Selanjutnya
ORIGINAL : ARABIC
LOAN NUMBER 316
LOAN AGREEMENT
PADALARANG - CILEUNYI TOLL HIGHWAY PROJECT
BETWEEN
REPUBLIC OF INDONESIA
AND
KUWAI'.!:' FUND FOR ARAB ECONOMIC DEVELOPMENT
DATED
LOAN AGREEMENT
Agreement dated this ... ｾ＼［ＭｴｩＮ＿＠
.............. .
4 • l ｾＷ＠
between the Republic of Indonesia (hereinafter referred . to as
the Borrower) of the one part and Kuwait Fund for Arab Economic
Development (hereinafter ref erred to as the Fund) of the other
part.
Whereas, the Borrower plans to carry out a project for
the construction of a highway bypass along the southern edge of
tte city of Bandung (more particularly described in Schedule II
hereto and hereafter referred to as the Project);
And whereas the Borrower and the Saudi Fund for
Development have concluded an agreement whereby the latter
undertook to provide a loan amounting to 172,000,000 Saudi Rial
to be applied in financing the foreign cost of the Project
( hereinafter referred to as the Saudi Loan);
And whereas the Borrower has requested the Fund to
assist in the financing of the said costs;
And whereas the Borrower 1s willing to provide from its
own resources such further sums in foreign currency and all such .
sums in local currency as shall be necessary for meeting the
costs of the Project;
And whereas the Borrower intends to entrust the
implementation of the Project to the Ministry of Public Works .
through the agency of its department responsible for roads
(hereinafter referred to as Bina Marga and more particularly
defined in Article IX hereof);
And whereas the Borrower intends to entrust the
operation and maintenance of the Project after its completion to
the Indonesian. Highway Corporation, a body corporate established
under the laws of Indonesia (filore particularly defined in
Ar ticle IX hereof and hereinafter ref 2rred to as Jasa Marga);
And whereas the Borrower h as acquired all the land
necessary for the execution of the ｾｲ･ｪ｣ｴ＠
and settled all
claims for compensation arising from such acquisition in
accordance with the laws and regulations of the Borrower.
And whereas the object of the Fund is to assist
developing countries in developing their economy by providing
them, inter alia, with loans for the implementation of their
development projects;
ｾｨ･＠
ｾｨ･＠
And whereas the Fund is convinced of the
Project and its beneficial effects for the
economy of the Borrower;
And whereas the Fund has agreed in view of the foregoing
to grant the Borrower a loan (hereinafter referred to as the
Loan) on the terms and conditions set forth in this Agreement;
Now therefore, the parties hereto agree as follows:
ARTICLE I
The Loan; Interest and Other Charges;
Repayment; Place of :Payment
SECTION 1.01. The Fund agrees
the terms and conditions set forth or
this Agreement an amount equivalent to
and seventy thousand Kuwaiti Dinars
to le:id the Borrower, on
hereinafter referred to in
six million four hundred
(KD G,470,000).
SECTION 1.02. The Borrower shall pay interest at the
rate of three and one-half per cent (3.5%) per annum on the
principal amount of the Loan withdrawn and outstanding from time
to time. Interest shall accrue from the respective dates on
which amount shall be so withdrawn.
SECTION 1.03. An additional charge of one half per
(1/2%) per annum on the amounts withdrawn from the Loan
outstanding from time to time shall be paid to meet
administrative expenses and the expenses of implementing
Agreement.
cent
and
the
this .
SECTION 1.04.
The charge payable for special
commitments entered into by the Fund, at the request of the
norrower pursuant to Section 3.02 of the Agreement, shall be at
the rate of one half per cent (l/2%} per annum of the principal
amount of any such special commitments outstanding from time to
time.
SECTION 1. 05. Interest and -othe-r cha-r ge s -shall be
compu ted on the basis of a 360-day year of twelve 30-day month
for any period less than a full one half of a year.
SECTION 1.06. The Borrower shall repay the principal of
the Loan in accordance with the Amortization Schedule set forth
i n Schedule I to this Agreement.
SECTION 1.07. Interest and other charges shall be
payable semi-annually on 15th February and 15th August each
year.
ＢＧｾ＠
SECTION 1.08. The Borrower shall have )'tTe:-_'
]::"l·ght-,. ypon
payment of all accrued interest and all ｯｴｨ･ｲ
Ｏ ｾＬｴｩＧ｡ｲｧ･ｳ［
Ｎ＠ ｡ｮ､
ＭＺ ｾｰｯｮ＠
giving not less ｴｾ｡ｮ＠
45 days' notice to the l+:rid, t -o ｲ･ｰｾｹＮ
｜ ｩｮ＠
advance of maturity:
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(a) all of the principal amount of the Loan at the time
outstanding; or
(b) all of the principal amount of any one or more
maturities, provided that on the date of such
prepayment there shall not be outstanding any
portion of the Loan maturing after the portion to be prepaid.
