NIGERIA 102 Yakubu Gowon Crescent Telephone: (+234) 703 583 0641-4 THE WORLD BANK Asakoro District (+234) 708 999 6090-1 IBRD * IDA IwMkiBAMKrRouP P.M.B. 339, Garki Fax: (+234) 9 314 5267 Abuta, FCT Nigeria OFFICIAL DOCUMENTS November 22, 2021 Mrs. Zainab S. Alumed Honorable Minister of Finance, Budget and National Planning Federal Ministry of Finance Central Business District, Abuja, FCT Dear Honorable Minister: Re: NIGERIA: Nigeria COVJD-19 Preparedness and Response Project Credit No. 6766-NG Amendment to the Financing Agreement We refer to the Financing Agreement between the Federal Republic of Nigeria (the "Recipient") and the International Development Association (the "Association"), dated December 19, 2020, for the Nigeria COVID-19 Preparedness and Response Project (the "Agreement"). We also refer to your letter of May 18, 2021, requesting amendments to the Agreement. Please note that the capitalized terms used in this letter ("Amendment Letter") and not defined herein have the meanings ascribed to them in the Agreement. In view of the above, the Association is pleased to amend the Agreement with respect to the provisions below: 1. Section 3.01 of the Agreement is hereby amended to read as follows: "3.01. The Recipient declares its commitment td the objectives of the Project. To this end, the Recipient shall, cause: (i) NCDC to carry out the Project; (ii) NPHCDA to carry out Parts 1(c) and 1(d) of the Project; and (iii) the Participating States to carry out Parts 1(b) and 1(d) of the Project, all in accordance with the provisions of Article V of the General Conditions and Schedule 2 to this Agreement." 2. Paragraphs (c) and (d) arehereby added to Part 1 of Schedule 1 to the Agreementto read as Follows: "(c) Vaccine Acquisition Support the Recipient in the purchase of Project COVID-19 Vaccine, including the use of advance purchase mechanisms and related costs. (d) Vaccine Deployment Deployment of Project COVID- 19 Vaccine atthe subnational levels through, inter clia: (i) the development of micro-plans for vaccination; (ii) training and retraining of health workers on microplanning and vaccine implementation; (iii) advocacy communication and social mobilization; (iv) monitoring and supervision of vaccination, pharmacovigilance; (v) adverse effects following immunization (AEFI) kits and data tools; (vi) financing personnel involved in deployment of vaccines; (vii) procurement of cold boxes, carriers and FPE for vaccination teams; and (viii) transport and logistics costs for Project COVID-19 Vaccine" Mrs. Zainab S. Ahmoed 2 - November 22, 2021 3. Section L.A.1.l1. of Schedule 2 to the Agreement is hereby amended to read as follows: "11. The Recipient, acting through the Federal Ministry of Health, shall cause NCDC to lead, coordinate, and oversee overall implementation of the Project, and shall cause NPHCDA to carry out Parts 1(c) and 1(d) of the Project, all in accordance with the provisions of this Agreement." 4. Section I.A.I.1.2 of Schedule 2 to the Agreement is hereby amended to read as follows: 1.2 National Steering Committee (a) The Recipient shall, no later than one (1) month after the Effective Date, establish and thereafter maintain throughout the Project implementation a National Steering Committee at federal level ("NSC") with functions, composition, and resources satisfactory to the Association. (b) Without limitation to the provisions of sub-paragraph (a) above, the NSC shall be chaired by the Honorable Minister of Health, and include as members the Honorable Minister of Finance, Budget and National Planning (FMoFBNP), the Permanent Secretary of the Federal Ministry of Health, the Director of Public Health and the Director Planning, Research and Statistics of the Federal Ministry of Health, the Director of International Economic Relations Department (IERD) of the FMoFBNP, Technical Lead of the PSC, the Director General of the NCDC, the Chief Executive of the NPHCDA, the Chief Executive of the NHIS, and a representative of the Governors of the Participating States, and representatives of the Commissioners of Nigeria Health Forum, with representatives of development partners to be invited as observers when appropriate, as may be further specified in the PIM. (c) Without limitation to the provisions of sub-paragraph (a) above, the NSC shall be responsible for overall Project direction and achievement of the project development objective, approving the eligibility criteria for disbursement to Participating States under the Subsidiary Agreement, and approving Annual Work Plans and Budgets (including the IAPs of Participating States) and the PIM on the recommendation of the NTC, all as may be further specified in the PIM. 5. Paragraph (c) of Section A..1.3 of Schedule 2 to the Agreement is hereby amended to read as follows: (c) Without limitation to the provisions of sub-paragraph (a) above, the NTC shall be responsible for, inter alia: (i) overseeing the planning, management and monitoring of Project activities, including policy issues; (ii) review and recommend for the approval of the NSC the TAPs of Participating States and the Annual Work Plan and Budget; (iii) ensure timely implementation of the project by the PCU; and (iv) review progress reports prepared by the