Selanjutnya

LOAN AGREEMENT
between

THE GOVERNMENT OF THE REPUBLIC OF INDONESIA

and

THE GOVERNMENT OF CANADA

for

A FERTILIZER COMMODITY LOAN

1 984

THIS AGREEMENT MADE IN DUPLICATE
the
day of

BETWEEN:


THE GOVERNMENT OF THE REPUBLIC OF I NDONESIA
(hereinafter referred to as Indonesia)
and
THE GOVERNMENT OF CANADA
herein represented by the Secretary of
State for External Affairs acting through
the President of the Canadian International
Development Agency (hereinafter referred
to as "Canada")

WHEREAS Indonesia wishes to secure a development loan
for the purchase of goods as described iri Annex "A" of this
Agreement;
AND WHEREAS Canada is willing to make a development loan
available for this purpose on the terms and conditions provided
herein;
NOW THEREFORE the parties hereto agree as follows:
ARTICLE I
The Loan
Section 1.01

Canada shall make available to Indonesia on the terms
and conditions hereinafter set forth a Loan in the amount not
to exceed Twenty Million Canadian Dollars ($20,000,000).
Section 1.02
Canada shall open on its books a Loan Account in the
name of Indonesia and shall credit to such Account the full
amount of the Loan.
Withdrawals , payments and disbursements
may be made from the Loan Account in accordance with the
provisions of this Agreement.

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2 -

Section 1.03
This Loan shall be free from interest,
service charges.

commitment or


Section 1.04
Payment of the principal amount of the Loan shall be
made in eighty (80) semi-annual installments of Two Hundred and
Fifty Thousand Canadian Dollars ($250,000) each, due and
payable on the last day of September and March in each year
commencing on 1994 and ending on 2034.
Section 1.05
Indonesia shall have the right to prepay the principal
amount in whole or in part on any date without Notice to
Canada.
The amount of any such prepayment shall be applied on
the installments of principal then remaining payable in the
reverse order of their maturity.
Section 1.06
All payments as set forth herein shall be made by
Indonesia in Canadian dollars to the Receiver General for
Canada and shall be deemed to have been paid when received by
the Receiver General for Canada.
Section 1.07

The principal of the Loan shall be paid to Canada
without any deductions whatsoever and more particularly shall
be free from any taxes, charges or other restrictions imposed
under the Laws of Indonesia and those in effect in its
territories or administrative, political or judicial divisions
or subdivisions.

ARTICLE II
Use of the Loan
Section 2.01
Except as may otherwise be specifically agreed to by
Canada, the proceeds of the Loan shall be used by Indonesia
exclusively for the purchase of goods as described in Annex
"A", and the procedures for procurement and payment shall be
those set forth in Annex "B".
Each annex shall be subject to
such subsequent modifications as may be a g reed upon between
Canada and Indonesia.

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Section 2.02
Goods to be financed from the proceeds of the Loan shall
be procured in Canada and shall have an overall Canadian
content of sixty-six and two-thirds percent (66 2/3%).
Section 2.03
Goods contracted for prior to the effective date of this
Agreement are not eligible for financing from the proceeds of
the Loan unless otherwise agreed to by Canada and Indonesia.
Section 2.04
Proceeds from the Loan shall not be used by Indonesia to
meet the costs of any taxes, fees or customs duties imposed
directly or indirectly by Indonesia on any goods financed from
the proceeds of the Loan.
Section 2.05
Indonesia shall immediately notify Canada of any payment
it receives for loss or damage to goods in transit under an
insurance policy or otherwise.

Unless otherwise agreed to by
Canada and Indonesia, Indonesia shall use such proceeds to
replace the goods of portion thereof with like goods from a
Canadian source in accordance with the same procedures as those
applicable to procurement financed by the proceeds of the Loan.
ARTICLE III
Withdrawals of Proceeds of Loan
Section 3.01
Withdrawals shall be deemed to occur on the dates on
which payments are made by Canada directly to the supplier, or
to other persons agreed to between Canada and Indonesia.
Section 3.02
Subject to the conditions and limitations set forth
herein, Indonesia shall be entitled to withdrawals from the
Loan Account in such amounts as are required to meet the
reasonable cost of goods which are eligible for financing, as
the costs become due and payable .