SEcrION 1.09. The principal of, and interest and other
charges on, the Loan shall be paid at Kuwait or at such other
places as the Fund shall reasonably request.
ARTICLE II
Currency Provisions
SECTION 2.01.
All accounts of the financial
transactions made pursuant to this Agreement shall be, and all
sums falling due thereunder shall be payable, in Kuwaiti Dinars.
SEcrION 2.02. The Fund will purchase, at the request of
and acting as an agent for the Borrower, such currencies as may
be required for payment of the cost of goods· to be f ｾ ｮ｡｣･､＠
from
the Loan under this Agreement, or for reimbursement of such cost
in the currency in which it was actually incurred. The amount
which shall be deemed to ｨ｡ｾ･＠
been withdrawn f rorn ｴｨｾ＠
Loan in
any such case shall be equal to the amount of Kuwaiti Dinars
required for the purchase of the respective amount of foreign
currency.
SEcrION 2.03. When repayment of principal or payment of
interest and other charges on the Loan is being made, the Fund
mav. g.t the _r:eaueqt . of and actino a9 an aoent . £or_ H· ,.,__1?e ""D"OI:Tr0w c: ... ,
purchase the amount of Kuwaiti Dinars required for such
repayment or payment, as the case may be, against payment by the
Borrower of the amount required for such purchase jn currency or
currencies as may be acceptable from time to time to the Fund.
Any payment to the Fund required under
this Agreement shall not be deemed to have been effected except
f rorn the time and to the extent that Kuwaiti Dinars have
actually been received by the Fund.
SECTION 2.04. Whenever it shall be necessary for the
purposes of this Agreement to determine the value of ｯｾ･＠
currency in terms of another, such value shall be reasonably
determined by the Fund.
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projects, from Bina Marga to Jasa Marga. Such plan shall be
validly concluded and thereafter implemented not later than two
years before the date scheduled for completion of execution of
the Project.
SECTION 4.06. In order to ensure the sound and timely
implementation of the Project, Bina Marga shall set up a Project
Team which shall be headed by a competent Project Manager and
whose composition and powers shall be acceptable to the Fund.
The Borrower shall not change the composition or powers of the
Project Team before consultation with the Fund.
SECTION 4.07. The Borrower undertakes to engage, on
terms and conditions acceptable to the Fund, competent
engineeging consultants to assist the Borrower in the final
preparation for, ｡ｾ､＠
supervision of, the execution of the
Project.
SECTION 4.08. Unless the Fund shall otherwise agree,
contracts for the execution of the Project shall be awarded as a
result of international competitive bidding. The procedures of
such bidding and the terms and conditions of such contracts
shall be subject to consultation with, and shall be acceptable
to the Fund.
SEcrION 4.09. (1) The Borrower shall at any time before
the signature of this Agreement furnish the Fund with written
confirmation that all the land . necessary for the Project has
been acquired and that all claims for compensation arising from
such acquisition have been satisfactorily settled in accordance
with the laws and regulations of the Borrower.
(2) The Borrower shall also furnish the
Fund with a re po rt setting out, inter alia, the major
difficulties encoun tered in the process of the acquisition of
the said land, the payment of compensation to the persons whose
rights have been affected by such acquisition and the measures
taken by the Borr Ov!er to surmount a_ny such difficulties.
SEcrION 4.10. The Borrower shall cause Jasa Marga to
operate the toll system economically and efficiently and to take
such measures as may be necessary to avoid unnecessary hindrance
o r retardation of traffic on the toll highway constructed under
the Project.
SEcrION 4.11. (1) The Borrower shall cause Jasa Marga
to keep the Project at all times in a ｰｲｾｳｴ｡･＠
of
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and shall to that end:
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(a) establish and maintain suitable.:.· r.oad mai'Il._tenance
workshops;
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(b) acquire the necessary ｭ｡ｩｮｴ･ｨｾ
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keep the same in a proper ｳｴ｡ｾ
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(c) lay down and thereafter implement a programme (copy
of which shall be furnished to the Fund not later
than one year from the date of the corning into
force of this Agreement) for training its
engineers, technicians and other staff; and
'
(d) ensure that the dimensions and axle-loads of
vehicles on the toll highway constructed under the
Project shall be consistent with its design.
standards.
