LOAN NUMBER 9317-MA Loan Agreement (Additional Financing for Public Sector Performance -ENNAJAA- Program) between KINGDOM OF MOROCCO and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT LOAN AGREEMENT AGREEMENT dated as of the Signature Date between KINGDOM OF MOROCCO (“Borrower”) and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT (“Bank”). The Borrower and the Bank hereby agree as follows: ARTICLE I — GENERAL CONDITIONS; DEFINITIONS 1.01. The General Conditions (as defined in the Appendix to this 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 General Conditions or in the Appendix to this Agreement. ARTICLE II — LOAN 2.01. The Bank agrees to lend to the Borrower the amount of two hundred thirty-three million one hundred thousand Euros (EUR 233,100,000), as such amount may be converted from time to time through a Currency Conversion (“Loan”), to assist in financing the program described in Schedule 1 to this Agreement (“Program”). 2.02. The Borrower may withdraw the proceeds of the Loan in accordance with Section IV of Schedule 2 to this Agreement. All withdrawals from the Loan Account shall be deposited by the Bank into an account specified by the Borrower and acceptable to the Bank. 2.03. The Front-end Fee is one quarter of one percent (0.25%) of the Loan amount. 2.04. The Commitment Charge is one quarter of one percent (0.25%) per annum on the Unwithdrawn Loan Balance. 2.05. The interest rate is the Reference Rate plus the Variable Spread; or such rate as may apply following a Conversion; subject to Section 3.02(e) of the General Conditions. 2.06. The Payment Dates are June 15 and December 15 in each year. 2.07. The principal amount of the Loan shall be repaid in accordance with Schedule 3 to this Agreement. ARTICLE III — PROGRAM 3.01. The Borrower declares its commitment to the objectives of the Program. To this end, the Borrower shall carry out the Program through the Ministry of Economy and Finances (“MEF”) in accordance with the provisions of Article V of the General Conditions and Schedule 2 to this Agreement. ARTICLE IV — TERMINATION 4.01. The Effectiveness Deadline is the date ninety (90) days after the Signature Date. -2- ARTICLE V — REPRESENTATIVE; ADDRESSES 5.01. The Borrower’s Representative is the Minister in charge of finances. 5.02. For purposes of Section 10.01 of the General Conditions: (a) the Borrower’s address is: Ministère de l’Economie et des Finances Quartier Administratif Avenue Mohammed V Rabat Kingdom of Morocco; and 5.03. 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: Telex: Facsimile: 248423(MCI) or 1-202-477-6391 64145(MCI) -3- AGREED as of the Signature Date. KINGDOM OF MOROCCO By _____________________________________/s1/ Authorized Representative Nadia Fettah Name: __________________________/n1/ Minister of economy and finances Title: __________________________/t1/ 18-Jul-2024 Date: __________________________/d1/ INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT By _____________________________________/s1/ Authorized Representative Jesko S. Hentschel Name: __________________________/n1/ Country Director Title: __________________________/t1/ 12-Jul-2024 Date: __________________________/d1/ -4- SCHEDULE 1 Program Description The objective of the Program is to improve performance and transparency of government operations and service delivery. The Program consists of the following activities: Result Area 1. Improving the Efficiency of Public Expenditure Provision of support for the implementation of the Organic Budget Law and the strengthening of the value for money in public procurement through the following activities, including: (a) the adoption of quality standards of performance indicators and a management control charter; (b) the reform of the budget structure of the Regions, including a performance-based classification; (c) the integration of gender and climate responsive considerations into the Borrower’s results-based budget, including the provision of training on gender-budgeting to selected ministries; (d) the upgrading of the Borrower’s public procurement database; (e) the preparation of an open contracting data Standards readiness study; (f) the implementation of management controls for programmatic budgeting; (g) the strengthening of budgetary unity through the rationalization of special treasury accounts; (h) the implementation of financial management instruments to non- commercial