Common use of Execution of the Project Clause in Contracts

Execution of the Project. (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, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (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, : (i) coordinate the Project at national level through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, NPCU; and D.1 of the Project, and (ii) cause the Participating States, through their respective SWAs, States to carry out Parts A, B, C.2, the Project at State and D.2 of local levels through the Projectrespective PCUs, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, pedagogic and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make relend a portion of the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement Agreements to be entered into between the Borrower and each Participating StateStates, under terms and conditions which shall have been approved by the Association, and which shall include the terms and conditions set forth in Schedule 5 to this Agreement. (d) The Borrower shall exercise its rights under the each Subsidiary Credit Agreement in such a manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive any of the Subsidiary Credit Agreement Agreements or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectworks, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms goods and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Credit shall be governed by the provisions of paragraph (b) of Schedule 3 to this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower shall, until completion For the purposes of Section 9.06 of the ProjectGeneral Conditions and without limitation thereto, the Borrower shall cause each Participating State to: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an SPA and furnish to the Association not later than six (SPA A6) months after the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Association, Ba plan for the future operation of the Project; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. The Borrower shall cause FMOE to: (a) carry out the Environmental Management Plan, and Cprior to construction and rehabilitation of school facilities, respectivelyestablish environmental impact assessment procedures satisfactory to the Association for the design and procurement of such works; and (b) prior to carrying out any Subproject under Part A(d) of the Project which would displace any Affected Persons or adversely affect their standards of living, or their rights, usufructs or customary rights to land or other resources under the Project, ensure that: (i) all rights to land, rights, usufructs or customary rights and other property are allocated or acquired, compensation therefor is paid, and resettlement is carried out in accordance with the principles and institutional procedures established in the Resettlement Policy Framework; ensure that Affected Persons shall be compensated, resettled and rehabilitated in accordance with the Resettlement Policy Framework; prepare and furnish to the Association, for Kadunaeach Subproject where there are Affected Persons, Kano, and Ogun States), under terms and conditions a detailed resettlement action plan acceptable to the Association; document the implementation arrangements for resettlement, including appropriate protection againstcompensation, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions relocation and rehabilitation of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPAAffected Persons; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (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, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all MoEYS with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental technical practices, and with due regard to ecological and environmental factors, and shall provide or cause the Participating States to provide, as the case may be, 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 Section, and except as the Borrower and the Association shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Section 3.02. For the purposes of Part A.2 of the Project, the Borrower shall make the proceeds allocate an amount of the Credit available not exceeding such amount as may be allocated from time to time to Category (1) of the Participating States under a Subsidiary Credit Agreement table in paragraph 1 of Schedule 1 to be entered into between this Agreement, to provide Grants to finance Subprojects, in accordance with the Borrower procedures and each Participating State, under on the terms and conditions which set forth or referred to in paragraph 6 of Schedule 4 to this Agreement, and on such other terms and conditions as shall have been approved by be acceptable to the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.03. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.04. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.07 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Association, and furnish to the Association not later than six (6) months before the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Association, a plan designed to ensure the continued achievement of the Project’s objectives; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on said plan. (a) Without limitation upon its obligations under Section 3.01 of this Agreement, the Borrower shall open, in FTBC and on terms and conditions satisfactory to the Association, a project account in Dollars, to be operated and maintained by PIU, into which it shall deposit from time to time its local counterpart contribution to the cost of the Project. (b) The Borrower shall: (i) make an initial deposit of the equivalent of $30,000 into the Project Account; and (ii) thereafter maintain, until completion deposit into the Project Account the balance of the Borrower’s counterpart contribution to the cost of the Project, in NGNthirteen consecutive quarterly installments of $40,000 each, payable quarterly in a commercial bank acceptable advance, beginning on July 1, 2000, or in such other installments as may be agreed from time to time with the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and. (c) ensure that funds Funds deposited into in the FPA in accordance with the provisions of paragraph (b) of this Section Project Account shall be used exclusively to finance applied solely for the purposes of defraying the cost of expenditures under incurred for the Project other than those execution of the Project, and not otherwise financed from out of the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, shall carry out the Project through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all INCAGRO-PMU with due diligence and efficiency and in conformity with appropriate administrative, social, financial, engineering, water supply, public utility and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Bank shall otherwise agree, the Borrower shallBorrower, through the FMWRINCAGRO-PMU, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (ca) The Borrower Except as the Bank shall make otherwise agree, procurement of the goods, works and consultants’ services required for the Project, including those financed through Subproject, and to be financed out of the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to Loan shall be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved governed by the Associationprovisions of Schedule 4 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (db) The Borrower Borrower, through INCAGRO-PMU, shall exercise its rights under update the Subsidiary Credit Agreement Procurement Plan in such manner as accordance with the provisions of Paragraph 4 of Schedule 5 to protect the interests of the Borrower and the Association and to accomplish this Agreement. Section 3.03. For the purposes of Section 9.07 of the Credit, and, except as the Association shall otherwise agreeGeneral Conditions and without limitation thereto, the Borrower shall not assignBorrower, amendthrough the INCAGRO-PMU, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank not later than twelve (12) months before the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Bank, until completion a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. The Borrower, in NGNthrough INCAGRO-PMU, in a commercial bank acceptable shall furnish or cause to be furnished to the AssociationBank, an FPAno later than six months after the Effective Date, under terms and conditions acceptable the contract appointing the Independent Auditors referred to the Association, including appropriate protection against set-off, seizure or attachment; in Section 4.01 (b) (i) deposit into of this Agreement, under terms of reference and with qualifications and experience satisfactory to the FPA an initial amount Bank and in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent Section III of Schedule 4 to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating Statesthrough its MOPH, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrativemedical, public health, environmental, including medical waste management, financial, engineering, water supply, and environmental administrative practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The For purposes of Part A.1 (a)-(d) of the Project, the Borrower shall make shall, through the MOPH, allocate proceeds of the Credit available not exceeding those allocated to Category (5) of the Participating States under a Subsidiary Credit table in Part A.1 of Schedule 1 to this Agreement to be entered into between the Borrower and each Participating State, used to finance WPA Grants under terms and conditions which shall have been approved by the Association, and which shall include the terms and conditions set forth in Part B.2 of Schedule 4 to this Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests For purposes of Part A.2 (d) of the Project, the Borrower and shall, through the Association and to accomplish the purposes MOPH, allocate proceeds of the CreditCredit not exceeding those allocated to Category (6) of the table in Part A.1 of Schedule 1 to this Agreement to be used to finance Subproject Grants under terms and conditions which shall have been approved by the Association, and, except and which shall include the terms and conditions set forth in Part C.2 of Schedule 4 to this Agreement. (a) Except as the Association shall otherwise agree, procurement of the goods, works and 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, as said provisions may be further elaborated in the Procurement Plan. (b) The Borrower shall update the Procurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not assignlater than 12 months after the date of the preceding Procurement Plan, amend, abrogate or waive for the Subsidiary Credit Agreement or any provision thereofAssociation’s approval. Section 3.023.03. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Projectthrough its MOPH, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s its contribution for expenditures under the Project other than those financed from the proceeds of the Credit: (a) open a Project Account in accordance with the provisions of Section 6.01 (a) of this Agreement, and thereafter maintain such account throughout Project implementation; (i) make an Initial Deposit of GNF 350 million into the Project Account in accordance with the provisions of Section 6.01 (a) of this Agreement; and (ii) thereafter, on a quarterly basis, or whenever the account is below GNF 175 million, replenish the Project Account; and (c) ensure that funds deposited into the FPA Project Account in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.033.04. The For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an SPA and furnish to the Association not later than six (SPA A, B, 6) months after the Closing Date or such later date as may be agreed for this purpose between the Borrower and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment;a plan designed to ensure the continued achievement of the Project’s objectives; and (b) (i) deposit into its respective SPA an initial amount in accordance afford the Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (c); and (ii) thereafter, Borrower on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectsaid plan.

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, end shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part D of the Borrower, Project through MOH and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, C and D.2 E of the Project, all Project through CNCS with due diligence and efficiency and in conformity with appropriate administrative, environmental, financial, engineering, water supply, public health and environmental community development practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Recipient and the Association shall otherwise agree, the Borrower shall, through the FMWR, Recipient shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Grant shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.03. For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Recipient 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 Recipient and the Association, a plan designed to ensure the future achievement of the objectives of the Project; and (b) afford the Association a reasonable opportunity to exchange views with the Recipient on said plan. Section 3.04. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, Agreement and except as the Borrower Recipient and the Association shall otherwise agree, the Borrower Recipient shall: (a) open and thereafter maintain, until completion of the Project, Project Accounts in NGN, in a commercial bank banks acceptable to the Association, an FPA, Association and thereafter maintain the accounts under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachmentAssociation until the completion of the Project; (b) promptly thereafter make: (i) deposit into the FPA an initial amount Initial Deposit in accordance with the provisions Meticais of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 100,000 (the Meticais Initial Deposit) into the Project Account A to finance the Borrower’s contribution for expenditures under to Parts A, B, C and E of the Project; and (ii) an Initial Deposit in Meticais of an amount equivalent to $75,000 (the Meticais Initial Deposit) into the Project other than those financed from Account B to finance the proceeds Borrower’s contribution to Part D of the CreditProject; and (c) ensure that the funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be Project Accounts are used exclusively to finance expenditures under the Project other than those financed from the proceeds reasonable cost of the Credit. Section 3.03. The Borrower shallgoods, until completion of the Project, cause each Participating State to: (a) open works and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures services incurred under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shallwithout any limitation or restriction upon any of its other obligations under the Loan Agreement, through shall cause ECTEL to perform in accordance with the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership provisions of the BorrowerProject Agreement all the obligations of ECTEL therein set forth, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide take or cause to be taken all action, including the Participating States to provide, as the case may be, promptly as needed, the provision of funds, facilities, services and other resources required for the Projectresources, necessary or appropriate to enable ECTEL to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower and the Association shall otherwise agree, the The Borrower shall, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance jointly with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the other Participating States under Countries, enter into a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating Statesubsidiary loan agreement with ECTEL, under terms and conditions which shall have been approved by the AssociationBank, for the purposes of governing their respective roles in the carrying out of the Project and making the proceeds of the Loan available to ECTEL. (dc) The Borrower shall exercise its rights under the Subsidiary Credit Loan Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Loan Agreement or any provision thereof. In case of any conflict among the terms of the Subsidiary Loan Agreement and those of this Agreement and/or the Other Loan and Credit Agreements, the terms of this Agreement and/or the Other Loan and Credit Agreements shall prevail. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, The Bank and except as the Borrower hereby agree that the obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion 9.09 of the ProjectGeneral Conditions (relating to insurance, in NGNuse of goods and services, in a commercial bank acceptable plans and schedules, records and reports, maintenance and land acquisition, respectively) shall be carried out by ECTEL pursuant to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions Section 2.03 of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership B.3 and C.2-3 of the Borrower, Project through MININFRA and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all RURA with due diligence and efficiency and in conformity with appropriate financial, administrative, financialenergy, engineering, water supplypublic utility, environmental, and environmental social practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services services, and other resources required for the Project. (b) Without any limitation or restriction upon any of its other obligations under this Agreement, the Borrower shall cause ELECTROGAZ to perform in accordance with the provisions of the Project Agreement all the obligations of ELECTROGAZ therein set forth, shall take and cause to be taken all action, including the provision of funds, facilities, services, and other resources, necessary or appropriate to enable ELECTROGAZ to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (c) 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, shall carry out Parts B.3 and C.2-3 of the Project through the FMWR, carry outMININFRA and RURA, and cause the Participating States, through their SWAs, ELECTROGAZ to carry outout Parts A, B.1-2, and C.1 of the Project Project, in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (cd) The Borrower shall make the proceeds of the Credit available to the Participating States ELECTROGAZ under a subsidiary agreement (hereinafter referred to as the Subsidiary Credit Agreement Loan Agreement) to be entered into between the Borrower and each Participating StateELECTROGAZ, under terms and conditions which shall have been approved by the Association, which shall include the provisions set forth in Part B of Schedule 4 to this Agreement. (de) The Borrower shall exercise its rights under the Subsidiary Credit Loan Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate abrogate, or waive the Subsidiary Credit Loan Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) proactively seek, in collaboration with the Democratic Republic of Congo and the Republic of Burundi, to complete the financial restructuring of SINELAC through agreement of a plan for such purpose; and (b) perform, and cause ELECTROGAZ to perform, with due diligence and efficiency, all of its obligations under such plan. Section 3.03. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open a Project Account in accordance with the provisions of Article 6.01 (d), and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachmentsuch Project Account; (b) (i) deposit into the FPA Project Account an initial amount in accordance with the provisions of Article 6.01 (ad); and (ii) thereafter, on a quarterly basis, replenish the FPA Project Account by an amount equivalent to $50,000 that withdrawn from the Project Account since the previous replenishment, to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA Project Account in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. (a) Except as the Association shall otherwise agree, procurement of the goods, works, and 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, as said provisions may be further elaborated in the Procurement Plan. (b) The Borrower shall, until completion shall update through MININFRA and RURA in respect of Parts B.3 and C.2-3 of the Project, and cause each Participating State toELECTROGAZ to update in respect of Parts A, B.1-2, and C.1 of the Project, the Procurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not later than 12 months after the date of the preceding Procurement Plan, for the Association’s approval. Section 3.05. For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Borrower shall: (a) open prepare through MININFRA and thereafter maintain, until completion RURA in respect of Parts B.3 and C.2-3 of the Project, and cause ELECTROGAZ to prepare in NGNrespect of Parts A, in a commercial bank B.1-2, and C.1 of the Project, on the basis of guidelines acceptable to the Association, an SPA and furnish to the Association not later than six (SPA A, B, 6) months after the Closing Date or such later date as may be agreed for this purpose between the Borrower and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection againsta plan, set-offof such scope and detail as the Association shall reasonably request, seizure or attachment;for the future operation of the Project; and (b) (i) deposit into its respective SPA an initial amount in accordance afford the Association a reasonable opportunity to exchange views with the provisions Borrower on said plan. Section 3.06. The Borrower and the Association hereby agree that the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07, and 9.08 of Article 6.01 the General Conditions (c); relating to insurance, use of goods and (iiservices, plans and schedules, records and reports, maintenance, and land acquisition, respectively) thereafterin respect of Parts A, on a quarterly basisB.1-2, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under and C.1 of the Project other than those financed from the proceeds shall be carried out by ELECTROGAZ pursuant to Section 2.03 of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectProject Agreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shallwithout any limitation or restriction upon any of its other obligations under the Loan Agreement, through shall cause CDR to perform, in accordance with the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership provisions of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the ProjectProject Agreement, all with due diligence and efficiency and in conformity with appropriate administrativethe obligations of CDR therein set forth, financial, engineering, water supply, and environmental practices, and shall provide take or cause to be taken all action, including the Participating States to provide, as the case may be, promptly as needed, the provision of funds, facilities, services and other resources required for the Projectresources, necessary or appropriate to enable CDR to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit Loan available to the Participating States CDR on a grant basis under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating StateCDR, under terms and conditions which shall have been approved by the AssociationBank. (dc) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectgoods, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms works and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Loan shall be governed by the provisions of paragraph (b) of this Section shall be used exclusively Schedule 1 to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Bank and the Borrower shallhereby agree that the obligations set forth in Sections 9.04, until completion 9.05, 9.06, 9.07, 9.08 and 9.09 of the ProjectGeneral Conditions (relating to insurance, cause each Participating State to: (ause of goods, works and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) open and thereafter maintain, until completion shall be carried out by CDR pursuant to Section 2.03 of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement and, to this end, shall, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to : (i) shall carry out Parts A, B, C.2C(1), C(4), C(5), C(6) and D of the Project through GWCL; Part C(2) of the Project through PURC, and D.2 Part C (3) of the Project, Project through MWH; all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringand management practices; and (ii) without any limitation or restriction upon any of its other obligations under this Agreement, water supplyshall assist GWCL to carry out Parts A, B, C(1), C(4), C(5), C(6) and environmental practicesD of the Project and to perform in accordance with the provisions of the Subsidiary [Loan/Grant] Agreement and the Project Agreement all the obligations of GWCL therein set forth, and shall provide or cause take all actions, including the Participating States to provide, as the case may be, promptly as needed, the provision of funds, facilities, services and other resources required for the Projectresources, necessary or appropriate to enable GWCL to perform such obligations. (b) The Recipient shall [relend][make] the proceeds of the Grant [available] allocated to Categories (1) through (7) set forth in Part A.1 of Schedule 1 to this Agreement to GWCL under a Subsidiary [Loan/Grant] Agreement to be entered into between the Recipient and GWCL, under terms and conditions which shall have been agreed by the Association. (c) The Recipient shall exercise its rights under the Subsidiary [Loan/Grant] Agreement in such manner as to protect the interests of the Recipient and the Association and to accomplish the purposes of the Grant and, except as the Association shall otherwise agree, the Recipient shall not assign the Subsidiary [Loan/Grant] Agreement or make any material amendment, waiver, or voluntary abrogation without the consent of the Association, which consent shall not be unreasonably withheld. (d) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Recipient and the Association shall otherwise agree, the Borrower shall, through Recipient shall carry out the FMWR, carry out, and Project or cause the Participating States, through their SWAs, Project to carry out, the Project be carried out in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (ca) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Grant shall be governed by the provisions of Schedule 3 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (b) The Recipient shall update the Procurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not assignlater than 12 months after the date of the preceding Procurement Plan, amend, abrogate or waive for the Subsidiary Credit Agreement or any provision thereofAssociation’s approval. Section 3.023.03. Without limitation upon the provisions of paragraph (a) of to its obligations under Section 3.01 of this Agreement, and except as the Borrower and the Association Recipient shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State GWCL to: (a) open and thereafter maintain, until completion of the Project, maintain an account in NGN, Cedis in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under Association on terms and conditions satisfactory to the Association; (b) promptly thereafter, make an initial deposit into such account, in the amount of 500,000,000 Cedis, to finance the Recipient’s contribution to the costs of the Project; (c) use the funds in the Project Account exclusively to finance expenditures under the Project and not otherwise financed out of the proceeds of the Grant. Section 3.04. For the purposes of Section 9.07 of the General Conditions and without limitation thereto, the Recipient shall: (a) prepare, on the basis of guidelines acceptable to the Association, including appropriate protection againstand 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 Recipient and the Association, set-offa plan for the future operation of the Project, seizure or attachment;and (b) (i) deposit into its respective SPA an initial amount in accordance afford the Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (c); and (ii) thereafter, Recipient on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectsaid plan.