(2) The Borrower undertakes that other
primary public roads not forming part of the Project but
directly linking with it shall likewise be caused to be
regularly maintained.
SECTION 4.12. The Borrower sball take or cause to be
taken such measures as may be necessary to protect the
environment and to preserve life and property from any hazards
that may arise from the execution or operation of the Project;
and without any limitation on the generality of the foregoing,
the Borrower shall:
(a) undertake a study of the possible effects on the
incidence of serious accidents as a result of the
operation of the Project; and
(b) in the design and execution of the Project make
allowance for the construction of future sanitary
sewerage pipes.
SECTION 4.13. The Borrower sho.11 insure or cause to be
insured with responsible insurers all goods financed out of the
proceeds of the Loan. Such insurance shall cover such marine,
transit and other hazards incident to purchase and importation
of the goods into the territories of the Borrower and delivery
thereof to the site of the Project, and shall be for such
amounts as shall be consistent with sound commercial practices.
ｓｵｾｨ＠
ｩｮｾｵｲ｡･＠
ｳｨｾｬ＠
be payable ｾｮ＠
the currency in which ｴｨｾ＠
cost of the goods insured thereunder shall be payable, or in
freely convertible currency.
The Borrower shall take out and maintain
or cause to be taken out and . maintained, with responsible
insurers , insurance against risks related to the Project in such
amounts as shall be consistent with sound commercial practices.
SECTION 4.14. The Borrower shall furnish to the Fund,
promptly upon their preparation, the studies ｯｦｾｬ｡ｮｳ＠
and specifications for, the Project, the ｳｾＴｵｦ
Ｇ｜Ｎ ｩｴｳ＠
e xe cut ion and any material rnodif ica tions ｳＮＶｦ
Ｎ ･ｱｴｩｮｬｹ
ｾﾷ Ｌ ｭｦｴＺ､･＠
therein, in such detail as the Fund shal.l . ｦｾｩﾷ＠
..ｾ ﾷ ｩｾｴｯ＠
ｴ Ｍ ｾｭ Ｎ ･＠
request.
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SECTION 4.15. The Borrower shall maintain or cause to
be maintained records adequate to identify the goods f inancea
out of the proceeds of the Loan, to disclose the use thereof in
the Project, to record the progress of the Project (including
the cost thereof), and to reflect in accordance with
consistently maintained sound accounting practices the .
operations of Bina Mar g a.
The Borrower shall afford all
reasonable opportunity f o r accredited representatives of the
Fund to make visits for purposes related to the Loan, and to
inspect the Project, the goods and any relevant records and
documents; and shall furn :L sh to the Fund all such information as
the Fund may request concerning the .expenditure of the proceeds
of the Loan, the Project , the goods and the operations of Bina
Marga.
SECTION 4.16. The Borrower undertakes to provide Jasa
Marga with such equity capital and that Jasa Marga shall take
all necessary steps, including adjustment from time to time of
its tolls, to generate such revenues as shall be sufficient:
(a) to cover operating expenses including ｭ｡Ｑｮｾ･｣＠
costs and adequate provision for depreciation;
(b) to meet interest on debt and taxes;
(c) to meet repayments on long-term indebtedness to the
extent that the same exceed provision for
depreciation; and
(d) to leave · a surplus which shall be adequate to make
a reasonable contribution to its future capital
expenditure.
SECTION 4.17. Except as the Fund shall otherwise agree,
Borrower should ensure that Jasa Marga shall not incur any debt
if as a result thereof its outstanding liability in respect of
its debts in relation to its equity shall exceed the ratio of
60:40. For ｰｵｲｯｳｾ＠
of this ｾ･｣ｴｩｯｮ＠
debt shall mean any debt
which shall mature more than one year after the ､｡ｴｾ＠
of its
being incurred.
SECTION 4.18. The Borrower and the Fund shall cooperate
fully to assure that the purposes of the Loan will be
accomplished. To that end, the Borrower and the Fund shall from
time to time exchange views through their representatives with
regard to matters relating to the purposes of the Loan and
maintenance of the service thereof. The Borrower shall promptly
inform ｾｨ･＠
Fund of any circumstances (including any substantial
increase in the cost of the Project) which ｩｮｴ･ｲｾｳ＠
or
threatens to interfere \With the accomplishment ｯｦｾ
Ｎﾷ＠ es
of the Loan or maintenance of the service thererofc!v ｾ＠
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SECTION 4 .19.
