Administration Arrangement betm een the Government of the United Kingdom of Great Britain and Northern Ireland, acting thre ugh the Department of International Development, and the International Bank for Reconstri iction and Development and the International Development Association concerning the Multi.-Donor Trust Fund for Mainstreaming Disaster and Climate Risk Management in Developing Countries (TFO72236) (Donor Reference No. 40049166) 1. The International Bank ft r Reconstruction and Development and the International Development Association (collectively, the "Bank") acknowledge that the Government of the United Kingdom of Great Britair and Northern Ireland, acting through the Department of International Development (the "Donor", and together with the Bank, the "Parties" and each a "Party") has decided to provide the sum of three million British Pound Sterling (f3,000,000) (the "Contribution") for the Mainstreaming Disaster and Climate Risk Management in Developing Countries Multi-Donor Trust Fund, TF072236 (the "Trust Fund"), in accordance with the terms of this Administration Arrangement. Other donors are also expected to contribute to the Trust Fund on the terms and conditions specified in the Annexes to this Administration Arrangement. 2. The Contribution will be used to finance the activities set forth in the "Mainstreaming Disaster and Climate Risk Management in Developing Countries Trust Fund Description" attached hereto as Annex 1, and will be adm nistered by the Bank on behalf of the Donor in accordance with the terms of this Administration Arrangement, including the "Standard Provisions" attached hereto as Annex 2 and the "Governance" p-ovisions attached hereto as Annex 3. 3. The Donor will deposit the Contribution on or before October 31, 2014, in the full amount and currency ("Contribution Curr ncy") specified in Section I above, into such bank account designated by the Bank upon subm ssion of a payment request by the Bank (such deposit being an "Installment"). 4. When making such deposit, the Donor will instruct its bank to include in its deposit details information (remittance advice) fit Id of its SWIFT deposit message, information indicating: the amount deposited, that the deposit i; made by the Donor for TF072236 (the Mainstreaming Disaster and Climate Risk Management in Developing Countries Trust Fund), and the date of the deposit (the "Deposit Instructions"). In addition, the Donor will provide a copy of the Deposit Instructions to the Bank's Accounting Trust Fui-ds Division by e-mail sent to tfremitadvice@worldbank.org or by fax sent to +1 (202) 614-1315. 5. Except with respect to the Deposit Instructions, any notice, request or other communication to be given or made under this Administration Arrangement will be in writing and delivered by mail, fax or e-mail to the respective Party's address specified below or at such other address as such Party notifies in writing to the othei Party from time to time: For the Bank (the "Bank Ccntact"): Mr. Francis Ghesquiere Manager, GFDRR The World Bank 1818 H Street, NW Washington, DC 20433 U.S.A. Tel: (202) 458-1964 Fax: (202) 522-3227 Email: fghesquiere@worldbank.org For the Donor (the "Donor Contact"): Mr. Martin Hopper Deputy Programme Manager Humanitarian and Disaster Resilience Policy Team CHASE Department for International Development (DFID) 22 Whitehall London SWIA 2EG United Kingdom Tel: 0207 023 1872 Email: m-hopper@dfid.gov.uk 6. In the event any amounts are to be returned to the Donor under this Administration Arrangement, the Bank will transfer such amounts to the Donor's applicable donor balance account with the Bank, unless otherwise agreed with the Bank. 7. In providing funds under this Arrangement, the Donor does not intend to accept any responsibility or liability towards any third parties for any claims, debts, demands, damage or loss as a result of the implementation of the activities under the Trust Fund. 8. All annexes hereto constitute an integral part of this Administration Arrangement, whose terms taken together will constitute the entire agreement and understanding between the Donor and the Bank. Unless otherwise specified in an annex hereto, this Administration Arrangement may be amended only by written amendment between the Bank and the Donor; provided, however, that any annexes to this Administration Arrangement may be amended only by written amendment of all donors contributing to the Trust Fund. 9. It is understood that this Administration Arrangement, including any annexes, is not an international treaty; it is an administrative arrangement between the Bank and the Donor. All references made in the Annexes to "Agreement" and "shall" will have the same meaning as the terms "Arrangement" and "will" herein. 2 10. Each of the undersigned repr-sents, by confirming its acceptance below, that it is authorized to enter into this Administration Anangement and act in accordance with its provisions. The Bank and the Donor are each requested to sign and date this Administration Arrangement, and upon possession by the Bank of this filly signed Administration Arrangement, this Administration Arrangement will become effective .s of the date of the last signature. INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT INTERNATIONAL DEVELOPMENT ASSOCIATION By: Date: 1 Rachel Kyte Group Vice President and Special Envoy Climate Change GOVERNMENT OF THE UNITID KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND, ACTING THROUGH THE DEPARTMENT OF INTERNATIONAL DEVELOPMENT By: Date: Jo Moir Acting Head Conflict, Humanitarian and Security Department 3 ANNEX 1 Mainstreaming Disaster and Climate Risk Management in Developin2 Countries Trust Fund Description This Annex shall be applicable to and form an integral part of all administration agreements for the Trust Fund (collectively, the "Administration Agreements" and each an "Administration Agreement") between the Bank and any entities that provide any funds to the Trust Fund (collectively, the "Donors"). 