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Section 3.03
Indonesia or its designated agent shall provide Canada
with a copy of each contract and/or purchase order for the
procurement of fertilizers in respect of which any withdrawal
is to be made.
Section 3.04
Indonesia or its designated agent shall furnish, or
cause to be furnished, to Canada such documents and other
evidence in support of withdrawals as Canada may reasonably
request, such evidence to be sufficient in form and substance
to establish that the amounts to be withdrawn are properly
related to the purposes of this Agreement.
ARTICLE VI
Cancellation and Suspension

Section 4.01
Indonesia may, by sixty (60) days Notice to Canada,
cancel all or any part of the Loan not withdrawn by Indonesia
prior to the giving of such Notice and not required to meet
outstanding financial obligations to suppliers of firms

incurred under the loan.
Section 4.02

o

If any of the following events occur, Canada may suspend
withdrawals from the Loan Account, or declare the principal
outstanding due and payable immediately and cancel that part of
the Loan not previously withdrawn:
(a) A default by Indonesia in the payment of
principal or in any other payments or
repayments required under this Agreement and
the Annexes hereto;
(b) A default on the part of Indonesia in the
preformance of any undertakings under this
Agreement;
(c) Any extraordinary situation which renders it
impossible for Indonesia to perform its
obli g ations under this Agreement.


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Section 4.03
Unless otherwise agreed to between Canada and Indonesia,
if the full amount of the Loan is not disbursed by the date
specified in Annex "A" the balance will be cancelled by Canada
and the installments of the repayment to be made shall be
reduced accordingly.

ARTICLE V
General Undertakings
Section 5 . 01
Canada and Indonesia shall each ensure that this
Agreement is carried out with due diligence and efficiency and
in conformity with sound administrative and financial
practices.
Section 5.02
Canada and Indonesia shall cooperate fully to ensure
that the purpose of the Loan will be accomplished, and each
shall furnish to the other all such information as shall

reasonably be requested with regard to the general status of
the Loan .
Indonesia shall inform Canada, as soon as possible
on any condition or contingency which interferes with, or
threatens to interfere with, the accomplishment of this
Agreement or any matter or thing in connection therewith.
Section 5 . 03
Indones i a shall afford accredited representatives of
Canada all reasonable opportunities to visit any part of the
territories of Indonesia for purposes related to this Loan
Agreement .
Section 5 . 04
Indonesia shall fulfill the responsibilities mentioned
in Annex "C".
Section 5 . 05
This Agreement and any Annexes hereto shall be free from
any taxes, fees , or other charges that may be imposed under the
laws of Indonesia and those in effect in its territories of
administrative, political or judicial divisions or subdivisions
in connection with the execution, issue, delivery and

registration thereof.

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Sectio n 5.06
Indonesia shall at all times provide or cause to be
provided as needed all monies and resources which may be
required to implement this Agreement .
Section 5 . 07
For the purposes of this Agreement and Annexes hereto
Indonesia shall include any agent or agents authorized by and
on behalf of Indonesia with regard to its rights, duties and
obligations herein .

ARTICLE VI
Communications

Section 6 . 01
Any communication or document given, made or sent by
either Indonesia or Canada pursuant to this Agreement or any
annexes hereto shall be in writing and shall be deemed to have
been duly given , made or sent to the party to which it is
addressed at the time of its delivery hy hand, mail, tele g ram,
cable , or radiogram at its r espective address, namely :
For Indonesia:

The Min i s t ry of foreign Affairs
Jalan Tarnan Pejambon 6
Jakarta, Indonesia
Cable Add r ess: DEPLU, Jakarta
Directorate General for International
Monetary Affairs
Ministry of Finance
Jalan Lapangan Banteng Timur 2-4
Jakarta, Indonesia
Cable Address : OITMON, Jakarta
Bank Indonesia
International Department,
Project Financing Departmen t,
Jalan Kebon Sirih 82 - 84,
Jakarta, Indonesia
Cable Address : UELEGASI, Jakarta

i'

'

For Canaoa:

Th e President
Canadian International Development Agency
200 Promenade du Porta g e
Hull, Quebec, CANAUA

KIA OG4
Telex:

053-4140

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ANNEX A

Attached to and forming part of the Loan Agreement
between Canada and Indonesia

Use of the Loan

1.0
The proceeds of the loan may be used to pay the Canadian
dollar costs of the following:
1.1

The purchase in Canada of potash fertilizer
(Muriate of Potash); and

1.2

The cost of insurance and ocean freight from
Canada to Indonesia.

2.0
The proceeds of the loan shall be disbursed no later
than July 31, 1985, unless otherwise agreed.

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Section 6 . 02
Any one of the parties hereto may, by Notice to the
other party hereto, change the address to which any Notice or
request intended for the party so giving such Notice shall be
addressed .
Section 6 . 03
All Communications and documents submitted to Canada
shall be in either the English or the French language and all
technical specifications therein shall be in terms of Canadian
standards except where Canada may agree otherwise in writing.
Section 6 . 04
This Agreement and Annexes "A", " B" and "C " attached
hereto, which form part of this Agreement , may be amended from
time to time upon agreement of the parties concerned .
Amendment to t h e main body of the Agreement shall be executed
by a formal amendment signed by the authorized
representatives .
However, amendments to the Annexes may be
made by an exchange of letters between Indonesia and Canada.