ｓｬｻ［ｚｾＧ･＠
The Borrower shall furni
quarterly progress reports on the status of ｪ ﾷ ｾ
ＯＧｉｄｬ
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the Project dealing, inter alia, with such matters as are
ref erred to in the preceding Sub-section.
At the end of completion of execution of
the Project, the Borrower shall furnish the Fund with a
completion report containing a comparison of cost and time
schedule with the original estimates, explaining the
circumstances that may have led to any substantial divergence,
and stating any problems or obstacles that may have beset the
execution of the Project and the ways and means devised for
their solution.
SECTION 4.20.
(a) The Borrower shall take or cause to
be taken all action necessary on its part to execute the Project
and shall not take, or permit to be taken, any action which
would prevent or interfere with the execution or operation of
the Project or the performance of any of the provisions of this
Agreement .
Cb) Without limitation to the generality
of paragraph (a) of this Section, the Borrower shall not take
any action which should prevent the exploitation of any quarry
from which materials are necessary for the execution of the
Project.
SECTION 4.21.
It is the mutu.al intent i on of the
Borrower and the Fund that no other external debt shall enjoy
any priority over the Loan by way of a lien .hereafter created on .
governmental assets. To that end, the Borrower undertakes that,
except as the Fund shall otherwise agree, if any lien shall be.
created on any assets of the Borrower as security for the
external debt, such lien will ipso facto equally and ratably
secure the payment of principal of, and interest and other
charges on, the Loan, and that in the creation of any such lien
express provision will be made to that effect; provided,
however, that the foregoing provisions of this ｓ･｣ｴｩｯｾ＠
shall not
apply to: ( i ) any lien created on property, at t:1e time of
purchase thereof, solely as-security for the payment of the
purchase price of such property; (ii) any lien on commercial
goods to secure a debt maturing not more than one year after the
date on which it is originally incurred ｾｮ､＠
to be paid out of
the proceeds of the sale of such commercial goods; or (iii) any
lien arising in the ordinary course of ban :.l ••
f
14
.,
under this Agreement on behalf of the Borrower may be taken or
executed by the Minister of Finance or any person thereunto
authorized in writing by him. Any modification or amplification
of the provisim1s of this Agreement may be agreed to on behalf
of the Borrowe .r by written instrument executed on behalf of the
Borrower by its aforementioned representative or any person
thereunto authorized in writing by him, provided that, in t he
opinion of such representative, such modification or
amplification is reasonable in the circumstances and will not
substantially increase the obligations of the Borrower under
this Agreement.
The Fund may accept the execution by such
representative or other person of any such instrument as
conclusive ･ｶｩｾｮ｣＠
that in the opinion of such representative
any modification or a:r.tpl:.fication of the provisions of t h is
Agreement effected by such instrument is reasonable in the
circumstances and will not substantially increase the
obligations of the Borrower thereunder.
ARTICLE VIII
Effective Date; Termination
.
SECTION 8.01. This Agreement shall not become effective
until evidence . satisfactory to the Fund shall have been
furnished to the Fund that the execution and delivery of this
Agreement on behalf of the Borrower have been duly authorized or
ratified by all necessary governmental action.
SECTION 8.02. As part of the evidence to be furnished
pursuant to Section 8.01, the Borrower shall furnish to the Fund
a legal opinion or opinions of a competent authority showing
that the provisions of the preceding Section of this Article
have been complied ｾｩ＠ t _h.
SECTION 8.03. Except as shall be otherwise agreed by
the Fund and the Borrower, this Agreement shall come into force
and effect on the date upon which the Fund dispatches by telex
or cable to tne Borrower notice of its acceptance of the
evidence required by Section 8.01.
SECTION 8.04. If all acts required to be performed
pursuant to Section 8.01 shall not have been performed before
ninety days after the signature of this Agreement or such other
date as shall be agreed upon by the Fund and the Borrower, the
Fund may at any time thereafter at its option ｴ･ｲｭｩｑ｡｟ｾ＠
this
Agreement by notice to the Bar rower. Upon the giy:ft('q-, Ｚ ｱｲ ｾ Ｇ ｳ Ｎ ｵ｣ｨ＠
notice, this Agreement and all
ｰｾｲｴｩ･ｳ＠
. obligations ｯｦＮｾｬｩ･＠
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thereunder shall forthwith terminate. _
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SECTION 8. 05. If and when the entire {b_ri:r:icipal ｾｭｯｵｮｴ
ＧＮ＠
of the Loan and all interest and other charges which-:Sh-a-1-I have
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LOAN NUMBER 316
LOAN AGREEMENT
PADALARANG - CILEUNYI TOLL HIGHWAY PROJECT
BETWEEN
REPUBLIC OF INDONESIA
AND
KUWAI'.!:' FUND FOR ARAB ECONOMIC DEVELOPMENT
DATED
LOAN AGREEMENT
Agreement dated this ... ｾ＼［ＭｴｩＮ＿＠
.............. .