1. Objectives The objective of this Multi-Donor Trust Fund is to support developing countries in mainstreaming disaster and climate risk management into national and local development planning and investment programs, and help disaster-affected countries to improve the quality and timeliness of their recovery and reconstruction. The Trust Fund will operate as a Core Fund under the Global Facility for Disaster Reduction and Recovery (GFDRR) Partnership, effectively aligning donor funding and interests with client demand and thematic priorities consistent with a pre-approved strategic framework and work plan, in keeping with the GFDRR Partnership Charter and its strategy (as may be approved from time to time by the GFDRR's Consultative Group). 2. Activities The activities (which may be described as "components" of activities) to be financed by the Trust Fund are: 2.1 Bank-executed activities, for which the Bank has implementation responsibility: (a) Supporting the mainstreaming of disaster risk management (DRM) through activities including but not limited to risk identification, risk reduction, preparedness, and financial protection; (b) Supporting resilient recovery through activities to support the development of an integrated approach to disaster recovery; (c) Supporting thematic areas through individual cross-cutting activities that reflect unique relationships with international partners, institutional arrangements with local partners, required technical skill sets, and/or leveraging opportunities; (d) Monitoring and evaluation; (e) Supervising recipient-executed activities; and (f) Knowledge management and-communication. 2.2 Recipient-executed activities, for which one or more Recipients (as defined in Annex 2) have implementation responsibility: 4 (a) Supporting the mainstre,.ming of disaster risk management (DRM) through activities including but not limit,d to risk identification, risk reduction, preparedness, and financial protection; (b) Supporting resilient rec wery through activities to support the development of an integrated approach to di!,aster recovery; and (c) Supporting thematic are!is through individual and cross-cutting activities that reflect unique relationships wit i international partners, institutional arrangements with local partners, required technical skill sets, and/or leveraging opportunities. 3. Eligible Expenditures 3.1 For Bank-executed activities the Trust Fund funds may be used to finance: (a) Associated Overheads; (b) Consultant Fees Individuils and Firms; (c) Contractual Services; (d) Equipment and Office Pr-mises Lease Cost; (e) Extended Term Consultants; (f) Field Assignment Benefis; (g) Media, Workshop, Conference and Meeting; (h) Staff Costs - with Indirect Costs; (i) Staff Costs - No Indirect Costs; () Temporary Support Staff Costs; and (k) Travel Expenses. 3.2 For Recipient-executed activ ities, the Trust Fund funds may be used to finance: (a) Consulting; (b) Goods; (c) Operating Costs; and (d) Training. 4. Taxes The foregoing activities and categories of expenditures may include the financing of taxes in accordance with the Bank's applicable policies and procedures. 5. Retroactive Financing The Trust Fund funds may be used :o retroactively finance payments for eligible expenditures made as of May 1, 2014, in accordance with the Bank's applicable policies and procedures. 5 ANNEX2 Standard Provisions This Annex shall be applicable to and form an integral part of all Administration Agreements between the Bank and the respective Donors. 1. Administration of the Contributions 1.1 The Bank shall be responsible only for performing those functions specifically set forth in this Administration Agreement and shall not be subject to any other duties or responsibilities to the Donors, including, without limitation, any duties or obligations that might otherwise apply to a fiduciary or trustee under general principles of trust or fiduciary law. Nothing in this Administration Agreement shall be considered a waiver of any privileges or immunities of the Bank under its Articles of Agreement or any applicable law, all of which are expressly reserved. 1.2 Each Donor's Contribution (collectively, the "Contributions") shall be administered in accordance with the Bank's applicable policies and procedures, as the same may be amended from time to time, including its procurement, financial management, disbursement and safeguard policies, its framework to prevent and combat fraud and corruption and its screening procedures to prevent the use of Bank resources to finance terrorist activity, in line with the Bank's obligations to give effect to the relevant decisions of the Security Council taken under Chapter VII of the of Charter of the United Nations. The Donors acknowledge that this provision does not create any obligations of the Bank under the anti-terrorist financing and asset control laws, regulations, rules and executive orders of an individual member country that may apply to a Donor. 