from the Credit Account of the remaining 
unwithdrawn amount of the Credit allocated to the Eligible Categories 
shall follow such procedures as the Association shall specify by notice 
to the Borrower. Such further withdrawals shall be made only after and to 
the extent that the Association 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 Association 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 Schedule; or 
(ii) was not justified by the evidence furnished to the Association, the 
Borrower shall, promptly upon notice from the Association: (A) provide 
such additional evidence as the Association may request; or (B) deposit 
into the Special Account (or, if the Association shall so request, refund 
to the Association) an amount equal to the amount of such payment or the 
portion thereof not so eligible or justified. Unless the Association 
shall otherwise agree, no further deposit by the Association into the 
Special Account shall be made until the Borrower has provided such 
evidence or made such deposit or refund, as the case may be.
(b)
If the Association 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 Borrower shall, 
promptly upon notice from the Association, refund to the Association such 
outstanding amount.
(c)
The Borrower may, upon notice to the Association, refund to 
the Association all or any portion of the funds on deposit in the Special 
Account.
(d)
Refunds to the Association made pursuant to paragraphs 6 
(a), (b) and (c) of this Schedule shall be credited to the Credit Account 
for subsequent withdrawal or for cancellation in accordance with the 
relevant provisions of this Agreement, including the General Conditions.