4 • l ｾＷ＠
between the Republic of Indonesia (hereinafter referred . to as
the Borrower) of the one part and Kuwait Fund for Arab Economic
Development (hereinafter ref erred to as the Fund) of the other
part.
Whereas, the Borrower plans to carry out a project for
the construction of a highway bypass along the southern edge of
tte city of Bandung (more particularly described in Schedule II
hereto and hereafter referred to as the Project);
And whereas the Borrower and the Saudi Fund for
Development have concluded an agreement whereby the latter
undertook to provide a loan amounting to 172,000,000 Saudi Rial
to be applied in financing the foreign cost of the Project
( hereinafter referred to as the Saudi Loan);
And whereas the Borrower has requested the Fund to
assist in the financing of the said costs;
And whereas the Borrower 1s willing to provide from its
own resources such further sums in foreign currency and all such .
sums in local currency as shall be necessary for meeting the
costs of the Project;
And whereas the Borrower intends to entrust the
implementation of the Project to the Ministry of Public Works .
through the agency of its department responsible for roads
(hereinafter referred to as Bina Marga and more particularly
defined in Article IX hereof);
And whereas the Borrower intends to entrust the
operation and maintenance of the Project after its completion to
the Indonesian. Highway Corporation, a body corporate established
under the laws of Indonesia (filore particularly defined in
Ar ticle IX hereof and hereinafter ref 2rred to as Jasa Marga);
And whereas the Borrower h as acquired all the land
necessary for the execution of the ｾｲ･ｪ｣ｴ＠
and settled all
claims for compensation arising from such acquisition in
accordance with the laws and regulations of the Borrower.
And whereas the object of the Fund is to assist
developing countries in developing their economy by providing
them, inter alia, with loans for the implementation of their
development projects;
ｾｨ･＠
ｾｨ･＠
And whereas the Fund is convinced of the
Project and its beneficial effects for the
economy of the Borrower;
And whereas the Fund has agreed in view of the foregoing
to grant the Borrower a loan (hereinafter referred to as the
Loan) on the terms and conditions set forth in this Agreement;
Now therefore, the parties hereto agree as follows:
ARTICLE I
The Loan; Interest and Other Charges;
Repayment; Place of :Payment
SECTION 1.01. The Fund agrees
the terms and conditions set forth or
this Agreement an amount equivalent to
and seventy thousand Kuwaiti Dinars
to le:id the Borrower, on
hereinafter referred to in
six million four hundred
(KD G,470,000).
SECTION 1.02. The Borrower shall pay interest at the
rate of three and one-half per cent (3.5%) per annum on the
principal amount of the Loan withdrawn and outstanding from time
to time. Interest shall accrue from the respective dates on
which amount shall be so withdrawn.
SECTION 1.03. An additional charge of one half per
(1/2%) per annum on the amounts withdrawn from the Loan
outstanding from time to time shall be paid to meet
administrative expenses and the expenses of implementing
Agreement.
cent
and
the
this .
SECTION 1.04.
The charge payable for special
commitments entered into by the Fund, at the request of the
norrower pursuant to Section 3.02 of the Agreement, shall be at
the rate of one half per cent (l/2%} per annum of the principal
amount of any such special commitments outstanding from time to
time.
SECTION 1. 05. Interest and -othe-r cha-r ge s -shall be
compu ted on the basis of a 360-day year of twelve 30-day month
for any period less than a full one half of a year.
SECTION 1.06. The Borrower shall repay the principal of
the Loan in accordance with the Amortization Schedule set forth
i n Schedule I to this Agreement.
SECTION 1.07. Interest and other charges shall be
payable semi-annually on 15th February and 15th August each
year.
ＢＧｾ＠
SECTION 1.08. The Borrower shall have )'tTe:-_'
]::"l·ght-,. ypon
payment of all accrued interest and all ｯｴｨ･ｲ
Ｏ ｾＬｴｩＧ｡ｲｧ･ｳ［
Ｎ＠ ｡ｮ､
ＭＺ ｾｰｯｮ＠
giving not less ｴｾ｡ｮ＠
45 days' notice to the l+:rid, t -o ｲ･ｰｾｹＮ
｜ ｩｮ＠
advance of maturity:
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(a) all of the principal amount of the Loan at the time
outstanding; or
(b) all of the principal amount of any one or more
maturities, provided that on the date of such
prepayment there shall not be outstanding any
portion of the Loan maturing after the portion to be prepaid.
