Selanjutnya
LOAN
AGREEMENT
BETWEEN THE
REPUBLIC OF INDONESIA
AND 'niE
UNITED STATES OF AMERICA
FOR
JAGOAAWI HIGHWAY CONSTRUCTION
Dated:
January 24, 1974
TABLE OF CONTENTS
ARTICLE AND SECTION
ARTICLE I
PAGE
TITLE
The Loan
Section 1.01 - The Loan ﾷｾｏ＠
Section 1.02 •The Project ｯﾷｾ＠
A:lTICLE II
Section
Section
Section
Section
Seetion
ARTICLE III
1
1
Loan Terms
2.01
2.02
2.03
2.04
2.05
w Interest ｯｾﾷ
｣ｶｯ･＠
•Repayment ｯ
ｴｾ
＠
... Application. Currtancy. and Place of Payment ••
•Prepayment
ﾷｾ
ｾ
ｯＴ＠
•Renegotiation of the Terms of the Loan ••••••o
Condit1one Precedent to Diaburaement
Section 3.01 • Conditions Precedent to Initial Disbursement •
Section 3.02 .. Conclitions Precedent to Dbburaenents for
ｅｮｧｩｵ･ｾ＠
Services •••••••••••••••••••••••o•
Section 3.03 •Conditions Precedent to Final Disbursement •••
Section 3.04 - Terminal. Dates for Meeting Conditions
Precedent to Disbursement ••••••••••••••••o•••
Section 3.0S • Notification of Meeting of Conditions
Precedent to Disbursement ﾷｾ
ｯ＠
ａｬｾｔｉｃｌｅ＠
IV
Section ( .• 06 • Taxation ••••• o • • • • • • • • • • • • • • • • • • • • • • • • • o • • e ., •
Section 4.07 •Utilization of Goods and Services · · •••••••••o
of Material Factc and Circumstances
- COiJJl!lissious, Fees. and Other Payments ••••••••
- Maintenance and Audit of Records ••• ••••••••••
•Reports ｯｾ＠
• Inspections •o••••••••••••o•••••••••••••••••••
• Investment Guaranty Project Approval by
4.08 -
4.09
4.10
4.11
4.12
4.13
ｄｩｳ｣ｬｯ･ｾ＠
BorrO"Wet:"
AFTICLE V
4
5
6
6
7
General Coveuanta and Warrant1.es
Section 4.01 •Execution of the Project •••• ••••••••••••·•••
Section 4.02 • Funds and Other Resources to be
Provided by Borrower • •• • • •••••••••••••••• o ••·
Section 4.03 •Continuing Consultation•••••••••••••••••• ••••
Section 4.04 • Managemant ·······•••••••••••••••o•••• ••••• •o•
ｓ･｣ｴｩｯｾ＠
4.05 • ｾ｡ｴｩｯｮ＠
and Maintenance····••••••••••• •••• •
Section
Section
Section
Section
Section
Section
2
2
3
3
3
o •• o • o •• •••••••••••••••••• o •••• o • e
Special Covenar.t and Warranty
1
ｾ＠
• e
7
8
8
8
8
8
9
9
10
11
11
12
12
ARTICLE AND SECTION
ARTICLE VI
Tm..E
PAGE
ｐｲｯ｣ｵ･ｭｾ＠
Origin...... ...........
•Procurement Source and
- Eligibility Date ••••••••••••••••••••••••••••••
... Goods and Services Not Financ&d Undtt Loan ••••
.. Implementation of Procurement Requuements ••••
- ｐｬ｡ｮｳｾ＠
Spacifieatione, and Contracts ••••••••••
•Reasonable Price ••••••••••••••••••••••••••••••
• Employment of Th!rd•country Nationals under
Construction Contracts••••••••••••••••••••••••
Section 6.08 - Shipping and Insural\d:e ••••••••••••••••••••••••
Section 6.09 •Notification to Potential Suppllere •••••••••••
Section 6.10" In.foTmStion and Marking•••••••••••••••••••••••
Section
Section
Section
Section
Section
Section
Section
AR'I'!CLE VII
6.01
6.02
6.03
6.04
6.0S
6.06
6.07
12
13
13
13
13
15
15
15
17
17
Dieburaemeuts
Section 7.01 - Disbursement • Letters of Conrmitment to
United States Banks ﾷ
ｾﾷ ﾷ
ﾷ ﾷ＠
Section 7.02 - Other Forms of Disbursement •••••••••••••••••••
Seetion 7.03 •Date of Disbursement ••••••o•••••••••••••••••••
Section 7.04 •Terminal Date ｦｯｾ＠
Disburaement ••• • •••••••••• • •
17
18
18
18
AR"l'ICLE VIII Cancellation and Sue:pension
ａｒｾｉｃｌｅ＠
Section
Section
Section
Section
Seetion
Section
Section
Seetion
IX
Section
Seetiou
Section
Section
S-=ction
8.01
8.02
8.03
8.04
8.05
8.06
8.07
8.08
- Cancellation by the Borrower
ｲｾ＠
•Event• of Default; Acceleration •••o•••••••••••
ｾ＠ Suep«naion of Disbureemeut
ｯ ﾷｾ＠
•cancellation by A.I.D.
ｾﾷ
ﾷ＠
•Continued Effectiveness of Agreement •••••• • •••
•Refunds ﾷｯ
ｾﾷ
ﾷ＠
- Expenses of Collection ••••• • ••••••••••••••••••
- Nonvaiver of Reme.diee
ﾷｾ
＠
19
19
20
21
22
22
23
23
Miscellaneous
9.01
9.02
9.03
9.04
9.05
• Com:muuicationa ﾷｾ
＠
•Representatives • • ••••••••••· •• ••••••••••• • ••••
- Implementation Letters ··••••••••• •• ••• •• • •• •b•
•Promissory Notes • • •••••••••••••••••••• ••••• ••«
• Terad.rtetion Upon Full Payment •••••••••••••••••
11
23
24
25
25
25
LOAN AGREEMENT dated January 24 • 1974 'between the REPUBLIC OF
IlIDONES!A
ＨＢｂｯｲｾＩ＠
.and the UNITED STATES OF AMERICA, acting through
the AGENCY FOR INTERNATIONAL DEVELOPMENT ("A.,I.D.")o
ARTICLE 1.
The Loan
SECTION
The Loan.
ＱＮＰｾ＠
to the Foreign
ｰｵｲｳｾ｡ｮｴ＠
A. IoD . agrees to lend to the Borrower,
Act of 1961. ae amended, an amount
ａ｡ｾｩｳｴｮ｣･＠
not to exceed tweaty•six million Unit:ied States dollars ($26,000, 000)
( "Loan") to assist the Borrower 1u carrying out the Project referred
t o in Section l.02 ("Project") "
1.'he Loan ehall be usad excluoively
t:o f inanee the foreign exchange coats of goods ad services required
for the Project.
5i.• ｨ･
ｲ ｾ＠
The aggregate amount of dislmrseraents under the Loan
referred to as "Principal" .
SECTION 1.02 .
｣ ｾ ｯｮｳｴＺｲｵ｣ｩ＠
The Project .
The Project: &hall cousiet of
of a liiaited access asphaltic concrete surfaced highway
LLpproximately 48 kilometers in length between .Jakarta and Ciawi in
\Testern Java with a spur connection, approximately three kilomHt:ers
［ｾ ｮ＠
length , to the city of Bogor.