Execution of the Project. (a) The Borrower Board declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, technical and environmental engineering practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association Board shall otherwise agree, the Borrower shall, through the FMWR, Board shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with Implementation Manuals, EMP, EMAP, IPDP, Formation Order, the Rules and the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower Board shall make exercise its rights in relation to financing provided by it to communities in such manner as to: (i) protect the interests of the Borrower, the Association and the Board; (ii) comply with its obligations under this Agreement and the Subsidiary Grant Agreement; and (iii) achieve the purposes of the Project. Section 2.02. Except as the Association shall otherwise agree, procurement of the goods, works and services required for the Project and to be financed out of the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to shall be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved governed by the Associationprovisions of Schedule 1 to this Agreement. (da) The Borrower Board shall exercise carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, and 9.07 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, and maintenance, respectively) in respect of this Agreement. (b) For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Board shall: (i) 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 Association and the Board, a plan for the future operation of the Project; and (ii) afford the Association a reasonable opportunity to exchange views with the Board on said plan. Section 2.04. The Board shall duly perform all its rights obligations under the Subsidiary Credit Grant Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower Board shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Grant Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) The Board shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Grant Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. (b) The Borrower shall, until completion Board shall promptly inform the Association of any condition which interferes or threatens to interfere with the progress of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion the accomplishment of the Projectpurposes of the Credit, in NGN, in a commercial bank acceptable to or the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA performance by the amount required to finance the respective Participating State’s contribution for expenditures Board of its obligations under this Agreement and under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectSubsidiary Grant Agreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause through MSPBS, with the assistance of the Participating States, Departments through their respective SWAsDRs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringsocial, water supply, health care and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (cb) The Borrower shall make update the proceeds Procurement Plan in accordance with guidelines acceptable to the Bank, and furnish such update to the Bank not later than 12 months after the date of the Credit available to preceding Procurement Plan, for the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationBank’s approval. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish Section 3.03. For the purposes of Section 9.07 of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without General Conditions and without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreethereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank 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 Bank, until completion a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. For the purposes of assisting MSPBS in the overall management of the Project, in NGNthe Borrower shall: (a) maintain throughout the execution of the Project, in within MSPBS, a commercial bank project administration unit (the UAPI) with functions and responsibilities acceptable to the AssociationBank; (b) create and maintain throughout the execution of the Project, within MSPBS, an FPA, under terms insurance technical unit (the ITU) with functions and conditions responsibilities acceptable to the AssociationBank and staffed with a coordinator, including appropriate protection against set-offtechnical experts and other personnel in number and with qualifications and experience acceptable to the Bank; and (c) create and maintain throughout the execution of the Project, seizure or attachmentan administrative unit for the MCBI Fund (the MCBI Fund Administrative Unit) with functions and responsibilities acceptable to the Bank and staffed with personnel in number and with qualifications and experience acceptable to the Bank. Section 3.05. For the purposes of implementing Part A.1 of the Project, the Borrower shall prepare, and thereafter maintain during the execution of the Project, a list of eligible health services which constitute the EPS and prices for such services (the Nomenclador), to be provided by the Authorized Health Service Providers, acceptable to the Bank. Section 3.06. The Borrower and the Bank shall jointly review once every year during Project implementation, beginning on January 1, 2007, the Capitation Payments amounts, the eligible health services and prices for such services included in the Nomenclador referred to in Section 3.05 of this Agreement and adjust as necessary in a manner satisfactory to the Bank. Section 3.07. (a) Without limitation of the provisions of Section 3.01 of this Agreement, the Borrower shall carry out the Project in accordance with: (i) operational guidelines for Part A.1 of the Project (the Operational Guidelines), satisfactory to the Bank, which shall contain, inter alia: (A) the terms of reference, functions and responsibilities for the personnel of the ITU responsible for Project coordination, monitoring and evaluation of the Project; (bB) the criteria, detailed rules and procedures for the Capitation Payments; (iC) deposit into the FPA an initial amount indicators to be used in accordance with the provisions of Article 6.01 (a); monitoring and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds evaluation of the CreditProject; (D) draft models for the Annual Management Agreement and the Health Service Provider Agreements; (E) criteria for the conversion of Eligible Population into Enrolled Population, including procedures, activities and monitoring indicators for the enrollment of said population, (such criteria shall also ensure adequate and culturally appropriate access by indigenous peoples to the MCBI); (F) criteria for the conversion of Eligible Departments into Participating Departments, including procedures, activities and monitoring indicators for the compliance of the requirements for such conversion; (G) procedures for deletion from lists of the Enrolled Population of children as they become older than five years; and (cH) ensure that funds deposited into the FPA in accordance with the provisions criteria for selection of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open Authorized Health Service Providers and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA their certification by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPASuperintendencia de Salud; and (cii) ensure that an operational manual for Parts A.2 through E of the Project (the Operational Manual), satisfactory to the Bank, which shall contain, inter alia: (A) the procedures for procurement of works, goods and services, as well as for financial management and audits of the Project; and (B) the flow and disbursement arrangements of Project funds deposited into the respective SPA in accordance with the provisions except for funds under Part A.1 of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to : (a) carry out Parts A, B, C.2, C.1 and D.2 D of the Project, all Project through SEE with due diligence and efficiency and in conformity with appropriate administrative, technical, financial, engineering, water supply, educational and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for said Parts of the Project; and (i) cause each Eligible Entity to carry out the corresponding Early Childhood Education Subproject (pursuant to the corresponding Subproject Agreement) with due diligence and efficiency and in conformity with appropriate administrative, technical, financial, educational and environmental practices; (ii) in accordance with each said agreement, take and cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable each Eligible Entity to perform its obligations under the corresponding Subproject Agreement; and (iii) not take or permit to be taken any action which would prevent or interfere with the carrying out of the corresponding Early Childhood Education Subproject. (b) Without limitation upon the provisions of paragraph (a) of this Section and except 3.02. Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods (including the procurement of non-durable goods under Operating Costs), through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish Section 3.03. For the purposes of Section 9.07 of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without General Conditions and without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreethereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank 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 Bank, until completion a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. (a) Without limitation to the provisions of Section 3.01 of this Agreement, the Borrower shall carry out Parts A, B, C.1 and D of the Project, and cause each Eligible Entity to carry out the corresponding Early Childhood Education Subproject, all in NGNaccordance with a manual (the Operational Manual), in a commercial bank acceptable to the AssociationBank, an FPAsaid manual to include, inter alia: (i) a construction manual (which manual includes, inter alia, provisions for erosion control, pollution control, solid waste management, protection of cultural property, occupational health guidelines, first aid instructions, and restriction on the use of child labor); (ii) a manual for the regional model centers referred to in Part A.1 of the Project (which manual includes, inter alia, the criteria for selecting the sites for the construction of said centers, the criteria for the employment of teachers and administrative staff for said centers under terms Part A.2 of the Project and conditions acceptable the description of the functions of said centers); (iii) the criteria for selecting the sites for the construction of classrooms under Part A.3 of the Project (including the construction design specifications); (iv) the criteria for selecting the classrooms to be renovated/remodeled under Part B.4 of the AssociationProject; (v) the environmental guidelines and procedures to be followed by the Borrower in the environmental screening of physical infrastructure under the Project other than physical infrastructure under Early Childhood Education Subprojects as provided in (vi) herein); (vi) a manual for Early Childhood Education Subprojects (which manual includes, inter alia, the criteria for selecting Eligible Entities and approving Early Childhood Education Subprojects, the cut-off date for the approval of Early Childhood Education Subprojects and the environmental guidelines and procedures to be followed by the Borrower in the environmental screening of Early Childhood Education Subprojects which involve the construction of physical infrastructure); (vii) the Project financial management, disbursement and procurement procedures (including appropriate protection against set-offthe standard bidding documents and standard bid evaluation forms); and (viii) OCI’s organizational structure, seizure or attachment;functions and responsibilities. (b) In case of any conflict between the terms of the Operational Manual and those of this Agreement, the terms of this Agreement shall prevail. (a) For purposes of carrying out Early Childhood Education Subprojects, and upon approval of an Early Childhood Education Subproject by SEE, the Borrower shall make available, on a grant basis, a portion of the Loan proceeds allocated under Category (5) set forth in the table in paragraph 1 of Schedule 1 to this Agreement to the corresponding Eligible Entity pursuant to an agreement (the Subproject Agreement) to be entered into between the Borrower and said Eligible Entity on terms and conditions satisfactory to the Bank, including, inter alia, the obligation of: (i) deposit into the FPA an initial amount said Eligible Entity to: (A) carry out said Early Childhood Education Subproject in accordance with the provisions of Article 6.01 (a); this Agreement and (ii) thereafterthe Operational Manual, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 and to finance the Borrowerwith said entity’s contribution for expenditures under the Project other than those financed from the proceeds own resources (either in cash or in-kind) at least 30% of the Credit; andcost of the corresponding Early Childhood Education Subproject; (cB) ensure that funds deposited into (1) maintain a financial management system (including records and accounts and any other information and/or documentation as the FPA Bank may request from time to time), all in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank accounting standards acceptable to the AssociationBank consistently applied, an SPA (SPA Aadequate to reflect its operations and financial condition and register separately the operations, B, resources and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable expenditures related to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State carrying out of the Federation Account and to transfer such amount into the respective SPAcorresponding Early Childhood Subproject; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all MLSPF with due diligence and efficiency and in conformity with appropriate financial, administrative, financial, engineering, water supply, and environmental social protection practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. Section 3.02. Without limitation upon any of its obligations under Section 3.01 of this Agreement, the Borrower shall: (a) maintain the Project Account referred to in Section 6.01 (c) The of this Agreement, and shall replenish said account promptly before each month with sufficient funds to enable the Borrower shall make to meet its obligations under Section 3.01 of this Agreement for such period; (b) use the proceeds amount in said Project Account for financing the Borrower’s contribution to Project expenditures; and (c) ensure that sufficient annual allocations will be made in the Borrower’s budget for the Borrower’s counterpart contribution to the costs of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.03. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.04. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.07 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an FPA, under terms and conditions acceptable 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, including appropriate protection against set-off, seizure or attachment;a plan for the future operation of the Project; and (b) (i) deposit into afford the FPA an initial amount in accordance Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, : (i) shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 Part B(1) of the Project, and cause the Participating Statesthrough SOCAD, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Projectpurpose; and (ii) without any limitation or restriction upon any of its other obligations under this Agreement, shall cause the Project Provinces to carry out their Respective Parts of the Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, and environmental practices, and in accordance with programmatic guidelines acceptable to the Bank, and shall take or cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable the Project Provinces to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (b) Without limitation upon the provisions of paragraph (aSection 3.01(a) of this Section and except as the Borrower and the Association shall otherwise agree, the Borrower shall, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall carry out the actions specified in the Implementation Program set forth in Schedule 5 to this Agreement in order to ensure the proper implementation of the Project and the achievement of the Project’s objectives. (c) For purposes of carrying out each Project Province’s Respective Part of the Project, the Borrower, through SOCAD, shall make available to said Project Province its respective Allocated Amount on terms and conditions acceptable to the Bank. Section 3.02. Except as the Bank 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 Loan shall be governed by the provisions of Schedule 4 to this Agreement. Section 3.03. The Borrower and the Bank hereby agree that the obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) shall be carried out by each Project Province in respect of its Respective Part of the Project, pursuant to Section 2.03 of the Project Agreement. Section 3.04. For the purposes of Section 9.08 of the General Conditions and without limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank and thereafter maintainfurnish to Bank not later than six months after the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Bank, until completion a plan, consolidating the plans prepared by the Project Provinces pursuant to Section 2.03(b) of the Project Agreement, for the continued achievement of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;’s objectives; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Each of the Energy Management Companies declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Loan Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supplyenvironmental, and environmental technical practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Bank and the Association Energy Management Companies shall otherwise agree, the Borrower shall, through the FMWR, Energy Management Companies shall carry out, and cause the Participating States, through their SWAs, to carry out, out Part A of the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. Section 2.02. Except as the Bank shall otherwise agree, procurement of the goods required for Part A of the Project and to be financed out of the proceeds of the Loan or the Grant shall be governed by the provisions of Schedule 1 to this Agreement. (ca) The Borrower Energy Management Companies shall make carry out the proceeds obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition) in respect of the Participating States under a Subsidiary Credit Project Agreement to be entered into between and Part A of the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject. (db) The Borrower For the purposes of Section 9.08 of the General Conditions and without limitation thereto, the Energy Management Companies shall: (i) prepare, on the basis of guidelines acceptable to the Bank, and furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and the Energy Management Companies, a plan for the future operation of Part A of the Project; and (ii) afford the Bank a reasonable opportunity to exchange views with the Energy Management Companies on said plan. Section 2.04. Each of the Energy Management Companies shall exercise duly perform all its rights obligations under the Subsidiary Credit Loan Agreement in such manner as to protect the interests of the Borrower and the Association and Subsidiary Grant Agreement to accomplish the purposes of the Credit, and, except which it is a party. Except as the Association Bank shall otherwise agree, no Energy Management Company shall take or concur in any action which would have the Borrower shall not assigneffect of assigning, amendamending, abrogate abrogating or waive waiving the Subsidiary Credit Loan Agreement or the Subsidiary Grant Agreement to which it is a party, or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) Each of Section 3.01 the Energy Management Companies shall, at the request of this Agreementthe Bank, and except as exchange views with the Borrower and Bank with regard to the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion progress of Part A of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Loan Agreement and Subsidiary Grant Agreement to which it is a party, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms purposes of the Loan and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;GEF Grant. (b) (i) deposit into Each Energy Management Company shall promptly inform the FPA an initial amount in accordance Bank of any condition which interferes or threatens to interfere with the provisions progress of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion Part A of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion the accomplishment of the Projectpurposes of the Loan and the GEF Grant, in NGN, in a commercial bank acceptable to or the Association, an SPA (SPA A, B, performance by it of its obligations under this Agreement and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority Subsidiary Loan Agreement or Subsidiary Grant Agreement to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectwhich it is a party.

Execution of the Project. (a) The Borrower EPH declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Loan Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental power utility practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Bank and the Association EPH shall otherwise agree, the Borrower shall, through the FMWR, EPH shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. Section 2.02. Except as the Bank shall otherwise agree, procurement of the goods and consultants’ services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of Schedule 1 to this Agreement. (ca) The Borrower EPH shall make carry out the proceeds obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject Agreement. (db) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish For the purposes of Section 9.08 of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate General Conditions and without limitation thereto or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 this Section, EPH shall: (i) prepare, on the basis of this Agreementguidelines acceptable to the Bank, and except furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and EPH, a plan for the future operation of the Project; and (ii) afford the Bank a reasonable opportunity to exchange views with EPH on said plan. Section 2.04. EPH shall duly perform all its obligations under the Subsidiary Loan Agreement. Except as the Borrower and the Association Bank shall otherwise agree, EPH shall not take or concur in any action which would have the Borrower shall:effect of amending, abrogating, assigning or waiving the Subsidiary Loan Agreement or any provision thereof. Section 2.05. (a) open and thereafter maintainEPH shall, until completion at the request of the Bank, exchange views with the Bank with regard to progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Loan Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds purposes of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditLoan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (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, without any limitation or restriction upon any of its obligations under this Agreement shall, through : (i) cause AMEXTIPE to execute the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency efficiency, in accordance with the provisions of the Convention and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental public works practices, and shall provide ; (ii) take or cause to be taken all action, including the Participating States to provide, as the case may be, promptly as needed, the provision of funds, facilities, services and other resources required for resources, necessary or appropriate to enable AMEXTIPE to carry out the Project; and (iii) not take or permit to be taken any action which would prevent or interfere with the performance of AMEXTIPE. (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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement Convention in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, Credit and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement Convention or the Statuts or any provision thereof. Section 3.02. (c) The Borrower shall exercise its rights under the Convention to keep the position of General Manager of AMEXTIPE filled at all times, by a person having experience and qualifications acceptable to the Borrower and the Association, to be assisted at all times by competent staff in adequate numbers, in particular, the persons to fill the position of Technical Manager and Administrative/Financial Manager. (d) Without limitation upon the provisions of Section 3.01 (a) of this Agreement, the Borrower shall: (i) exercise its rights under the Convention to cause AMEXTIPE to: (A) (i) adopt not later than three months after the Effective Date of this Agreement the final version, satisfactory to the Association, of the 1993 training program referred to in Parts B.2 and B.3 of the Project; and (ii) thereafter submit to the Association such annual training program for the following year not later than September 30 of each year; (B) submit to the Association for approval, no later than September 30 of each year, the annual work program of Sub-projects for the following 12 month period starting February 15, totalling at least the equivalent of: (i) $3.0 million for the program to be submitted on September 30, 1993; (ii) $4.0 million for the program to be submitted on September 30, 1994; and (iii) $4.0 million for the program to be submitted on September 30, 1995 subject to co-financing up to this amount; (C) submit periodically to the Association proposals to up-date the roster of consultants and contractors, acceptable to the Association. (ii) make available to AMEXTIPE out of its own resources all the necessary funds needed for the execution of the Sub-projects referred to in subparagraph (i) (B) of this Section. (e) For the purposes of obtaining the Association’s approval to any of the annual programs referred to in subparagraph (d) (i) (B) of this Section or any additional program submitted by AMEXTIPE, the Borrower shall furnish to the Association satisfactory evidence attesting that, pursuant to paragraph (a) and paragraph (d) (ii) of this Section, the Borrower and the Beneficiaries have paid their contribution for the previous year; the Borrower has made budgetary provisions for its contribution for the current year; and the program referred to under (d) (i) (A) (ii) of this Section 3.01 is acceptable to the Association. Section 3.02. 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 3.03. The Borrower shall exercise its rights under the Convention to cause AMEXTIPE: (a) to take out and maintain with responsible insurers, or to make other provision satisfactory to the Association for insurance against such risks and in such amounts as shall be consistent with appropriate practices; and (b) at all times to operate and maintain its equipment and other property and, from time to time, promptly as needed, to make all necessary repairs and renewals thereof, all in accordance with sound engineering and financial practices. Section 3.04. The Association and the Borrower hereby agree that the obligations set forth in Sections 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) shall be carried out by AMEXTIPE. (a) The Borrower, AMEXTIPE and the Association shall undertake a joint review of the Project every year during the third calendar quarter during which they shall exchange views on matters relating to: (i) the progress of the Project and Sub- projects; (ii) AMEXTIPE’s management, notably, its adherence to its Statuts, its By-laws, its Manual of Procedures and its administrative cost structure; (iii) the accomplishment both by AMEXTIPE and the Borrower of their respective obligations under the Convention; (iv) the performance by AMEXTIPE and Implementing Enterprises of their respective obligations under Sub-project Agreements; (v) implementation by AMEXTIPE of the training programs under Part B of the Project; and (vi) feasibility of extending the geographical coverage of AMEXTIPE’s interventions and other matters relating to the purposes of the Credit. The overall performance of AMEXTIPE shall be measured in terms of the performance monitoring indicators set forth in the Manual of Procedures. (b) Not later than one month prior to each such review, the Borrower shall furnish to the Association, for its review and comments and in such detail as the Association shall reasonably request, a report on the progress and status of the Project, covering the points to be reviewed. (c) Following each such review, the Borrower undertakes to act promptly and diligently in order to take any corrective action deemed necessary to remedy any shortcoming noted in the implementa- tion of the Project, 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. Section 3.06. Without any limitation to or restriction upon their other reporting requirements under the General Conditions and under this Agreement, the Borrower, AMEXTIPE and except the Association shall, not later than December 31, 1994 or such other date as the Borrower and the Association shall otherwise agreeagree upon, carry out a mid-term review with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the ProjectProject and Sub-projects, in NGN, in a commercial bank acceptable to assessing the Association, an FPA, under terms and conditions acceptable to implementation of the Association, including appropriate protection against set-off, seizure or attachment; (b) Project with specific emphasis on the impact of the Project on: (i) deposit into the FPA an initial amount in accordance with environment; (ii) the provisions creation of Article 6.01 (a)a skilled work force; and (iiiii) thereafter, on a quarterly basis, replenish alleviation of social needs; the FPA by mid-term review shall also include an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds evaluation of the Credit; and (c) ensure that funds deposited into adequacy of contributions of all parties to a Sub-project, including the FPA percentage of financing, as well as options to include new categories of Sub-projects in accordance with order to better meet the provisions of paragraph (b) of Project’s objectives as set out in Schedule 2 to this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03Agreement. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable with respect to the Associationmid-term review, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to take the Association, including appropriate protection against, set-off, seizure or attachment; actions described in Section 3.05 (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shallwithout any limitation or restriction upon any of its other obligations under the Development Credit Agreement, through shall cause Twitezimbere to perform in accordance with the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership provisions of the Borrower, and D.1 Project Agreement all of the Projectobligations of Twitezimbere therein set forth, shall take and cause to be taken all action, including the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 provision of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services services, and other resources required for the Projectnecessary or appropriate to enable Twitezimbere to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to Twitezimbere under the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating StateConvention, under terms and conditions which shall have been approved by the Association. (dc) The Borrower shall exercise its rights under the Subsidiary Credit Agreement Convention in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, and except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate abrogate, or waive the Subsidiary Credit Agreement Convention or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectworks, in NGNgoods, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Credit shall be governed by the provisions of paragraph (b) of this Section shall be used exclusively Schedule 1 to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower and the Association hereby agree that the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07, and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) shall be carried out by Twitezimbere pursuant to Section 2.03 of the Project Agreement. Section 3.04. Without limitation to its obligations under Section 3.01 of this Agreement, the Borrower shall, for the purposes of making available its counterpart contribution to the financing of the Project: (a) cause Twitezimbere to open and maintain in FBU an account (the Project Account), in a commercial bank, on terms and conditions satisfactory to the Association; (b) promptly thereafter, deposit the Initial Deposit into such account to finance the Borrower’s contribution to the Project; (c) deposit into the Project Account, on the first day of each calendar semester, until the completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable an amount equivalent to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into $15,000 for its respective SPA an initial amount in accordance with the provisions of Article 6.01 Fiscal Year 2000; (c)ii) $30,000 for its Fiscal Year 2001; and (iiiii) thereafter$90,000 for its Fiscal Years 2002 and 2003, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under respectively; and (d) use the Project other than those Account funds exclusively to defray the cost of Project expenditures which are not financed from out of the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectCredit.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to : (i) carry out Parts A, BB 1. and 2 (c), C.2, C and D.2 D of the ProjectProject through MEC; and (ii) carry out Part B.2 (a) and (b) through MEC, with the participation of Eligible Schools and Eligible ACEs (as referred to in paragraph (b) below) all with due diligence and efficiency and in conformity with appropriate technical, administrative, financial, engineering, water supply, educational and environmental practices, and in accordance with the Administrative Manual, Operational Manual and the plans referred to in Section 3.06 of this Agreement, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon For the provisions purposes of paragraph carrying out each Eligible School Development Plan and Eligible Social Community Subproject, the Borrower, through MEC, shall: (i) enter into an agreement (the Inter-Institutional Agreement) with an Eligible School under terms and conditions satisfactory to the Bank, including the obligation of said Eligible School to carry out a School Development Plan or Social Community Subproject, as the case may be, in cooperation with the corresponding Eligible ACE; (ii) through said Eligible School, enter into an agreement (the School Development Plan Agreement or the Social Community Subproject Agreement, as the case may be) with the corresponding Eligible ACE (legally represented by such association president) under terms and conditions satisfactory to the Bank, including inter alia the obligation of said Eligible School and Eligible ACE to jointly carry out Part B. 2 (a) and (b) of the Project, as the case may be, as set forth in the Operational Manual and to maintain records and accounts, in a manner acceptable to the Bank to enable the Borrower to comply with its obligations under Section 4.01 and 4.02 of this Section Agreement; and except (iii) make available on a grant basis to the corresponding Eligible ACE and Eligible School an amount not to exceed $2,500 equivalent per School Development Plan or per Social Community Subproject, as the Borrower and the Association shall otherwise agree, the Borrower shall, through the FMWR, carry out, and cause the Participating States, through their SWAscase may be, to carry outout Part B. 2 (a) and (b), as the Project in accordance with case may be, of the Implementation Program set forth in Schedule 4 to this AgreementProject. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights rights, and carry out its obligations under the Subsidiary Credit each Inter-institutional Agreement, School Development Plan Agreement and Social Community Subproject Agreement in such a manner as to protect the interests of the Borrower and the Association Bank and to the accomplish the purposes of the Credit, and, except Project. Except as the Association Bank shall otherwise agree, the Borrower shall not amend, assign, amendabrogate, abrogate suspend, terminate, waive or waive the Subsidiary Credit fail to enforce any Inter-Institutional Agreement, School Development Plan Agreement or Social Community Subproject Agreement or any provision thereof. (d) Except as the Bank shall otherwise agree, the Borrower shall not amend, abrogate, suspend, waive or fail to enforce the Operational Manual or the Administrative Manual or any provision thereof. In case of any conflict between any such manual and this Agreement, the terms of this Agreement shall prevail. Section 3.02. Without limitation upon to the provisions of paragraph Section 3.01 (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreeabove, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable make available to the AssociationMEC, an FPAamount in Guaraníes, under terms equivalent to at least: (i) three hundred thousand Dollars ($300,000) for Project Year 1; (ii) eight hundred and conditions acceptable to fifty Dollars ($850,000) for Project Year 2; and (iii) one million three hundred and fifty thousand ($1,350,000) for Project Year 3, as counterpart funds for the Association, including appropriate protection against set-off, seizure or attachmentProject during Project implementation; (b) (i) deposit into not later than June 15 of each year during Project implementation, starting in September 30, 2003, furnish to the FPA an initial amount in accordance with the provisions Bank, for its review, a copy of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution 's budget proposal for expenditures under the Project other than those financed from the proceeds of the CreditMEC; and (c) within thirty days after the date in which the Borrower's budget for MEC is legislatively approved each calendar year, furnish to the Bank a copy of such approved budget. Section 3.03. Except as the Bank shall otherwise agree, procurement of the works, goods and consultants' services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of Schedule 4 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 Bank, and furnish to the Bank not later than six (6) months before the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Bank, a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.05. The Borrower shall: (i) operate and maintain during Project implementation the PCU with functions and responsibilities satisfactory to the Bank as set forth in the Administrative Manual, including, inter alia, the responsibility to coordinate and oversee the implementation of the Project; (ii) ensure that funds deposited into the FPA PCU is at all times headed by an executive coordinator and assisted by staff in adequate numbers including, inter alia, a technical coordinator, a finance coordinator and a procurement coordinator, all hired through competitive processes and operating under terms of reference with qualifications and experience satisfactory to the Bank. Turnover of PCU staff shall be duly justified by the Borrower, and said justification shall be satisfactory to the Bank. Section 3.06. The Borrower shall not later than September 30 of each year during Project implementation, starting in February 28, 2004, prepare and furnish to the Bank for approval an annual implementation plan, of such scope and in such detail as the Bank may reasonably request, with respect to the activities to be carried out under the Project during the twelve months following the date of presentation of such plan. Section 3.07. The Borrower shall: (a) maintain policies and procedures adequate to enable it to monitor and evaluate on an ongoing basis, in accordance with the provisions indicators set forth in the Implementation Letter, the carrying out of the Project and the achievement of the objectives thereof; (b) prepare, under terms of reference satisfactory to the Bank, and furnish to the Bank, on or about March 31 in each year of Project implementation (beginning on March 31, 2005), 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 Bank, by April 30 in each year of Project implementation (beginning on April 30, 2005), or such later date as the Bank shall request, the report referred to in paragraph (b) of this Section shall be used exclusively Section, and, thereafter, take all measures required to finance expenditures under ensure the efficient completion of the Project other than those financed from and the proceeds achievement of the Creditobjectives thereof, based on the conclusions and recommendations of the said report and the Bank’s views on the matter. Section 3.033.08. The Borrower shall, until completion shall ensure that construction of prototype schools under Part C. 3 of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, Project shall only take place on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectland where no resettlement action is required.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate financial, technical, administrative, financial, engineering, water supply, engineering and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. The Borrower shall in particular, for the purpose of the Project: (i) provide facilities for GDLN, CIRD, CIT and the PCU; (ii) finance at least 25 Sub-projects referred to in Part C of the Project before the Project completion date; (iii) mobilize MINEDUB and MINESEC expertise at the central, provincial and department levels to implement the activities under Parts A and B of the Project; and (iv) undertake surveys on the performance indicators under Schedule 5 of this Agreement. (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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (ca) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Except as the Association shall otherwise agree, procurement of the goods, works and 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 as said provisions may be further elaborated in the Procurement Plan. (b) The Borrower shall update the Procurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not assignlater than 12 months after the date of the preceding Procurement Plan, amend, abrogate or waive for the Subsidiary Credit Agreement or any provision thereofAssociation's approval. Section 3.023.03. For the purposes of Section 9.06 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 designed to ensure the continued achievement of the Project's objectives; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. Without limitation upon the provisions of paragraph (a) of to its obligations under Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall, for the purposes of the Project: (a) open and thereafter maintain, for the duration of the Project, an account in CFA Francs (the Project Account) in a commercial bank on terms and conditions satisfactory to the Association; (b) deposit into the Project Account an initial contribution of CFA Francs 30,000,000; (c) thereafter deposit in the Project Account, at the end of each calendar quarter, until the completion of the Project, in NGN, in a commercial bank acceptable such amounts as shall be required to timely replenish the Project Account back to the Associationamount of CFA Francs 60,000,000, an FPA, under terms and conditions acceptable to or whenever the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions balance of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other Account shall be less than those financed from the proceeds of the CreditCFA Francs 30,000,000; and (cd) ensure that funds amounts deposited into the FPA in accordance with the provisions of paragraph (b) of this Section Project Account shall be used exclusively to finance make payments to meet expenditures under made or to be made in respect of the reasonable cost of goods, works and services for the Project other than in addition of those financed from the proceeds of the Credit. Section 3.033.05. The Borrower shall, until completion within six months of the ProjectDate of Effectiveness, cause each Participating State to:adopt a regulation for the establishment of DC satisfactory to the Association. Section 3.06. The Borrower shall, within twelve months of the Date of Effectiveness, legally establish the GDLN Center in a form satisfactory to the Association. (a) open The Borrower shall establish and thereafter maintainmaintain a financial management system, until completion of the Projectincluding records and accounts, and prepare financial statements in NGN, in a commercial bank accordance with consistently applied accounting standards acceptable to the Association, an SPA adequate to reflect the operations, resources and expenditures related to the Project. (SPA A, B, and C, respectively, b) The Borrower shall: (i) have the financial statements referred to in paragraph (a) of this Section for Kaduna, Kano, and Ogun Stateseach fiscal year (or other period agreed to by the Association), commencing with the fiscal year in which the first withdrawal under terms and conditions the Project Preparation Advance was made, audited, in accordance with consistently applied auditing standards acceptable to the Association, including appropriate protection against, set-off, seizure or attachmentby independent auditors acceptable to the Association; (bii) furnish to the Association as soon as available, but in any case not later than six months after the end of each such year (ior such other period agreed to by the Association): (A) deposit into its respective SPA an initial amount certified copies of the financial statements referred to in accordance with paragraph (a) of this Section for such year (or other period agreed to by the provisions of Article 6.01 (cAssociation), as so audited; and (iiB) thereafteran opinion on such statements by said auditors, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority in scope and detail satisfactory to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPAAssociation; and (iii) furnish to the Association such other information concerning such records and accounts, and the audit of such financial statements, and concerning said auditors, as the Association may 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 reports referred to in Part A.5 of Schedule 1 to this Agreement (Report-based Disbursements) or on the basis of statements of expenditure, the Borrower shall: (i) retain, until at least one year after the Association has received the audit report for, or covering, 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; (ii) enable the Association's representatives to examine such records; and (iii) ensure that funds deposited into such reports and statements of expenditure are included in the respective SPA audit for each fiscal year (or other period agreed to by the Association), referred to in accordance with the provisions of paragraph (b) of this Section Section. (a) Without limitation upon the Borrower's progress reporting obligations set out in Schedule 4 to this Agreement the Borrower shall be used exclusively prepare and furnish to finance each Participating State’s contribution the Association a financial monitoring report, in form and substance satisfactory to the Association, which: (i) sets forth sources and uses of funds for expenditures the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Credit, and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first FMR shall be furnished to the Association not later than 45 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; thereafter, each FMR shall be furnished to the Association not later than 45 days after each subsequent calendar quarter, and shall cover such calendar quarter.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, end shall carry out: (i) through the FMWRParticipating Institutions, carry out Parts C.1A (except for Part A.3), C.2 only insofar as dams covered thereunder fall within the ownership of the BorrowerB, C and D.1 D of the Project; and (ii) through the Judiciary, and cause in close coordination with the Participating StatesProject Districts, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 Part A.3 of the Project, all with due diligence and efficiency efficiency, and in conformity with appropriate administrative, managerial, technical, architectural, environmental, financial, engineering, water supply, auditing and environmental participatory practices, and shall provide provide, or cause the Participating States Institutions and the Project Districts to provide, as the case may bein a timely manner, promptly and as needed, the funds, facilities, services and other resources required for the Project, all with due regard to institutional responsibilities detailed in the AMAG’s Organic Law, the CNM’s Organic Law and the Organic Law and the principles governing the Borrower’s plan for the strengthening of its justice sector pursuant to the provisions of Acuerdo Nacional and as set forth in the Justice Sector Plan. (b) Without limitation upon the provisions of paragraph (a) of this Section Section, and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shallBorrower, through the FMWR, carry out, Participating Institutions and cause the Participating States, through their SWAs, to carry out, the Project Districts, shall carry out the Project, in accordance with the terms of the Operational Manual and the Implementation Program set forth in Schedule 4 5 to this Agreement. Section 3.02. (ca) The Without limitation upon the provisions of Section 3.01 of this Agreement, the Borrower shall make shall: (i) through MEF, enter into an agreement (the proceeds of the Credit available to Subsidiary Agreement) with the Participating States under a Subsidiary Credit Agreement Institutions detailing the Project activities to be entered into between the Borrower and carried out by each Participating State, under Institution pursuant to terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the CreditBank; and (cii) ensure that funds deposited into the FPA in accordance with pursuant to the provisions of paragraph the agreement referred to in subparagraph (bi) of this Section shall be used exclusively Section, cause GG to finance expenditures under enter into an agreement (the Performance Agreement) with each one of the Project other than those financed from Districts (prior to the proceeds carrying out of any of the Credit. Section 3.03. The Borrower shall, until completion activities under Part A.3 of the Project), cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable pursuant to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to model contractual provisions set forth in the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectOperational Manual.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supplytechnical, and environmental health services practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon any of its obligations under paragraph (a) of this Section, the Borrower shall ensure that sufficient annual allocations will be made with the Borrower’s budget for the Borrower’s counterpart contribution to the costs of the Project. (c) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 5 to this Agreement. Section 3.02. Except as the Bank 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 Loan shall be governed by the provisions of Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish Section 3.03. For the purposes of Section 9.08 of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without General Conditions and without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreethereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank and thereafter maintainfurnish to Bank 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 Bank, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 out: (a) Part A of the Project, through MoT, with the participation of the City Departments; and cause the Participating States(b) Parts B and C, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the ProjectMoT, all in coordination with the DGRBM-SUPCE, with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringtechnical, water supplypublic utility, social, engineering and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 3 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (cb) The Borrower shall make update the proceeds Procurement Plan in accordance with guidelines acceptable to the Bank, and furnish such update to the Bank not later than 12 months after the date of the Credit available to preceding Procurement Plan, for the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationBank’s approval. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish Section 3.03. For the purposes of Section 9.07 of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without General Conditions and without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreethereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank 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 Bank, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintainWithout limitation upon the provisions of Section 3.01 of this Agreement, until completion the Borrower shall carry out the Project and/or cause to be carried out the same in accordance with: (i) the provisions of a manual (the ProjectOperational Manual), in NGN, in a commercial bank acceptable to the AssociationBank, an SPA said manual to include, inter alia: (SPA A, ) the institutional and administrative structure of DGRBM-SUPCE and its functions and responsibilities; (B, ) the terms of reference for the professional and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, setadministrative staff of DGRBM-off, seizure or attachmentSUPCE; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower TANESCO declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental technical practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association TANESCO shall otherwise agree, the Borrower shall, through the FMWR, TANESCO shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, procurement of the goods required for the Project and to be financed out of the proceeds of the Credit shall be governed by the provisions of Schedule 1 to this Agreement. (a) TANESCO shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project. (b) For the purposes of Section 9.06 of the General Conditions and without limitation thereto, TANESCO shall: (i) prepare, on the basis of guidelines acceptable to the Association and furnish to the Association not later than four (4) months after the Closing Date or such later date as may be agreed for this purpose between the Association, the Borrower and TANESCO, a plan designed to ensure the sustainability of the Project’s objectives; and (ii) afford the Association a reasonable opportunity to exchange views with the Borrower and TANESCO on said plan. Section 2.04. TANESCO shall duly perform all its obligations under the Subsidiary Grant Agreement. Except as the Association shall otherwise agree, TANESCO shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Grant Agreement or any provision thereof. Section 3.022.05. Without limitation upon the provisions of paragraph (a) TANESCO shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, performance of its obligations under terms this Agreement and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditSubsidiary Grant Agreement. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, : (i) shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate financial, administrative, financial, engineering, water supply, environmental and environmental community development practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project; and (ii) without any limitation or restriction upon any of its other obligations under the Development Credit Agreement, shall cause each of the Project States to perform in accordance with the provisions of their respective Project Agreement all the obligations of such Project States therein set forth, shall take and cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable such Project States to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make relend the proceeds of the Credit available allocated to Part B of the Project to the Participating Project States under a Subsidiary Credit Agreement subsidiary financing agreements to be entered into between the Borrower and each Participating Project State, under on the same terms and conditions which shall have been approved by the Associationas this Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement Financing Agreements in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the any Subsidiary Credit Financing Agreement or any provision thereof. Section 3.02. Without limitation upon 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 paragraph Schedule 3 to this Agreement. Section 3.03. For the purposes of Section 9.06 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 sustainability of the Project; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on the said plan. Section 3.04. Without limitation to its obligations under Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until the completion of the Project, an account (the NPC Project Account) in NGNNaira, in a commercial bank acceptable bank, on terms and conditions satisfactory to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA promptly thereafter make an initial amount deposit in accordance with the provisions Naira of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 US$60,000 (Initial Deposit) into such account to finance the Borrower’s contribution for expenditures under to the Project; (c) thereafter deposit into the NPC Project Account by January 1 each year during Project implementation such amounts as shall be required and agreed upon with the Association to timely replenish the Project other than those financed from Account back to the proceeds amount of the Creditinitial deposit referred to in paragraph (b); and (cd) ensure that use the funds deposited into in the FPA in accordance with the provisions of paragraph (b) of this Section shall be used NPC Project Account exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditProject. Section 3.033.05. The Borrower shalland the Association hereby agree that the obligations set forth in Sections 9.03, until completion 9.04, 9.05, 9.06, 9.07 and 9.08 of the ProjectGeneral Conditions (relating to insurance, cause each Participating State to: (ause of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) open and thereafter maintain, until completion in respect of Part B of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA Project shall be carried out by the amount required Project States pursuant to finance the respective Participating State’s contribution for expenditures under Section 2.03 of the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and financial practices and with due regard to ecological and environmental practicesfactors, and shall provide or cause the Participating States to provide, as the case may be, 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 The Borrower and the Association shall otherwise agreeprovide, the Borrower shall, or provide through the FMWR, carry out, and cause the Participating States, through their SWAsone or more Financial Agents, to carry outBeneficiaries the proceeds of the Loan under Sub-loan Agreements, with terms and conditions satisfactory to the Project in accordance with the Implementation Program Bank, which shall include those set forth in Schedule 4 to this Agreement, and in accordance with the Operating Manual. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under enter into a Subsidiary Credit Financial Administration Agreement to be entered into between the Borrower and with each Participating StateFinancial Agent, under with terms and conditions which shall have been approved satisfactory to the Bank, including provision for the payment of fees by the AssociationBorrower to each said Financial Agent as set forth in paragraph 7 (c) of Schedule 4 to this Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit each Financial Administration Agreement and shall cause each Financial Agent to exercise its rights under each Sub-loan Agreement in such manner as to protect the interests of the Bank, the Borrower and the Association said Financial Agent and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate, or waive the Financial Administration Agreement or any provision thereof and shall cause said Financial Agent not to assign, amend, abrogate or waive the Subsidiary Credit any Sub-loan Agreement or any provision thereof. Section 3.02. Without limitation upon The Borrower shall establish and thereafter maintain the PIT with qualified and experienced staff, satisfactory to the Bank, including a team leader and two professional staff, to manage the APAP. Section 3.03. The Borrower shall: (a) maintain policies and procedures adequate to enable it to monitor and evaluate on an ongoing basis, in accordance with indicators satisfactory to the Bank, the carrying out of the Project and the achievement of the objectives thereof; (b) prepare, under terms of reference satisfactory to the Bank, and furnish to the Bank, on or about January 31 of each calendar year, 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; (c) review with the Bank, by January 31, 1997, or such later date as the Bank shall request, the report referred to in paragraph (b) of this Section, 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 said report and the Bank’s views on the matter. Section 3.04. Except as the Bank shall otherwise agree, procurement of goods and services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of paragraph 8 (ab) of Section 3.01 of Schedule 4 to this Agreement. Section 3.05. For the purposes of Section 9.07 of the General Conditions, and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank and thereafter maintainfurnish to the Bank not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and the Borrower, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within or cause to be carried out the ownership of the Borrower, Project and D.1 of the Project, conduct its operations and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all affairs with due diligence and efficiency and in conformity with appropriate appro- priate technical, administrative, financialeconomic and financial standards and practices, engineering, water supply, with qualified management and environmental practicesstaff and in accord- ance with the Basic Law and the Credit Policy Guidelines, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Projectpurpose. (b) Without limitation upon For the provisions purpose of paragraph (a) carrying out Part A of this Section and except as the Borrower and the Association shall otherwise agreeProject, the Borrower shall, through shall make available to the FMWR, carry out, Guarantor the equivalent in the currency of the Guarantor (determined as of the date or respective dates of withdrawal from the Loan Account or payment out of the Special Account B) of the value of the currency or currencies so withdrawn or paid out on account of the cost of goods and cause the Participating States, through their SWAs, to carry out, services for Part A of the Project in accordance with the Implementation Program set forth in Schedule 4 and to this Agreement. (c) The Borrower shall make be financed out of the proceeds of the Credit available Loan allocated from time to the Participating States time to Category (1) under a Subsidiary Credit Agreement subsidiary loan agreement to be entered into between the Borrower and each Participating Statethe Guarantor, under terms and conditions which shall have been approved by the AssociationBank, and which shall include, without limitation, terms pursuant to which the Guarantor shall undertake to: (i) repay the principal amount so made avail- able over a period of 15 years, inclusive of a grace period of three years; and (ii) pay interest on the principal amount so made available and withdrawn and outstanding from time to time at a rate equal at least to (A) the rate of interest applicable from time to time to the Loan pursuant to Section 2.05 of this Agree- ment, and (B) an additional charge equal to twenty percent (20%) of the amounts to be paid pursuant to subparagraph (ii)(A) hereof. (c) For the purpose of carrying out Part D of the Project, the Borrower shall make available to the Eligible Banks the equivalent in the currency of the Guarantor (determined as of the date or respective dates of withdrawal from the Loan Account or payment out of the Special Account B) of the value of the currency or currencies so withdrawn or paid out on account of the cost of goods and Consultants’ services, on the basis of a list of such goods and services approved by the Bank for procurement by each such Eligible Bank in accordance with the provisions of Sections II and III of Schedule 4 to this Agreement, to be financed out the proceeds of the Loan allocated from time to time to Category (4) under subsidiary lending agreements to be entered into between the Borrower and each such Eligible Bank, under terms and conditions which shall have been approved by the Bank, and which shall include, without limitation, terms pursuant to which such Eligible Bank shall undertake to: (i) repay the principal amount so made available over a period of not more than ten years, inclusive of a grace period of not more than three years; and (ii) pay interest to the Borrower on the principal amount so made available and withdrawn and outstanding from time to time at a rate equal at least to: (A) the rate of interest applicable from time to time to the Loan pursuant to Section 2.05 of this Agreement, and (B) an additional charge equal to twenty percent (20%) of the amounts to be paid pursuant to subparagraph (ii) (A) hereof. (d) For the purpose of carrying out Parts E and F of the Project, the Borrower shall make available to the Participating Banks the equivalent of the proceeds of the Loan referred to in Part A.1 of Schedule 7 to this Agreement under subsidiary financing agreements to be entered into between the Borrower and each of the Participating Banks, under terms and conditions which shall have been approved by the Bank, and which shall include, without limitation, those set forth in Schedule 7 to this Agreement. Section 3.02. The Borrower shall: (a) coordinate and monitor the overall execution of the Project and supervise the carrying out by the Participating Banks and the Eligible Banks of their respective Subsidiary Financing and Subsidiary Lending Agreements in accordance with policies and procedures satisfactory to the Bank; (b) ensure that, except as the Bank shall otherwise agree: (i) not more than one Sub-loan shall be made to any one Benefi- ciary under Part F (1) of the Project; and (ii) the aggregate amount of all Sub-loans made by the Participating Banks, or any one Participating Bank, shall not exceed (A) the equivalent of $10,000,000 to any one Beneficiary under Part F (2) (a) of the Project and $4,000,000 to any one Beneficiary under Part F (2) (b) of the Project, and (B) when added to any other amount financed or proposed to be financed out of the proceeds of any other loan provided for by the Bank in any outstanding loan agreement between the Bank and the Borrower, the proceeds of which have been or are being used for financing goods and services directly and materially related to a Restructuring Project or a Restructuring Study to be financed under such Sub-loans, the equivalent of $200,000 for any one Restructuring Study under Part F (1) of the Project, $5,000,000 for any one Restructuring Project under Part F (2) (a) of the Project and $2,000,000 for any one Restructuring Project under Part F (2) (b) of the Project. (c) without limitation or restriction upon any of its other obligations under the Loan Agreement, take all action, including the provision of funds, facilities, services or other resources, necessary or appropriate to enable the Participating Banks and the Eligible Banks to perform in accordance with the provisions of their respective Subsidiary Financing and Subsidiary Lending Agreements all the obligations of such Banks therein set forth, and not take any action which would prevent or interfere with such performance; and (d) exercise its rights under the Subsidiary Credit Agreement Loan Agreement, the Subsidiary Financing Agreements and the Subsidiary Lending Agreements in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit any such Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State toin order to assist it in carrying out: (a) open and thereafter maintain, until completion Part C of the Project, in NGN, in a commercial bank acceptable employ consultants with qualifi- cations and experience and under terms of reference satisfactory to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment;Bank; and (b) its obligations pursuant to Sections 9.06 and 9.07 of the General Conditions (i) deposit into its respective SPA an initial amount in accordance relating to plans and schedules, and records and reports, respectively), maintain arrangements, satis- factory to the Bank, with the provisions Restructuring Program Office. Section 3.04. Except as the Bank shall otherwise agree, pro- curement of Article 6.01 (c); the goods, licenses and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount consultants’ services required to finance the respective Participating State’s contribution for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit Loan shall be governed by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph Schedule 4 to this Agreement. Section 3.05. The Bank and the Borrower hereby agree that the obligations set forth in Sections 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (brelating to insurance, use of goods and services, plans and schedules, records and reports and mainte- ▇▇▇▇▇, respectively) of this Section shall be used exclusively carried out in respect of Part A of the Project by the Guarantor pursuant to finance each Participating State’s contribution for expenditures under Section 3.04 of the ProjectGuarantee Agreement.

