"соглашение между правительством российской федерации и международным банком реконструкции и развития о гранте для финансирования проекта поэтапного сокращения потребления озоноразрушающих веществ (gef trust fund number tf028314)" [англ.](заключено в г. вашингтоне 29.09.1996)
GEF TRUST FUND NUMBER TF028314
GLOBAL ENVIRONMENT FACILITY TRUST FUND
GRANT AGREEMENT
(Washington, 29.IX.1996)
Agreement, dated September 29,
1996, between Russian Federation (the Recipient) and International Bank for
Reconstruction and Development (the Bank), acting as an implementing agency of
the Global Environment Facility (GEF) in respect of grant funds provided to the
Global Environment Facility Trust Fund (GET Trust Fund) by certain members of
the Bank, as participants of the GEF.
Whereas: (A) the Bank, pursuant to
Resolution No. 91-5 of March 14, 1991, of the Executive Directors of the Bank,
established the GEF to assist in the protection of the global environment and
promote thereby environmentally sound and sustainable economic development;
(B) following the restructuring of the GEF, such arrangements are continued in
place on the basis set forth in Resolution No. 94-2 (Resolution No. 94-2) of the
Executive Directors of the Bank, dated May 24, 1995, establishing the GEF Trust
Fund;
(C) the Recipient, having satisfied itself as to the feasibility
and priority of the Project described in Schedule 2 to this Agreement, has
requested assistance from the resources of the GET Trust Fund in the financing
of the Project, and the Bank has determined that such assistance would be in
accordance with Resolution No. 94-2;
Whereas the Bank has agreed, on the
basis, inter alia, of the foregoing, to extend the GEF Trust Fund Grant (the
Grant) to the Recipient upon the terms and conditions set forth in this
Agreement;
Now therefore the parties hereto hereby agree as
follows:
Article I
General Conditions; Definitions
Section 1.01. (a)
The following provisions of the General Conditions Applicable to Loan and
Guarantee Agreements of the Bank, dated January 1, 1985, with the modifications
set forth in paragraph (b) of this Section (the General Conditions) constitute
an integral part of this Agreement:
(i) Article I;
(ii) Sections
2.01 (1), (2), (3), (4), (6), (8), (9), (10), (11), (15), (18) and (20), 2.02
and 2.03;
(iii) Section 3.01;
(iv) Section 4.01 and the first
sentence of Section 4.09;
(v) Article V;
(vi) Sections 6.01, 6.02
(a), (c), (d), (e), (f), (i) and (k), 6.03, 6.04 and 6.06;
(vii) Section
8.01 (b);
(viii) Sections 9.01 (a) and (c), 9.04, 9.05, 9.06, 9.07, 9.08
and 9.09;
(ix) Sections 10.01, 10.03 and 10.04;
(x) Article XI;
and
(xi) Sections 12.01, 12.02, 12.03 and 12.04.
(b) The General
Conditions shall be modified as follows:
(i) a new paragraph is added at
the end of Section 2.01 to read as follows: "21. "Special Drawing Rights" and
"SDR" mean special drawing rights as valued by the International Monetary" Fund
in accordance with its Articles of Agreement";
(ii) the term "Bank",
wherever used in the General Conditions, other than in Sections 2.01 (8) and
6.02 (f) thereof and the use of such term in the second sentence of Section 5.01
thereof (as herein modified), means the Bank, acting as an implementing agency
of the GEF, except that in Section 6.02, the term "Bank" shall also include the
International Bank for Reconstruction and Development acting in its own
capacity:
(iii) the term "Borrower", wherever used in the General
Conditions, means the Recipient;
(iv) the term "Loan Agreement", wherever
used in the General Conditions, means this Agreement;
(v) the term "Loan"
and "loan" wherever used in the General Conditions, means the Grant;
(vi)
the term "Loan Account" wherever used in the General Conditions, means the Grant
Account;
(vii) The second sentence of Section 5.01 is modified to read:
"Except as the Bank and the Recipient shall otherwise agree, no withdrawals
shall be made: (a) on account of expenditures in the territories of any country
which is not a member of the Bank or for goods produced in, or services supplied
from, such territories; or (b) for the purpose of any payment to persons or
entities, or for any import of goods, if such payment or import, to the
knowledge of the Bank is prohibited by a decision of the United Nations Security
Council taken under Chapter VII of the Charter of the United Nations."; and
(viii) a new sub-paragraph is added after sub-paragraph (k) in Section 6.02 of
the General Conditions, as follows: "(1) An extraordinary situation shall have
arisen in which any further disbursement under the Grant would exceed the
resources available for disbursement from the GEF."