'Between Jakarta and Bogor the
highway shall consist of four l&nes p divided, with eart hwork conw
otructed to provide for fut ure widening to eix lanes through
1:educt ion of the width of median.
The Bogor spur wU l be ser,1ad
by a traffic interchange to be located approximately three kil ometers
east of Bogor and connection to Bogor will be with the plannud Bogor
eastern riug ro&do Between the Begor spur traffic interchange and
-2-
Cia.wi. a distance of approximately seven kilometers> the highway
sh.:11.ll consist of two laneso
The Project ehall include
･ｮｧｩｾ､Ｎ＠
supervision of ccmstruction and all component• iuclwltng bridges,
t!'affic interci1anges, drain&ge structureal) ped.eat:rfl.m and animal
rights ... of...way fencing 11 pavement markings and directional
ｵｮ､･ｲｰ｡ｳｾ＠
｣ｦＮｧｮｳ
ｾ＠
and lighting of the. Jakarta Bypass road traffic intercbangeo
'The goods &nd services to be f tnanced under the Loao shall be listed
in the implementatf.oa letters referred to in Section 9. 03 ("Implementa..
tion Lettel'.'s").
ARTICLE II.
Loan Teme
SECTION 2.01.
Intm:esto
The Borrower 8hall pay to AoloD.
interest '1h!ch sh.all accrue at the ?"ate of two percent (2'%.) pet'
mmum for ten years following t:he d&te of the ft.rat dbbu-rse!ai;?nt
hereunder and at the rate of three percent (l"X.) per amium thereaftin"
on the outsta.ndiu.g balance of Principal and on any due and unpaid
1nt6rest .
Interest on the outstanding balance shall aecrue from
the date of eech respective disbursement (as such is defined iu
Section 7.03), and 1hall be computed on the basis of a 365..day
year.
Interest shall be payable seraiaimu.ally o
The first payment
of intarest shall ba due and payable no later than six (6) months
after the first disbursement hereunder, on a date to be spex:lfied by
A.I.Do
SECTION 2o02o
Repaymento
The Borrowe?: shall repay to A.loD o
the Principal within forty (40) years from the date of the fh-st
disbursement hereunder !n
ｳｦｸｴｹ
ｾ ｯｮ･＠
(61) approxflllately equal semi•
annual installments of Principal and interest.
'l'be first installment
of Principal shall be payable nine and one-half
ＨｾＭＱＯＲｽ＠
years aft:er
the date on lmich the first interest payment is due in accordance with
;;ect.ion 2.01.
A.I.D. shall provide the Borrover with au amortization
nche.dule in accordance with this Section after the fin.al disburaem£nt
under the Loan.
SECTION 2.03.
Application, Currency, mad Place of Payment.
All payments of interest and Principal herelmde'Z' shall l>e mada 1.n
United States dollars and mall be applied firat to the payment: of
ｩＮ ｮｴ･ｲｾｳ＠
due and then to the repayment of Principal.
Except as A. IoD.
niay otherwiae specify in writing , all suc:h payments mall be uiade to the
C'.oatroller, Agency for International Deve.lopment, Waabingt:on. D.C.,
t. s .A. , and shall be deemed made wen received by the Officligations under this Agreement..
The Borrower shall promptly
inform A.I.D. of any facts and circumstances that fl!4Y hereafter arise
that might materially affect, or that it is reasonable to
ｭ｣ｾｴ･ｲｩ｡ｬｹ＠
｢･ｬｩｾ＠
Blight
affect:- the Project or the discharge of the Borrower' a
obligations under this Agreement.
SECTION 4 . 090
(a)
Paymemts .
Colmlisaions 3 Fees, and Other
Borrower warrants and coven.ante that in connection •Jith
obtaining the U>a.n, ot: taking any action under or with respect to this
Ar,reement, it has not paid, and will not pay or agree to pay, no&: to
the best of its knowledge has there been p.aid nor will there be paid
or agreed to be paid by any other person or entity, commiaaiona, fees ,
or other payments of any kind, except aa regular
ｾｯｭｰ･ｮｳ｡ｴｩ＠
t o the
Borrower's full time officers and employees or as eOPJ.pensation for
'bona fide professional, technical, or comparable services .
The
Borrower shall promptl7 report to A.I.D. any payment or agreement to
P'lY for such bona fide professional, technical. or
to which it is
2
｣ｯｭｰ｡ｲｬｾ･＠
se::viees
party or of which it baa knowledge (indicntiug •Alether
St.'ICh payment has been made or is to be made on a eontiugsut baai.J), and
if the amount of any such payment ie
､･ｾ＠
unreasonable by A. I o:a:>., th.a
sBne shall be adjusted 1n a maimer satisfactory to Aol.D .
.. 11.
(b)
The BorrO'tr1eT warrants and covenants that no payments have
been o:r will be received by the Borrower> or any official of the
in connecticn nth ·i:he procurement of goods and
ｂｯｲＮＺｾｬｴＱ･Ｌ＠
･ＮｾＱ｣｡＠
financed hereunder. except fees, taxee, or similar payments legally
est:liblished in the country of the Borrower.
SECTION 4.10.
Mainteium.ce and Audit of Records.
The Bottower
shall maintain, or cause co be maiutained. in accordance with sound
accounting pt'inciples aud practices conaiateutly applied, books and
rec.ards relating both to the Project and to thia Agreement.
Such
book• and records shall, without 11mitatiOD, be adequate to show:
(a)
"rne receipt and use made of goods a:ad services acquired
with funds disbursed pursu.ent to this Agreement;
(b)
the nature and extent of solicitations of
ｰｲｯ･｣ｾｩｶ＠
supi>liers of goods G1ld services acquired;
(c)
the basis of the award of contracts and orders to
succeneful bidders; and
(d)
the
ｰｲｯｾ･｡＠
of :he Project.
Such 'booke and record:J shall be regularly audit•d:t in e.ec">X'dance
with aound auditing ste.dards, for auch puiod aud at such
ｩｮｴ･ｲＭＱｾｇ＠
as A. IoD. may require, and shall be maintained for five yea.rs af·eu
the date of the last diebursement by
ａｾｉＮｄ＠
or imtil all sums due.
A. I.D. under this Agreement have been paid, whichever date shall first
occ:.
SECTION 4oll.
Reports.
'l'he Bon:over shall furnish to A.Ion.
-12
00
such iufol:metion .and reports relating to the Loan and to thca Project
A.I.D. mny request.
ｾｇ＠
SECTION 4ol2.
Inspections.
The authorized representatives
A.I.D. 3hall have the right at all reasonable times to inspect the
ｯｾ＠
＿ｾｯｪ･｣ｴ
ｩ＠
the utilization of all goods and services financed under t.he
toant> a:rid the Borrower's books, records, and other decuments relating
to the rroject and the Loano
The Borrower ehall cooperate with Ao I.D.
to facilitate such 1Jlspee
financed unde-r this !g=eenen.t may be insured hy the Oversee.a Pr:f.,l'flte
Inveatment
ｃｯｲｰ｡ｴｩｮｾ＠
mi
agency of the United States. of
ａｭ･ｲｩｾ｡
Ｎ＠
ARTICLE V
Specbl Covenant and Warranty
SECTION S.OL
Accese Road•.