PCU to ensure agreed performance targets and timelines for activities of the project are met, and all as further specified in the PIM. 6. Paragraph (b) of Section A.2.2.1 of Schedule 2 to the Agreement is hereby amended to read as follows: (b) Without limitation to the provisions of sub-paragraph (a) above, each SPSC shall be chaired by the Commissioner of the State Ministry of Health, and include as members a representative of the State Task Force on COVID-19, state commissioners for finance, budget and planning, water resources and information, the Permanent Mrs. Zainab S. Ahmed - 3 - November 22, 2021 Secretary of Health, the Director of Public Health and the Director Planning, Research and Statistics of the State Ministry of Health, and such other members as may be detailed in the PIM. 7. Sections I.B.1 of Schedule 2 to the Agreement is hereby amended to read as follows: "1. To facilitate the carrying out of Parts 1(b) and (d) of the Project, the Recipient shall make a portion of the proceeds of the Financing available to each Participating State on an imprest basis under a Subsidiary Agreement entered into between the Recipient and the Participating State detailing the arrangements for the implementation of said Part under the relevant approved State Incident Action Plan and the disbursement of such proceeds to, and their use by, the Participating State." 8. Section I.B.2(b) of Schedule 2 to the Agreement is hereby amended to read as follows: "(b) the requirement that the Participating State carry out Parts 1(b) and (d) of the Project with due diligence and efficiency, in conformity with administrative, financial management, engineering, technical, environmental and social practices and arrangements (including the ESS and the ESCP), and provide, or cause to be provided, promptly as needed, the facilities, services and other resources required for the Project;" 9. Section IC of Schedule 2 to the Agreement is hereby amended to read as follows: "C. Project Implementation Manual 1 . No later than one month after the Effective Date of the Additional Financing Agreement, in order to ensure adequate implementation of Parts 1(c) and 1(d) of the Project, the Recipient shall furmish to the Association for review, the Project implementation manual, which shall include provisions on the following matters: (a) institutional arrangements for the oversight, coordination, management and day-to-day implementation of the Project, including details on the respective roles and responsibilities of the entities set out in Section A of this Schedule 2, as well as coordination arrangements with NPHCDA for the implementation of Parts 1(c) and 1(d) of the Project; (b) financial management; (c) procurement, including the retroactive financing of advance procurement; (d) COVID-19 Vaccine delivery and deployment, as set forth in Section 2 below; (e) arrangements for preventing, detecting, reporting, investigation, remediation and otherwise addressing fraud and corruption, including compliance with the Anti-Corruption Guidelines; (f) environmental and social management systems, including on grievance redressal mechanism, gender-based violence and sexual exploitation and abuse (GBV/SEA); (g) collection and processing of Personal Data in accordance with good international practice; (h) security risk mitigation measures; Mrs. Zainab S. Ahmed -4 - November 22, 2021 (i) monitoring and evaluation, reporting and communication; (j) disbursement and flow of funds arrangements, including conditions for disbursement to Participating States under their respective Subsidiary Agreements; and (k) such other administrative, financial, technical and organizational arrangements and procedures as shall be required for the Project. 2, Without limitation on Section 1 above, the PIM shall include a section or annex on COVID- 19 Vaccine delivery including: (a) rules and procedures for prioritizing intra-country vaccine allocation following principles established in the WH-O Fair Allocation Framework, including an action plan setting out the timeline and steps for implementing such rules; (b) rules and procedures establishing minimum standards for vaccine management and monitoring, including medical and technical criteria, communications and outreach plan, cold chain infrastructure, and other related logistics infrastructure; (c) rules and procedures for processing and collection of Personal Data in accordance with good international practice; and (d) vaccine distribution plan, including action plan setting out timeline and steps for immunization; 3. The Recipient shall afford the Association a reasonable opportunity to exchange views with the Recipient on the Project implementation manual, and thereafter, shall adopt the Project implementation manual, in such form as shall have been approved by the Association ("Project Implementation Manual" or "PIM"). 4. The Recipient shall ensure that the Project is carried out in accordance with the PIM; provided, however, that in case of any conflict between the provisions of the PIM and the provisions of this Agreement, the provisions of this Agreement shall prevail. 