Execution of the Project. (a) The Borrower CDR declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Loan Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, technical, engineering, water supplyenvironmental, cultural heritage and environmental urban development practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Bank and the Association CDR shall otherwise agree, the Borrower shall, through the FMWR, CDR shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement, and the provisions of the Project Implementation Plan, the Environmental Assessment, the Environmental Management Plan, the Resettlement Policy Framework, and the Resettlement Action Plan. Section 2.02. Except as the Bank 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 Loan shall be governed by the provisions of Schedule 1 to this Agreement. (ca) The Borrower CDR shall make carry out the proceeds obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject Agreement. (db) The Borrower For the purposes of Section 9.07 of the General Conditions and without limitation thereto, CDR shall: (i) prepare, on the basis of guidelines acceptable to the Bank, and furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and CDR, a plan for the future operation of the Project; afford the Bank a reasonable opportunity to exchange views with CDR on said plan; and thereafter carry out said plan with due diligence and efficiency and in accordance with appropriate practices, taking into account the Bank’s comments thereon. Section 2.04. CDR shall exercise duly perform all its rights obligations under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Agreement. Except as the Association Bank shall otherwise agree, the Borrower CDR shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Agreement or any provision thereof. Section 3.022.05. Without limitation upon the provisions of paragraph (a) CDR shall, at the request of Section 3.01 of this Agreementthe Bank, and except as exchange views with the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion Bank with regard to progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds purposes of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditLoan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Section 2.01. SONELEC declares its commitment to the objectives of the Project as set forth in Schedule 2 to this the Development Credit Agreement and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental other technical practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except 2.02. Except as the Association shall otherwise agree, procurement of the Borrower 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 1 to this Agreement. Section 2.03. SONELEC shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement. Section 2.04. SONELEC shall duly perform all its obligations under the Subsidiary Loan Agreement and the Performance Contract. Except as the Association shall otherwise agree, SONELEC shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Loan Agreement or the Performance Contract, or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) SONELEC shall participate fully in the annual review referred to in Schedule 3 of Section 3.01 of the Development Credit Agreement and, to this Agreementend, and except as shall (i) furnish to the Borrower and the Association shall otherwise agreesuch reports as may be required for that purpose, and in such detail as the Borrower shall: (a) open or the Association shall reasonably request, on the progress and thereafter maintain, until completion status of the Project, in NGNand (ii) following each such review, act promptly and diligently, in order to take, or assist the Borrower in taking, any corrective action deemed necessary to remedy any shortcoming noted in the implementation of the Project, or to implement, or assist the Borrower in implementing, such other measures as may have been agreed upon between the parties in furtherance of the objectives of the Project. (b) Without prejudice to the generality of the foregoing, SONELEC shall, at the request of the Association, exchange views with the Association with regard to the progress of the Project, the performance of its obligations under this Agreement, the Subsidiary Loan Agreement and the Performance Contract, and other matters relating to the purposes of the Credit. (c) SONELEC shall promptly inform the Association of any condition which interferes or threatens to interfere with the progress of the Project, the accomplishment of the purposes of the Credit, or the performance by SONELEC of its obligations under this Agreement and under the Subsidiary Loan Agreement. Section 2.06. SONELEC shall, not later than October 1, 1992, prepare and submit to the Association a commercial bank proposed schedule, which shall be acceptable to the Association, an FPA, under terms and conditions acceptable to for the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds gradual reduction of the Credit; and (c) ensure that funds deposited into the FPA preferential element included in accordance with the provisions of paragraph (b) of this Section shall be used exclusively water and electricity tariffs applicable to finance expenditures under the Project other than those financed from the proceeds of the CreditSONELEC employees. Section 3.032.07. The Borrower shall, until completion of SONELEC commits itself to designate counterparts for the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of technical assistance experts whom it shall contract during the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) execution of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower MUB declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, : (i) carry out Parts C.1C, C.2 only insofar as dams covered thereunder fall within the ownership D.1, D.2 and D.3 of the Borrower, and D.1 Project (the MUB Parts of the Project, and ); and (ii) cause the Participating States, through their respective SWAs, USAG to carry out Parts A, B, C.2, B and D.2 D.4 of the Project (the USAG Parts of the Project, ); all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association MUB shall otherwise agree, MUB shall carry out the Borrower shall, through the FMWR, carry out, and Project or cause the Participating States, through their SWAs, Project to carry out, the Project be carried out in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. 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 1 to this Agreement. (a) MUB shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition) in respect of the Project Agreement. (b) For the purposes of Section 9.07 of the General Conditions and without limitation thereto, MUB shall: (i) 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 Association and MUB, a plan for the future operation of the Project; and (ii) afford the Association a reasonable opportunity to exchange views with the Borrower and MUB on said plan. Section 2.04. MUB shall duly perform all its obligations under the MUB Subsidiary Loan Agreement. Except as the Association shall otherwise agree, MUB shall not assigntake or concur in any action which would have the effect of assigning, amendamending, abrogate abrogating or waive waiving the MUB Subsidiary Credit Loan Agreement or any provision thereof. Section 3.022.05. Without limitation upon the provisions of paragraph (a) MUB shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the Project, in NGNthe performance of its obligations under this Agreement and under the MUB Subsidiary Loan Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A of the BorrowerProject through its Planning Commission, Ministry of Communications and D.1 Ministry of Finance, Part B of the Project, Project through NHB and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 Part C of the ProjectProject through PR, all with due diligence and efficiency and in conformity with appropriate administrativeeconomic, financial, engineering, water supply, managerial and environmental administrative practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (ca) The For the purpose of carrying out Part B of the Project, the Borrower shall make available to NHB, in the form of budgetary allocations, the equivalent of the proceeds of the Credit available Loan allocated from time to time for Part B of the Participating States Project under a Subsidiary Credit Agreement Category (1) of the table set forth in Schedule 1 to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Associationthis Agreement. (db) The Borrower shall exercise its rights under For the Subsidiary Credit Agreement in such manner as to protect the interests purpose of carrying out Part C of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agreeProject, the Borrower shall not assign, amend, abrogate or waive make available to PR the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon proceeds of the provisions Loan allocated from time to time for Part C of paragraph the Project under Category (a2) of Section 3.01 of the table set forth in Schedule 1 to this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution current budgetary and accounting arrangements for expenditures under the Project other than those financed from the proceeds financing capital investments or replacement of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditassets by PR. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGNshall enable PR to acquire, in a commercial bank acceptable timely manner, the foreign exchange required for the procurement of spare parts needed for the proper operation and maintenance of its locomotives. Such requirements shall be reviewed in the context of the annual review referred to in Part A (2) of Schedule 5 to this Agreement. Section 3.04. Except as the AssociationBank shall otherwise agree, an SPA (SPA Aprocurement of the goods, B, works and C, respectively, consultants’ services required for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit Loan shall be governed by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of Schedule 4 to this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (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, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all STP with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, technical and environmental financial practices, and shall provide or cause the Participating States with due regard to environmental and ecological considerations, and provide, as the case may be, 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 Section, and except as the Borrower and the Association shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.03. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.06 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Association, and thereafter maintainfurnish 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, until completion a plan designed to ensure the continued achievement of the objectives of the Project; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. Without limitation upon its obligations under Section 3.01 of this Agreement, in NGNthe Borrower shall (a) maintain, in a commercial bank acceptable and on terms and conditions satisfactory to the Association, an FPAadvance account in the currency of the Borrower (hereinafter referred to as the Project Account), under terms to be operated and conditions acceptable maintained by STP, into which it shall deposit from time to time its local counterpart contribution to the Association, including appropriate protection against set-off, seizure or attachmentcost of the Project; (b) (i) deposit into the FPA Project Account an initial amount in accordance with advance equivalent to $200,000, and thereafter replenish the provisions of Article 6.01 (a); and (ii) thereafter, Project Account on a quarterly basis, replenish or whenever the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other balance thereof equals not more than those financed from the proceeds one third of the Creditamount of the initial deposit, whichever occurs first; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section Project Account shall be used exclusively to finance only for the purposes of defraying the cost of expenditures under incurred in the execution of the Project other than those which are not financed from out of the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower PPWSA declares its commitment to the objectives of the Project Project, as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, environmental and public water supply, and environmental supply utility practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, promptly as needed, the funds, facilities, services and other resources required for Part A of the Project. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Association and the Association PPWSA shall otherwise agree, the Borrower shall, through the FMWR, PPWSA shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. Section 2.02. 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 1 to this Agreement. (ca) The Borrower PPWSA shall make carry out the proceeds obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement and Part A of the Project. (b) For the purposes of Section 9.07 of the General Conditions and without limitation thereto, PPWSA shall: (i) prepare, on the basis of guidelines acceptable to the Participating States under 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 Association and PPWSA, a plan for the future operation of Part A of the Project; and (ii) afford the Association a reasonable opportunity to exchange views with PPWSA on said plan. (a) For the purposes of carrying out Part A of the Project, PPWSA shall enter into a Subsidiary Credit Loan Agreement to be entered into between with the Borrower and each Participating StateBorrower, under terms and conditions acceptable to the Association and which shall have been approved by include, inter alia, the Associationterms and conditions set forth in Schedule 5 of the Development Credit Agreement. (db) The Borrower PPWSA shall duly perform all its obligations under the Subsidiary Loan Agreement, and it shall exercise its rights under the Subsidiary Credit Loan Agreement in such a manner so as to protect the its interests and those of the Borrower and the Association Association, and to accomplish the purposes of the Credit, and, except . Except as the Association shall otherwise agree, the Borrower PPWSA shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Loan Agreement or any provision thereof. Section 3.022.05. Without limitation upon the provisions of paragraph (a) PPWSA shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of Part A of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Loan Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, without any limitation or restriction upon any of its other obligations under the Loan Agreement, shall: (a) cause RNCMNR, through CFR and Metrorex to perform in accordance with the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership provisions of the BorrowerRNCMNR Project Agreement, the CFR Project Agreement, and D.1 the Metrorex Project Agreement all the obligations of the ProjectRNCMNR, CFR and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide Metrorex therein set forth; and (b) take or cause to be taken all relevant actions, including the Participating States to provide, as the case may be, promptly as needed, the provision of funds, facilities, services and other resources required for resources, necessary or appropriate to enable NCMNR, CFR and Metrorex, and to perform their obligations under the ProjectRNCNMR Project Agreement, the CFR Project Agreement, and the Metrorex Project Agreement, and not take or permit to be taken any action which would prevent or interfere with such performance. (b) Section 3.02. Without limitation upon the provisions of paragraph (a) Section 3.01 of this Section and except as the Borrower and the Association shall otherwise agreeAgreement, the Borrower shall, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement.: (ca) The Borrower shall make for the purposes of Part A of the Project, relend to RNCMNR the portion of the proceeds of the Credit available Loan allocated from time to time to Categories (1), (2)(a), (3)(a), and (4)(a) of the Participating States table set forth in paragraph 1 of Schedule 1 of this Agreement, in the amount of up to $149,000,000 equivalent (the RNCMNR Subsidiary Loan) under a Subsidiary Credit Agreement subsidiary loan agreement to be entered into between the Borrower Borrower, MTCT, and each Participating StateRNCMNR (the RNCMNR Subsidiary Loan Agreement), under terms and conditions which shall have been approved by the Association. Bank which shall include the following principal terms: (di) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests principal amount of the Borrower and the Association and to accomplish the purposes RNCMNR Subsidiary Loan shall be repaid in Lei in amounts equivalent (determined as of the Creditdate or respective dates of repayment, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of according to Schedule 3 to this Agreement, ) to the amounts withdrawn from the Loan Account or paid out of the Special Account for Part A of the Project on account of goods and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion services for Part A of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions financed out of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachmentLoan; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (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, through the FMWR, : (i) shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part C of the BorrowerProject through MLGRUD, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supplyenvironmental, and environmental technical practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for Part C of the Project; and (ii) shall cause Eligible RDCs to carry out Parts A and B of the Project, with due diligence and efficiency, in conformity with appropriate administrative, financial, environmental, and technical practices, shall take or cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable Eligible RDCs to carry out Parts A and B of the Project, and shall not take or permit to be taken any action which would prevent or interfere with the carrying out of Parts A and B of the Project by Eligible RDCs. (b) Without limitation upon the provisions of paragraph (a) of this Section Section, and except as the Borrower and the Association Administrator shall otherwise agree, the Borrower shall, through shall carry out Part C of the FMWR, carry outProject, and cause the Participating States, through their SWAs, Eligible RDCs to carry outout Parts A and B of the Project, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower Section 3.02. Except as the Administrator shall make otherwise agree, procurement of the goods, works, and consultants’ services required for the Project and to be financed out of the proceeds of the Interim Fund Credit available shall be governed by the provisions of Schedule 3 to this Agreement. Section 3.03. 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 Participating States under a Subsidiary Credit Agreement Administrator, and furnish to the Administrator, not later than six (6) months after the Closing Date or such later date as may be entered into agreed for this purpose between the Borrower and the Administrator, a plan for the future operation of the Project; and (b) afford the Administrator a reasonable opportunity to exchange views with the Borrower on said plan. (a) For the purposes of Part A of the Project, the Borrower shall conclude for each Participating Statefiscal year an agreement (hereinafter called a Grant Participation Agreement) with each Eligible RDC, under whereby the Borrower shall agree to provide to each such Eligible RDC an annual grant, including an amount of the proceeds of the Interim Fund Credit, on a non-reimbursable basis, and on the terms and conditions which shall have been approved by the Associationset forth in paragraph 6 of Schedule 4 to this Agreement. (db) For purposes of Part B of the Project, the Borrower shall conclude an agreement (hereinafter called a Loan Participation Agreement) with each Eligible RDC, whereby it shall agree to on-lend to each such Eligible RDC an amount of the proceeds of the Interim Fund Credit not exceeding the equivalent of $500,000, on the terms and conditions set forth in paragraph 6 of Schedule 4 to this Agreement, and on the basis of the on-lending terms set forth below: (i) an adjustable rate of interest, which shall correspond to the rate established from time to time by the Borrower in relation to its Public Sector Investment Program (PSIP) loans; (ii) a repayment period not exceeding: (A) twelve years, in the case of plant and equipment Sub-projects; (B) twenty five years, in the case of infrastructure Sub-projects; and (C) thirty years, in the case of community development Sub-projects; and (iii) a requirement that the principal amount of the Loan repayable by each Eligible RDC shall be the local currency equivalent of the currency or currencies withdrawn from the Interim Fund Credit Account, such equivalent to be determined as of the date or respective dates of withdrawals from the Interim Fund Credit Account. (c) The Borrower shall exercise its rights under the Subsidiary Credit Agreement each Participation Agreement, in such manner as to protect the interests of the Borrower and the Association Administrator, and to accomplish the purposes of the Interim Fund Credit, ; and, except as the Association Administrator shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit such Participation Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its Provinces declare their commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part B of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringengineering and irrigation, water supply, drainage and environmental road construction practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, promptly as needed, the funds, facilities, services and other resources required for Part B of the Project. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Association and the Association Provinces shall otherwise agree, the Borrower shall, through the FMWR, Provinces shall carry out, and cause the Participating States, through their SWAs, to carry out, out Part B of the Project in accordance with the Implementation Program set forth in Schedule 4 to this the Development Credit Agreement. (c) The Borrower shall make Provinces shall, for the proceeds purposes of Part B of the Credit available to Project, open and maintain in dollars special accounts in the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under National Bank of Pakistan on terms and conditions which shall have been approved by satisfactory to the Association. Deposits into, and payments out of, the Special Accounts shall be made in accordance with the provisions of Schedule 5 to the Development Credit Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, procurement of the Borrower works and consultants’ services required for Part B of the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary provisions of Schedule 3 to the Development Credit Agreement or any provision thereofAgreement. Section 3.022.03. Without limitation upon The Provinces shall carry out the provisions obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of paragraph the General Conditions (arelating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of Section 3.01 the Project Agreement and Part B of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall:Project. (a) open and thereafter maintainThe Provinces shall, until completion at the request of the Association, exchange views with the Association with regard to the progress of Part B of the Project, in NGN, in a commercial bank acceptable the performance of their obligations under this Agreement and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. (b) The Borrower shall, until completion Provinces shall promptly inform the Association of any condition which interferes or threatens to interfere with the progress of Part B of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion the accomplishment of the Projectpurposes of the Credit, in NGN, in a commercial bank acceptable to or the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA performance by the amount required to finance the respective Participating State’s contribution for expenditures Provinces of their obligations under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, : (i) shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part B of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, administrative and environmental practices, financial practices and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for such Parts of the Project; and (ii) without limitation or restriction upon any of its other obligations under the Loan Agreement, the Borrower shall take all action necessary or appropriate to create the enabling environment for the SMF to perform its obligations set forth in the Project Agreement, and shall not take any action which would prevent or interfere with such performance. (b) Without limitation upon the provisions of paragraph (a) of this Section Section, and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make relend the proceeds of the Credit available Loan allocated from time to time to Categories (1), (2) and (3) of the table set forth in Paragraph 1 of Schedule 1 to this Agreement to the Participating States SMF under a Subsidiary Credit Agreement subsidiary loan agreement to be entered into between the Borrower and each Participating Statethe SMF, under terms and conditions which shall have been approved by the AssociationBank and which shall include the terms and conditions set forth in Schedule 7 to this Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit Sub- sidiary Loan Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Loan Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion pro- curement of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms goods and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions consultants’ services required for Part B of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Loan shall be governed by the provisions of paragraph (b) of Schedule 4 to this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Bank and the Borrower shallhereby agree that the obligations set forth in Sections 9.04, until completion of the Project9.05, cause each Participating State to: (a) open and thereafter maintain9.06, until completion of the Project9.07, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; 9.08 and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1the Project through SSHARDA (except for Part C thereof, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrowerwhich shall be carried out by CACB), and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financialagricultural, engineering, water supply, financial and environmental administrative practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project (except for Part C thereof) in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Without any limitation or restriction upon any of its other obligations under this Agreement, the Borrower shall cause CACB to perform in accordance with the provisions of the Project Agreement all the obligations therein set forth, shall take and cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable CACB to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (d) For the purpose of carrying out Part C of the Project, the Borrower shall make available to CACB the proceeds of the Credit available allocated from time to time to Category (4) of the Participating States table set forth in paragraph 1 of Schedule 1 to this Agreement under a Subsidiary Credit Agreement subsidiary loan agreement to be entered into between the Borrower and each Participating StateCACB, under on terms and conditions which shall have been approved by the Association. , including, inter alia, the following principal terms and conditions: (dA) The Borrower shall exercise its rights under the principal amount of the Subsidiary Credit Agreement Loan repayable by CACB shall be the equivalent in such manner Yemeni Rials (determined as to protect the interests of the Borrower and respective dates of withdrawal from the Association and to accomplish the purposes Loan Account or payment out of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (aSpecial Account) of Section 3.01 amounts withdrawn under Category (4); (B) interest shall be at a rate of this Agreement, 2% per annum on the principal amount withdrawn and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable outstanding from time to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a)time; and (iiC) thereafterrepayment of the principal amount of the Subsidiary Loan withdrawn and outstanding shall be made in forty equal semiannual installments, starting on a quarterly basis, replenish date five years after the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds date of the Credit; and (c) ensure that funds deposited into Subsidiary Loan Agreement or on the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from date the proceeds of the Credit by issuing an irrevocable letter of authority allocated to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.said Category