The Borrower shall cause all
rt qaired 8C(!oas roads for the Project to l>e constructed 011 a timely
b&.sis and in eonfoTmity with the plans submitted in fulf illmeut of
Sc-cti.one 3.0l(h) and 3 .03(h).
ARTICLE VI
Procurement
SECTION 6.0lo
ｾｺ･ｭｮｴ＠
Source and Origin..
Except aa A. l,.D
o
.. 13may othen-1.se agree in witing, dbbUTse:ments tna.de pursus.nt to Sec.:ion
7 .Ol shall be used e:clusively to fimmce the procurGlent fox the
Project of goods and services having both their source and origin in
countries inc hided in Code 941 of the A. In ｄｾ＠
Geographic Code Book as
in effect at the t:tm.e orders are placed for such goods 4nd services.
SECTION 6.02.
!!,!gil>ilitY Date.
Except as A. I.D. may othe'l'..
wise agree 11:& writing, no goods or eerviee& may he fin&D.ced under the
LollD.
which are
pursuant to orders or contracts firmly placed
ｰｾｯ｣ｵｲ･､＠
oz entered into
to December 21,
ｰｲｩｯｾ＠
SECTION 6. 03.
ＱＹＷＳｾ＠
Goods and Services Not Financed Under Loan.
Goods end services pr.ocured for the Pi-c-oject, but not financed undO'r
the Loan, shall have their aoUlt'ce and origin in comitri.es i:nclt.dd 1.!t
Code 935 of the A. IoD. Geographic Code Book as i:a effect at tb.c-. tir.o.e
ordere are placed
ｦｯｾ＠
SECTION 6. 04.
such goods aud serviceaa
.!!!I? ｬｾ｡ｴｩｯｵ＠
of Procuement
ｒＡ＼ｕｩｲ･ｾ｟Ｎ＠
The def1ntt1on.s applies.late to the eligioility requf.rem.ents of
Sections 6 . 01 and 6 . 03 vill be aet forth in detail in Implementation
Letter a .
SECTION 6.05 .
(r.)
Plans .. Seeci£.!eatioas, and Cont:r!.S,.t:,,!•
Ezcept u A,, I . D.
iuy
othcn"Wise agree ia writing it the
Borrow:ir shall fur.iich to A. IoD. prom?tly lfP011 preparation, alt.
plans.
｡ｾｩｦ｣ｴｭｵｳ
Ｑ＠ construction schedule•, 'Did ctocument s , nnd
con.tract a relating to the Project • and any modifications there:' n ,
or not the goods and aenices to which they relate are f
the Loan.
ｩｵ｡｣ｾＮ
ｬ＠
ｵｮＺ
ﾷ Ｎａｩｊ
ＢＧｴＮｨｾＺ＠
ｬ ･ ﾷ ｾ＠
•14(b)
of
ｾｨ
･＠
Except &s A. LD. may otherwise agree in
ｷｲｩｴｮｧｾ＠
all
pl&1S$ specifications$ aud &ouetructiou schedules furnished
pursuant to subsection (a) above ehall be app1!'oved by A.I.D. in
gl'•phic Code Book as in effect at t.he t ime
of shipment.
(h)
At least fifty percent (Sot) of the gross tonnage of all
goods financed under the Loa (computed separately for dry bulk
carriers, th'Y cargo liners, and tankers) vhich shall be transported
on ocean ve.saels shall l>e transported on privately owned Uat ted States
·16-
flag
vessels uulems A.I.D. shall determine that such vessele
｣ｯｭｾｲｩ｡ｬ＠
are not available at fair and reasonable rates fo:r: Uaited States flag
cO't!merci&l 11Gaeels.
In addition, unleas A. I.D. make• the determinatiou
of tlnavailnbiU.ty noted above., st least fifty percent (50'Z.) of the
freight revenue
ｾｯｳ＠
by all shipments financed tt!Uler the Loan which
ｧ･ｮｾｺ｡ｴ､＠
Jhall be transported on dry cargo liners shall be paid to or for. the
benefit of p-rivately owned United Statea flag commercial veaaels.
No
ｾＮｕｩ｣ｨ＠
such goods ll'Ay be transported on my ocean ves•el (or aircraft) ( i)
A.I.D. , in•· notice to th• Borrower, has deeign.e.ted aa ineligible to
.,.fl!TY A. I. D.. •f!.nanced goods or (11) Wilch haa been chartered for the
eUT:f.age of A.l.D ... financed goods uulesa such char1;er has been approved
b:r A. l.D.
(c)
If in coirnectf.on with the pln.cement of marine insuraace on
a!lipmemte finatteed tmier United States legislation authorizing Essintence
to other nations, tlle country of the Borrower, by statute, decree,
or regulation. faYOrs any marine insurance company of any countty
l .1 !1 ·:•
ｯｶｾ＠
any marine insurance cmnpac7 authorized to do 'bu.sinus in any :at:·ite o i.
ｓｴ
the United States of Amen.ea, goods procured from the United
Ｎ ｾｴ･ｳ＠
and
financed uncler the t.oan ehall, during the continuance of such discrimina ..
tion!f be innred against marine risk in the United States of
wltb a C013pa.uy or compSDies authorized to do a marine
ｩｮｳｵｲ｡｣ｾ＠
ａｭｾｲｩ･｡＠
buainees
in any atate of the Uuited States of America.
(d)
The. Borrower shall iuaure, or cause to be innred, all
goods ff.nancect under the Loan agaiuat riaks incident to their transi t
to the pof.nt of their
UBe
in the Project.
Such insurance tihall be
is&l!d upon terms ax:.d eowlitiona cOD11ietem: with sound commercial
practice, •hall iuure the full value of the goods , and shall be payab le
...17...
in the curil'."ency in wicb. such goods were finauced.
P.s:a.y indemnification
:.ece:!ved by the Bonower under such insurance ehall be used to replace
or repaiT any mete:z-ial damage ar
loss of the goods in1!mrEsd
miy
O'r
shall be used to reimburse the :Borrower for the replacement or repair
of. such goods.
Any such re.placements shall have both their source a.nd
origin in eountriea included in Code 941 of the
ａｾｉ
Ｎ ｄＮＬ＠
GeogTapb.ic Code
I:ook and shall be otherwise: subject to the provisions of this Agreement o
SECTION 6.09.
that all
ｕｾｩｴ･､＠
to Potential Suppliers.
ｾｯ｣ｩｦ｡ｴｮ＠
In order
States firms shall have the opportunity to participate
in furniahing goods and services to be financed under the
ｌｯ｡ｮ
the
ｾ＠
!·orr0t1er shall furnish to A. I.D. such infonaation with regard thereto 11
at such tiaea, as A. I.D. may req_uest in Implemeutation Lettera.
ｾＭｮ､＠
In.formation and Marldg.
SECTION 6.10.
Borrower shall
ｧ｢ｾ＠
publicity to the Loan and the Project as a program of United States
identify the Project E1te 9
ｾｩ､Ｌ＠
ｾ＠
Qnd
provide other markings or pt•blicity,
prescribed in Impl¢!1De11t&tion Letters.
ARTICLE VII
Disbut:semeuts
SECTION 7. 01.
Statea Banks.