establishments (établissements et entreprises publics); (i) the identification of expenditures under regional development programs in the Program Area (at project level) in the Integrated Financial Management System (“GID”), (j) the publication of citizen budgets at regional and municipal levels in the Program Area; (k) the roll-out of an open budget platform; (l) the roll- out of a multi-year action plan aimed at increasing budget transparency, and (m) the upgrade of the Isthitmar public investment monitoring platform. Result Area 2. Improving Public Revenue Management Provision of support for the strengthening of public revenue management through the following activities, including: (a) the roll-out of a multi-year risk management action plan aimed at ensuring increased tax compliance; (b) the strengthening of the data sharing with the tax administration through the interoperability of relevant platforms; (c) the introduction of digital tools to pay taxes and the digitalization of back-end processes; (d) the upgrade of the GIR-CT system to synchronize central government systems with municipal systems; (e) the preparation of the new reform law on local taxation; (f) the update of the revenue recovery code for non-commercial establishments; (g) the upgrade of the DDE state domain geographic information system (“GIS”) platform; and (h) reengineering of procedures manuals and elaboration of risk mapping for revenue collection I connection with state domains. Result Area 3. Improving the Foundations of Digital Transformation through Interoperability and Open Data Provision of support for the implementation of the Borrower’s agendas on national interoperability and open data to support digital transformation and citizen-centric service delivery through the following activities, including: (a) the adoption and operationalization of the enabling legal and regulatory framework for improved data and systems interoperability; (b) the operationalization of an upgraded national interoperability platform to support administrative simplification and e- -5- service delivery through integrated data exchanges (“use cases”); (c) the strengthening of the regulatory and institutional framework for the proactive disclosure of open data; (d) the preparation of a data inventory to identify priority datasets for publication; (e) the improvement of the relevance, quality and usability of datasets through the carrying out of consultations with government entities and end users on data standards, prioritization criteria for publication of datasets and hackathon themes to promote user demand for open data; (f) the upgrade of the national open data platform to include an integrated interactive window to collect feedback and support user engagement; and (g) the publication of open data in an open and reusable format, with the appropriate safeguards and accompanying open database license to support trusted reuse. -6- SCHEDULE 2 Program Execution Section I. Implementation Arrangements A. Program Institutions 1. The Borrower shall vest the overall responsibility for the coordination, monitoring and evaluation of the Program in the MEF, and to this end, shall, through the MEF: (a) maintain, throughout Program implementation, the Program Management Unit (“PMU”), responsible for the monitoring of day-to-day implementation of the Program, including the preparation of the Program’s annual progress reports, preparation of pertinent financial statements, and staffed with adequate professional, fiduciary, administrative and technical personnel, with qualifications, experience and terms of employment acceptable to the Bank, all as described in the POM; (b) maintain, throughout Program implementation, a steering committee (“Strategic Steering Committee”), chaired by the MEF and composed of representatives of the Borrower’s ministries and institutions participating in the implementation, monitoring and evaluation of the Program, responsible for strategic oversight and policy guidance under the Program, all under terms and conditions as described in the POM; (c) maintain, throughout Program implementation, a technical committee (“Technical Committee”), chaired by the Director of the DAAG, and composed of technical representatives from the Borrower’s ministries and institutions participating in the technical implementation of the Program, all under terms and conditions as described in the POM; and (d) ensure, throughout