Execution of the Project. (a) The Borrower Each Project Province declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Loan Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership its Respective Part of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and in accordance with programmatic guidelines acceptable to the Bank, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, promptly as needed, the funds, facilities, services and other resources required for the Projectpurpose. (b) Without limitation upon the provisions of paragraph (aSection 2.01(a) of this Section Agreement, and except as the Borrower Bank and the Association concerned Project Province shall otherwise agree, the Borrower shall, through the FMWR, each Project Province shall carry out, and cause the Participating States, through their SWAs, to carry out, out its Respective Part of the Project in accordance with the Implementation Program set forth in the Schedule 4 to this Agreement. (ca) The Borrower Except as the Bank shall make 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 available Loan shall be governed by the provisions of Schedule 4 to the Participating States under Loan Agreement. (b) Without limitation upon the foregoing, all pesticides and other farm chemicals required for the Project shall be selected exclusively from a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been list of chemicals approved by the AssociationBank and shall be used, handled and stored in accordance with guidelines acceptable to the Bank. (da) The Borrower Each Project Province shall exercise its rights under carry out the Subsidiary Credit Agreement obligations set forth in such manner as to protect the interests Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the Borrower General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition) in respect of its Respective Part of the Association Project. (b) For the purposes of Section 9.08 of the General Conditions and without limitation thereto, each Project Province shall: (i) prepare, on the basis of guidelines acceptable to accomplish the Bank, a plan for the future operation of its Respective Part of the Project, and furnish the same to the Borrower, for consolidation pursuant to Section 3.04 of the Loan Agreement, not later than three months after the Closing Date or such later date as may be agreed for this purpose between the Bank and said Project Province; and (ii) afford the Bank a reasonable opportunity to exchange views with said Project Province on said plan. (a) Each Project Province shall, at the request of the Bank, exchange views with the Bank with regard to the progress of its Respective Part of the Project, the performance of its obligations under this Agreement, and other matters relating to the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereofLoan. Section 3.02. Without limitation upon (b) Each Project Province shall promptly inform the provisions Bank of paragraph (a) any condition which interferes or threatens to interfere with the progress of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion its Respective Part of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds accomplishment of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the CreditLoan, or the performance by said Project Province of its obligations under this Agreement. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower SOLIMA declares its commitment to the objectives of the Project as set forth in Schedule 2 to this the Development Credit Agreement and, to this end, shall, through the FMWR, shall carry out Parts C.1C, C.2 only insofar as dams covered thereunder fall within the ownership D and E of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and efficiency, in conformity with appropriate administrative, financial, engineering, water supply, financial and engineering practices and with due regard to ecological and environmental practicesfactors, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, promptly as needed, the funds, facilities, services and other resources required for Parts C, D and E of the Project. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Association and the Association SOLIMA shall otherwise agree, the Borrower shallSOLIMA shall carry out Parts C, through the FMWR, carry out, D and cause the Participating States, through their SWAs, to carry out, E of the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for Parts C, D and E of the Project and to be financed out of the proceeds of the Credit shall be governed by the provisions of Schedule 3 to the Development Credit Agreement. Section 2.03. SOLIMA shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement and Parts C, D and E of the Project. Section 2.04. SOLIMA shall duly perform all its obligations under the Subsidiary Loan Agreement. Except as the Association shall otherwise agree and except as provided under Section 3.01 (c) (ii) of the Development Credit Agreement, SOLIMA shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Loan Agreement or any provision thereof. Section 3.022.05. Without limitation upon the provisions of paragraph (a) SOLIMA shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agreewith regard to the progress of Parts C, the Borrower shall: (a) open D and thereafter maintain, until completion E of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Loan Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringenvironmental, water supply, forestry and environmental agricultural practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the PIM and the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of this Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall, commencing in Fiscal Year 2006, review with the Association, by September 30 of each year, the provision for counterpart funds that are necessary for Project implementation in the following fiscal year and allocate adequate funds for such purposes in the Borrower’s National Budget for the following Fiscal Year. (a) Except as the Association shall otherwise agree, procurement of the goods, works (including technical services) 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, as said provisions may be further elaborated in the Procurement Plan and in the Project Implementation Manual. (b) The Borrower shall update the Procurement Plan in accordance with guidelines acceptable to the Association and furnish such update to the Association not later than 12 months after the date of the preceding Procurement Plan, for the Association’s approval. Section 3.03. For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an FPA, under terms and conditions acceptable 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, including appropriate protection against set-off, seizure or attachment;a plan for the future operation of the Project; and (b) (i) deposit into afford the FPA an initial amount in accordance Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Energy Authority declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A of the BorrowerProject through UBEDO, and D.1 Part B of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Projectselected Aimag Utilities, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, environmental and environmental power utilities practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, promptly as needed, the funds, facilities, services and other resources required for carrying out said Parts of the Project. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Association and the Association Energy Authority shall otherwise agree, the Borrower shall, through the FMWR, Energy Authority shall carry out, out Parts A and cause the Participating States, through their SWAs, to carry out, B of the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. Section 2.02. Except as the Association shall otherwise agree, procurement of the goods and consultants’ services required for Parts A and B of the Project and to be financed out of the proceeds of the Credit shall be governed by the provisions of Schedule 1 to this Agreement. (ca) The Borrower Energy Authority shall make carry out the proceeds obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of Parts A and B of the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject. (db) The Borrower shall exercise its rights under For the Subsidiary Credit Agreement in purposes of Section 9.06 of the General Conditions and without limitation thereto, the Energy Authority shall: (i) 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 manner later date as may be agreed for this purpose between the Association and the Energy Authority, a plan for the continued achievement of the purposes of Parts A and B of the Project; and (ii) afford the Association a reasonable opportunity to protect the interests of exchange views with the Borrower and the Association and to accomplish Energy Authority on said plan. Section 2.04. The Energy Authority shall duly perform all its obligations under the purposes of the Credit, and, except Subsidiary Loan Agreement. Except as the Association shall otherwise agree, the Borrower Energy Authority shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Loan Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) The Energy Authority shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open progress of Parts A and thereafter maintain, until completion B of the Project, in NGNthe performance of its obligations under this Agreement, in a commercial bank acceptable under the Subsidiary Loan Agreement, and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. (b) The Borrower shall, until completion Energy Authority shall promptly inform the Association of any condition which interferes or threatens to interfere with the progress of Parts A and B of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion the accomplishment of the Projectpurposes of the Credit, in NGN, in a commercial bank acceptable to or the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA performance by the amount required to finance the respective Participating State’s contribution for expenditures Energy Authority of its obligations under this Agreement and under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectSubsidiary Loan Agreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWRMVTE, CENAFFIF and CNFCPP, carry out Parts C.1out, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrowerrespectively, Part A, Part D and D.1 Part E of the Project, and shall cause the Participating States, through their respective SWAs, ATE and ATFP to carry out Parts Aout, Brespectively, C.2, Part B and D.2 Part C of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financialeconomic, engineering, water supplyenvironmental, financial, labour, technical and environmental training practices, and shall provide or cause the Participating States to provide, as the case may beand cause to be provided, 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 Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and shall cause the Participating States, through their SWAs, to carry be carried out, the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph paragraphs (a) of Section 3.01 and (b) of this AgreementSection, the Borrower shall take all necessary measures to ensure that adequate and except timely financial arrangements are in place at all times for the successful operation of the Project, including the provision, beginning with the Fiscal Year 1997 budget and until Project completion, to the MVTE, ATE, ATFP, CENAFFIF and CNFCPP, of the necessary budgetary allocations required to maintain an adequate level of their respective annual recurrent and investment budgets. (d) For the purposes of: (i) carrying out Part B of the Project, the Borrower shall promptly make the proceeds of the Loan allocated from time to time to Categories (2) (b), (3) (b) and (4) available to ATE on a grant basis; and (ii) carrying out Part C of the Project, the Borrower shall promptly make the proceeds of the Loan allocated from time to time to Categories (1), (2) (c) and (3) (c) available to ATFP on a grant basis. Section 3.02. Except as the Borrower and the Association Bank shall otherwise agree, pro- curement of the goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement. Section 3.03. For the purposes of Section 9.08 of the General Conditions and without limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank 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 Bank, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, Project through MOT and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all FHD with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, financial and environmental technical practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon any of its obligations under paragraph (a) of this Section, the Borrower shall: (i) maintain the Project Account referred to in Section 6.01(a) of this Agreement, and shall replenish said account promptly before each quarter so that the amount deposited in the account at the beginning of each quarter shall not be less than the equivalent of $500,000; (ii) use said account for financing the Borrower’s contribution to Project expenditures, including but not limited to expenditures for rent, maintenance and repair of laboratories and office buildings and transportation; and (iii) ensure that sufficient annual allocations will be made within the Road Funds for the Borrower’s counterpart contribution to the costs of the Project. (c) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 5 to this Agreement. (a) Except as the Bank 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 Loan shall be governed by the provisions of Schedule 4 to this Agreement. (cb) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish For the purposes of the Credit, and, except as the Association shall otherwise agreebid evaluation, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association set up a bid evaluation committee within FHD which shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafterinclude, on a quarterly ad hoc basis, replenish a representative from each Regional Road Administration in whose territory the FPA by an amount equivalent contract is to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditexecuted. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 out: (a) Part A of the Project, and cause through the Participating States, through their respective SWAs, to carry out Parts A, B, C.2SAyDS, and D.2 with the assistance of the relevant Provinces and/or Municipalities; and (b) the Subprojects and Part C of the Project, through SAyDS, and with the assistance of the Eligible Provinces or the relevant Province or Provinces and Eligible Municipalities (pursuant to the terms of the pertinent Subsidiary Agreement), all with due diligence and efficiency and in conformity with appropriate administrative, financial, technical, social, engineering, water supply, solid waste management and environmental practices, and shall provide or cause the Participating States to provide, be provided (as the case may be), promptly as needed, the funds, facilities, services and other resources required for said Subprojects and Parts of the Project. (b) Without limitation upon the provisions of paragraph (a) of this Section and except Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (cb) The Borrower shall make update the proceeds Procurement Plan in accordance with guidelines acceptable to the Bank, and furnish such update to the Bank not later than 12 months after the date of the Credit available preceding Procurement Plan, for the Bank’s approval. Section 3.03. 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 Participating States under a Subsidiary Credit Agreement Bank, and furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be entered into agreed for this purpose between the Borrower and each Participating Statethe Bank, a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. (a) For purposes of carrying out one or more Subprojects and the pertinent activities under Part C of the Project in a given Eligible Province, the Borrower, through the SAyDS, shall enter into a subsidiary agreement (the Subsidiary Agreement I) with said Eligible Province under terms and conditions which shall have been approved by the AssociationBank which shall, inter alia, include those set forth in Schedule 6 to this Agreement. (di) The Borrower shall exercise its rights and carry out its obligations under the each Subsidiary Credit Agreement I in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the Credit, and, Loan; and (ii) except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate abrogate, terminate, waive or waive fail to enforce any Subsidiary Agreement I or any provision thereof. (a) For purposes of carrying out one or more Subprojects and the pertinent activities under Part C of the Project in a given Eligible Municipality, the Borrower, through the SAyDS, shall, as required, enter into an agreement (the Subsidiary Credit Agreement II) with the relevant Eligible Municipality and the pertinent Province or Provinces (which exercise political/territorial jurisdiction over any of said type of Eligible Municipalities), all under terms and conditions which shall have been approved by the Bank which shall, inter alia, include those set forth in Schedule 7 to this Agreement. (i) The Borrower shall exercise its rights and carry out its obligations under each Subsidiary Agreement II in such manner as to protect the interests of the Borrower and the Bank and to accomplish the purposes of the Loan; and (ii) except as the Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate, terminate, waive or fail to enforce any Subsidiary Agreement II or any provision thereof. Section 3.023.06. (a) Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and Borrower, through the Association SAyDS, shall otherwise agreecarry out the Project and/or cause the Project to be carried out in accordance with the provisions of a manual which shall include, inter alia: (i) the Borrower shall:eligibility criteria for selecting Eligible Provinces (which criteria shall include, inter alia: (A) the adoption of a USWM Plan; (B) the basic principles to be included in the bill of law referred to in (C) (1) herein; (C) (a1) open the presentation to the relevant Eligible Province’s legislative branch of a bill of law for urban solid waste management (which bill of law shall include the principles referred to in (B) herein) for approval thereby; and thereafter maintain(2) the presentation to said Eligible Province’s executive branch of draft regulations to said bill of law, until completion of the Project, in NGN, in a commercial bank all acceptable to the AssociationBank; (D) evidence, an FPA, under terms and conditions acceptable to the AssociationBank, of legal ownership or legal possession of the land in which Subprojects will be carried out; (E) evidence, acceptable to the Bank, that the pertinent Eligible Province is committed to obtain secured carbon financing; and (F) a financial management system, acceptable to the Bank, and the action plans to be followed by Eligible Provinces to strengthen their financial management capacity); (ii) the eligibility criteria for selecting Eligible Municipalities (which criteria shall include, inter alia: (A) the adoption of a USWM Plan; (B) the basic principles to be included in the municipal bill of law referred to in (C) (1) herein; (C) (1) the presentation to the pertinent Eligible Municipality’s municipal council of a municipal bill of law for urban solid waste management (which bill of law shall include the principles referred to in (B) herein) for approval thereby; and (2) the presentation to said Eligible Municipality’s executive branch of draft regulations to said bill of law, all acceptable to the Bank; (D) evidence, acceptable to the Bank, of legal ownership or legal possession of the land in which Subprojects will be carried out; (E) evidence, acceptable to the Bank, that the pertinent Eligible Municipality is committed to obtain secured carbon financing; (F) if applicable, the adoption of a financing mechanism, acceptable to the Bank, which enables the Eligible Municipality to operate and maintain the investments made under the pertinent Sanitary Landfill Subproject (or cause said investments to be operated and maintained as referred to in paragraph (e) (viii) of Schedule 7 to this Agreement); and (G) a financial management system, acceptable to the Bank, and the action plans to be followed by Eligible Municipalities to strengthen their financial management capacity); (iii) the criteria for approving Subprojects (including appropriate protection against setthe screening criteria for site selection of Sanitary Landfill Subprojects); (iv) the functions and responsibilities of the NUSWU, PUSWUs and MUSWUs; (v) the terms of reference for preparing the semi-offannual reports referred to in Section 3.10 (b) of this Agreement; (vi) the Project’s chart of accounts, seizure or attachment; internal controls, and budgeting, accounting and financial reporting systems (including the format of interim and annual financial statements); (vii) the FMR formats; (viii) the terms of reference for carrying out the Project audits under Section 4.01 (b) (i) deposit into of this Agreement; (ix) the FPA an initial amount Project disbursement and procurement procedures; (x) the Project’s standard bidding documents for Sanitary Landfill Subprojects (which shall include, inter alia, provisions: (A) to minimize natural habitat conversion or degradation and to permit the maximum growth of natural vegetation (whether it is native grasslands, scrublands, or forests) within the pertinent right of way in accordance with case a Sanitary Landfill Subproject includes the provisions construction of Article 6.01 (a)access roads; and (iiB) thereafterwhereby the contractor, on a quarterly basisthe Eligible Province or the Eligible Municipality (as the case may be) must comply with the pertinent provisions of the corresponding environmental management plan, replenish the FPA by an amount equivalent if applicable (as referred to $50,000 to finance the Borrower’s contribution for expenditures under in Section 3.07 of this Agreement)); (xi) the Project other than those financed from indicators; (xii) the proceeds environmental guidelines to be followed in the carrying out of the Credit; and pertinent environmental assessment or environmental screening (cas the case may be) ensure that funds deposited into the FPA referred to in accordance with the provisions of paragraph (b) Section 3.07 of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c)Agreement; and (iixiii) thereafter, on the format of a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectSubsidiary Agreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, : (i) shall carry out Parts C.1A.1, C.2 only insofar as dams covered thereunder fall within the ownership of the BorrowerA.3, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts AA.4, B, C.2, C and D.2 D of the Project, all Project through PIU and the Project Implementation Agencies with due diligence and efficiency and in conformity with appropriate administrativeengineering, financial, engineering, water supply, administrative and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for Parts A.1, A.3, A.4, B, C and D of the Project; and (ii) without any limitation and restriction upon any of its other obligations under this Agreement, shall cause TCIP to carry out Part A.2 of the Project with due diligence and efficiency and in conformity with appropriate administrative, financial and insurance practices, and shall take or cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable TCIP to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shallshall carry out Parts A.1, through the FMWRA.3, carry outA.4, B, C and cause the Participating States, through their SWAs, to carry out, D of the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement, and shall cause GDI and TCIP to carry out Part A.2 of the Project in accordance with Schedule 6 to this Agreement. (ca) The Borrower shall shall, for the purposes of carrying out Parts A.1, A.3, A.4, B, C and D of the Project, make the proceeds of the Credit Loan allocated from time to time to Categories (1), (2), (3)(a) and (6) in the table in Schedule 1 to this Agreement, available to the Participating States each Project Implementation Agency, except TCIP, under a Subsidiary Credit Agreement Protocol to be entered into between the Borrower PIU and each Participating StateProject Implementation Agency, except TCIP, under terms and conditions which shall have been approved by the AssociationBorrower and the Bank and which shall include, inter alia, provisions set forth in paragraph 6 of Schedule 5 to this Agreement. (db) The Borrower shall exercise its rights under the Subsidiary Credit Agreement each Protocol in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, and except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate suspend, abrogate, terminate or waive the Subsidiary Credit Agreement any Protocol or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion for the purposes of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State carrying out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.Part

Execution of the Project. (a) The Borrower CDR declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Loan Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, resettlement and environmental practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Bank and the Association CDR shall otherwise agree, the Borrower shall, through the FMWR, CDR shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance accor dance with the Implementation Program set forth in Schedule 4 2 to this Agreement. Section 2.02. Except as the Bank 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 Loan shall be governed by the provisions of Schedule 1 to this Agreement. (ca) The Borrower CDR shall make carry out the proceeds obliga tions set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the Credit available General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the AssociationProject Agreement. (db) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 this Section, CDR shall: (i) prepare, on the basis of this Agreementguidelines acceptable to the Bank, and except furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and CDR, a plan for the future operation of the Project; and (ii) afford the Bank a reasonable opportunity to exchange views with CDR on said plan. Section 2.04. CDR shall duly perform all its obligations under the Subsidiary Grant Agreement. Except as the Borrower and the Association Bank shall otherwise agree, CDR shall not take or concur in any action which would have the Borrower shall:effect of amending, abrogating, assigning or waiving the Subsidiary Grant Agreement or any provision thereof. Section 2.05. (a) open and thereafter maintainCDR shall, until completion at the request of the Bank, exchange views with the Bank with regard to progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Grant Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds purposes of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditLoan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement andAgreement, and to this endend shall carry out, shall, or cause to be carried out through the FMWRImplementing Agencies, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental financial practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon to the provisions of paragraph (a) of this Section and except as Section, the Borrower shall: (i) ensure that, unless otherwise agreed by the Association, the following Implementing Agencies shall have primary responsibility for carrying out the stated Part of the Project: (1) Part A - CONSAFCO, (2) Part B - MINTAX, (3) Part C - BCB; and (ii) cause the Eligible Public Entities and such other ministries and public entities as shall be required to carry out the Project or any Part thereof, to participate and assist in the implementation of the Project. Section 3.02. Except as the Association shall otherwise agree, procurement of the Borrower shall, through the FMWR, carry out, goods and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Credit shall be governed by the provisions of Schedule 4 3 to this Agreement. (ca) The Borrower shall make enter into contractual arrangements, satisfactory to the proceeds Association, with BCB for purposes of carrying out Part C of the Credit available Project, providing for, inter alia, the obligation to: (i) comply with the auditing, reporting and other applicable obligations set forth or referred to in this Agreement and the General Conditions; (ii) enter into arrangements, satisfactory to the Participating States under Association, with ▇▇▇ and BANEST to assist in the carrying out of Part C of the Project, including the obligation to comply with the provisions of Section 4.01 of this Agreement for all operations, expenditures and resources in respect of the Project; and (iii) provide, by January 1, 1988, a Subsidiary Credit Agreement plan of action, acceptable to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association, for the restructuring of BAB and BANEST. (db) The Borrower shall exercise its rights under the Subsidiary Credit Agreement contractual arrangements referred to in paragraph (a) of this Section in such a manner so as to protect the interests interest of the Borrower and the Association and to accomplish the purposes of the Credit, Credit and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement such arrangements or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) The Borrower shall enter into a contract for purposes of Section 3.01 providing administrative services for the Project on behalf of this Agreementthe Borrower, and except as including the Borrower contracting of consultants and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Project, in NGN, in a commercial bank acceptable any goods to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into The Borrower shall exercise its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures rights under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority contract referred to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (ba) of this Section in such a manner so as to protect the interests of the Borrower, the Association and the Implementing Agencies and to accomplish the purposes of the Credit and, except as the Association shall be used exclusively to finance each Participating State’s contribution for expenditures under otherwise agree, the ProjectBorrower shall not assign, amend, abrogate or waive such arrangements or any provision thereof.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, : (i) shall carry out Parts C.1its activities under the Project through EUAD, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, PEPA and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all DEPM with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental practices, environment and natural resource conservation practices and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for such activities; and (ii) without any limitation or restriction upon any of its other obligations under the ProjectDevelopment Credit Agreement, shall cause Punjab, Sindh, NWFP and AJK to perform in accordance with the provisions of the Project Agreement all the obligations of Punjab, Sindh, NWFP and AJK therein set forth, shall take and cause to be taken all action, including the provision of funds, facili- ties, services and other resources, necessary or appropriate to enable Punjab, Sindh, NWFP and AJK to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out its activities under the Project in accordance with the Implementation Program set forth in Schedule 4 to of this Agreement. (c) The Borrower shall make out of the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association.Credit: (di) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as retain an amount equivalent to protect the interests of the Borrower and the Association and to accomplish about SDR 2,900,000 for the purposes of the Credit, Borrower’s activities under the Project; (ii) make available to Punjab an amount equivalent to about SDR 3,500,000 for the purposes of Punjab’s activities under the Project; (iii) make available to Sindh an amount equivalent to about SDR 5,300,000 for the purposes of Sindh’s activities under the Project; (iv) make available to NWFP an amount equivalent to about SDR 2,700,000 for the purposes of NWFP’s activities under the Project; and, except (v) make available to AJK an amount equivalent to about SDR 7,000,000 for the purposes of AJK’s activities under the Project. Section 3.02. Except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectgoods, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms works and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Credit shall be governed by the provisions of paragraph (b) of Schedule 3 to this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower shalland the Association hereby agree that the obligations set forth in Sections 9.03, until completion 9.04, 9.05, 9.06, 9.07 and 9.08 of the ProjectGeneral Conditions (relating to insurance, cause each Participating State to: (ause of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) open and thereafter maintain, until completion in respect of the Projectactivities of Punjab, in NGNSindh, in a commercial bank acceptable to NWFP and AJK under the AssociationProject shall be carried out by Punjab, an SPA (SPA ASindh, B, NWFP and CAJK, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable pursuant to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions Section 2.03 of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement and, to this end, shall, through the FMWR, shall carry out Parts C.1the Project through SETC, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrativemanagerial, financial, engineering, water supply, administrative and financial practices and with due ecological and environmental practicesstandards, and shall provide or cause the Participating States to provide, as the case may be, 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 Recipient and the Association Bank shall otherwise agree, the Borrower Recipient shall, through the FMWRSETC, carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower Section 3.02. For the purposes of Part C of the Project, the Recipient shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating Stateavailable, under terms and conditions which shall have been approved by the AssociationBank, the proceeds of the Grant allocated from time to time to Category 3 to a Guarantee Program Implementing Agency, or Agencies, as the case may be, under a Guarantee Program Implementation Agreement to be entered into between the Recipient and each such Guarantee Program Implementing Agency under terms and conditions which shall have been approved by the Bank and which shall include, inter alia, the terms and conditions set forth in Schedule 6 to this Agreement. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.03. Except as the Association Bank shall otherwise agree, procurement of the Borrower consultants’ services required for the Project and to be financed out of the proceeds of the GEF Trust Fund Grant shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.04. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.08 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower Recipient, through SETC, shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank not later than six months before the Closing Date or such later date as may be agreed for this purpose between the Recipient and the Bank, until completion a plan for the continued achievement of the objectives of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Recipient on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, shall carry out the Project through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all PIU with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Project Implementation Manual, the Implementation Program set forth in Schedule 4 and the Procedure and Selection Criteria set forth in Schedule 6 to this Agreement. (c) The Without limitation upon the provisions in paragraph (a) of this Section, the Borrower shall make maintain, until the proceeds completion of the Credit available to the Participating States under Project, a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under Project Account on terms and conditions which shall have been approved by acceptable to the Association, to finance its counterpart contribution to the expenditures of the Project and ensure that the funds deposited into the Project Account shall be used exclusively to finance the Borrower’s counterpart contributions to the Project. (da) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Except as the Association shall otherwise agree, procurement of the goods, works and 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, as said provisions may be further elaborated in the Procurement Plan. (b) The Borrower shall update the Procurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not assignlater than twelve (12) months after the date of the preceding Procurement Plan, amend, abrogate or waive for the Subsidiary Credit Agreement or any provision thereofAssociation’s approval. Section 3.023.03. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.06 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an FPA, under terms and conditions acceptable 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, including appropriate protection against set-off, seizure or attachment;a plan for the future operation of the Project; and (b) (i) deposit into afford the FPA an initial amount in accordance Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Mizoram declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, transport and environmental practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association Mizoram shall otherwise agree, the Borrower shall, through the FMWR, Mizoram shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement, the EMP, the ESMP, and the RIPDP. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectgoods, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms works and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from the proceeds out of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit shall be governed by issuing an irrevocable letter the provisions of authority Schedule 1 to this Agreement. (a) Mizoram shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement. (b) For the purposes of Section 9.06 of the General Conditions and without limitation thereto, Mizoram shall: (i) prepare, on the basis of guidelines acceptable to the Federal Ministry of Finance to deduct such amount from the allocation due Association and furnish to the respective Participating State out Association not later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Association and Mizoram, a plan for the future operation of the Federation Account and to transfer such amount into the respective SPAProject; and (cii) ensure that funds deposited into afford the respective SPA in accordance Association a reasonable opportunity to exchange views with Mizoram on said plan. Section 2.04. (a) Mizoram shall, at the request of the Association, exchange views with the provisions Association with regard to the progress of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project, the performance of its obligations under this Agreement and other matters relating to the purposes of the Credit.