Disbursement • Letters of Conaitment to United
Upor; aatiaf&ctioa of coaditions prece4ent 11 the
uviy, from time to
ｴｦＮｭ･
ｾ＠
ｂｯｲｷｾ＠
requeat A.I.D. to issue Letters of Cosnitment
for specified amounts to one or more
ｕｾｩ･､＠
States
｢｡ｮｫｳｾ＠
satia1aetoxy
to AoI.D., committing AoI.D. to reimburse auch bank or banks
ｦｯｾ＠
ｰｳｶ
mente made by them to contralctors or suppliers, through the ueo of
ｾ＠
·18-
Lett ers of Credit or
ｯｴｨ･Ｇｬｗｩｳ
ｾ＠
for costs of goods and services
procured for the Project in accot:dance with the terms and conditions
of this Agreement.
ｾ ｩｬ＠
Paymeut by a bank to a contractor or supplier
be made by the 1>aDk upon presentation of such supporting
tloel.1'.Mm.tat.ion as A. I.D. may prescribe :tn Letters of Commitment
Elnd Implem.entation Letters.
with
Banking charges incuned in connection
of Commitment and Letters of Credit shall be for the
ｌ･ｴｾｳ＠
of the BorroT.ier anc may be f iuanced under the Loan.
ｾ｣ｯｵｮｴ＠
SECTION 7.02.
Other Forma of Disbursement.
of
ｄｩｳ｢ｾ･ｭｵｴ＠
the Loan may also be made through such other means as the Borrower
li:nd A. IoD. cay agree to in writing.
SECTION 7. 03.
Date of Diebureemet!t•
Disbursements by A. I . D.
ehall be deemed to occur, (a) in the caae of disbursements pursuant to
Section 7 .Ol, on the date on
ｾｩ｣｢＠
A. I.D. raakes a disbursement to the
to 1.te designee , or t.o a banking institution pureuant co a
ｂｯｮＺｾＭＮ･ｲＬ＠
Letter of Comsnitmeut.
SECTION 7o04.,
Terminal Date for Dbburaesnent.
Except as A. I ").
may otherwise agree in writing, no Letter of Commitment, or other
commitment documenta which may be called for by
｡ｮｯｴｨｾ＠
form of
､ｩｳｨｵＺｲ
meut under Section 7.02, or amendment thereto, shall be issued in
response to requests received by AoI.D. after April 300 1977, and no
diBburseme.nt shall be made against documentation received by A. Io Do
or eny bank described in Section 7. 01 after April 30, 19790 A.al. Do ,
at its
ｯｰｴｩｃｬｮ
ｾ＠
may at auy time or timea after April 30, 1979 , reduce
the Loan by all or any part thereof for which documentation was not
received by such date,
ｯｾ＠
-19-
ARTICLE VIlI
Cancellation and SusJ?t!11sion
SECTION 8 o 01.
Caucell.at ion by the Borrawu.
The Borrowe'l:
ｭ｡ｹ
w5.th the prior written consent of A. I. D°" by written notice to A. I. D. ,
cancel any
ｮｯｴ
ｩ ｣･ｾ＠
of the Loan (1) which, prlor to the giving of such
ｰ｡ｾｴ＠
A.I. D. has not disbursed or cOllD.itted itself to
､ｩｳ｢ｵｲ･
ｾ＠
or
(ii) T.:1bich has net then boon utilized through the issuance of
ｩｾｲ･ｶｯ｡｢ｬ＠
of Credit or through bank payments made other
ｌ･ｴｾｳ＠
than under irrevoeable Letters of C!:edit.
SECTION 8. 02 .
Events of Default; Acceleration.
If any ooze
or more of t he folla:dng events ("Events of Default") shall ocetu::
(a)
The
ｾｏｴｔｗｇ＠
s:hall have failed to pay Wen due &1JY
interest or installment of Priueipal required under
this Agreement;
(b)
The Borrower shall have failed to cmply with sny
provision of this Agreements
ｩｮ｣ｬｵ､ｧｾ＠
ｯｴｨ･ｾ＠
but with out
limitattou, the obligation to carry out the Proj ect with
due diligence and efficiency;
(c )
The Barrow.er shall have failed to pay when doo any
interest or auy installment of Principal or em.y ot her
payment 1:equired unde-r Sf.'lY other lean sgreattent ｾ＠ eny
guaranty agreement , or any other agreement bao1een t h e
Borrower or any of it• agencies and A.I . D. or any of
its predecessor agenc1eo 9
ｾ＠
-20 ...
then A. I.D. mtty:o at its opt ton,. give i:o the Borrower notice that all
or auy pert of the unrepaid Principal shall be due and payable sixty (60)
days
ｴｨｾｲ･ＮｦＬ＠
anti, unless the Event of Default is cured within such
sbr.ty (60) de.ya:
eucb mrrepaid Principal snd any accrued intel!'est
( i)
shall be due and payable immediately; end
ｨ･ｾｵｮ､ｲ＠
the amount of any :further dbhursements made under
(ii)
then outst&lding irrevocable Letters of credit or
otl·u:szwise sh:all become due and payable ae soon as
made.
ｓｵｳ･ｾｩｯｴ｜＠
SECTION 8.03.
at 8-.n:y
of Diabursement.
In the event that
ｴｩｾＺ＠
(a)
An Event of Default has oc:cun"ed;
(b)
An event occUTs that A.I .. D. Cletes:miaQs to ba an
･ｸｩＺｲＮ｡ｯｾ､ｮｹ＠
situation that mattes it improbable either that the purpose of the Loan
will be attained or that the
obligati..d by tht9
Not:withotandillg any other provioion in chi&
A.I . D.'s right to requue a refund with reapeet to any
disbureement under the Loan shall c.ontinue for fiv.e
ｹｾｳ＠
follO'ffing
the date of such disbur:ament.
(b)
In the event that A. I .D. receives a
ｾ･ｦｵｮ､＠
contract.or. supplier, or bald.ug institution, or
ｾｯｭ＠
from say
any other thud
party connected with the Loan 1 with respect to goods or services
flr.anced under the Loan, .rmd such 't'efund relates to an unreaso!14ble
price for goods or eervices, or to goods that did not conform to
-23..
ｮｰ
･｣
ｩｾ
ｲｮ ｾ ｫ ･＠
or to serviee.n that were inadequate, A.I.Do shall first
ｩ｣ｾｴｯｵｳＬ＠
such r ef und svailable for the
of goods end services prae\tt'ed
｣ｯｾｴ＠
for the P:i:oject hereunder, to the extent justified, the remainder ·i::o
be applied to the installments of Prineipal in
their
ｴｨｾ＠
inverse ord0r of
anc1 the amouut of -the Loan shall be reduced by the
ｭ ｾｴｵｲｩｹ＠
milount of :ruch i:-s.aiader.
SECTION 8. 07..
&g>ensea of Colleet:l.ou.
All reasonable costs
incurr ed by A. I.D., other than salaries of its staff, in couneetion
with the eollectiou of any refund or in connection with amounts due
A.I.D. by reason of the occurrence of any of the events •P"ified in
Section 8 .. 02 may be chuged to the Borroww and reimbursed to A.I. D.
in such ma.tmeT an A. I.D. may specify.
SECTION 8.08.
Nonwaiver of Remediee.