Program implementation, the coordination among its directorates and with other Borrower’s ministries and agencies, including the MI, the MTNRA and the ADD, all under terms and conditions as set forth in the POM. 2. The Borrower shall ensure, throughout Program implementation, the participation and collaboration of the Regions (including their AREPs) in the implementation, coordination, monitoring and evaluation of Program activities to be carried out at the regional level, including to ensure compliance with relevant provisions of POM as applicable to said Region(s), including the pertinent actions under the Program Action Plan and the Anti- corruption Guidelines. B. Additional Program Implementation Arrangements Program Operational Manual 1. The Borrower shall: (a) no later than one hundred (120) days after the Effective Date, or such later date as agreed by the Bank, update the Program Operational Manual under terms -7- and conditions acceptable to the Bank (“Program Operational Manual” or “POM”); and (b) immediately thereafter, carry out the Program in accordance with the POM. The Borrower shall not amend or waive any provision of the POM without the Bank’s prior written consent. In case of any conflict between the terms of the POM and those of this Agreement, the terms of this Agreement shall prevail. Program Action Plan 2. The Borrower shall carry out the Program Action Plan, or cause the Program Action Plan to be carried out, in accordance with the schedule set out in said Program Action Plan and in a manner acceptable to the Bank. Verification Protocol 3. The Borrower shall carry out verification missions through the IGF for the verification of achievement of the DLRs which are set forth in the table in Section IV.A.2 of this Schedule in accordance with the Verification Protocol, and furnish to the Bank not later than sixty (60) days after the verification of compliance of said DLRs, a report on the results of said verification of compliance process of such scope and in such detail as the Bank shall reasonably request. Section II. Excluded Activities The Borrower shall ensure that the Program excludes any activities which: A. in the opinion of the Bank, are likely to have significant adverse impacts that are sensitive, diverse, or unprecedented on the environment and/or affected people; or B. involve the procurement of: (a) works, estimated to cost USD115,000,000 equivalent or more per contract; (b) goods, estimated to cost USD75,000,000 equivalent or more per contract; (c) non-consulting services, estimated to cost USD75,000,000 equivalent or more per contract; or (d) consulting services, estimated to cost USD30,000,000 equivalent or more per contract. Section III. Program Monitoring, Reporting and Evaluation 1. The Borrower shall furnish to the Bank each Program Report not later than one hundred twenty days (120) days after the end of each CY, covering the CY. 2. Without limitation upon the provisions of Section 5.13 of the General Conditions, the Borrower shall prepare or cause to be prepared periodic ACG Reports, in form and substance satisfactory to the Bank. The Borrower shall furnish, or cause to be furnished, each ACG Report to the Bank together with the Program Report not later than one hundred twenty (120) days after the end of each CY, covering the CY. Section IV. Withdrawal of Loan Proceeds A. General -8- 1. Without limitation upon the provisions of Article II of the General Conditions and in accordance with the Disbursement and Financial Information Letter, the Borrower may withdraw the proceeds of the Loan to: (a) finance Program Expenditures (inclusive of Taxes), on the basis of the results (“Disbursement Linked Results” or “DLRs”) achieved by the Borrower, as measured against specific indicators (“Disbursement Linked Indicators” or “DLIs”); and (b) (i) the Front-end Fee; and ii) pay each Interest Rate Cap or Interest Rate Collar premium; all as set forth in the table in paragraph 2 of this Part A. 2. The following table specifies each category of withdrawal of the proceeds of the Loan (including the Disbursement Linked Indicators as applicable) (“Category”), the Disbursement Linked Results for each Category (as applicable), and the allocation of the amounts of the Loan to each Category: Category (including Disbursement Amount of the Loan Disbursement Linked Result (as Linked Indicator as Allocated applicable) applicable) (expressed