2. Management of the Contributions 2.1 The funds deposited in the Trust Fund shall be accounted for as a single trust fund and shall be kept separate and apart from the funds of the Bank. The funds deposited in the Trust Fund may be commingled with other trust fund assets maintained by the Bank. The Bank, in its capacity as trustee, has legal title to the funds deposited in the Trust Fund. 2.2 The currency in which the funds in the Trust Fund shall be held is United States Dollars (the "Holding Currency"). 2.3 Donors agree to deposit their Contributions in the Contribution Currency stated in their respective Administration Agreements. In the case of deposits received in a Contribution Currency other than the Holding Currency, promptly upon the receipt of such amounts and the accompanying Deposit Instructions, the Bank shall convert such amounts into the Holding Currency at the exchange rate obtained by the Bank on the date of the conversion. Where deposits prove to be insufficient to complete activities as a result of exchange rate fluctuations, neither the Bank nor the Donor shall bear any responsibility for providing any additional financing. 6 2.4 The funds deposited in the Trust Fund may be freely exchanged by the Bank into other currencies as may facilitate their di3bursement at the exchange rate obtained by the Bank on the date of the conversion. 2.5 The Bank shall invest and ieinvest the funds deposited in the Trust Fund pending their disbursement in accordance with the Bank's applicable policies and procedures for the investment of trust funds administered by the Bank. The Bank shall credit all income from such investment to the Trust Fund to be used for the same purposes as the Contributions. 3. Trust Fund Fees and Costs 3.1 The Bank shall deduct and r,-tain for its own account, as a deduction from each Installment, an amount equal to two percent (2% 1 per Installment as an administrative fee for the Trust Fund. 3.2 In addition, costs incurred by the Bank for other expenses, such as for program management and Trust Fund administration, that are (i) not covered by the percentage deduction specified above as an administrative fee and (ii) noi included under Annex I of the Administration Agreements in accordance with the Bank's applicable policies and procedures shall be charged to the Trust Fund on an actual basis up to a maximam of ten percent (10%) of the total Contributions under all Administration Agreements. 3.3 Each Donor acknowledges -nd agrees that the percentage deductions for fees in this Trust Fund Fees and Costs section are istimated on the basis of anticipated Contributions. If actual Contributions significantly differ fr:)m what was originally anticipated at the time of signature of the first Administration Agreemeni, or if other circumstances affecting Trust Fund fees or costs change, the Bank reserves the righl to request a change to the terms of this Trust Fund Fees and Costs section, which would be effe.,tuated by amendments made to the Administration Agreements of all Donors and which would the -eafter be applicable to all new Contributions that are provided either as amendments to supplemont existing Administration Agreements or from new Donors under new Administration Agreements. 4. Accounting and Financial 1eportin2 4.1 The Bank shall maintain !eparate records and ledger accounts in respect of the funds deposited in the Trust Fund and disbursements made therefrom. 4.2 The Bank shall furnish to the Donors current financial information relating to receipts, disbursements and fund balance in the Holding Currency with respect to the Contributions via the World Bank's Trust Funds Donor Center secure website. Within six (6) months after all commitments and liabilities under he Trust Fund have been satisfied and the Trust Fund has been closed, the final financial informaiion relating to receipts, disbursements and fund balance in the Holding Currency with respect to ihe Contributions shall be made available to the Donors via the World Bank's Trust Funds Donor C enter secure website. 7 4.3 The Bank shall provide to the Donors via the World Bank's Trust Fund Donor Center secure website, within six (6) months following the end of each Bank fiscal year, an annual single audit report, comprising (i) a management assertion together with an attestation from the Bank's external auditors concerning the adequacy of internal control over cash-based financial reporting for all cash-based trust funds as a whole; and (ii) a combined financial statement for all cash-based trust funds together with the Bank's external auditor's opinion thereon. The cost of the single audit shall be borne by the Bank. 4.4 If a Donor wishes to request, on an exceptional basis, a financial statement audit by the Bank's external auditors of the Trust Fund, the Donor and the Bank shall first consult as to whether such an external audit is necessary. The Bank and the Donor shall agree on the appropriate scope and terms of reference of such audit. Following agreement on the scope and terms of reference, the Bank shall arrange for such external audit. The costs of any such audit, including the internal costs of the Bank with respect to such audit, shall be borne by the requesting Donor. 