5. Except as the Association shall otherwise agree, the Recipient shall not anmend, abrogate or waive any provision of the PIM." 10. A new Section I.E.6 is hereby added to Schedule 2 to the Agreement to read as follows: "6. The Recipient 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." Mrs. Zainab S. Ahmed - 5 - November 22, 2021 11. Sections LF and LG are hereby added to Schedule 2 to the Agreement to read as follows: "F. Use of Military and Security Actors 1. The Recipient, acting through the NPHCDA, the Nigeria Police Force or the Nigeria Security and Civil Defence Corps, as the case shall be, shall take the following measures related to the use of personnel to provide security for the implementation of Project activities, in a manner satisfactory to the Association: (a) Adopt and enforce standards, protocols and codes of conduct for the selection and use of security or military personnel, and screen such personnel to verify that they have not engaged in past unlawful or abusive behavior, including sexual exploitation and abuse (SEA), sexual harassment (SH) or excessive use of force; (b) ensure that NPHCDA enters into memorandum of understanding (MoU), with the, the Nigeria Police Force and the Nigeria Security and Civil Defence Corps, setting out the arrangements for the engagement of the security personnel under the Project, including compliance with the relevant requirements of the ESCP; (c) ensure that such personnel is deployed in accordance with the relevant requirements of ESSs and the ESCP; (d) ensure that such personnel is adequately instructed and trained, prior to deployment and on a regular basis, on the use of force and appropriate conduct (including in relation to civilian-military engagement, SEA and SH, and other relevant areas), as set out in the Project Implementation Manual, ESMF, Security Management Plan, and the above-mentioned MoU; and (e) ensure that the stakeholder engagement activities under the Stakeholder Engagement Plan include a communication strategy on the involvement of security personnel under the Project; (f) ensure that any concerns or grievances regarding the conduct of such personnel are received, monitored, documented (taking into account the need to protect confidentiality), resolved through the Project's grievance mechanism; and reported to the Association no later than 30 days after being received; and (g) where the Association shall require, after consultation with the Recipient: (i) promptly appoint a TPM Consultant, with terms ofreference, qualifications and experience satisfactory to the Association, to visit and monitor the Project area where military, paramilitary or security personnel]are deployed, collect relevant data and communicate with Project stakeholders and beneficiaries; (ii) require the TPM Consultant to prepare and submit monitoring reports, which shall be promptly made available to and discussed with the Association; and (iii) promptly take any actions, as may be requested by the Association upon its review of the TPM Consultant's reports. 2. For the avoidance of doubt, and without limitation upon the Recipient's other obligations under this Agreement, the Recipient further undertakes that no Financing proceeds or resources may be used for payments to the Nigeria Police Force or the Nigeria Security and Civil Defence Corps, or any other law-enforcement, security, Mrs. Zainab S. Ahmed - 6 - November 22, 2021 military, or paramilitary purposes or for any payments made to any law-enforcement, security, military, or paramilitary forces. G. Standards for COVID-19 Vaccine Approval All Project COVID-19 Vaccines shall satisfy the Vaccine Approval Criteria." 12. The Expenditures table as set forth in Section III.A. of Schedule 2 to the Agreement is hereby amended and replaced with the table shown in the Annex to this Amendment Letter. 13. Section III.B.1 (b) of Schedule 2 to the Agreement is hereby amended to read as follows: "(b) under Category (4) for payments to any Participating State, unless and until such Participating State has: (i) submitted a work plan and budget for the deployment of COVID- 19 Vaccines to NTC, and said work plan and budget has been approved by the NTC, with the no objection of the Association; and (ii) signed a Subsidiary Agreement with the Recipient, acceptable to the Association, for purposes of implementing Parts 1(b) and 1(d) of the Project in accordance with Section I.B of Schedule 2 to this Agreement." 14. Section III.B.2. of Schedule 2 to the Agreement is hereby amended to read as follows: "2. The closing date is February 29, 2024. 15. A new Section IV is hereby added to Schedule 2 to the Agreement to read as follows: "Section Irv. Other Undertakings 1. Without limitation to the provisions of Section I.A.1.3 of this Schedule 2, the Recipient shall engage, no later than sixty (60) days after the Effectiveness Date, technical staff for the PCO, in such numbers and with such qualifications and terms of reference as may be acceptable to the Association, to enable the PCU to oversee the implementation of both the Project (including, without limitation, the deployment of COVID-19 Vaccines) and REDISSE." 