in EUR) (1) DLI #1: Strengthening DLR#1.1: the MEF has issued a DLR#1.1: 0 the performance approach circular (or equivalent introduced by the Organic administrative/legal act) Budget Law establishing the quality standards to be met by the Performance Projects. DLR#1.2: the MEF has issued a circular (or equivalent DLR#1.2: 0 administrative/legal act) establishing a model of management charter. DLR#1.3: Eleven (11) ministries DLR#1.3: 0 have implemented at least two quality standards laid out in the MEF’s circular (or equivalent administrative/legal) mentioned under DLR. 1.1. DLR#1.4: Ten (10) ministries DLR#1.4: 0 have adopted the management charter referred to in DLR#1.2. DLR#1.5: Additional nine (9) DLR#1.5: 4,079,700 ministries have adopted the From a baseline of 10, for management charter referred to in each additional ministry DLR#1.2. having adopted the management charter, 453,300 -9- DLR#1.6: Sixteen (16) DLR#1.6: 9,324,000 ministries/institutions have For each adopted a roadmap/guidelines for ministry/instituttions implementing management having adopted a control. roadmap/guidelines, 582,750. DLR#1.7: Streamline of Special Appropriation Accounts (“CAS”) through : DLR#1.7 (a): 9,324,000 (a) the introduction of a capping rule for earmarked tax revenues; DLR#1.7(b): 14,918,100 For each CY with a (b) the reduction of CAS decrease as defined in the earmarked tax revenue in POM, 4,972,700. proportion to general budget tax revenue, annually. DLR#1.8: 8,392,050 DLR#1.8: Nine (9) non- From a baseline of 0, per commercial establishments non-commercial (établissements et entreprises establishment publics) having adopted at least (établissement et two additional instruments to entreprise public), modernize their financial 932,450. management as further described in the POM. (2) DLI#2: Introducing a DLR#2.1: The MEF has issued a DLR#2.1: 0 sustainable and equitable circular establishing the budgeting procedures, the calendar, definitions and scope of application of climate budgeting. DLR#2.2: Adoption of climate DLR#2.2: 0 tagging in the budget of three (3) ministerial departments. DLR#2.3: Publication of a climate-sensitive budget in DLR#2.3: 0 compliance with the circular in DLR#2.1. DLR#2.4: The MEF implements gender budget tagging through: (a) integration of gender tagging in DLR#2.4(a): 7,459,000 three-year budget programming - 10 - pursuant to the Chef du Gouvernement’s circular on drawing up three-year budget programming proposals, or any other circular or equivalent act on gender marking. DLR#2.4 (b): 18,648,000 (b) application of the gender From a baseline of 0, per marking methodology by eight (8) ministerial department ministerial departments. having applied the gender marking methodology, 2,331,000. (3) DLI#3: Enhancing the DLR#3.1: Publication of an DLR#3.1: 0 regionalization agenda by MI’s circular requesting Regions strengthening the budget to present a three-year budgeting programming of the of each public investment project Regions programmed in their Regional Development Plans and State- Region Contract. DLR#3.2: The platform DLR#3.2: 0 monitoring Regional Development Plan, with functionalities described in the POM, including performance indicators, is operational in at least three Regions. DLR#3.3: Timely publication of two (2) semestrial financial and physical public investment execution as detailed in the POM: (a) by the Region of Fes Meknes DLR#3.3(a): 0 (b) by two additional Regions. DLR#3.3(b): 0 DLR#3.4: The platform for monitoring the Regional Development Plan is enhanced for improved reporting and sustainability monitoring: (a) Accounting identification at DLR#3.4 (a): 9,324,000 project-level in GID is operational. (b) A module for monitoring the DLR#3.4 (b): 3,730,000 sustainable development objectives of projects is - 11 - operational in the Regional Development Plan monitoring platform. DLR#3.5: Extension of the GID and GIR-CT accounting and budgeting information systems: (a) Six (6) Regional Project Execution Agencies (AREP) in DLR#3.5: (a) 5,594,100 the Program Area have adopted From a baseline of 0, per and are using the GID-AREF and AREP in the Program Area, GIR-CT information systems. 