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineeringtechnical, water supplyconstruction, health, engineering and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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 Section, and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make available to BDL an amount equivalent to four million eight hundred thousand dollars ($4,800,000) out of the proceeds of the Credit available to the Participating States Loan under a Subsidiary Credit Agreement to be subsidiary agreement, entered into between the Borrower and each Participating State, under in accordance with terms and conditions which shall have been approved by the AssociationBank, pursuant to which BDL shall, on behalf of the Borrower, manage the proceeds of the Loan allocated to Part B.4 of the Project. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such a manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of Part B.4 of the CreditProject, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. (e) Without limitation upon the provisions of paragraphs (c) and (d) above, the Borrower shall cause BDL to (i) make Sub-loans to Beneficiaries for Sub-projects, on the basis of the procedures and principal terms and conditions set forth or referred to in Schedule 6 to this Agreement; and (ii) exercise its rights in relation to each Sub-project in such a manner as to protect the interests of the Bank, the Borrower and BDL, and achieve the purposes of the Project. Section 3.02. Except as the Bank 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 Loan shall be governed by the provisions of Schedule 4 to this Agreement. Section 3.03. Without limitation upon the provisions of paragraph (a) Article IX of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agreeGeneral Conditions, the Borrower shall: (a) open prepare and thereafter maintainfurnish to the Bank not later than six (6) months after the Closing Date, until completion or such later date as may be agreed between the Borrower and the Bank, a plan, of such scope and in such detail as the Bank shall reasonably request, for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Creditsaid plan; and (c) ensure that funds deposited into the FPA thereafter, carry out said plan with due diligence and efficiency and in accordance with appropriate practices, taking into account the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditBank’s comments thereon. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. 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, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrativeagricultural, financial, engineering, water supply, financial management and environmental administrative practices, and shall provide or cause the Participating States to provide, as the case may be, 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 3.02. Except as the Borrower and the Association shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Credit shall be governed by the provisions of Schedule 4 3 to this Agreement. (ca) The For purposes of Part C.2 of the Project, the Borrower shall make shall, out of the proceeds of the Credit available allocated to the Participating States and withdrawn from time to time under Category (6) in Schedule 1 to this Agreement, open in favor of OFA a line of credit, under a Subsidiary Credit Loan Agreement to be entered into between the Borrower and each Participating State, OFA under terms and conditions which shall have been approved by the AssociationAssocia- tion, including: (i) an annual interest rate of 11% payable quarterly on March 31, June 30, September 30 and December 31; (ii) the obligation of OFA to finance on behalf of SI the acquisition of the agricultural inputs and equipment to be distributed to benefi- ciaries by SI and to be purchased by such beneficiaries under short- medium- or long-term credit; and (iii) repayment of principal over a period of 20 years, including a grace period of five years. (db) The Borrower shall exercise its rights under the Subsidiary Credit Loan Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, Credit and, except as the Borrower and the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive any provision of the Subsidiary Credit Agreement or any provision thereofLoan Agreement. Section 3.023.04. Without limitation upon the provisions For purposes of paragraph (a) of Section 3.01 of this Agreementcarrying out Parts B.5, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; B.6 and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shallshall carry out the Project or cause the Project to be carried out, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within respective Project Agencies in accordance with the ownership provision of the BorrowerAnnex to Schedule 2 to this Agreement, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, financial and environmental technical practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon the provisions of paragraph (a) For the purpose of this Section and except as overall administration of the Borrower activities to be carried out under the Project and the Association shall otherwise agree, the Borrower shall, through the FMWR, carry out, procurement of goods and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agreeservices required therefor, the Borrower shall not assignestablish, amendunder terms of reference satisfactory to the Bank, abrogate or waive within MOF a project implementation unit, to be assisted by a qualified and experienced project implementation advisor, with such powers, responsibilities, functions and staff as shall be necessary for the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion proper execution of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;. (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to:maintain the PCC with such composition and functions as shall ensure the proper overall coordination in the carrying out of the Project. Section 3.03. The Borrower shall, not later than December 31, 1991: (a) open for the purpose of overseeing the design and thereafter maintain, until completion development of the strategy for privatization of state enterprises referred to under Part A (1) of the Project, in NGN, in establish and thereafter maintain a commercial bank acceptable to steering group under the Association, an SPA (SPA A, B, chairmanship of a Deputy Prime Minister which shall include among its members the Ministers of MOF and C, respectively, for Kaduna, Kano, MITS and Ogun States), under terms the President of PA; and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) for the purpose of overseeing the carrying out of Part A (i5) deposit into its respective SPA an initial amount in accordance with of the provisions Project, establish and thereafter maintain within MITS a steering group which shall include representatives of Article 6.01 (c); concerned ministries and (ii) thereafteragencies of the Borrower. Section 3.04. Except as the Bank shall otherwise agree, on a quarterly basis, replenish its respective SPA by procurement of the amount goods and consultants’ services required to finance the respective Participating State’s contribution for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit Loan shall be governed by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of Schedule 4 to this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to shall carry out Parts A, BB.1(b), B.2, B.3, C.2, D.1 and D.2 E.1 of the Project, all Project through MOJA with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, environmental and environmental financial practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for Parts A, B.1(b), B.2, B.3, C.2, D.1 and E.1 of the Project. (b) Without any limitation or restriction upon any of its other obligations under the Loan Agreement, the Borrower shall cause MGRWC to perform in accordance with the provisions of the Project Agreement all the obligations of MGRWC therein set forth, shall take or cause to be taken all action, including the provision of funds, facilities, services and other resources, necessary or appropriate to enable MGRWC to perform such obligations, and shall not take or permit to be taken any action which would prevent or interfere with such performance. (c) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower and the Association Bank shall otherwise agree, the Borrower shallshall carry out Parts A, through the FMWRB.1(b), carry outB.2, B.3, C.2, D.1 and cause the Participating States, through their SWAs, to carry out, E.1 of the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement, the ESMP, the Resettlement Plan for the Alborz Dam Reservoir, the Resettlement Policy Framework for Downstream Irrigation and Drainage Area, the Resettlement Policy Framework for Upper Watershed Area and the Operations Manual as relevant. (cd) The Borrower shall make the proceeds of the Credit Loan allocated from time to time to Categories 1(b), 2(b), 3(b), 4(b), 5(b) and 6(b) set forth in the table in paragraph 1 of Schedule 1 to this Agreement available to the Participating States MGRWC under a Subsidiary Credit Grant Agreement to be entered into between the Borrower and each Participating StateMGRWC, under terms and conditions which shall have been approved by the AssociationBank. (de) The Borrower shall exercise its rights under the Subsidiary Credit Grant Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the CreditLoan, and, except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Grant Agreement or any provision thereof. Section 3.02. Without limitation upon (a) Except as the Bank 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 Loan shall be governed by the provisions of paragraph (a) of Section 3.01 of Schedule 4 to this Agreement, as said provisions shall be further elaborated in the Procurement Plan. (b) The Borrower shall update the Procurement Plan in accordance with guidelines acceptable to the Bank, and except as furnish such update to the Borrower Bank not later than twelve (12) months after the date of the preceding Procurement Plan for the Bank’s approval. Section 3.03. For the purposes of Section 9.07 of the General Conditions and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank 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 Bank, until completion a plan for the continued achievement of the objectives of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.033.04. The Bank and the Borrower shallhereby agree that the obligations set forth in Sections 9.04, until completion 9.05, 9.06, 9.07, 9.08 and 9.09 of the ProjectGeneral Conditions (relating to insurance, cause each Participating State to: (ause of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) open in respect of Parts B.1(a), C.1, C.3, C.4, D.2 and thereafter maintain, until completion E.2 of the Project, in NGN, in a commercial bank acceptable Project shall be carried out by MGRWC pursuant to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions Section 2.03 of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shallwithout any limitation or restriction upon any of its other obligations under this Agreement, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and Project or cause the Participating StatesProject to be carried out through DOT, through their respective SWAs, to carry out Parts A, B, C.2, TRAI and D.2 of the ProjectTDSAT, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental telecommunications practices, and shall provide or cause the Participating States to provide, as the case may bebe provided, 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 Bank shall otherwise agree, the Borrower shallshall carry out the Project, through or cause the FMWR, carry Project to be carried out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make the proceeds release to DOT in respect of the Credit available activities carried out by DOT, TRAI and TDSAT under the Project, funds equivalent to the Participating States under a Subsidiary Credit Agreement to be entered into between amounts withdrawn by the Borrower and each Participating Statefrom the Loan Account including those deposited in the Special Account, under terms and conditions which shall have been approved by promptly after such withdrawal in accordance with the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as Borrower’s standard arrangements for development assistance to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereofcentral ministries. Section 3.02. Without limitation upon Except as the Bank shall otherwise agree, procurement of goods and services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of paragraph (a) Schedule 4 to this Agreement. Section 3.03. For the purposes of Section 3.01 9.07 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank no later than six (6) months after the Closing Date or such later date as may be agreed for this purpose between the Bank and the Borrower, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall: carry out: (i) Part A of the Project through UNAT with the assistance of CPME; (ii) Part B.1 of the Project through DGSC with the assistance of CPME; (iii) Part B.2 of the Project through UAP, with the assistance of CPME; (iv) Part C of the Project through CPME and any other entity selected by the FMWR, PSC in accordance with the procedures set forth in the Operational Manual to carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 activities under Part C of the Project, ; and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 (v) Part D of the ProjectProject through CPME, all with due diligence and efficiency and in conformity with appropriate technical, administrative, financial, engineering, water supply, financial and environmental practices, and shall provide or cause the Participating States to provide, promptly as needed, the case may befunds, facilities, services and other resources required for the Project; and cause TSC to carry out Part B.3 of the Project, with the assistance of CPME, with due diligence and efficiency and in conformity with appropriate technical, 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 Except as the Borrower and the Association shall otherwise agree, procurement of the goods, non-consultant services 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, as said provisions may be further elaborated in the Procurement Plan. (b) The Borrower shall, through shall update the FMWR, carry outProcurement Plan in accordance with guidelines acceptable to the Association, and furnish such update to the Association not later than 12 months after the date of the preceding Procurement Plan, for the Association’s approval. (a) The Borrower shall carry out Parts A, B.1, B.2, C and D of the Project and shall cause the Participating States, through their SWAs, TSC to carry out, out Part B.3 of the Project in accordance with an operational manual, satisfactory to the Implementation Program Association, said manual to include, inter alia: (i) the disbursement and procurement procedures to be followed under the Project; (ii) the terms of reference for consultants’ services to be carried out during the first year of Project implementation; (iii) the criteria and selection procedures for the provision of technical assistance under Part C of the Project; (iv) the Project’s implementation plan; and (v) the composition, functions and responsibilities of the PSC, the PCU and each PEU. (b) In case of any conflict between the terms of the Operational Manual and those of this Agreement, the terms of this Agreement shall prevail. Section 3.04. For purposes of carrying out Parts A, B.1, B.2, and C of the Project, the Borrower shall prepare and execute inter-institutional arrangements among CPME, UNAT, DGSC and UAP (the Inter-institutional Arrangements), which shall include, inter alia, the functions and responsibilities of: (a) UNAT and CPME under Part A of the Project; (b) DGSC and CPME under Part B.1 of the Project; (c) UAP and CPME under Part B.2 of the Project; and (d) CPME and any other entity selected by the PSC in accordance with the procedures set forth in Schedule 4 the Operational Manual to this Agreementcarry out activities under Part C of the Project. (ca) The For purposes of carrying out Part B.3 of the Project, the Borrower shall make transfer, on a grant basis, the portion of the proceeds of the Credit available to allocated for Part B.3 of the Participating States Project under a Subsidiary Credit Agreement an agreement to be entered into between the Borrower and each Participating StateTSC (the Subsidiary Agreement), under terms and conditions which shall have been approved by satisfactory to the Association, providing, inter alia: (i) that TSC shall carry out Part B.3 of the Project in accordance with the terms of this Agreement and of the Operational Manual; and (ii) that TSC shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06 and 9.07 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports and maintenance, respectively, in respect of Part B.3 of the Project). (db) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such a manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate terminate, abrogate, waive or waive fail to enforce the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental educational practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this AgreementSection, and except as the Borrower shall: (i) open a Project Account in a bank on terms and conditions acceptable to the Association and deposit therein an initial amount equivalent to $35,000; (ii) thereafter maintain and replenish said account at the beginning of each semester to ensure that adequate funds are available to meet expected local expenditures for the next eight (8) months; and (iii) use the funds so deposited on said Account exclusively for financing the Borrower’s contribution to Project expenditures. Section 3.02. 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 3.03. For the purposes of Section 9.07 of the General Conditions and without limitation thereto, the Borrower shall: (a) open prepare, on the basis of guidelines acceptable to the Association and thereafter maintainfurnish to 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, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all BNA with due diligence and efficiency and in conformity with appropriate administrativebanking, financial, engineering, water supply, financial and environmental administrative practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) The Borrower shall make the proceeds of the Credit available to BNA under an Administration Agreement to be entered into between the Borrower and BNA on terms and conditions which shall have been approved by the Association. (c) 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, through the FMWR, carry out, and shall cause the Participating States, through their SWAs, BNA to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its and cause BNA to exercise their respective rights under the Subsidiary Credit Agreement Administration Agreement, in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assigntake or concur in any action which should have the effect of assigning, amendamending, abrogate abrogating or waive waiving the Subsidiary Credit said Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectgoods, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms works and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Credit shall be governed by the provisions of paragraph (b) of Schedule 3 to this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the CreditAgreement. Section 3.03. The Borrower shallshall cause BNA to, not later than thirty (30) days after the Effective Date: (a) open and maintain an account in dollars, local currency or such other currency as may be acceptable to the Association, in a commercial bank (the Project Account), on terms and conditions satisfactory to the Association; (b) promptly thereafter, make an initial deposit into such account, in dollars, local currency or such other currency as may be acceptable to the Association, in an amount equivalent to two hundred fifty thousand dollars ($250,000) to finance the Borrower’s contribution to the Project; and (c) deposit every four months, into the Project Account such amounts in dollars, local currency or such other currency as may be acceptable to the Association, as shall be required to timely replenish the Project Account. Section 3.04. The Borrower shall cause BNA to: (a) carry out, jointly with the Association, not later than October 31 of each year, until the completion of the Project, cause each Participating State to: (a) open and thereafter maintainan annual review of Project implementation. The review shall cover, until completion of inter alia, the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) following: (i) deposit into its respective SPA an initial amount monitoring of progress in achieving Project objectives; (ii) updating Project implementation timetable; (iii) identifying of implementation issues that may have arisen and finding appropriate solutions; (iv) assessing reforms carried out by the Borrower in accordance with the provisions terms of Article 6.01 (c)the Statement; and (iiv) thereafter, on a quarterly basis, replenish its respective SPA actions taken by the amount required Borrower to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State carry out of the Federation Account Parts A.4 (b) and to transfer such amount into the respective SPA; and B.2 (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.;

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in accordance with the criteria set forth in the Report of the Second Meeting of the Parties to the Montreal Protocol on Substances that Deplete the Ozone Layer (London, June 27 to 29, 1990 - UNEP/OZL. 2/3, Annex IV pages 42 to 44), as the same may be amended from time to time by the Parties to the Protocol, and in conformity with appropriate administrative, financial, engineering, water supply, administrative and financial practices and with due regard to ecological and environmental practicesfactors, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon to the provisions of paragraph (a) above, the Recipient shall carry out Part D of this the Project with the assistance of GTO in accordance with the provisions of the GTO Arrangement. Section and except 3.02. Except as the Borrower and the Association Trustee shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the OTF Grant shall be governed by the provisions of Schedule 4 3 to this Agreement. Section 3.03. When submitting a Subproject to the Trustee, for approval of the Trustee or the Executive Committee (as the case may be, pursuant to paragraph 2 (b) and (c) The Borrower of Schedule 1 to this Agreement), the Recipient shall make furnish to the Trustee an application, in form and substance satisfactory to the Trustee, containing: (a) an appraisal of the Subproject, and a description of the expenditures proposed to be financed out of the proceeds of the Credit available to OTF Grant; (b) a detailed description of how such Subproject meets the Participating States under a Subsidiary Credit Agreement to be entered criteria and requirements set forth in the Subproject Guidelines; and (c) such other information as the Trustee or the Executive Committee shall reasonably request in respect of such Subproject. (a) The Recipient shall enter into between an agreement (the Borrower and Subgrant Agreement) with each Participating StateBeneficiary, under terms and conditions which shall have been approved by satisfactory to the AssociationTrustee, including those set forth in Schedule 5 to this Agreement, providing for the transfer, on a grant basis, of the proceeds of the OTF Grant allocated to such Beneficiary’s Subproject and the obligation of the Beneficiary to carry out such Subproject. (db) The Borrower Recipient shall exercise its rights under the Subsidiary Credit Subgrant Agreement in such a manner as to protect the interests of the Borrower Recipient and the Association Trustee and to accomplish the purposes of the CreditOTF Grant, and, except as the Association Trustee shall otherwise agree, the Borrower Recipient shall not assign, amend, abrogate or waive the Subsidiary Credit Subgrant Agreement or any provision part thereof. Section 3.023.05. Without limitation upon the provisions of paragraph The Recipient shall be entitled to: (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, a fee in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 2.5% of the amounts disbursed under each Subgrant Agreement, such fee to finance the Borrower’s contribution for expenditures under the Project other than those financed from be paid out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) OTF Grant as follows: (i) deposit into its respective SPA an initial amount in accordance with 1.25% of the provisions of Article 6.01 (c); and (ii) thereafterSubgrant amount, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds date of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out signing of the Federation Account and to transfer such amount into the respective SPASubgrant Agreement; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. Section 2.01. (a) The Borrower Akwa Palm declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement andthe Loan Agreement, and to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership Part A(2) and (3) of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental agricultural practices, and shall provide provide, or cause the Participating States to provide, as the case may be, be provided promptly as needed, the funds, facilities, services and other resources required for Part A(2) and (3) of the Project. (b) Without any limitation upon the provisions of or restriction ▇▇▇▇ ▇▇▇▇ Palm’s obligations under paragraph (a) of this Section Section, Akwa Palm shall: (i) provide in its annual budget amounts sufficient to cover Akwa Palm’s counterpart contributions to the costs of the Project; (ii) open and except as maintain an account at a commercial bank (the Borrower Akwa Palm SDU Project Account) to be used exclusively for Akwa Palm SDU expenditures under Part A(2) and (3) of the Association shall otherwise agreeProject. The Borrower, the Borrower Bank and Akwa Palm presently estimate Akwa Palm’s contributions to Project costs to amount in 1989 prices to $9,200,000 equivalent over the Project period. (c) Akwa Palm shall, through for the FMWRpurposes of the Project, carry outopen and maintain in dollars a special account (the Akwa Palm Special Account) in a commercial bank on terms and conditions satisfactory to the Bank. Deposits into, and cause the Participating States, through their SWAs, to carry outpayments out of, the Project Akwa Palm Special Account shall be made in accordance with the Implementation Program set forth in provisions of Schedule 4 2 to this Agreement. (cd) The Borrower Akwa Palm shall make enter into an agreement satisfactory to the Bank with Akwa Ibom State (the Services and Inputs Supply Management Agreement) for the management by Akwa Palm SDU of the smallholder services and inputs supply program under Part A(2) of the Project. Section 2.02. Except as the Bank shall otherwise agree, procurement of the goods, works and consultants’ services required for Part A(2) and (3) of the Project and to be financed out of the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to Loan shall be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved governed by the Associationprovisions of Schedule 1 to this Agreement. Section 2.03. Akwa Palm shall carry out the obligations set forth in Sections 9.04, 9.05, 9.06, 9.07, 9.08 and 9.09 of the General Conditions (drelating to insurance, use of goods and ser- vices, plans and schedules records and reports, maintenance and land acquisition, respectively) The Borrower in respect of this Agreement. Section 2.04. Akwa PaLm shall exercise duly perform all its rights obligations under the Akwa Palm Second Subsidiary Credit Loan Agreement in such manner and the Services and Inputs Supply Management Agreement. Except as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association Bank shall otherwise agree, the Borrower Akwa Palm shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Akwa Palm Second Subsidiary Credit Loan Agreement or the Services and Inputs Supply Management Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) Akwa Palm shall, at the request of Section 3.01 of this Agreementthe Borrower or the Bank, and except as exchange views with the Borrower and the Association shall otherwise agree, Bank with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Akwa Palm Second Subsidiary Loan Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to purposes of the Association, including appropriate protection against set-off, seizure or attachment;Loan. (b) Akwa Palm shall promptly inform the Borrower and the Bank of any condition which interferes or threatens to interfere with the progress of the Project, the accomplishment of the purposes of the Loan, or the performance by Akwa Palm of its obligations under this Agreement and under the Akwa Palm Second Subsidiary Loan Agreement. Section 2.06. Akwa Palm shall as from January 1, 1990: (i) deposit into the FPA an initial amount in accordance with the provisions purchase oil palm Fresh Fruit Bunches (FFB) at prevailing market prices at all of Article 6.01 (a)its oil palm ▇▇▇▇▇; and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed recover SDU costs through appropriate deductions from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively prices paid by Akwa Palm to finance expenditures under the Project other than those financed from the proceeds of the CreditAkwa Palm SDU farmers for their oil palm fruit produce. Section 3.032.07. The Borrower shall, until completion Akwa Palm shall no later than one month before the start of each financial year furnish to its Board of Directors for the Board’s approval and to the Bank for information Akwa Palm’s annual budget (including details of the services and inputs to be supplied by Akwa Palm SDU to monocrop oil palm smallholders under Part A(2) of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, shall ensure that the Project is carried out through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all MLF with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supplyand environmental, and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, carry out, and shall cause the Participating States, through their SWAs, Project to carry out, the Project be carried out in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.03. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shallshall cause the MLF to: (a) open and thereafter maintainmaintain in Ghanaian Cedi, until the completion of the Project, in NGNits Project Account, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into promptly thereafter make an Initial Deposit in the FPA an initial amount Project Account, in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 in order to finance its contributions to the Borrower’s contribution for expenditures under the Project; (c) thereafter, at semi-annual intervals, deposit into its Project Account such amounts required to finance its contributions to the expenditures under the Project other than those financed from for the proceeds of ensuing six-month period as shall be agreed upon between the CreditBorrower and the Association; and (cd) ensure that the funds deposited into the FPA its Project Account in accordance with the provisions of paragraph paragraphs (b) and (c) of this Section shall be used exclusively to finance its contribution to the expenditures under the Project other than those which are not otherwise financed from out of the proceeds of the Credit. Section 3.033.04. The Borrower shall, until completion prior to commencing civil works under Parts C (2) and C (4) of the ProjectProject and prior to any displacement of any Affected Persons: (i) take measures to avoid or minimize the acquisition of land or assets and to avoid the displacement of persons; (ii) where the acquisition of land or assets or the displacement of persons is unavoidable, cause undertake the acquisition of all necessary land and other property, compensation therefor and resettlement in accordance with the principles and institutional procedures established in the Resettlement Policy Framework; (iii) ensure that Affected Persons shall be compensated, resettled and rehabilitated in accordance with the Resettlement Policy Framework; (iv) prepare and furnish to the Association, for any works where the number of Affected Persons is higher than 200, a detailed resettlement action plan acceptable to the Association documenting the implementation arrangements for resettlement, including compensation, relocation and rehabilitation of Affected Persons; (v) complete the implementation of such resettlement action plan in a manner satisfactory to the Association; and (vi) prepare and furnish to the Association, for each Participating State tocivil work to be constructed, an Environmental Management Plan, satisfactory to the Association, and thereafter implement such Plan accordingly. Section 3.05. For the purposes of Section 9.06 of the General Conditions and without limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an SPA and furnish to the Association not later than six (SPA A, B, 6) months before the Closing Date or such later date as may be agreed for this purpose between the Borrower and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment;a plan for the future operation of the Project; and (b) (i) deposit into its respective SPA an initial amount in accordance afford the Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (c); and (ii) thereafter, Borrower on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectsaid plan.