SEcrION 1.09. The principal of, and interest and other
charges on, the Loan shall be paid at Kuwait or at such other
places as the Fund shall reasonably request.
ARTICLE II
Currency Provisions
SECTION 2.01.
All accounts of the financial
transactions made pursuant to this Agreement shall be, and all
sums falling due thereunder shall be payable, in Kuwaiti Dinars.
SEcrION 2.02. The Fund will purchase, at the request of
and acting as an agent for the Borrower, such currencies as may
be required for payment of the cost of goods· to be f ｾ ｮ｡｣･､＠
from
the Loan under this Agreement, or for reimbursement of such cost
in the currency in which it was actually incurred. The amount
which shall be deemed to ｨ｡ｾ･＠
been withdrawn f rorn ｴｨｾ＠
Loan in
any such case shall be equal to the amount of Kuwaiti Dinars
required for the purchase of the respective amount of foreign
currency.
SEcrION 2.03. When repayment of principal or payment of
interest and other charges on the Loan is being made, the Fund
mav. g.t the _r:eaueqt . of and actino a9 an aoent . £or_ H· ,.,__1?e ""D"OI:Tr0w c: ... ,
purchase the amount of Kuwaiti Dinars required for such
repayment or payment, as the case may be, against payment by the
Borrower of the amount required for such purchase jn currency or
currencies as may be acceptable from time to time to the Fund.
Any payment to the Fund required under
this Agreement shall not be deemed to have been effected except
f rorn the time and to the extent that Kuwaiti Dinars have
actually been received by the Fund.
SECTION 2.04. Whenever it shall be necessary for the
purposes of this Agreement to determine the value of ｯｾ･＠
currency in terms of another, such value shall be reasonably
determined by the Fund.
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projects, from Bina Marga to Jasa Marga. Such plan shall be
validly concluded and thereafter implemented not later than two
years before the date scheduled for completion of execution of
the Project.
SECTION 4.06. In order to ensure the sound and timely
implementation of the Project, Bina Marga shall set up a Project
Team which shall be headed by a competent Project Manager and
whose composition and powers shall be acceptable to the Fund.
The Borrower shall not change the composition or powers of the
Project Team before consultation with the Fund.
SECTION 4.07. The Borrower undertakes to engage, on
terms and conditions acceptable to the Fund, competent
engineeging consultants to assist the Borrower in the final
preparation for, ｡ｾ､＠
supervision of, the execution of the
Project.
SECTION 4.08. Unless the Fund shall otherwise agree,
contracts for the execution of the Project shall be awarded as a
result of international competitive bidding. The procedures of
such bidding and the terms and conditions of such contracts
shall be subject to consultation with, and shall be acceptable
to the Fund.
SEcrION 4.09. (1) The Borrower shall at any time before
the signature of this Agreement furnish the Fund with written
confirmation that all the land . necessary for the Project has
been acquired and that all claims for compensation arising from
such acquisition have been satisfactorily settled in accordance
with the laws and regulations of the Borrower.
(2) The Borrower shall also furnish the
Fund with a re po rt setting out, inter alia, the major
difficulties encoun tered in the process of the acquisition of
the said land, the payment of compensation to the persons whose
rights have been affected by such acquisition and the measures
taken by the Borr Ov!er to surmount a_ny such difficulties.
SEcrION 4.10. The Borrower shall cause Jasa Marga to
operate the toll system economically and efficiently and to take
such measures as may be necessary to avoid unnecessary hindrance
o r retardation of traffic on the toll highway constructed under
the Project.
SEcrION 4.11. (1) The Borrower shall cause Jasa Marga
to keep the Project at all times in a ｰｲｾｳｴ｡･＠
of
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Ｌ
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and shall to that end:
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(a) establish and maintain suitable.:.· r.oad mai'Il._tenance
workshops;
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(b) acquire the necessary ｭ｡ｩｮｴ･ｨｾ
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keep the same in a proper ｳｴ｡ｾ
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6
(c) lay down and thereafter implement a programme (copy
of which shall be furnished to the Fund not later
than one year from the date of the corning into
force of this Agreement) for training its
engineers, technicians and other staff; and
'
(d) ensure that the dimensions and axle-loads of
vehicles on the toll highway constructed under the
Project shall be consistent with its design.
standards.