932,350. (b) The DGCT and the Directorates General Services of DLR#3.5 (b): 5,594,100 the six (6) Regions and of the six From a baseline of 0: (6) largest Municipalities in the per Municipality, 466,175 Program Area have access to GID per Region, 466,175. reporting information systems data for consultation (with a maximum of one-week lag). DLR#3.6: Annual publication of DLR#3.6: 9,324,000 a citizen's budget by six (6) From a baseline of 0: largest Municipalities, and six (6) per largest Municipality, Regions on their websites. 777,000 per Region, 777,000. (4) DLI #4: Improving the DLR#4.1: The TGR has DLR#4.1: 0 efficiency of public upgraded the procurement procurement through data database under terms of production and analysis reference set forth in the POM to inform the future national procurement observatory. DLR#4.2: The national DLR#4.2: 0 procurement observatory is operational. DLR#4.3: Six (6) statistical DLR#4.3: 0 reports of the national procurement observatory have been published. DLR#4.4: Digitalization of the DLR#4.4: 7,459,000 post contract award documents. (5) DLI#5: Improving tax DLR#5.1: The MEF has adopted DLR#5.1: 0 compliance and a multi-year action plan to - 12 - performance of the tax improve tax compliance, under administration terms of reference as set forth in the POM. DLR#5.2: A national tax compliance management and risk DLR#5.2: 0 analysis unit in the MEF is created and operational. DLR#5.3: A tax compliance risk management committee is DLR#5.3: 0 operational. DLR#5.4: Based on the actions DLR#5.4: 0 proposed by the national tax compliance management and risk analysis unit by March 31, 2024, 60% of the actions proposed have been subject to decision for action. DLR#5.5: The debt recovery rate has increased: (a) By 5 percent on average for a total of twenty (20) public establishments DLR#5.5(a): 6,993,000 (établissement et entreprise publiques); (b) By a cumulative 10 DLR#5.5(b): 6,993,000 percent for each of the Per public establishment twenty (20) public achieving 10% debt establishments in recovery date, 349,650. DLR#5.5(a). (6) DLI#6: Increasing DLR#6.1: The Borrower’s has DLR#6.1: 0 resources of Municipalities published an arrêté implementing article 6 of Law 07-20 on local taxation management. DLR#6.2: Interfacing functions DLR#6.2: 0 of the GIR-CT with local systems is implemented in at least 100 large Municipalities enabling these Municipalities to manage the entire local taxation chain of operations. DLR#6.3: 0 - 13 - DLR#6.3: The electronic declaration and payments system for municipal taxes is operational. DLR#6.4: the new governance DLR#6.4: 0 framework mandated by article 6 of Law No. 07-20 is operational in 400 Municipalities. DLR#6.5: Pursuant to DLR#6.5: 7 ,458,950 Framework Law No. 69-19 on tax reform, a draft law on local taxation and fees is submitted to the Secrétariat Général du Gouvernement. (7) DLI#7: Improving data DLR#7.1: The Government DLR#7.1: 0 exchange and Council has adopted and interoperability of submitted to Parliament draft information systems Law on digital administration. DLR#7.2: A general interoperability framework consolidating the norms, procedures and technical DLR#7.2: 0 standards required for users to interface with the national interoperability platform, has been adopted. DLR#7.3: The national interoperability platform is operational. DLR#7.3: 0 DLR#7.4: The regulatory acts implementing Law on interoperability have been prepared and submitted to the DLR#7.4: 0 Secrétariat Général du Gouvernement. DLR#7.5: The list of administrative procedures prioritized for digitalization in DLR#7.5: 0 conformity with Law No. 55-19 on the simplification of administrative formalities and procedures has been validated by the National Commission on Simplification of Administrative - 14 - Procedures. DLR#7.6: the ADD has integrated 12 use cases with the DLR#7.6: 0 national interoperability platform for digitalization of associated services. DLR#7.7: The integration of the DLR#7.7: 0 12 use cases on the interoperability platform has resulted in the simplification of administrative procedures. DLR#7.8: A public administration and institutions DLR#7.8: 0 users satisfaction survey of the platform regarding the national interoperability platform has been completed by the ADD. DLR#7.9: One (1) end-users satisfaction survey among companies and citizens regarding DLR#7.9: 0 the digitalization of priority service has been completed by the MTNRA. (8) DLI#8: Improving the DLR#8.1: List of priority actions DLR#8.1: 0 proactive disclosure of open to be implemented public data for open data is established by the Open Data Steering Committee in consultation with non-government