No delay in exercising or
omissi on to exercise any right 11 p
AGREEMENT
BETWEEN THE
REPUBLIC OF INDONESIA
AND 'niE
UNITED STATES OF AMERICA
FOR
JAGOAAWI HIGHWAY CONSTRUCTION
Dated:
January 24, 1974
TABLE OF CONTENTS
ARTICLE AND SECTION
ARTICLE I
PAGE
TITLE
The Loan
Section 1.01 - The Loan ﾷｾｏ＠
Section 1.02 •The Project ｯﾷｾ＠
A:lTICLE II
Section
Section
Section
Section
Seetion
ARTICLE III
1
1
Loan Terms
2.01
2.02
2.03
2.04
2.05
w Interest ｯｾﾷ
｣ｶｯ･＠
•Repayment ｯ
ｴｾ
＠
... Application. Currtancy. and Place of Payment ••
•Prepayment
ﾷｾ
ｾ
ｯＴ＠
•Renegotiation of the Terms of the Loan ••••••o
Condit1one Precedent to Diaburaement
Section 3.01 • Conditions Precedent to Initial Disbursement •
Section 3.02 .. Conclitions Precedent to Dbburaenents for
ｅｮｧｩｵ･ｾ＠
Services •••••••••••••••••••••••o•
Section 3.03 •Conditions Precedent to Final Disbursement •••
Section 3.04 - Terminal. Dates for Meeting Conditions
Precedent to Disbursement ••••••••••••••••o•••
Section 3.0S • Notification of Meeting of Conditions
Precedent to Disbursement ﾷｾ
ｯ＠
ａｬｾｔｉｃｌｅ＠
IV
Section ( .• 06 • Taxation ••••• o • • • • • • • • • • • • • • • • • • • • • • • • • o • • e ., •
Section 4.07 •Utilization of Goods and Services · · •••••••••o
of Material Factc and Circumstances
- COiJJl!lissious, Fees. and Other Payments ••••••••
- Maintenance and Audit of Records ••• ••••••••••
•Reports ｯｾ＠
• Inspections •o••••••••••••o•••••••••••••••••••
• Investment Guaranty Project Approval by
4.08 -
4.09
4.10
4.11
4.12
4.13
ｄｩｳ｣ｬｯ･ｾ＠
BorrO"Wet:"
AFTICLE V
4
5
6
6
7
General Coveuanta and Warrant1.es
Section 4.01 •Execution of the Project •••• ••••••••••••·•••
Section 4.02 • Funds and Other Resources to be
Provided by Borrower • •• • • •••••••••••••••• o ••·
Section 4.03 •Continuing Consultation•••••••••••••••••• ••••
Section 4.04 • Managemant ·······•••••••••••••••o•••• ••••• •o•
ｓ･｣ｴｩｯｾ＠
4.05 • ｾ｡ｴｩｯｮ＠
and Maintenance····••••••••••• •••• •
Section
Section
Section
Section
Section
Section
2
2
3
3
3
o •• o • o •• •••••••••••••••••• o •••• o • e
Special Covenar.t and Warranty
1
ｾ＠
• e
7
8
8
8
8
8
9
9
10
11
11
12
12
ARTICLE AND SECTION
ARTICLE VI
Tm..E
PAGE
ｐｲｯ｣ｵ･ｭｾ＠
Origin...... ...........
•Procurement Source and
- Eligibility Date ••••••••••••••••••••••••••••••
... Goods and Services Not Financ&d Undtt Loan ••••
.. Implementation of Procurement Requuements ••••
- ｐｬ｡ｮｳｾ＠
Spacifieatione, and Contracts ••••••••••
•Reasonable Price ••••••••••••••••••••••••••••••
• Employment of Th!rd•country Nationals under
Construction Contracts••••••••••••••••••••••••
Section 6.08 - Shipping and Insural\d:e ••••••••••••••••••••••••
Section 6.09 •Notification to Potential Suppllere •••••••••••
Section 6.10" In.foTmStion and Marking•••••••••••••••••••••••
Section
Section
Section
Section
Section
Section
Section
AR'I'!CLE VII
6.01
6.02
6.03
6.04
6.0S
6.06
6.07
12
13
13
13
13
15
15
15
17
17
Dieburaemeuts
Section 7.01 - Disbursement • Letters of Conrmitment to
United States Banks ﾷ
ｾﾷ ﾷ
ﾷ ﾷ＠
Section 7.02 - Other Forms of Disbursement •••••••••••••••••••
Seetion 7.03 •Date of Disbursement ••••••o•••••••••••••••••••
Section 7.04 •Terminal Date ｦｯｾ＠
Disburaement ••• • •••••••••• • •
17
18
18
18
AR"l'ICLE VIII Cancellation and Sue:pension
ａｒｾｉｃｌｅ＠
Section
Section
Section
Section
Seetion
Section
Section
Seetion
IX
Section
Seetiou
Section
Section
S-=ction
8.01
8.02
8.03
8.04
8.05
8.06
8.07
8.08
- Cancellation by the Borrower
ｲｾ＠
•Event• of Default; Acceleration •••o•••••••••••
ｾ＠ Suep«naion of Disbureemeut
ｯ ﾷｾ＠
•cancellation by A.I.D.
ｾﾷ
ﾷ＠
•Continued Effectiveness of Agreement •••••• • •••
•Refunds ﾷｯ
ｾﾷ
ﾷ＠
- Expenses of Collection ••••• • ••••••••••••••••••
- Nonvaiver of Reme.diee
ﾷｾ
＠
19
19
20
21
22
22
23
23
Miscellaneous
9.01
9.02
9.03
9.04
9.05
• Com:muuicationa ﾷｾ
＠
•Representatives • • ••••••••••· •• ••••••••••• • ••••
- Implementation Letters ··••••••••• •• ••• •• • •• •b•
•Promissory Notes • • •••••••••••••••••••• ••••• ••«
• Terad.rtetion Upon Full Payment •••••••••••••••••
11
23
24
25
25
25
LOAN AGREEMENT dated January 24 • 1974 'between the REPUBLIC OF
IlIDONES!A
ＨＢｂｯｲｾＩ＠
.and the UNITED STATES OF AMERICA, acting through
the AGENCY FOR INTERNATIONAL DEVELOPMENT ("A.,I.D.")o
ARTICLE 1.
The Loan
SECTION
The Loan.
ＱＮＰｾ＠
to the Foreign
ｰｵｲｳｾ｡ｮｴ＠
A. IoD . agrees to lend to the Borrower,
Act of 1961. ae amended, an amount
ａ｡ｾｩｳｴｮ｣･＠
not to exceed tweaty•six million Unit:ied States dollars ($26,000, 000)
( "Loan") to assist the Borrower 1u carrying out the Project referred
t o in Section l.02 ("Project") "
1.'he Loan ehall be usad excluoively
t:o f inanee the foreign exchange coats of goods ad services required
for the Project.
5i.• ｨ･
ｲ ｾ＠
The aggregate amount of dislmrseraents under the Loan
referred to as "Principal" .
SECTION 1.02 .
｣ ｾ ｯｮｳｴＺｲｵ｣ｩ＠
The Project .
The Project: &hall cousiet of
of a liiaited access asphaltic concrete surfaced highway
LLpproximately 48 kilometers in length between .Jakarta and Ciawi in
\Testern Java with a spur connection, approximately three kilomHt:ers
［ｾ ｮ＠
length , to the city of Bogor.