IN WITNESS WHEREOF the Parties hereto have caused to be
subscribed the signature of their authorized representative at
the City of Jakarta as of the day and the year first above
written .

Signed on behalf of the
Government of the Republic
of Indonesia

Signed on behalf of the
Government of Canada

Signed
Signed
Director General
Foreign Economic Relations
Department of Foreign Affairs

Ambassador ''

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ANNEX B

Attached

1.0

to and forming part of the Loan Agreement
between Canada and Indonesia

Procedu res

for P rocur emen t

1.1

Indonesia shall enter into a
of direct negotiation;

1.2

The product shall be in bulk and shall be quoted
on t he basis of "cost plus i nsurance plus freight"
(Clf) to specified Indonesian ports;

1.3

A copy of all contracts shall be provided to CIDA
for its review and

1. 4

2. 0

of Fertilizer
the

basis

approval prior to signature ;

Shipment shall be carried out by an Indonesian
Shipping Company on a time l y and competit iv e
basis.

Procedu r e
2 .1

contract on

for Payment

Payment sha ll be made by CIDA directly to the
Canadian supplier in accordance with the terms of
the contract following receipt of the following
documents:
(i)
(ii)
(iii)

Supplie r s

invoice ;

Non -n egotiable Ocean bills of lading;
Othe r documents as may be required to
conform with the pu r chasers contract i . e .
inspection ce rti ficates , etc .

2. 2

CIOA shal l confirm to the supplier that payments
will be made directly by CIDA in Canadian dollars
in acco r dance with the terms and conditions of the
contract and upon receipt of the documentation
required therein;

2. 3

Contracts with Canadian suppliers shall not be
cancelled by Indonesia without the prior approval
of CIDA .
In the event of cancellation CIUA shall
have the authority to pay cancellation charges , if
any , from the Loan Account;

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2. 4

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CIOA shall notify the Ministry of Finance,
Uirectorate General International Monetary Affairs
of each disbursement made under this Agreement and
provide copies of supporting documents specified
in the contract, with copies to 8ank Indonesia ,
International Department.
Periodic statements of
disbursement shall be prepared by CIOA and
forwarded to the Ministry of finance, Directorate
General International Monetary Affairs, copied to
Hank Indonesia International Department,
quarterly.

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ANNEX

Attached

1.0

C

to and forming part of the Loan Agreement
between Canada and Indonesia

Responsibilities of

the Government of Indonesia:

1. 1

Designate the Ministry of Trade, Government of
Indonesia (hereinafter called the "designated
authority") for the management of the Use of the
Loan, arranging allotments therefrom to public
and/or private sector agencies for the purchase of
Potash Fertilizer;

1 .2

Arrange for receipt, storage, and distribution in
Indonesia of the potash fertilizer;

1.3

Arran g e with Indonesian customs officials to
promptly clear throu g h Indonesian customs free of
import customs and other duties and taxes, the
potash fertilizer provided under this Agreement;

1. 4

Provide all permits, licences and other documents
necessary for the importation of the potash
fertilizer;

1.5

Prepare and submit claims to the Canadian supplier
for incomplete shipments; and similarly, for
insurance claims in the event of loss or damage
while in transit;

1. 6

Pay for demurrage at
Indonesia;

1. 7

Provide CIDA throu g h the Canadian Embassy,
Jakarta, with information concerning the name and
address of the designated authority together with
the name(s) of official(s) authorized to act or
si g n on behalf of the designated authority.

port of discharge in

The designated authority will:

1. 8

Provide CIDA, through the Canadian Embassy,
Jakarta, with information concernin g the
administrative and financial mana g ement which it
has adopted thus ensurin g compatible procedures
are available within CIDA;

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1.9

Provide CIDA, through the Canadian Embassy,
Jakarta, with information concerning the names of
the Public and/or private sector agencies and
organizations which receive allotments of Potash
Fertilizer purchased through the Loan Account;

1.10

Ensure that any public/private sector procurement
agency is advised concerning its obligations to
comply with all terms and conditions detailed
herein;

1.11

Cooperate in providing information to CIDA
officials and their contractors on the processing,
distribution and utilization of the potash
fertilizer purchased under this Loan Agreement.