stakeholders. DLR#8.2: (a) The COPIL’s membership is extended to include actors identified in the DLR#8.2: 0 ODRA; and (b) the COPIL has: (i) defined in guides or manuals the norms and standards for the processing and publication of data and metadata by the public administration and institutions on the open data platform; and (ii) adopted a monitoring and evaluation plan for the open data - 15 - initiative. DLR#8.3: 0 DLR#8.3: The draft regulatory text on proactive disclosure under the Access to Information Law No. 31.13 has been validated by the MNTRA for its submission to the Council of Government. DLR#8.4: 0 DLR#8.4: The national open data portal is operational and include an interactive module to facilitate user participation in quality control and rapid feedback. DLR#8.5: 0 DLR#8.5: A data inventory has been developed, and priority data sets for processing and publication have been identified. DLR#8.6: At least one (1) annual hackathon-type event to DLR#8.6: 0 promote public open data use has been organized by the ADD. DLR#8.7: 245 quality, updated, priority datasets published free of charge with essential DLR#8.7: 0 metadata in an open and reusable format on the national platform data.gov.ma (or linked to a sectoral data platform), from a baseline of 145 datasets. (9) DLI#9: Improving DLR#9.1: Publication of a DLR#9.1: 2,797,000 budget transparency citizen's budget for the mid-year budget execution phase. DLR#9.2: the open budget DLR#9.2: 9,324,000 platform is operational. DLR#9.3: (a) adoption, and (b) DLR#9.3(a): 4,662,000 implementation of an action plan up to 60% to enhance budget DLR#9.3(b): 17,716,000 transparency. From a baseline of 0, per each 15% threshold of the - 16 - action plan implemented as further described in the Verification Protocol, 4,429,000. (10) DLI#10: Improvement DLR#10.1: Introduction of a DLR#10.1: 7,459,000 of the programming, provision for prioritizing public monitoring and investments in the draft transparency of public amendment of the Organic Law of investments Finance. DLR#10.2: Isthitmar platform is DLR#10.2: 4,662,000 interoperable with budget programming module of the Triennal Budget Program (PBT). DLR#10.3: A link is established between the investment projects programmed by the annual budget law and supported by Istithmar , and the execution of their budget appropriations in GID: (a) Piloting for three (3) DLR#10.3(a): 5,594,100 ministerial Per ministerial departments/institutions. department/institutions, 1,864,700. (b) Roll-out to ten (10) ministerial departments/institutions in charge DLR#10.3(b): 5,594,100 of major investment projects as Per ministerial defined in the Verification department/institutions, Protocol. 559,410. (11) DLI#11: Enhancing the DLR#11.1: The DDE has value of state-owned private collected and digitized graphic DLR#11.1: 9,324,000 domain data via the GIS platform in the Program area. DLR#11.2: The DDE has DLR#11.2: 8,392,050 achieved annually at least 90% of From a baseline of 0, per defined targets in terms of land each CY achieving 90% of area subject to the registration defined targets in terms of procedure (procédure land area subject to the d'immatriculation) in the Program registration procedure in Area , during three (3) CYs. the Program Area, 2,797,350. DLR#11.3: The DDE improved revenue collection through: - 17 - (a) The MEF has submitted (i) the DLR#11.3 (a)(i): 1,399,000 draft law on the state private DLR#11.3 (a)(ii): 466,000 domain; and (ii) the related draft implementation decrees; to the Secrétariat Général du Gouvernement. (b)The DDE has drawn up and implemented a risk mapping for DLR#11.3 (b): 1,865,000 the revenue circuit managed at DDE level, together with an action plan for implementing related measures. (c) The annual increase in revenues generated by the state's assets averages at least 7% of the DLR#11.3 (c): 18,648,000 target defined in the budget law Per CY, (excluding innovative financing) 9,324,000 in the Program Area, in two (2) CY. (12) Front-end Fee to be paid 582,750 pursuant to Section 2.03 of this Agreement in accordance with Section 2.05(b) of the General Conditions (13) Interest Rate Cap or 0 Interest Rate Collar premium to be paid pursuant to Section 4.05 (c) of the General Conditions TOTAL AMOUNT 233,100,000 B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A of this Section, no withdrawal shall be made: (a) on the basis of DLRs achieved prior to the Signature