16. Paragraph 14 of the Definitions Section of the Appendix to the Agreement is hereby amended to read as follows: "14. "NPHCDA" means the National Primary Health Care Development Agency, established as a parastatal by Decree No. 29 on the 26th of June, 1992, under the supervision of the Federal Ministry of Health, as the federal government body with mandate to control preventable diseases, improve access to basic health services and improve quality of care." 17. The following new definitions are hereby added and placed in alphabetical order in the Definitions Section of the Appendix to the Agreement to read as follows and the rest of the definitions are renumbered accordingly to maintain alphabetical order: ""Additional Financing Agreement" means the financing agreement to be entered between the Recipient and the Association for the Nigeria COVID-1 9 Preparedness and Response Project." "'COVAX Facility" means the COVID-19 Vaccine Global Access Facility, a mechanism through which demand and resources are pooled to support the availability of, and equitable access to, COVID-19 vaccines for all economies, and which is coordinated by Gavi, the Vaccine Alliance, the Coalition for Epidemic Preparedness Innovations (CEPI), and the WHO." Mrs. Zainab S. Ahmed - 7 - November 22, 2021 '"'Nigeria Security and Civil Defence Corps" means the institution of said name established by the Nigeria Security and Civil Defence Corps Act 2003, Act No. 2 of 2003, and amended by the Nigeria Security and Civil Defence Corps (Amendment) Act 2007, Act No. 6 of 2007, for the purpose of assisting in the maintenance of peace and order and in the protection and rescuing of the Recipient's civil population during the period of emergency." "'Nigeria Police Force" means the Recipient's principal law enforcement agency, established under Section 214 of the 1999 Nigerian Constitution." ""Project COVID-19 Vaccine" means a vaccine for the prevention of COVID-19, authorized by the Recipient's national regulatory authority for distribution, marketing and administration within the territory of the Recipient, and acquired or deployed under the Project; "Project COVID-19 Vaccines" means the plural thereof." ""Stringent Regulatory Authority" means a National Regulatory Authority ("NRA") that is classified by WHO as a Stringent Regulatory Authority." ""TPM Consultant" means the third-party monitoring consultant responsible for monitoring the Project activities undertaken by NCDC, the Nigeria Police Force and the Nigeria Civil Defence Corps to monitor civilian-military engagement and compliance with applicable laws and regulations in accordance with the relevant terms of reference approved by the Association." ""Vaccine Approval Criteria" means that the Project COVID-19 Vaccine: (a) has received regular or emergency licensure or authorization from at least one of the Stringent Regulatory Authorities identified by WHO for vaccines procured and/or supplied under the COVAX Facility, as may be amended from time to time by WHO; (b) has received the WHO Prequalification or WHO Emergency Use Listing; or (c) has met such other criteria as may be agreed in writing between the Recipient and the Association." ""WHO Emergency Use Listing" means a risk-based procedure for assessing and listing by WHO of unlicensed vaccines, therapeutics, and in vitro diagnostics with the aim of expediting the availability of these products to people affected by a declared public health emergency." ""WHO Fair Allocation Framework" means the rules which govem the allocation of vaccines to participants in the COVAX Facility, as developed by WTHO, subject to periodic review by the COVAX Facility." ""WHO Prequalification" means a service provided by WHO to assess the quality, safety, and efficacy of medical products for priority diseases, and which are intended for United Nations and international procurement to developing countries." All other provisions of the Agreements that have not been amended hereby, shall remain in full force and effect. Mrs. Zainab S. Ahmed - 8 - November 22, 2021 Please indicate your agreement with the foregoing amendments to the Agreements on behalf of the Recipient by countersigning and dating this Amendment Letter. This Amendment Letter shall become effective as of the date of countersignature. Very truly yours, INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT INTERNATIONAL DEVELOPMENT ASSOCIATION By: Shubbam Chaudhuri Country Director, Nigeria Western and Central Africa Region AGREED: FEDERAL REPUBLIC OF NIGERIA By: uthorizDate: Repr [e(s Authorized Representative Name: P\(S:. C/ 0 &rv K At,)u Title: L1 '~ \&iH c-k X1 .~, &c&c bf?cft / Mrs. Zainab S. Ahmed - 9- November 22, 2021 Annex Percentage of Amount of the Credit Expenditures to be Allocated (expressed in Financed "Category SIDR) (inclusive of Taxes) (1) Goods, works, non-consulting 0 100% services, consulting services, Training and Operating Costs for Parts 1(a) and Part 2 the Project, as of May 18, 2021 (2) Goods, works, non-consultation 0 100% services, consulting services, Training and Operation Costs for Part 1(b) of the Project, as of May 18, 2021. (1) Goods, works, non-consulting 7,270,000 100% services, consulting services, Training and Operating Costs for Parts 1(a) and Part 2 the Project (2) Goods, works, non-consultation 65,430,000 100% services, consulting services, Training and Operation Costs for Parts 1(b) and 1(d) of the Project TOTAL AMOUNT 72,700,000"