(2) The Borrower undertakes that other
primary public roads not forming part of the Project but
directly linking with it shall likewise be caused to be
regularly maintained.
SECTION 4.12. The Borrower sball take or cause to be
taken such measures as may be necessary to protect the
environment and to preserve life and property from any hazards
that may arise from the execution or operation of the Project;
and without any limitation on the generality of the foregoing,
the Borrower shall:
(a) undertake a study of the possible effects on the
incidence of serious accidents as a result of the
operation of the Project; and
(b) in the design and execution of the Project make
allowance for the construction of future sanitary
sewerage pipes.
SECTION 4.13. The Borrower sho.11 insure or cause to be
insured with responsible insurers all goods financed out of the
proceeds of the Loan. Such insurance shall cover such marine,
transit and other hazards incident to purchase and importation
of the goods into the territories of the Borrower and delivery
thereof to the site of the Project, and shall be for such
amounts as shall be consistent with sound commercial practices.
ｓｵｾｨ＠
ｩｮｾｵｲ｡･＠
ｳｨｾｬ＠
be payable ｾｮ＠
the currency in which ｴｨｾ＠
cost of the goods insured thereunder shall be payable, or in
freely convertible currency.
The Borrower shall take out and maintain
or cause to be taken out and . maintained, with responsible
insurers , insurance against risks related to the Project in such
amounts as shall be consistent with sound commercial practices.
SECTION 4.14. The Borrower shall furnish to the Fund,
promptly upon their preparation, the studies ｯｦｾｬ｡ｮｳ＠
and specifications for, the Project, the ｳｾＴｵｦ
Ｇ｜Ｎ ｩｴｳ＠
e xe cut ion and any material rnodif ica tions ｳＮＶｦ
Ｎ ･ｱｴｩｮｬｹ
ｾﾷ Ｌ ｭｦｴＺ､･＠
therein, in such detail as the Fund shal.l . ｦｾｩﾷ＠
..ｾ ﾷ ｩｾｴｯ＠
ｴ Ｍ ｾｭ Ｎ ･＠
request.
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SECTION 4.15. The Borrower shall maintain or cause to
be maintained records adequate to identify the goods f inancea
out of the proceeds of the Loan, to disclose the use thereof in
the Project, to record the progress of the Project (including
the cost thereof), and to reflect in accordance with
consistently maintained sound accounting practices the .
operations of Bina Mar g a.
The Borrower shall afford all
reasonable opportunity f o r accredited representatives of the
Fund to make visits for purposes related to the Loan, and to
inspect the Project, the goods and any relevant records and
documents; and shall furn :L sh to the Fund all such information as
the Fund may request concerning the .expenditure of the proceeds
of the Loan, the Project , the goods and the operations of Bina
Marga.
SECTION 4.16. The Borrower undertakes to provide Jasa
Marga with such equity capital and that Jasa Marga shall take
all necessary steps, including adjustment from time to time of
its tolls, to generate such revenues as shall be sufficient:
(a) to cover operating expenses including ｭ｡Ｑｮｾ･｣＠
costs and adequate provision for depreciation;
(b) to meet interest on debt and taxes;
(c) to meet repayments on long-term indebtedness to the
extent that the same exceed provision for
depreciation; and
(d) to leave · a surplus which shall be adequate to make
a reasonable contribution to its future capital
expenditure.
SECTION 4.17. Except as the Fund shall otherwise agree,
Borrower should ensure that Jasa Marga shall not incur any debt
if as a result thereof its outstanding liability in respect of
its debts in relation to its equity shall exceed the ratio of
60:40. For ｰｵｲｯｳｾ＠
of this ｾ･｣ｴｩｯｮ＠
debt shall mean any debt
which shall mature more than one year after the ､｡ｴｾ＠
of its
being incurred.
SECTION 4.18. The Borrower and the Fund shall cooperate
fully to assure that the purposes of the Loan will be
accomplished. To that end, the Borrower and the Fund shall from
time to time exchange views through their representatives with
regard to matters relating to the purposes of the Loan and
maintenance of the service thereof. The Borrower shall promptly
inform ｾｨ･＠
Fund of any circumstances (including any substantial
increase in the cost of the Project) which ｩｮｴ･ｲｾｳ＠
or
threatens to interfere \With the accomplishment ｯｦｾ
Ｎﾷ＠ es
of the Loan or maintenance of the service thererofc!v ｾ＠
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SECTION 4 .19.