Date; (b) for any DLRs under Categories (1) to (11), until and unless the Borrower has furnished evidence satisfactory to the Bank that said DLR has been achieved; and (c) for DLR#3.3(a) under Category (3), until and unless the Borrower has furnished evidence satisfactory to the Bank that the grievance mechanism system at the level of the Region Fez-Meknes is operational in a manner acceptable to the Bank and as further described in the POM. - 18 - 2. Notwithstanding the provisions of Part B.1(b) of this Section, the Borrower may withdraw an amount not to exceed Euro 58,275,000 as an advance against DLRs to be met; provided, however, that if the DLRs in the opinion of the Bank, are not achieved (or only partially achieved) by the Closing Date, the Borrower shall refund such advance (or portion of such advance as determined by the Bank in accordance with the Disbursement Calculation Formula set forth in the right column of the table above) to the Bank promptly upon notice thereof by the Bank. Except as otherwise agreed with the Borrower, the Bank shall cancel the amount so refunded. Any further withdrawals requested as an advance under any Category shall be permitted only on such terms and conditions as the Bank shall specify by notice to the Borrower. 3. Notwithstanding the provisions of Part B.1(b) of this Section, if any of the DLRs under Categories (1) to (11) have not been achieved, the Bank may, by notice to the Borrower: (a) reallocate all or a portion of the proceeds of the Loan then allocated to said DLR to any other DLR; and/or (b) cancel all or a portion of the proceeds of the Loan then allocated to said DLR. 4. The Closing Date is December 31, 2028. - 19 - SCHEDULE 3 Commitment-Linked Amortization Repayment Schedule The following table sets forth the Principal Payment Dates of the Loan and the percentage of the total principal amount of the Loan payable on each Principal Payment Date (“Installment Share”). Level Principal Repayments Principal Payment Date Installment Share On each June 15 and December 15 Beginning December 15, 2029 2.65% through June 15, 2039 Beginning December 15, 2039 2.35% through June 15, 2049 - 20 - APPENDIX Definitions 1. “ACG Report” means the Borrower’s periodic report, in form and substance satisfactory to the Bank, and in accordance with the provisions of the Anti-Corruption Guidelines, including whether or not there has been: (1) any credible and material allegations and other indications of fraud and corruption under the Program which come to the Borrower’s attention during such period, (2) any investigations launched by the Borrower into such allegations, their progress and findings, and (3) any remedial or corrective actions taken or planned in response to such allegations or the findings of such investigations. 2. “ADD” means Agence pour le Développement Digital, the Borrower’s Digital Development Agency) established within the MTNRA. 3. “Anti-corruption Guidelines” means, for purposes of paragraph 6 of the Appendix to the General Conditions, the “Guidelines on Preventing and Combating Fraud and Corruption in Program-for-Results Financing,” dated February 1, 2012, and revised July 10, 2015. 4. “AREP” means the regional agency for project implementation in each Region. 5. “Category” means a category set forth in the table in Section IV.A.2 of Schedule 2 to this Agreement. 6. “Council of Government” means the Borrower’s Conseil du Gouvernement. 7. “COPIL” means the Comité de Pilotage du Gouvernement Ouvert, the Borrower’s Open Government Steering Committee. 8. “CY” means the Borrower’s calendar year, from January 1 to December 31. 9. “DAAG” means Direction des Affaires Administratives et Générales, the Borrower’s Directorate for Administrative and General Affairs established within the MEF. 10. “DDE” means the State Domains Directorate of the MEF. 11. “DEPP” means the Directorate of Public Enterprises and Privatization within the MEF. 12. “Disbursement Linked Indicator” or “DLI” means in respect of a given Category, the indicator related to said Category as set forth in the table in Section IV.A.2 of Schedule 2 to this Agreement. 13. “Disbursement Linked Result” or “DLR” means in respect of a given Category, the result under said Category as set forth in the table in Section IV.A.2 of Schedule 2 to this Agreement, on the basis of the achievement of which, the amount of the Loan allocated to said result may be withdrawn in accordance with the provisions of said Section IV. - 21 - 14. “General Conditions” means the “International Bank for Reconstruction and Development General Conditions for IBRD Financing, Program-for-Results Financing”, dated December 14, 2018 (Last revised on July 15, 2023). 