'Between Jakarta and Bogor the
highway shall consist of four l&nes p divided, with eart hwork conw
otructed to provide for fut ure widening to eix lanes through
1:educt ion of the width of median.
The Bogor spur wU l be ser,1ad
by a traffic interchange to be located approximately three kil ometers
east of Bogor and connection to Bogor will be with the plannud Bogor
eastern riug ro&do Between the Begor spur traffic interchange and
-2-
Cia.wi. a distance of approximately seven kilometers> the highway
sh.:11.ll consist of two laneso
The Project ehall include
･ｮｧｩｾ､Ｎ＠
supervision of ccmstruction and all component• iuclwltng bridges,
t!'affic interci1anges, drain&ge structureal) ped.eat:rfl.m and animal
rights ... of...way fencing 11 pavement markings and directional
ｵｮ､･ｲｰ｡ｳｾ＠
｣ｦＮｧｮｳ
ｾ＠
and lighting of the. Jakarta Bypass road traffic intercbangeo
'The goods &nd services to be f tnanced under the Loao shall be listed
in the implementatf.oa letters referred to in Section 9. 03 ("Implementa..
tion Lettel'.'s").
ARTICLE II.
Loan Teme
SECTION 2.01.
Intm:esto
The Borrower 8hall pay to AoloD.
interest '1h!ch sh.all accrue at the ?"ate of two percent (2'%.) pet'
mmum for ten years following t:he d&te of the ft.rat dbbu-rse!ai;?nt
hereunder and at the rate of three percent (l"X.) per amium thereaftin"
on the outsta.ndiu.g balance of Principal and on any due and unpaid
1nt6rest .
Interest on the outstanding balance shall aecrue from
the date of eech respective disbursement (as such is defined iu
Section 7.03), and 1hall be computed on the basis of a 365..day
year.
Interest shall be payable seraiaimu.ally o
The first payment
of intarest shall ba due and payable no later than six (6) months
after the first disbursement hereunder, on a date to be spex:lfied by
A.I.Do
SECTION 2o02o
Repaymento
The Borrowe?: shall repay to A.loD o
the Principal within forty (40) years from the date of the fh-st
disbursement hereunder !n
ｳｦｸｴｹ
ｾ ｯｮ･＠
(61) approxflllately equal semi•
annual installments of Principal and interest.
'l'be first installment
of Principal shall be payable nine and one-half
ＨｾＭＱＯＲｽ＠
years aft:er
the date on lmich the first interest payment is due in accordance with
;;ect.ion 2.01.
A.I.D. shall provide the Borrover with au amortization
nche.dule in accordance with this Section after the fin.al disburaem£nt
under the Loan.
SECTION 2.03.
Application, Currency, mad Place of Payment.
All payments of interest and Principal herelmde'Z' shall l>e mada 1.n
United States dollars and mall be applied firat to the payment: of
ｩＮ ｮｴ･ｲｾｳ＠
due and then to the repayment of Principal.
Except as A. IoD.
niay otherwiae specify in writing , all suc:h payments mall be uiade to the
C'.oatroller, Agency for International Deve.lopment, Waabingt:on. D.C.,
t. s .A. , and shall be deemed made wen received by the Officligations under this Agreement..
The Borrower shall promptly
inform A.I.D. of any facts and circumstances that fl!4Y hereafter arise
that might materially affect, or that it is reasonable to
ｭ｣ｾｴ･ｲｩ｡ｬｹ＠
｢･ｬｩｾ＠
Blight
affect:- the Project or the discharge of the Borrower' a
obligations under this Agreement.
SECTION 4 . 090
(a)
Paymemts .
Colmlisaions 3 Fees, and Other
Borrower warrants and coven.ante that in connection •Jith
obtaining the U>a.n, ot: taking any action under or with respect to this
Ar,reement, it has not paid, and will not pay or agree to pay, no&: to
the best of its knowledge has there been p.aid nor will there be paid
or agreed to be paid by any other person or entity, commiaaiona, fees ,
or other payments of any kind, except aa regular
ｾｯｭｰ･ｮｳ｡ｴｩ＠
t o the
Borrower's full time officers and employees or as eOPJ.pensation for
'bona fide professional, technical, or comparable services .
The
Borrower shall promptl7 report to A.I.D. any payment or agreement to
P'lY for such bona fide professional, technical. or
to which it is
2
｣ｯｭｰ｡ｲｬｾ･＠
se::viees
party or of which it baa knowledge (indicntiug •Alether
St.'ICh payment has been made or is to be made on a eontiugsut baai.J), and
if the amount of any such payment ie
､･ｾ＠
unreasonable by A. I o:a:>., th.a
sBne shall be adjusted 1n a maimer satisfactory to Aol.D .
.. 11.
(b)
The BorrO'tr1eT warrants and covenants that no payments have
been o:r will be received by the Borrower> or any official of the
in connecticn nth ·i:he procurement of goods and
ｂｯｲＮＺｾｬｴＱ･Ｌ＠
･ＮｾＱ｣｡＠
financed hereunder. except fees, taxee, or similar payments legally
est:liblished in the country of the Borrower.
SECTION 4.10.
Mainteium.ce and Audit of Records.
The Bottower
shall maintain, or cause co be maiutained. in accordance with sound
accounting pt'inciples aud practices conaiateutly applied, books and
rec.ards relating both to the Project and to thia Agreement.
Such
book• and records shall, without 11mitatiOD, be adequate to show:
(a)
"rne receipt and use made of goods a:ad services acquired
with funds disbursed pursu.ent to this Agreement;
(b)
the nature and extent of solicitations of
ｰｲｯ･｣ｾｩｶ＠
supi>liers of goods G1ld services acquired;
(c)
the basis of the award of contracts and orders to
succeneful bidders; and
(d)
the
ｰｲｯｾ･｡＠
of :he Project.
Such 'booke and record:J shall be regularly audit•d:t in e.ec">X'dance
with aound auditing ste.dards, for auch puiod aud at such
ｩｮｴ･ｲＭＱｾｇ＠
as A. IoD. may require, and shall be maintained for five yea.rs af·eu
the date of the last diebursement by
ａｾｉＮｄ＠
or imtil all sums due.
A. I.D. under this Agreement have been paid, whichever date shall first
occ:.
SECTION 4oll.
Reports.
'l'he Bon:over shall furnish to A.Ion.
-12
00
such iufol:metion .and reports relating to the Loan and to thca Project
A.I.D. mny request.
ｾｇ＠
SECTION 4ol2.
Inspections.
The authorized representatives
A.I.D. 3hall have the right at all reasonable times to inspect the
ｯｾ＠
＿ｾｯｪ･｣ｴ
ｩ＠
the utilization of all goods and services financed under t.he
toant> a:rid the Borrower's books, records, and other decuments relating
to the rroject and the Loano
The Borrower ehall cooperate with Ao I.D.
to facilitate such 1Jlspee
financed unde-r this !g=eenen.t may be insured hy the Oversee.a Pr:f.,l'flte
Inveatment
ｃｯｲｰ｡ｴｩｮｾ＠
mi
agency of the United States. of
ａｭ･ｲｩｾ｡
Ｎ＠
ARTICLE V
Specbl Covenant and Warranty
SECTION S.OL
Accese Road•.