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement and, to this end, shall, through the FMWR, carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to end (i) shall carry out Parts A, B, C.2, B.2 and D.2 C of the ProjectProject through ANME and (ii) shall carry out Part B.1 of the Project through SOTUGAR, all with due diligence and efficiency and in conformity with appropriate administrativeenergy efficiency, environmental, financial, engineering, water supply, technical and administrative practices and with due regard to ecological and environmental practicesfactors, and shall provide or cause the Participating States to provide, as the case may be, 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 Recipient and the Association Bank shall otherwise agree, the Borrower shall, through the FMWR, Recipient shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereofOperations Manual. Section 3.02. Without limitation upon The Recipient shall, in respect of Parts A, B.2 and C of the provisions Project, make available to ANME, through budgetary allocations, the proceeds of paragraph the GEF Trust Fund Grant allocated from time to time to Categories (1 (a)), 2 and (3). Section 3.03. The Recipient shall, in respect of Part B.1 of the Project, make available to SOTUGAR, through budgetary allocations, the proceeds of the GEF Trust Fund Grant allocated from time to time to Category (1)(b). (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower goods and consultants’ services required for the Project and to be financed out of the proceeds of the GEF Trust Fund Grant shall be governed by the provisions of Schedule 3 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (b) The Recipient shall update the Procurement Plan and furnish such update to the Bank not later than 12 months after the date of the preceding Procurement Plan, for the Bank’s approval. Section 3.05. For the purposes of Section 9.08 of the General Conditions and without limitation thereto, the Recipient shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank not later than six months after the Closing Date or such later date as may be agreed for this purpose between the Recipient and the Bank, until completion a plan for the future operation of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Recipient on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower ADF declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, financial and environmental technical practices, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association ADF shall otherwise agree, the Borrower shall, through the FMWR, ADF shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, procurement of the Borrower 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 1 to this Agreement. Section 2.03. Without limitation upon the provisions of Article IX of the General Conditions, ADF shall: (a) prepare 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 ADF and the Association, a plan of such scope and in such detail as the Association shall reasonably request, for the future operation of the Project; (b) afford the Association a reasonable opportunity to exchange views with ADF on said plan; and (c) thereafter, carry out said plan with due diligence and efficiency and in accordance with appropriate practices, taking into account the Association’s comments thereon. Section 2.04. ADF shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement. Section 2.05. ADF shall duly perform all its obligations under the Subsidiary Agreement. Except as the Association shall otherwise agree, ADF shall not assigntake or concur in any action which would have the effect of amending, amendabrogating, abrogate assigning or waive waiving the Subsidiary Credit Agreement or any provision thereof. Section 3.022.06. Without limitation upon the provisions of paragraph (a) ADF shall, at the request of Section 3.01 of this Agreementthe Association, and except as the Borrower and exchange views with the Association shall otherwise agree, with regard to the Borrower shall: (a) open and thereafter maintain, until completion progress of the Project, in NGNthe performance of its obligations under this Agreement and under the Subsidiary Agreement, in a commercial bank acceptable and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Authority declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, financial and environmental practicesmanagement practices consistent with the NEAP, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association Authority shall otherwise agree, the Borrower shall, through the FMWR, Authority shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 2 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 2.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon be governed by the provisions of paragraph Schedule 1 to this Agreement. (a) The Authority shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement. (b) For the purposes of Section 3.01 9.06 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower Authority shall: (i) 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 Association and the Authority, a plan for the future operation of the Project; (ii) afford the Association a reasonable opportunity to exchange views with the Authority on said plan; and (iii) thereafter, carry out the said plan with due diligence and efficiency and in accordance with appropriate practices, taking into account the Association’s comments thereon. (a) open and thereafter maintainThe Authority shall, until completion at the request of the Association, exchange views with the Association with regard to the progress of the Project, in NGN, in a commercial bank acceptable the performance of its obligations under this Agreement and other matters relating to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds purposes of the Credit. Section 3.03. (b) The Borrower shall, until completion Authority shall promptly inform the Association of any condition which interferes or threatens to interfere with the progress of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion the accomplishment of the Projectpurposes of the Credit, in NGN, in a commercial bank acceptable to or the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA performance by the amount required to finance the respective Participating State’s contribution for expenditures Authority of its obligations under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the ProjectAgreement.

Execution of the Project. (a) Section 3.01. The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, shall carry out Parts C.1the Project through its Prime Minister’s Office, C.2 only insofar as dams covered thereunder fall within with the ownership assistance of the BorrowerParticipating Agencies and/or Participating Entities, and D.1 of as the Projectcase may be, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all with due diligence and efficiency and in conformity with appropriate public health, medical, technical, administrative, financial, engineering, water supply, educational and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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 3.02. Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 3 to this Agreement. Section 3.03. For the purposes of Section 9.07 of the General Conditions and without limitation thereto, the Borrower shall: (ca) prepare, on the basis of guidelines acceptable to the Bank, and furnish to the Bank 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 Bank, a plan designed to ensure the sustainability of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. (a) The Borrower shall make carry out the proceeds Project in accordance with: (i) a manual (the Operational Manual), acceptable to the Bank, said manual to include, inter alia: (A) the procurement, financial management and environmental guidelines to be followed during Project implementation by the Borrower, the Participating Agencies and/or Participating Entities; and (B) the guidelines for the preparation of the Credit available Annual Action Plans; and (ii) the manual referred to in Part B.8 (b) of the Project. (b) In case of any conflict amongst the terms of the Operational Manual, the manual referred to in Part B.8 (b) of the Project and those of this Agreement, the terms of this Agreement shall prevail. Section 3.05. The Borrower shall: (a) not later than December 31 of each year during Project implementation, starting in year 2001, furnish to the Participating States under a Subsidiary Credit Agreement Bank, for its approval, an annual action plan (the Annual Action Plan), each said plan to include, inter alia: (i) the Project activities to be entered carried out by the Borrower with the assistance of the corresponding Participating Agencies and/or Participating Entities, as the case may be, during the calendar year following the presentation of each said plan; and (ii) the procurement plan and disbursement schedule for each said calendar year; (b) thereafter implement each said Annual Action Plan, approved by the Bank, in accordance with its terms; and (c) carry out the annual action plan for the year 2001 as approved by the Bank prior to the date of this Agreement. (a) Upon approval of the corresponding Annual Action Plan by the Bank, the Borrower shall: (i) enter into an agreement or amend the existing agreement (the Participation Agreement) with each relevant Participating Entity; and (ii) cause the Prime Minister’s Office and each relevant Participating Agency to enter into an arrangement or amend the existing arrangement between the Borrower Prime Minister’s Office and each the corresponding Participating StateAgency (the Participation Arrangement), under all on terms and conditions which shall have been approved by satisfactory to the AssociationBank, including, inter alia, the obligation of each said Participating Agency or each said Participating Entity, as the case may be, to assist the Borrower in the implementation of the corresponding Annual Action Plan and to follow the provisions of the Operational Manual. (di) The Borrower shall exercise its rights and carry out its obligations under the Subsidiary Credit each Participation Agreement and Participating Arrangement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the Credit, and, Loan; and (ii) except as the Association Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate abrogate, terminate, waive or waive the Subsidiary Credit fail to enforce any Participation Agreement and Participation Arrangement or any provision thereof. Section 3.02. Without limitation upon (c) In case of any conflict among the provisions terms of paragraph (a) of Section 3.01 any Participation Agreement, any Participation Arrangement, the Operational Manual, and those of this Agreement, the terms of this Agreement shall prevail. (a) The Borrower shall operate and except as maintain within NACHA, at all times during Project implementation, a Project coordination unit (the PCU) with a structure, functions and responsibilities acceptable to the Bank, including, inter alia, the responsibility of the PCU to assist the Borrower in the coordination, monitoring and supervision of the Association Project. (b) The Borrower shall otherwise agreeensure that the PCU is, at all times during Project implementation, headed by an executive director and staffed with a financial and administrative director, respectively, and assisted by an adequate number of professional and administrative staff, all with qualifications and experience acceptable to the Bank. Section 3.08. The Borrower shall: (a) open maintain or cause to be maintained policies and thereafter maintainprocedures adequate to enable it to monitor and evaluate on an ongoing basis, until completion in accordance with the indicators set forth in the Implementation Letter, the carrying out of the Project, in NGN, in a commercial bank acceptable to Project and the Association, an FPA, under terms and conditions acceptable to achievement of the Association, including appropriate protection against set-off, seizure or attachmentobjective thereof; (b) (i) deposit into prepare, under terms of reference satisfactory to the FPA an initial amount in accordance Bank, and furnish to the Bank, each November 30 and May 30 during Project implementation, starting with the provisions report due not later than November 30, 2001, a report integrating the results of Article 6.01 the monitoring and evaluation activities performed pursuant to paragraph (a); and (ii) thereafterof this Section, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance progress achieved in the Borrower’s contribution for expenditures under carrying out of the Project other than those financed from during the proceeds calendar semester preceding the date of presentation of the Creditreport and setting out the measures recommended to ensure the efficient carrying out of the Project and the achievement of the objective thereof during the following calendar semester; and (c) ensure that funds deposited into the FPA in accordance review with the provisions Bank, on or about January 15th of each year during Project implementation, starting in year 2002, the pertinent reports referred to in paragraph (b) of this Section shall be used exclusively Section, and, thereafter, take all measures required to finance expenditures under ensure the efficient completion of the Project other than those financed from and the proceeds achievement of the Creditobjective thereof, based on the conclusions and recommendations of said reports and the Bank’s views on the matter. Section 3.033.09. The Borrower shall, until completion of shall ensure that the Project, cause each Participating State to:study referred to in Part B.8 (a) open and thereafter maintain, until completion of the ProjectProject includes the results of an environmental assessment, carried out with public consultation in NGN, in a commercial bank acceptable Barbados and satisfactory to the AssociationBank, an SPA of the medical waste disposal alternatives recommended by said study which go beyond the disposal measures and infrastructure in place in Barbados as of April 1, 2001. Such alternatives shall be: (SPA A, B, a) implemented if deemed satisfactory by the Bank and C, respectively, for Kaduna, Kano, the Borrower; and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount implemented in accordance a manner that complies with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA relevant environmental mitigation measures recommended by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Projectsaid assessment.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out out: (i) Parts A, B, C.2C, D, F and D.2 G of the ProjectProject through the PRONACOM Management Unit; and (ii) Part E of the Project through the PRONACOM Management Unit with the participation of the Management Entity, all with due diligence and efficiency and in conformity with appropriate technical, administrative, financialtrade, engineering, water supply, financial and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Project. (b) Without limitation upon to the provisions of paragraph (a) (ii) of this Section, the Borrower shall provide, promptly as needed, as counterpart funds for the Project, an amount of at least $1,700,000 equivalent. Section and except 3.02. Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower shallgoods, through the FMWR, carry out, works and cause the Participating States, through their SWAs, to carry out, consultants’ services required for the Project in accordance with and to be financed out of the Implementation Program set forth in proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement. (c) The Borrower shall make Section 3.03. For the proceeds purposes of Section 9.08 of the Credit available General Conditions and without limitation thereto, the Borrower, through the PRONACOM Management Unit, shall: (a) prepare, on the basis of guidelines acceptable to the Participating States under a Subsidiary Credit Agreement Bank, and furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be entered into agreed for this purpose between the Borrower and each Participating Statethe Bank, under a plan for the future operation of the Project; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan. (a) For purposes of assisting the Borrower in the administration and supervision of Part E of the Project, the Borrower, through the PRONACOM Management Unit, shall enter into an agreement (the Management Agreement) with an entity (the Management Entity) with qualifications and experience acceptable to the Bank, on terms and conditions which shall have been approved by satisfactory to the AssociationBank. (di) The Borrower Borrower, through the PRONACOM Management Unit, shall exercise its rights under the Subsidiary Credit Management Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the Credit, and, Loan; and (ii) except as the Association Bank shall otherwise agree, the Borrower Borrower, through the PRONACOM Management Unit, shall not assign, amend, abrogate abrogate, terminate, waive or waive fail to enforce the Subsidiary Credit Management Agreement or any provision thereof. Section 3.02. Without limitation upon (c) The Borrower, through the provisions PRONACOM Management Unit, shall carry out Part E of paragraph the Project in accordance with a manual (athe Operational Manual), acceptable to the Bank, said manual to include, inter alia: (i) the criteria for selecting Eligible Entities and Eligible Micro-enterprises; (ii) the criteria for approving Competitiveness Plans; (iii) the criteria for approving Vouchers and the terms and conditions of said vouchers; (iv) the disbursement and procurement procedures governing Part E (b) and (c) of Section 3.01 the Project; and (v) a sample of this the terms and conditions of a Grant Agreement and a Voucher. (d) Upon approval of a Competitiveness Plan, the Borrower, through the PRONACOM Management Unit, shall enter into an agreement (the Grant Agreement) with the corresponding Eligible Entity to enable said entity to carry out its Competitiveness Plan, on terms and except conditions satisfactory to the Bank, including, inter alia, the obligation of said entity to finance at least 50% of the cost of its Competitiveness Plan. (i) The Borrower, through the PRONACOM Management Unit, shall exercise its rights under each Grant Agreement in such manner as to protect the interests of the Borrower and the Association Bank and to accomplish the purposes of the Loan; and (ii) except as the Bank shall otherwise agree, the Borrower, through the PRONACOM Management Unit, shall not assign, amend, abrogate, terminate, waive or fail to enforce any Grant Agreement or any provision thereof. (a) The Borrower shall: (i) establish within MINECO, and thereafter maintain and operate at all times during Project implementation, a management unit (the PRONACOM Management Unit) with functions and responsibilities acceptable to the Bank, including, inter alia, the responsibility to: (A) implement the directives issued by the Executive Committee in connection with the carrying out of the Project; and (B) assist the Borrower in the monitoring and overall supervision of the Project; and (ii) establish within the PRONACOM Management Unit, and thereafter maintain and operate at all times during Project implementation, a supervisory committee (the Supervisory Committee) with functions and responsibilities acceptable to the Bank, including, inter alia, the responsibility to assist the Borrower in the supervision of Part E (b) and (c) of the Project. (b) The Borrower shall ensure that the PRONACOM Management Unit is, at all times during the implementation of the Project, headed by a managing director to be appointed by the Executive Committee and assisted by staff in adequate numbers, with qualifications and experience satisfactory to the Bank. Section 3.06. The Borrower, through the PRONACOM Management Unit, shall: (a) not later than November 30 of each year of Project implementation, starting in the year 2001, prepare and furnish to the Bank a plan of action, acceptable to the Bank, setting forth the Project activities to be carried by the Borrower during the calendar year following the date of presentation of said plan; and (b) thereafter carry out said plan in accordance with its terms. Section 3.07. The Borrower, through the PRONACOM Management Unit, shall: (a) open maintain policies and thereafter maintainprocedures adequate to enable it to monitor and evaluate on an ongoing basis, until in accordance with the indicators set forth in the Implementation Letter, the carrying out of the Project and the achievement of the objectives thereof; (b) prepare, under terms of reference satisfactory to the Bank, and furnish to the Bank, not later than 30 days after the end of each calendar quarter, starting with the report due for the third quarter of the year 2001, 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 calendar quarter 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 calendar quarter following such date; and (c) review with the Bank, by July 31, 2002, or such later date as the Bank shall request, the pertinent reports referred to in paragraph (b) of this Section, 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 each said report and the Bank’s views on the matter. Section 3.08. The Borrower, through the PRONACOM Management Unit, shall, prior to providing technical assistance to a Cluster under Part G.1 (a) of the Project, in NGN, in a commercial bank acceptable to the Association, enter into an FPA, under agreement with said Cluster on terms and conditions acceptable to the AssociationBank, including appropriate protection against set-offincluding, seizure or attachment; (b) (i) deposit into inter alia , the FPA an initial amount in accordance with the provisions obligation of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 said Cluster to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds up to 50% of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds cost of the Credit. Section 3.03. The Borrower shall, until completion technical assistance to be provided under said Part of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Agreement, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of Project through DPEF in accordance with the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, Implementation program set forth in Schedule 4 to carry out Parts A, B, C.2, and D.2 of the Project, all this Agreement with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, educational and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.02. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.03. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.06 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank 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 safeguarding the objectives of the Project; and (b) afford the Association a reasonable opportunity to exchange views with the Borrower on said plan. Section 3.04. Without limitation to its obligations under Section 3.01 of this Agreement, the Borrower shall: (a) until the completion of the execution of the Project open and maintain an FPA, under account in UM in a commercial bank (the Project Account) on terms and conditions acceptable satisfactory to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit pay into the FPA Project Account an initial amount in accordance with of UM equivalent of $150,000 for the provisions of Article 6.01 project account, as discussed (a); and (iithe Initial Deposit) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for to the expenditures required under the Project; (c) thereafter during each following quarter, deposit into the Project other than those financed from Account the proceeds of amount required to cover the CreditBorrower’s counterpart contribution for each such following quarter, as determined by the Borrower and the Association; and (cd) ensure that the funds deposited into the FPA Project Account in accordance with the provisions of paragraph paragraphs (b) and (c) of this Section shall be used exclusively to finance expenditures required under the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (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, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, admin- istrative and environmental financial practices, and shall provide or cause the Participating States to provide, as the case may be, 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 agreeSection, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 5 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available , as such Schedule may be amended from time to the Participating States under a Subsidiary Credit Agreement to be entered into time by agreement between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Section 3.02. Without any limitation or restriction upon any of its obligations under Section 3.01 of this Agreement, the Borrower shall exercise its rights cause the relevant government ministries and agencies referred to in Schedule 2 to this Agreement to provide to the consultants to be employed under the Subsidiary Credit Agreement in Project the necessary facilities and assistance to enable such manner as consultants to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except carry out their duties. Section 3.03. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.04. Without limitation upon The Borrower shall establish and maintain in the Central Bank of Somalia, under arrangements satisfactory to the Association, a Project Account in which shall be deposited the local currency proceeds generated from the sale of the proceeds of the Credit. Funds deposited into said Account shall form part of the Borrower’s general budget. (a) The Borrower shall: (i) establish and maintain, under arrangements satis- factory to the Association, a Social Action Fund for the purpose of financing sub-projects to mitigate the social cost of adjustment pursuant to Part C of Schedule 2 to this Agreement. The Borrower shall operate the Social Action Fund in accordance with procedures satisfactory to the Association, and in accordance with the provisions of paragraph Schedule 5 to this Agreement. (ii) maintain the Social Action Committee within MNP to administer the operation of the Social Action Fund. The head of the Social Action Unit shall be a member of the Social Action Committee. Other members of the Social Action Committee shall be appointed by the Minister of Finance and Revenue. (b) The Social Action Committee shall be responsible for reviewing Sub-projects recommended by the Social Action Unit and to be financed under the Social Action Fund. (a) The Borrower shall, not later than August 31, 1989, establish a Social Action Unit within MNP which shall be responsible to the Social Action Committee. (b) The Social Action Unit shall formulate and develop policies which will, inter alia: (i) identify and explore ways in which equity issues can be addressed in the context of the macro economic policy reform; (ii) formulate actions which can address the problems of vulnerable groups; and (iii) communicate to the vulnerable groups the available social services and support. Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the 3.07. The Borrower shall: (a) open and thereafter maintain, until completion carry out surveys referred to in Part C.2 of the Project, in NGN, in a commercial bank Project under terms of reference acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into upon their completion submit to the FPA an initial amount in accordance with Association for review the provisions results of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Creditsaid surveys; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds based on results of the Creditsurveys, formulate and implement social and economic policies to assist people identified as requiring assistance. Section 3.033.08. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion not later than November 30 of the Project, in NGN, in a commercial bank acceptable every year submit to the Association, an SPA (SPA A, B, and C, respectively, Association for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to comment its proposals for updating the Association, including appropriate protection against, setthree-off, seizure or attachment;year Public Investment Program; and (b) thereafter update annually the Public Investment Program taking into account the Association views. Section 3.09. The Borrower shall: (a) not later than March 30, 1990, submit to the Association for review a plan of action for the future management of food aid; and (b) thereafter implement such plan of action taking into account the Associa- tion’s views. (a) The Borrower shall submit to the Associa- tion for review semi-annual reports on the implementation of the Program in respect of the involvement of the private sector in the following businesses and trades: (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); hides and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.skins;