15. “GIR-CT” means Integrated Revenue Management System for Local Governments. 16. “IGF” means Inspection Générale des Finances, the Borrower’s General Inspectorate of Finances. 17. “Integrated Financial Management System” or “GID” means the Borrower’s integrated financial management system. 18. “MI” means Ministère de l’intérieur, the Borrower’s ministry in charge of interior affairs, or any successor thereto. 19. “Ministry of Economy and Finances” or “MEF” means Ministère de l’economie et des finances, the Borrower’s ministry in charge of economy and finance, or any successor thereto. 20. “MTNRA” means Ministère de la Transition numérique et de la Réforme administrative, the Borrower’s Ministry Delegate to the Head of Government in charge of Digital Transition and Administrative Reform, or any successor thereto. 21. “Municipalities” means the Borrower’s municipalities participating in the Program, as set forth in the POM. 22. “ODRA” means Open Data Readiness Assessment. 23. “Open Contracting Data Standards” means a standard enabling the disclosure of data and documents at all stages of the contracting process by defining a common data model, established to support organizations and allow deeper analysis of contracting data by a wide range of users. 24. “Organic Budget Law” means the Borrower’s 2015 Organic Budget Law No. 130-13, as the same may be amended. 25. “Performance Projects” means projets de performance, annexes to the Borrower’s annual budget law outlining the strategy, the objectives, the indicators and the targets for each budget program. 26. “Program Area” means the Regions and Municipalities participating in the Program, as set forth in the POM. 27. “Program Management Unit” or “PMU” means the program management unit within the DAAG referred to in Section I.A.1(a) of Schedule 2 to this Agreement. 28. “Program Action Plan” means the Borrower’s plan dated November 10, 2021 and revised as of May 17, 2024, and referred to in Section I.B.2 of Schedule 2 to this Agreement, as may be amended from time to time with the agreement of the Bank. - 22 - 29. “Program Operational Manual” or “POM” means the Borrower’s manual referred to in Section I.B.1 of Schedule 2 to this Agreement, setting forth, inter alia: (a) the technical, administrative, and fiduciary procedures applicable to the Program, (b) the list of Regions (and AREPs) and Municipalities participating in the Program; (c) the Verification Protocol; (d) the Program Action Plan; (e) the Program Report and ACG Report templates; (f) the protocol/arrangements for periodic reporting to the Bank on, and sharing the findings of, any case of fraud and corruption denounced and/or investigated under the Program, in accordance with the Anti-Corruption Guidelines (to be included as an attachment to the POM); as the POM may be amended from time to time with the Bank’s prior written consent. 30. “Regions” means the Borrower’s regions participating in the Program, as set forth in the POM. 31. “Regional Development Plans” means, for each Region, the Plan de Developpement Regional, the six (6) years development program developed by regional government as per the 2016 Borrower’s Organic Law on Regions no. 111-14. 32. “Secrétariat Général du Gouvernement” means the Borrower’s Secretary General of the Government. 33. “Signature Date” means the later of the two dates on which the Borrower and the Bank signed this Agreement and such definition applies to all references to “the date of the Loan Agreement” in the General Conditions. 34. State-Region Contract” means Contrat de Partenariat Etat-Region, the partnership agreement on co-financed public investment programs implemented by the Borrower’s regional government. 35. “Strategic Steering Committee” means the committee referred to in Section I.A.1(b) of Schedule 2 to this Agreement. 36. “Technical Committee” means the committee referred to in Section I.A.1(c) of Schedule 2 to this Agreement. 37. “TGR” means Trésorerie Générale du Royaume, the Borrower’s Treasury General. 38. “Verification Protocol” means the protocol referred to in Section I.B.3 of Schedule 2 to this Agreement and included in the POM.