4.5 The Bank shall make available to the Donors copies of all financial statements and auditors' reports received by the Bank from Recipients pursuant to any Grant Agreements (as defined below) in accordance with the Bank's Access to Information Policy. 5. Progress Reportin2 5.1 The Bank shall provide the Donors with annual reports on the progress of activities financed by the Contributions. Within six (6) months of the End Disbursement Date (as defined below), the Bank shall furnish to the Donors a final report on the activities financed by the Trust Fund. 5.2 Any Donor may review or evaluate activities financed by the Trust Fund at any time up to six (6) months following the End Disbursement Date. The Donor and the Bank shall agree on the scope and conduct of such review or evaluation, and the Bank shall provide all relevant information within the limits of the Bank's applicable policies and procedures. All associated costs, including any costs incurred by the Bank, shall be borne by the Donor. It is understood that any such review or evaluation will not constitute a financial, compliance or other audit of the Trust Fund. 6. Disbursement; Cancellation; Refund 6.1 It is expected that the funds deposited in the Trust Fund will be fully disbursed by the Bank by December 31, 2020 (the "End Disbursement Date"). The Bank shall only disburse funds deposited in the Trust Fund for the purposes of this Administration Agreement (other than returns to Donors) after such date to the extent such date is changed in accordance with amendments made to the Administration Agreements of all the Donors. Following the End Disbursement Date, the Bank shall return any remaining balance of the Trust Fund to each Donor in the Holding Currency in the manner specified in its respective Administration Agreement on a pro rata basis with regard to the total funds deposited in the Trust Fund by such Donor relative to the total funds deposited in the Trust Fund by all Donors, all calculated as Holding Currency amounts. 8 6.2 Any Donor may cancel all o- part of such Donor's pro rata share, and the Bank may cancel all or any Donors' pro rata shares, u!on three (3) months' prior written notice, of any Contributions (paid and not yet paid) that are not committed pursuant to any agreements entered into between the Bank and any consultants and/or other third parties for the purposes of this Administration Agreement, including any Grant A{reements, prior to the receipt of such notice. In the event of a cancellation, the Bank shall return to the Donor its pro-rata share in the Holding Currency as specified in the Administration AEreement; unless otherwise agreed between the Bank and the Donor. 7. Disclosure; Dispute Resolul:ion 7.1 The Bank shall disclose th, Administration Agreements and related information on this Trust Fund in accordance with th: Bank's Policy on Access to Information. By entering into Administration Agreements, the Donors consent to such disclosure of their respective Administration Agreements and suc) related information. 7.2 The Donors and the Bank shall use their best efforts to amicably settle any dispute, controversy, or claim arising out of or relating to the Administration Agreements. 8. Grants to Recipients 8.1 The Bank shall, as administiator of the Trust Fund on behalf of the Donors, enter into one or more grant agreements (the "Grant Agreements") with recipients (the "Recipients") consistent with the purposes of this Administration Agreement and on the terms and conditions set forth in the Grant Agreements. Grant Agreemnts may be entered into up to the maximum amount of the Contributions that all Donors have agreed to make available under the Administration Agreements between the Bank and the Donors. 8.2 The Bank shall be responsible for the supervision of the activities financed under any Grant Agreements. Subject to the consen: of any relevant Recipients, representatives of the Donors may be invited by the Bank to participat. in Bank supervision missions related to the Trust Fund. 8.3 The Bank shall promptly inform the Donors of any significant modification to the terms of any Grant Agreements and of any contractual remedies that are exercised by the Bank under any Grant Agreements. To the extent racticable, the Bank shall afford the Donors the opportunity to exchange views before effecting any such modification or exercising any such remedy. 9 ANNEX3 Governance This Annex shall be applicable to and form an integral part of all Administration Agreements between the Bank and the respective Donors. The governance terms applicable to this Trust Fund are those set forth in the GFDRR Partnership Charter (as may be amended from time to time in accordance with its terms), which is incorporated herein by reference. As specified in the Charter, any amendments to the Charter relevant to this Agreement, including its annexes, will become applicable to this Agreement as such amendments take effect without further need to amend this Agreement. In the event of a conflict between any other part of this Agreement and the GFDRR Partnership Charter, the terms of the Charter shall prevail, provided, however, that this result does not require the Bank to violate its policies, rules, or contractual commitments, or otherwise cause it to compromise its fiduciary position under the Trust Fund. 10