The Borrower shall cause all
rt qaired 8C(!oas roads for the Project to l>e constructed 011 a timely
b&.sis and in eonfoTmity with the plans submitted in fulf illmeut of
Sc-cti.one 3.0l(h) and 3 .03(h).
ARTICLE VI
Procurement
SECTION 6.0lo
ｾｺ･ｭｮｴ＠
Source and Origin..
Except aa A. l,.D
o
.. 13may othen-1.se agree in witing, dbbUTse:ments tna.de pursus.nt to Sec.:ion
7 .Ol shall be used e:clusively to fimmce the procurGlent fox the
Project of goods and services having both their source and origin in
countries inc hided in Code 941 of the A. In ｄｾ＠
Geographic Code Book as
in effect at the t:tm.e orders are placed for such goods 4nd services.
SECTION 6.02.
!!,!gil>ilitY Date.
Except as A. I.D. may othe'l'..
wise agree 11:& writing, no goods or eerviee& may he fin&D.ced under the
LollD.
which are
pursuant to orders or contracts firmly placed
ｰｾｯ｣ｵｲ･､＠
oz entered into
to December 21,
ｰｲｩｯｾ＠
SECTION 6. 03.
ＱＹＷＳｾ＠
Goods and Services Not Financed Under Loan.
Goods end services pr.ocured for the Pi-c-oject, but not financed undO'r
the Loan, shall have their aoUlt'ce and origin in comitri.es i:nclt.dd 1.!t
Code 935 of the A. IoD. Geographic Code Book as i:a effect at tb.c-. tir.o.e
ordere are placed
ｦｯｾ＠
SECTION 6. 04.
such goods aud serviceaa
.!!!I? ｬｾ｡ｴｩｯｵ＠
of Procuement
ｒＡ＼ｕｩｲ･ｾ｟Ｎ＠
The def1ntt1on.s applies.late to the eligioility requf.rem.ents of
Sections 6 . 01 and 6 . 03 vill be aet forth in detail in Implementation
Letter a .
SECTION 6.05 .
(r.)
Plans .. Seeci£.!eatioas, and Cont:r!.S,.t:,,!•
Ezcept u A,, I . D.
iuy
othcn"Wise agree ia writing it the
Borrow:ir shall fur.iich to A. IoD. prom?tly lfP011 preparation, alt.
plans.
｡ｾｩｦ｣ｴｭｵｳ
Ｑ＠ construction schedule•, 'Did ctocument s , nnd
con.tract a relating to the Project • and any modifications there:' n ,
or not the goods and aenices to which they relate are f
the Loan.
ｩｵ｡｣ｾＮ
ｬ＠
ｵｮＺ
ﾷ Ｎａｩｊ
ＢＧｴＮｨｾＺ＠
ｬ ･ ﾷ ｾ＠
•14(b)
of
ｾｨ
･＠
Except &s A. LD. may otherwise agree in
ｷｲｩｴｮｧｾ＠
all
pl&1S$ specifications$ aud &ouetructiou schedules furnished
pursuant to subsection (a) above ehall be app1!'oved by A.I.D. in
gl'•phic Code Book as in effect at t.he t ime
of shipment.
(h)
At least fifty percent (Sot) of the gross tonnage of all
goods financed under the Loa (computed separately for dry bulk
carriers, th'Y cargo liners, and tankers) vhich shall be transported
on ocean ve.saels shall l>e transported on privately owned Uat ted States
·16-
flag
vessels uulems A.I.D. shall determine that such vessele
｣ｯｭｾｲｩ｡ｬ＠
are not available at fair and reasonable rates fo:r: Uaited States flag
cO't!merci&l 11Gaeels.
In addition, unleas A. I.D. make• the determinatiou
of tlnavailnbiU.ty noted above., st least fifty percent (50'Z.) of the
freight revenue
ｾｯｳ＠
by all shipments financed tt!Uler the Loan which
ｧ･ｮｾｺ｡ｴ､＠
Jhall be transported on dry cargo liners shall be paid to or for. the
benefit of p-rivately owned United Statea flag commercial veaaels.
No
ｾＮｕｩ｣ｨ＠
such goods ll'Ay be transported on my ocean ves•el (or aircraft) ( i)
A.I.D. , in•· notice to th• Borrower, has deeign.e.ted aa ineligible to
.,.fl!TY A. I. D.. •f!.nanced goods or (11) Wilch haa been chartered for the
eUT:f.age of A.l.D ... financed goods uulesa such char1;er has been approved
b:r A. l.D.
(c)
If in coirnectf.on with the pln.cement of marine insuraace on
a!lipmemte finatteed tmier United States legislation authorizing Essintence
to other nations, tlle country of the Borrower, by statute, decree,
or regulation. faYOrs any marine insurance company of any countty
l .1 !1 ·:•
ｯｶｾ＠
any marine insurance cmnpac7 authorized to do 'bu.sinus in any :at:·ite o i.
ｓｴ
the United States of Amen.ea, goods procured from the United
Ｎ ｾｴ･ｳ＠
and
financed uncler the t.oan ehall, during the continuance of such discrimina ..
tion!f be innred against marine risk in the United States of
wltb a C013pa.uy or compSDies authorized to do a marine
ｩｮｳｵｲ｡｣ｾ＠
ａｭｾｲｩ･｡＠
buainees
in any atate of the Uuited States of America.
(d)
The. Borrower shall iuaure, or cause to be innred, all
goods ff.nancect under the Loan agaiuat riaks incident to their transi t
to the pof.nt of their
UBe
in the Project.
Such insurance tihall be
is&l!d upon terms ax:.d eowlitiona cOD11ietem: with sound commercial
practice, •hall iuure the full value of the goods , and shall be payab le
...17...
in the curil'."ency in wicb. such goods were finauced.
P.s:a.y indemnification
:.ece:!ved by the Bonower under such insurance ehall be used to replace
or repaiT any mete:z-ial damage ar
loss of the goods in1!mrEsd
miy
O'r
shall be used to reimburse the :Borrower for the replacement or repair
of. such goods.
Any such re.placements shall have both their source a.nd
origin in eountriea included in Code 941 of the
ａｾｉ
Ｎ ｄＮＬ＠
GeogTapb.ic Code
I:ook and shall be otherwise: subject to the provisions of this Agreement o
SECTION 6.09.
that all
ｕｾｩｴ･､＠
to Potential Suppliers.
ｾｯ｣ｩｦ｡ｴｮ＠
In order
States firms shall have the opportunity to participate
in furniahing goods and services to be financed under the
ｌｯ｡ｮ
the
ｾ＠
!·orr0t1er shall furnish to A. I.D. such infonaation with regard thereto 11
at such tiaea, as A. I.D. may req_uest in Implemeutation Lettera.
ｾＭｮ､＠
In.formation and Marldg.
SECTION 6.10.
Borrower shall
ｧ｢ｾ＠
publicity to the Loan and the Project as a program of United States
identify the Project E1te 9
ｾｩ､Ｌ＠
ｾ＠
Qnd
provide other markings or pt•blicity,
prescribed in Impl¢!1De11t&tion Letters.
ARTICLE VII
Disbut:semeuts
SECTION 7. 01.
Statea Banks.