ｓｬｻ［ｚｾＧ･＠
The Borrower shall furni
quarterly progress reports on the status of ｪ ﾷ ｾ
ＯＧｉｄｬ
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Ｌ ､ｾ＠ ｾ ﾷ ｩＱ ﾷｨ Ｎ＠
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the Project dealing, inter alia, with such matters as are
ref erred to in the preceding Sub-section.
At the end of completion of execution of
the Project, the Borrower shall furnish the Fund with a
completion report containing a comparison of cost and time
schedule with the original estimates, explaining the
circumstances that may have led to any substantial divergence,
and stating any problems or obstacles that may have beset the
execution of the Project and the ways and means devised for
their solution.
SECTION 4.20.
(a) The Borrower shall take or cause to
be taken all action necessary on its part to execute the Project
and shall not take, or permit to be taken, any action which
would prevent or interfere with the execution or operation of
the Project or the performance of any of the provisions of this
Agreement .
Cb) Without limitation to the generality
of paragraph (a) of this Section, the Borrower shall not take
any action which should prevent the exploitation of any quarry
from which materials are necessary for the execution of the
Project.
SECTION 4.21.
It is the mutu.al intent i on of the
Borrower and the Fund that no other external debt shall enjoy
any priority over the Loan by way of a lien .hereafter created on .
governmental assets. To that end, the Borrower undertakes that,
except as the Fund shall otherwise agree, if any lien shall be.
created on any assets of the Borrower as security for the
external debt, such lien will ipso facto equally and ratably
secure the payment of principal of, and interest and other
charges on, the Loan, and that in the creation of any such lien
express provision will be made to that effect; provided,
however, that the foregoing provisions of this ｓ･｣ｴｩｯｾ＠
shall not
apply to: ( i ) any lien created on property, at t:1e time of
purchase thereof, solely as-security for the payment of the
purchase price of such property; (ii) any lien on commercial
goods to secure a debt maturing not more than one year after the
date on which it is originally incurred ｾｮ､＠
to be paid out of
the proceeds of the sale of such commercial goods; or (iii) any
lien arising in the ordinary course of ban :.l ••
f
14
.,
under this Agreement on behalf of the Borrower may be taken or
executed by the Minister of Finance or any person thereunto
authorized in writing by him. Any modification or amplification
of the provisim1s of this Agreement may be agreed to on behalf
of the Borrowe .r by written instrument executed on behalf of the
Borrower by its aforementioned representative or any person
thereunto authorized in writing by him, provided that, in t he
opinion of such representative, such modification or
amplification is reasonable in the circumstances and will not
substantially increase the obligations of the Borrower under
this Agreement.
The Fund may accept the execution by such
representative or other person of any such instrument as
conclusive ･ｶｩｾｮ｣＠
that in the opinion of such representative
any modification or a:r.tpl:.fication of the provisions of t h is
Agreement effected by such instrument is reasonable in the
circumstances and will not substantially increase the
obligations of the Borrower thereunder.
ARTICLE VIII
Effective Date; Termination
.
SECTION 8.01. This Agreement shall not become effective
until evidence . satisfactory to the Fund shall have been
furnished to the Fund that the execution and delivery of this
Agreement on behalf of the Borrower have been duly authorized or
ratified by all necessary governmental action.
SECTION 8.02. As part of the evidence to be furnished
pursuant to Section 8.01, the Borrower shall furnish to the Fund
a legal opinion or opinions of a competent authority showing
that the provisions of the preceding Section of this Article
have been complied ｾｩ＠ t _h.
SECTION 8.03. Except as shall be otherwise agreed by
the Fund and the Borrower, this Agreement shall come into force
and effect on the date upon which the Fund dispatches by telex
or cable to tne Borrower notice of its acceptance of the
evidence required by Section 8.01.
SECTION 8.04. If all acts required to be performed
pursuant to Section 8.01 shall not have been performed before
ninety days after the signature of this Agreement or such other
date as shall be agreed upon by the Fund and the Borrower, the
Fund may at any time thereafter at its option ｴ･ｲｭｩｑ｡｟ｾ＠
this
Agreement by notice to the Bar rower. Upon the giy:ft('q-, Ｚ ｱｲ ｾ Ｇ ｳ Ｎ ｵ｣ｨ＠
notice, this Agreement and all
ｰｾｲｴｩ･ｳ＠
. obligations ｯｦＮｾｬｩ･＠
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thereunder shall forthwith terminate. _
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SECTION 8. 05. If and when the entire {b_ri:r:icipal ｾｭｯｵｮｴ
ＧＮ＠
of the Loan and all interest and other charges which-:Sh-a-1-I have
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