Section 1.02.
Wherever used in this Agreement, unless the context otherwise requires, the
several terms defined in the General Conditions and in the Recitals to this
Agreement have the respective meanings therein set forth and the following
additional terms have the following meanings:
(a) "Country Program" means
the program for the phase-out of ODS, adopted by the Recipient on May 24, 1995,
through Government of Russia Resolution No. 526, and submitted to the Parties to
the Vienna Convention on Ozone Layer Protection and Montreal Protocol on ODS
under a letter dated May 26, 1995;
(b) "CPPI" means the Recipient"s
Center for Project Preparation and Implementation, a non-commercial organization
founded by the Ministry of Environmental Protection and Natural Resources
pursuant to Order No. 247, dated December 2, 1993, and duly registered on
December 30, 1993, by the Division of Registration on Noncommercial
Organizations, Department of Social and Political Relations, Municipal
Government of Moscow, or any successor thereto;
(c) "GEF Council" means
the Council of the Global Environmental Facility referred to in Article 11 of
the 1994 Instrument for the Establishment of the Restructured Global
Environmental Facility, or any successor thereto
(d) "Inter-Agency
Commission" means the commission referred to in paragraph 2 of Schedule 5 to
this Agreement;
(e) "JSC Arnest" means Arnest, a Russian private joint
stock company, located and registered in the city of Nevinnomyssk, Stavropol
Krai, pursuant to Decision No. 897 of the Head of the City Administration, dated
November 11, 1992, as evidenced by Certification of Registration No. 000590, or
any successor thereto;
(f) "JSC Krasnoyarsk" means Krasnoyarsk
Refrigerator Plant "Biryusa," a Russian private joint stock company located and
registered in the city of Krasnoyarsk, Krasnoyarsk Krai, pursuant to Decision
No. 304 of the Head of the City Administration, dated December 8, 1993, or any
successor thereto;
(g) "MOE" means the Ministry of Economy of the Russian
Federation, or any successor thereto;
(h) "MOF" means the Ministry of
Finance of the Russian Federation, or any successor thereto;
(i) "NPAF
Supervisory Board" means the supervisory board of the National Pollution
Abatement Facility, to be established by the SCEP, MOF, and MOE pursuant to
Government of Russia Resolution No. 808, dated August 11, 1995, or any successor
thereto;
(j) "ODS" means ozone depleting substance or substances;
(k) "ODS PIUs" means the project implementation units referred to in paragraph 3
(e) of Schedule 5 to this Agreement;
(l) "Participating Enterprises"
means JSC Arnest, JSC Krasnoyarsk, and other enterprises selected by the
Recipient in accordance with this Agreement;
(m) "Project Implementation
Agreement" means the agreement referred to in paragraph 3 (a) of Schedule 5 to
this Agreement, as such agreement may be amended from time to time;
(n)
"SCEP" means the Recipient"s State Committee for Environmental Protection, or
any successor thereto;
(o) "Special Account" means the account referred
to in Section 2.02 (b) of this Agreement.
(p) "Sub-grant" means a grant
from the Recipient to a Participating Enterprise made or proposed to be made
pursuant to a Sub-grant Agreement;
(q) "Sub-grant Agreement" means an
agreement between the Recipient and a Participating Enterprise, entered into
pursuant to paragraph 3 (c) of Schedule 5 to this Agreement, as such agreement
may be amended from time to time; and
(r) "Sub-project" means an ODS
phase-out project referred to in Parts A and B of Schedule 2 to this Agreement,
and selected and approved for financing pursuant to paragraph 3 (b) of Schedule
5 to this Agreement.
Article II
The Grant
Section 2.01. The Bank
agrees to make available to the Recipient, on the terms and conditions set forth
or referred to in this Agreement, the Grant in an amount in various currencies
equivalent to forty one million two hundred thousand Special Drawing Rights (SDR
41,200,000).
Section 2.02. (a) The amount of the Grant may be withdrawn
from the Grant Account in accordance with the provisions of Schedule 1 to this
Agreement for expenditures made (or, if the Bank shall so agree, to be made) in
respect of the reasonable cost of goods, works and services required for
carrying out the Project and to be financed out of the proceeds of the
Grant.