Disbursement • Letters of Conaitment to United
Upor; aatiaf&ctioa of coaditions prece4ent 11 the
uviy, from time to
ｴｦＮｭ･
ｾ＠
ｂｯｲｷｾ＠
requeat A.I.D. to issue Letters of Cosnitment
for specified amounts to one or more
ｕｾｩ･､＠
States
｢｡ｮｫｳｾ＠
satia1aetoxy
to AoI.D., committing AoI.D. to reimburse auch bank or banks
ｦｯｾ＠
ｰｳｶ
mente made by them to contralctors or suppliers, through the ueo of
ｾ＠
·18-
Lett ers of Credit or
ｯｴｨ･Ｇｬｗｩｳ
ｾ＠
for costs of goods and services
procured for the Project in accot:dance with the terms and conditions
of this Agreement.
ｾ ｩｬ＠
Paymeut by a bank to a contractor or supplier
be made by the 1>aDk upon presentation of such supporting
tloel.1'.Mm.tat.ion as A. I.D. may prescribe :tn Letters of Commitment
Elnd Implem.entation Letters.
with
Banking charges incuned in connection
of Commitment and Letters of Credit shall be for the
ｌ･ｴｾｳ＠
of the BorroT.ier anc may be f iuanced under the Loan.
ｾ｣ｯｵｮｴ＠
SECTION 7.02.
Other Forma of Disbursement.
of
ｄｩｳ｢ｾ･ｭｵｴ＠
the Loan may also be made through such other means as the Borrower
li:nd A. IoD. cay agree to in writing.
SECTION 7. 03.
Date of Diebureemet!t•
Disbursements by A. I . D.
ehall be deemed to occur, (a) in the caae of disbursements pursuant to
Section 7 .Ol, on the date on
ｾｩ｣｢＠
A. I.D. raakes a disbursement to the
to 1.te designee , or t.o a banking institution pureuant co a
ｂｯｮＺｾＭＮ･ｲＬ＠
Letter of Comsnitmeut.
SECTION 7o04.,
Terminal Date for Dbburaesnent.
Except as A. I ").
may otherwise agree in writing, no Letter of Commitment, or other
commitment documenta which may be called for by
｡ｮｯｴｨｾ＠
form of
､ｩｳｨｵＺｲ
meut under Section 7.02, or amendment thereto, shall be issued in
response to requests received by AoI.D. after April 300 1977, and no
diBburseme.nt shall be made against documentation received by A. Io Do
or eny bank described in Section 7. 01 after April 30, 19790 A.al. Do ,
at its
ｯｰｴｩｃｬｮ
ｾ＠
may at auy time or timea after April 30, 1979 , reduce
the Loan by all or any part thereof for which documentation was not
received by such date,
ｯｾ＠
-19-
ARTICLE VIlI
Cancellation and SusJ?t!11sion
SECTION 8 o 01.
Caucell.at ion by the Borrawu.
The Borrowe'l:
ｭ｡ｹ
w5.th the prior written consent of A. I. D°" by written notice to A. I. D. ,
cancel any
ｮｯｴ
ｩ ｣･ｾ＠
of the Loan (1) which, prlor to the giving of such
ｰ｡ｾｴ＠
A.I. D. has not disbursed or cOllD.itted itself to
､ｩｳ｢ｵｲ･
ｾ＠
or
(ii) T.:1bich has net then boon utilized through the issuance of
ｩｾｲ･ｶｯ｡｢ｬ＠
of Credit or through bank payments made other
ｌ･ｴｾｳ＠
than under irrevoeable Letters of C!:edit.
SECTION 8. 02 .
Events of Default; Acceleration.
If any ooze
or more of t he folla:dng events ("Events of Default") shall ocetu::
(a)
The
ｾｏｴｔｗｇ＠
s:hall have failed to pay Wen due &1JY
interest or installment of Priueipal required under
this Agreement;
(b)
The Borrower shall have failed to cmply with sny
provision of this Agreements
ｩｮ｣ｬｵ､ｧｾ＠
ｯｴｨ･ｾ＠
but with out
limitattou, the obligation to carry out the Proj ect with
due diligence and efficiency;
(c )
The Barrow.er shall have failed to pay when doo any
interest or auy installment of Principal or em.y ot her
payment 1:equired unde-r Sf.'lY other lean sgreattent ｾ＠ eny
guaranty agreement , or any other agreement bao1een t h e
Borrower or any of it• agencies and A.I . D. or any of
its predecessor agenc1eo 9
ｾ＠
-20 ...
then A. I.D. mtty:o at its opt ton,. give i:o the Borrower notice that all
or auy pert of the unrepaid Principal shall be due and payable sixty (60)
days
ｴｨｾｲ･ＮｦＬ＠
anti, unless the Event of Default is cured within such
sbr.ty (60) de.ya:
eucb mrrepaid Principal snd any accrued intel!'est
( i)
shall be due and payable immediately; end
ｨ･ｾｵｮ､ｲ＠
the amount of any :further dbhursements made under
(ii)
then outst&lding irrevocable Letters of credit or
otl·u:szwise sh:all become due and payable ae soon as
made.
ｓｵｳ･ｾｩｯｴ｜＠
SECTION 8.03.
at 8-.n:y
of Diabursement.
In the event that
ｴｩｾＺ＠
(a)
An Event of Default has oc:cun"ed;
(b)
An event occUTs that A.I .. D. Cletes:miaQs to ba an
･ｸｩＺｲＮ｡ｯｾ､ｮｹ＠
situation that mattes it improbable either that the purpose of the Loan
will be attained or that the
obligati..d by tht9
Not:withotandillg any other provioion in chi&
A.I . D.'s right to requue a refund with reapeet to any
disbureement under the Loan shall c.ontinue for fiv.e
ｹｾｳ＠
follO'ffing
the date of such disbur:ament.
(b)
In the event that A. I .D. receives a
ｾ･ｦｵｮ､＠
contract.or. supplier, or bald.ug institution, or
ｾｯｭ＠
from say
any other thud
party connected with the Loan 1 with respect to goods or services
flr.anced under the Loan, .rmd such 't'efund relates to an unreaso!14ble
price for goods or eervices, or to goods that did not conform to
-23..
ｮｰ
･｣
ｩｾ
ｲｮ ｾ ｫ ･＠
or to serviee.n that were inadequate, A.I.Do shall first
ｩ｣ｾｴｯｵｳＬ＠
such r ef und svailable for the
of goods end services prae\tt'ed
｣ｯｾｴ＠
for the P:i:oject hereunder, to the extent justified, the remainder ·i::o
be applied to the installments of Prineipal in
their
ｴｨｾ＠
inverse ord0r of
anc1 the amouut of -the Loan shall be reduced by the
ｭ ｾｴｵｲｩｹ＠
milount of :ruch i:-s.aiader.
SECTION 8. 07..
&g>ensea of Colleet:l.ou.
All reasonable costs
incurr ed by A. I.D., other than salaries of its staff, in couneetion
with the eollectiou of any refund or in connection with amounts due
A.I.D. by reason of the occurrence of any of the events •P"ified in
Section 8 .. 02 may be chuged to the Borroww and reimbursed to A.I. D.
in such ma.tmeT an A. I.D. may specify.
SECTION 8.08.
Nonwaiver of Remediee.
No delay in exercising or
omissi on to exercise any right 11 p