Execution of the Project. (a) The Borrower declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement Project, and, to this end, shall, through the FMWR, end shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out out: (i) Parts A, BC, C.2E, F.3 and D.2 F.4 of the ProjectProject through DOWT; (ii) Parts F.1 and F.2 of the Project through its Department of Trade and Industry; and (iii) Parts B and D of the Project through the Participating Provinces, all with due diligence and efficiency and in conformity with appropriate sound administrative, financialeconomic, engineering, water supply, financial and environmental technical practices, and social and environmental standards and shall provide or cause the Participating States to provide, as the case may be, 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 Bank shall otherwise agree, the Borrower shall, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 5 to this Agreement. Section 3.02. Except as the Bank shall otherwise agree, procurement of the works, goods, and consultants’ services required for the Project and to be financed out of the proceeds of the Loan shall be governed by the provisions of Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.023.03. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion of the Project, an Executing Agency Trust Account in NGN, Kina in a commercial bank bank, acceptable to the AssociationBank, an FPA, under on terms and conditions acceptable satisfactory to the AssociationBank, including appropriate protection against set-off, seizure or and attachment, for purposes of channeling in a timely manner the Borrower’s funding for the costs of works, goods and services required for the carrying out of Parts A, C, E and F of the Project, not financed out of the proceeds of the Loan; (b) (i) make an initial deposit into such account in the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the CreditK5,000,000; and (c) ensure that funds deposited deposit into the FPA in accordance with Executing Agency Trust Account, not later than the last day of each calendar quarter, amounts sufficient to cover counterpart funding for estimated disbursements under Parts A, C, E and F of the Project for the succeeding three-month period. Section 3.04. Without limitation upon the provisions of paragraph (ba) of Section 3.01 of this Section shall be used exclusively to finance expenditures under Agreement, the Project other than those financed from the proceeds of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause through each Participating State toProvince: (a) open and thereafter maintain, until completion of the Project, a Provincial Executing Agency Trust Account in NGNKina in the name of the respective Participating Province, each in a commercial bank bank, acceptable to the AssociationBank, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under on terms and conditions acceptable satisfactory to the AssociationBank, including appropriate protection against, against set-off, seizure or and attachment, for purposes of channeling in a timely manner each Participating Provinces’ funding for the costs of works, goods and services required for the carrying out of its Respective Part of the Project not financed out of the proceeds of the Loan; (b) make an initial deposit into each such account as follows: (i) deposit into its respective SPA an initial for the Central Province in the amount in accordance with the provisions of Article 6.01 (c); and K200,000; (ii) thereafter, on a quarterly basis, replenish its respective SPA by for the East New Britain Province in the amount required to finance of K400,000; (iii) for the respective Participating State’s contribution ▇▇▇▇▇ Province in the amount of K140,000; (iv) for expenditures under the Project other than those financed from Morobe Province in the proceeds amount of K270,000; (v) for the Credit by issuing an irrevocable letter Oro Province in the amount of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPAK140,000; and (vi) for the West New Britain Province in the amount of K200,000. (c) ensure that funds deposited and, thereafter, deposit into each such Provincial Executing Agency Trust Account, not later than June 30 and December 31 of each calendar year, commencing on December 31, 2002, amounts sufficient to cover counterpart funding for estimated disbursements under the respective SPA in accordance with Respective Parts of the Project on account of the relevant Participating Province for the succeeding six-month period. Section 3.05. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, the Borrower shall, through each Participating Province: (a) open and thereafter maintain until completion of the Project, an Imprest Account in Kina in the name of the respective Participating Province, each in a commercial bank, acceptable to the Bank, on terms and conditions satisfactory to the Bank, including appropriate protection against set-off, seizure and attachment, for purposes of channeling in a timely manner each Participating Provinces’ funding for the costs of works for routine maintenance of provincial roads procured under paragraph 4 of Part C of Section I of Schedule 4 to this Agreement required for the carrying out of the respective Part B.1 of the Project not financed out of the proceeds of the Loan; (b) make an initial deposit into each such account as follows: (i) for the Central Province in the amount of K100,000; (ii) for the East New Britain Province in the amount of K200,000; (iii) for the ▇▇▇▇▇ Province in the amount of K60,000; (iv) for the Morobe Province in the amount of K130,000; (v) for the Oro Province in the amount of K60,000; and (vi) for the West New Britain Province in the amount of K100,000. (c) and, thereafter, deposit into each such Imprest Account, not later than June 30 and December 31 of each calendar year, commencing on December 31, 2002, amounts sufficient to cover counterpart funding for estimated disbursements for the costs of works for routine maintenance of provincial roads procured under paragraph 4 of Part C of Section I of Schedule 4 to this Agreement required for the carrying out by the relevant Participating Province its respective part of Part B.1 of the Project for the succeeding six-month period. Section shall 3.06. 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 Bank, and furnish to the Bank not later than six (6) months after the Closing Date or such later date as may be used exclusively agreed for this purpose between the Borrower and the Bank, a plan designed to finance each Participating State’s contribution for expenditures under ensure the continued achievement of the Project’s objectives; and (b) afford the Bank a reasonable opportunity to exchange views with the Borrower on said plan.

Execution of the Project. Section 3.01. The Borrower (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, shallwithout any limitation or restriction upon any of its other obligations under the Development Credit Agreement, through the FMWR, (b) shall carry out Parts C.1its obligations and exercise its rights under the Joint Financing Agreement, C.2 only insofar as dams covered thereunder fall within (c) shall cause CEB to perform in accordance with the ownership provisions of the BorrowerJoint Financing Agreement all the obligations of CEB therein set forth, and D.1 of the Project, (d) shall take and cause to be taken all action, including the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 provision of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, and environmental practices, and shall provide or cause the Participating States to provide, as the case may be, promptly as needed, the funds, facilities, services and other resources required for the Projectresources, necessary or appropriate to enable CEB to perform such obligations, and (e) shall not take or permit to be taken any action which would prevent or interfere with such performance. (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, through the FMWR, carry out, and cause the Participating States, through their SWAs, to carry out, the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except 3.02. Except as the Association shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except as the Borrower and the Association shall otherwise agree, the Borrower shall: (a) open and thereafter maintain, until completion procurement of the Projectgoods, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms works and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment; (b) (i) deposit into the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution consultants’ services required for expenditures under the Project other than those and to be financed from out of the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with Credit shall be governed by the provisions of paragraph (b) of this Section shall be used exclusively Schedule 1 to finance expenditures under the Project other than those financed from the proceeds of the CreditJoint Financing Agreement. Section 3.03. The Borrower shalland the Association hereby agree that the obligations set forth in Sections 9.03, until completion 9.04, 9.05, 9.06, 9.07 and 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) shall be carried out by CEB pursuant to Section 2.03 of the Joint Financing Agreement. Section 3.04. The Borrower shall cause CEB to furnish to the Association quarterly reports covering Project implementation and expenditures and containing key indicators for monitoring the progress of the Project. Section 3.05. The Borrower shall cause CEB to submit, by October of each year, to the Association for approval, the program of activities to be carried out during the subsequent year. Section 3.06. The Borrower shall ensure that the terms of reference of the studies under Parts A (e) and (f) of the Project, include an examination of any potential riparian issues. Section 3.07. The Borrower shall cause each Participating State to: (ai) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable CEB to submit to the Association, an SPA not later than September 30, 1993, the conclusions of the studies under Part A (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to d) of the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c)Project; and (ii) thereafterCEB and SBEE to implement the recommendations of such studies, on as agreed upon between the Association and the Borrower, before the mid-term review referred to in Section 3.08 of this Agreement. Section 3.08. The Borrower shall (a) not later than October 31, 1993, carry out jointly with the Association and CEB, a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds comprehensive mid-term review of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out implementation of the Federation Account and to transfer such amount into Project. Such review shall, in particular, assess the respective SPA; and progress achieved in carrying out Part A (a), (c) ensure that funds deposited into and (d) and Part B of the respective SPA in accordance with the provisions of paragraph Project; and (b) cause CEB to furnish to the Association, not later than four weeks before the review referred to in the above subparagraph (a), a report on the implementation of this Section shall the Project including an action plan proposing such measures as may be used exclusively to finance each Participating State’s contribution required for expenditures under further implementation of the Project; and (c) implement with due diligence the recommendations of such review.

Execution of the Project. (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, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, Project through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all MRD with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental technical practices, and with due regard to ecological and environmental factors, and shall provide or cause the Participating States to provide, as the case may be, 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, through the FMWR, shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 to this Agreement. (c) The Section 3.02. For the purposes of Part A.2 of the Project, the Borrower shall make the proceeds allocate an amount of the Credit available not exceeding such amount as may be allocated from time to time to Category (4) of the Participating States under a Subsidiary Credit Agreement table in paragraph 1 of Schedule 1 to be entered into between this Agreement, to provide Grants to finance Subprojects, on the Borrower and each Participating State, under terms and conditions which specified in paragraph 6 of Schedule 4 to this Agreement, and on such other terms and conditions as shall have been approved by be acceptable to the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Section 3.03. Except as the Association shall otherwise agree, procurement of the Borrower goods, works and consultants’ services required for the Project and to be financed out of the proceeds of the Credit shall not assign, amend, abrogate or waive be governed by the Subsidiary Credit Agreement or any provision thereofprovisions of Schedule 3 to this Agreement. Section 3.023.04. Without limitation upon For the provisions of paragraph (a) purposes of Section 3.01 9.07 of this Agreement, the General Conditions and except as the Borrower and the Association shall otherwise agreewithout limitation thereto, the Borrower shall: (a) open and thereafter maintainprepare, until completion on the basis of the Project, in NGN, in a commercial bank guidelines acceptable to the Association, an FPA, under terms and conditions acceptable furnish to the Association not later than six (6) months before the Closing Date or such later date as may be agreed for this purpose between the Borrower and the Association, including appropriate protection against set-off, seizure or attachment;a plan designed to ensure the continued achievement of the Project’s objectives; and (b) (i) deposit into afford the FPA an initial amount in accordance Association a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Borrower on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower Recipient declares its commitment to the objectives of the Project as set forth in Schedule 2 to this Agreement and, to this end, without any limitation or restriction upon any of its other obligations under this Agreement, shall, through the FMWR, : (i) carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 Part A of the Project, and through the Energy Agency; (ii) cause the Participating States, through their respective SWAs, AD MEPSO to carry out Parts A, B, C.2, Part B of the Project; and D.2 (iii) cause MBDP to carry out Part C of the Project, all with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, engineering and environmental practicespractices and with due regard to ecological and environmental factors, and shall provide take or cause the Participating States to providebe taken all action, as the case may be, promptly as needed, the including provision of funds, facilities, services and other resources required for the ProjectProject and necessary to enable AD MEPSO and MBDP to perform such obligations, and shall not take any action which would prevent or interfere with such performance. (b) Without limitation upon the provisions of paragraph (a) of this Section and except as the Borrower Recipient and the Association Bank shall otherwise agree, the Borrower shallRecipient, through the FMWREnergy Agency, shall carry outout Part A of the Project, and shall cause the Participating States, through their SWAs, AD MEPSO and MBDP to carry outout Parts B and C of the Project, the Project respectively, in accordance with the Implementation Program set forth in Schedule 4 to this Agreement and in accordance with the AD MEPSO Project Agreement and the MBDP Project Agreement. (c) The Borrower For the purposes of carrying out Part B of the Project, the Recipient shall make available the proceeds of the Credit available GEF Trust Fund Grant allocated from time to time to Categories (2) and (3) in the Participating States table set forth in paragraph 1 of Schedule 1 to this Agreement, as a grant, under a the AD MEPSO Subsidiary Credit Agreement Financing Agreement, to be entered into between the Borrower Recipient and each Participating State, AD MEPSO under terms and conditions which shall have been approved by the AssociationBank, including, inter alia, the provisions of the AD MEPSO Project Agreement. (d) For the purposes of carrying out Part C of the Project, the Recipient shall make available the proceeds of the GEF Trust Fund Grant allocated from time to time to Categories (4) and (5) in the table set forth in paragraph 1 of Schedule 1 to this Agreement, to MBDP, as a grant, under the MBDP Subsidiary Financing Agreement, to be entered into between the Recipient and MBDP under terms and conditions which shall have been approved by the Bank, including, inter alia, the provisions of the MBDP Project Agreement. (e) The Borrower Recipient shall exercise its rights under both the AD MEPSO Subsidiary Credit Financing Agreement and MBDP Subsidiary Financing Agreement in such manner as to protect the interests of the Borrower Recipient and the Association and to accomplish the purposes of the CreditBank, and, except as the Association Bank shall otherwise agree, the Borrower Recipient shall not assign, amend, abrogate or waive the AD MEPSO Subsidiary Credit Financing Agreement and MBDP Subsidiary Financing Agreement or any provision thereof. Section 3.02. Without limitation upon the provisions of paragraph (a) of Section 3.01 of this Agreement, and except Except as the Borrower and the Association Bank shall otherwise agree, procurement of the Borrower goods, works and services required for Parts A and C of the Project and to be financed out of the proceeds of the GEF Trust Fund Grant shall be governed by the provisions of Schedule 3 to this Agreement, as said provisions may be further elaborated in the Procurement Plan. (b) Except as the Bank shall otherwise agree, procurement of the goods, works and services required for Part B of the Project and to be financed out of the proceeds of the GEF Trust Fund Grant shall be governed by the provisions of Schedule 1 of the AD MEPSO Project Agreement, as said provisions may be further elaborated in the Procurement Plan. (c) The Recipient, through the Energy Agency, shall update the Procurement Plan in accordance with guidelines acceptable to the Bank, and furnish such update to the Bank for its approval. Section 3.03. For the purposes of Section 9.08 of the General Conditions and without limitation thereto, the Recipient shall: (a) open prepare, on the basis of guidelines acceptable to the Bank, and thereafter maintainfurnish to the Bank not later than six (6) months before the Closing Date or such later date as may be agreed for this purpose between the Recipient and the Bank, until completion a plan for the continued achievement of the objectives of the Project, in NGN, in a commercial bank acceptable to the Association, an FPA, under terms and conditions acceptable to the Association, including appropriate protection against set-off, seizure or attachment;; and (b) (i) deposit into afford the FPA an initial amount in accordance Bank a reasonable opportunity to exchange views with the provisions of Article 6.01 (a); and (ii) thereafter, Recipient on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit; and (c) ensure that funds deposited into the FPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance expenditures under the Project other than those financed from the proceeds of the Creditsaid plan. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.

Execution of the Project. (a) The Borrower ICAR declares its commitment to the objectives objective of the Project as set forth in Schedule 2 to this Agreement the Development Credit Agreements, and, to this end, shall, through the FMWR, shall carry out Parts C.1, C.2 only insofar as dams covered thereunder fall within the ownership of the Borrower, and D.1 of the Project, and cause the Participating States, through their respective SWAs, to carry out Parts A, B, C.2, and D.2 of the Project, all Project with due diligence and efficiency and in conformity with appropriate administrative, financial, engineering, water supply, administrative and environmental financial practices, and with due regard to social and environmental considerations, acceptable to the Association, and shall provide provide, or cause the Participating States to provide, as the case may bebe provided, 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 Association and the Association ICAR shall otherwise agree, the Borrower shall, through the FMWR, ICAR shall carry out, and cause the Participating States, through their SWAs, to carry out, out the Project in accordance with the Implementation Program set forth in Schedule 4 1 to this Agreement. (ca) The Borrower shall make the proceeds of the Credit available to the Participating States under a Subsidiary Credit Agreement to be entered into between the Borrower and each Participating State, under terms and conditions which shall have been approved by the Association. (d) The Borrower shall exercise its rights under the Subsidiary Credit Agreement in such manner as to protect the interests of the Borrower and the Association and to accomplish the purposes of the Credit, and, except Except as the Association shall otherwise agree, procurement of all goods, works and consultants’ services required for the Borrower Project and Subprojects, and to be financed out of the proceeds of the Credit, shall not assign, amend, abrogate or waive the Subsidiary Credit Agreement or any provision thereof. Section 3.02. Without limitation upon be governed by the provisions of paragraph (a) of Section 3.01 of Schedule 2 to this Agreement, and except as said provisions may be further elaborated in the Borrower and the Association shall otherwise agree, the Borrower shall:Procurement Plan. (ab) open and thereafter maintain, until completion of ICAR shall update the Project, Procurement Plan in NGN, in a commercial bank accordance with guidelines acceptable to the Association, an FPAand furnish such update to the Association not later than twelve (12) months after the date of the preceding Procurement Plan, under terms for the Association’s approval. (a) ICAR shall carry out the obligations set forth in Sections 9.03, 9.04, 9.05, 9.06, 9.07 and conditions 9.08 of the General Conditions (relating to insurance, use of goods and services, plans and schedules, records and reports, maintenance and land acquisition, respectively) in respect of the Project Agreement and the Project. (b) For the purposes of Section 9.06 of the General Conditions and without limitation thereto, ICAR shall: (i) prepare, on the basis of guidelines acceptable to the Association, including appropriate protection against set-offand 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 Association and ICAR, seizure or attachment; (b) (i) deposit into a plan designed to ensure the FPA an initial amount in accordance with the provisions of Article 6.01 (a); and (ii) thereafter, on a quarterly basis, replenish the FPA by an amount equivalent to $50,000 to finance the Borrower’s contribution for expenditures under the Project other than those financed from the proceeds continued achievement of the CreditProject’s objective; and (cii) ensure that funds deposited into afford the FPA in accordance Association a reasonable opportunity to exchange views with ICAR on said plan. Section 2.04. (a) ICAR shall, at the request of the Association, exchange views with the provisions Association with regard to progress of paragraph (b) the Project, the performance of its obligations under this Section shall be used exclusively Agreement, and other matters relating to finance expenditures under the Project other than those financed from the proceeds objective of the Credit. Section 3.03. The Borrower shall, until completion of the Project, cause each Participating State to: (a) open and thereafter maintain, until completion of the Project, in NGN, in a commercial bank acceptable to the Association, an SPA (SPA A, B, and C, respectively, for Kaduna, Kano, and Ogun States), under terms and conditions acceptable to the Association, including appropriate protection against, set-off, seizure or attachment; (b) (i) deposit into its respective SPA an initial amount in accordance with the provisions of Article 6.01 (c); and (ii) thereafter, on a quarterly basis, replenish its respective SPA by the amount required to finance the respective Participating State’s contribution for expenditures under the Project other than those financed from the proceeds of the Credit by issuing an irrevocable letter of authority to the Federal Ministry of Finance to deduct such amount from the allocation due to the respective Participating State out of the Federation Account and to transfer such amount into the respective SPA; and (c) ensure that funds deposited into the respective SPA in accordance with the provisions of paragraph (b) of this Section shall be used exclusively to finance each Participating State’s contribution for expenditures under the Project.