(b) The Recipient shall, for the purposes of the Project, open and
maintain in Dollars a special deposit account in a commercial bank on terms and
conditions satisfactory to the Bank, including appropriate protection against
set off, seizure or attachments. Deposits into, and payments out of, the Special
Account shall be made in accordance with the provisions of Schedule 4 to this
Agreement.
Section 2.03. The Closing Date shall be December 31, 2001, or
such later date as the Bank shall establish. The Bank shall promptly notify the
Recipient of such later date.
Section 2.04. The Bank shall not be
obligated to make any payment under this Agreement except to the extent it shall
have received funds from the GET Trust Fund for the purpose of the Project.
Section 2.05. The CPPI is designated as representative of the Recipient for
the purposes of taking any action required or permitted to be taken under the
provisions of Section 2.02 of this Agreement and Article V of the General
Conditions.
Article III
Execution of the Project
Section 3.01. (a)
The Recipient declares its commitment to the objectives of the Project as set
forth in Schedule 2 to this Agreement and, to this end, shall carry out the
Project through the SCEP, Inter-Agency Commission and the CPPI, with due
diligence and efficiency and in conformity with appropriate administrative,
engineering and financial practices and with due regard to ecological and
environmental factors, and shall provide, promptly as needed, the funds,
facilities, services and other resources required for the Project.
(b)
Without limitation upon the provision of paragraph (a) of this Section and
except as the Recipient and the Bank shall otherwise agree, the Recipient shall
carry 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 Grant
shall be governed by the provisions of Schedule 3 to this Agreement.
Section 3.03. (a) The Recipient shall, at the request of the Bank, exchange
views with the Bank with regard to the progress of the Project, the performance
of its obligations under this Agreement and other matters relating to the
purposes of the Grant.
(b) The Recipient shall promptly inform the Bank
of any condition which interferes or threatens to interfere with the progress of
the Project, the accomplishment of the purposes of the Grant, or the performance
by the Recipient of its obligations under this Agreement.
Section 3.04.
Without limitation upon the applicable provisions of Section 9.07 of the General
Conditions, the Recipient 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 agreed for this purpose
between the Recipient 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 Recipient on said plan.
Section 3.05. The Recipient shall
take all measures necessary to ensure that each Participating Enterprise
complies with all relevant environmental requirements of the Recipient for any
ODS phase-out activity to be carried out under the Project, including approval
of environmental impact assessments of each Sub-project by the SCEP prior to the
implementation of each such Sub-project.
Article IV
Financial
Covenants
Section 4.01. (a) The Recipient shall maintain and cause the CPPI
to maintain records and accounts adequate to reflect in accordance with sound
accounting practices the operations, resources and expenditures in respect of
the Project of the departments and agencies of the Recipient and the CPPI
responsible for carrying out the Project or any part thereof.
(b) The
Recipient shall and shall cause the CPPI to:
(i) have the records and
accounts referred to in paragraph (a) of this Section, including those for the
Special Account, for each fiscal year audited, in accordance with appropriate
auditing principles consistently applied, by independent auditors acceptable to
the Bank;
(ii) furnish to the Bank as soon as available, but in any case
not later than six (6) months after the end of each such year the report of such
audit by said auditors, of such scope and in such detail as the Bank shall have
reasonably requested; and
(iii) furnish to the Bank such other
information concerning said records, accounts and financial statements and the
audit thereof as the Bank shall from time to time reasonably request.
(c)
For all expenditures with respect to which withdrawals from the Grant Account
were made on the basis of statements of expenditure, the Recipient shall or
shall cause the CPPI to:
(i) maintain in accordance with paragraph (a) of
this Section, records and accounts reflecting such expenditures;
(ii)
retain, until at least one (1) year after the Bank has received the audit report
for the fiscal year in which the last withdrawal from the Grant Account was
made, all records (contracts, orders, invoices, bills, receipts and other
documents) evidencing such expenditures;
(iii) enable the Bank"s
representatives to examine such records; and
(iv) ensure that such
records and accounts are included in the annual audit referred to in paragraph
(b) of this Section and that the report of such audit contains a separate
opinion by said auditors as to whether the statements of expenditure submitted
during such fiscal year, together with the procedures and internal controls
involved in their preparation, can be relied upon to support the related
withdrawals.
Article
