OFFICIAL DOCUMENTS GRANT NUMBER D361 - BD CREDIT NUMBER 6302 - BD Financing Agreement (Additional Financing for Health Sector Support Project) between PEOPLE'S REPUBLIC OF BANGLADESH and INTERNATIONAL DEVELOPMENT ASSOCIATION GRANT NUMBER D361 - BD CREDIT NUMBER 6302 - BD FINANCING AGREEMENT AGREEMENT dated as of the Signature Date between PEOPLE'S REPUBLIC OF BANGLADESH ("Recipient") and INTERNATIONAL DEVELOPMENT ASSOCIATION ("Association") for the purpose of providing additional financing for activities related to the Original Project (as defined in the Appendix to this Agreement). The Association has decided to provide this additional financing on the basis, among other things, of the existence of an adequate refugee protection framework. The Recipient and Association therefore hereby agree as follows: ARTICLE I - GENERAL CONDITIONS; DEFINITIONS 1.01. The General Conditions (as defined in the Appendix to this Agreement) apply to and form part of this Agreement. 1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the General Conditions or in the Appendix to this Agreement. ARTICLE H - FINANCING 2.01. The Association agrees to extend to the Recipient a grant and a credit, which are deemed as Concessional Financing for purposes of the General Conditions (collectively, "Financing") in the following amounts to assist in financing Part 4 of the project described in Schedule 1 to this Agreement ("Project"): (a) an amount equivalent to twenty-nine million five hundred thousand Special Drawing Rights (SDR 29,500,000) ("Grant"); and (b) an amount equivalent to five million nine hundred thousand Special Drawing Rights (SDR 5,900,000) ("Credit"). 2.02. The Recipient may withdraw the proceeds of the Financing in accordance with Section III of Schedule 2 to this Agreement. 2.03. The Maximum Commitment Charge Rate is one-half of one percent (1/2 of 1%) per annum on the Unwithdrawn Financing Balance. -2- 2.04. The Service Charge is three-fourths of one percent (3/4 of 1%) per annum on the Withdrawn Credit Balance. 2.05. The Payment Dates are June 15 and December 15 in each year. 2.06. The principal amount of the Credit shall be repaid in accordance with the repayment schedule set forth in Schedule 3 to this Agreement. 2.07. The Payment Currency is Dollar. 2.08. The Association shall apply the funds provided by Canada for the purpose of meeting the repayment obligations of the Recipient to the Association under this Financing Agreement, including through immediately repaying in advance of maturity the entire Withdrawn Credit Balance on each date that the Association honors: (a) a Recipient's request of withdrawals of the Credit proceeds from the Financing Account or (b) a request of payment under a Special Commitment. For avoidance of doubt, the Recipient shall not have any payment obligation with regard to the Withdrawn Credit Balance upon such prepayment; it being understood however that, notwithstanding the foregoing, the Recipient shall remain liable for such amount in the event that the funds provided by Canada are not sufficient to cover the Recipient's repayment obligations under the Financing Agreement. ARTICLE III - PROJECT 3.01. The Recipient declares its commitment to the objective of the Project. To this end, the Recipient shall carry out Part 4 of the Project through its Ministry of Health and Family Welfare ("MOHFW") in accordance with the provisions of Article V of the General Conditions and Schedule 2 to this Agreement, and Parts 1-3 of the Project in accordance with the provisions of the Original Financing Agreement, as amended. ARTICLE IV - REMEDIES OF THE ASSOCIATION 4.01. The Additional Event of Suspension is that the Member Country no longer has, or no longer acts in a manner compatible with, an adequate refugee protection framework. 4.02. The Additional Event of Acceleration is that the event specified in Section 4.01 of this Agreement occurs and is continuing for a period of thirty (30) days after notice of the event has been given by the Association to the Recipient. -3- ARTICLE V - EFFECTIVENESS; TERMINATION 5.01. The Additional Conditions of Effectiveness consist of the following: (a) The Association is satisfied that the Member Country has an adequate refugee protection framework; and (b) The Recipient has: (i) prepared updates on the Environmental Management Framework, the Social Management Framework and the Framework for Tribal People's Plan; (ii) carried out adequate public consultation on such updates as per the framework documents; (iii) submitted the draft updated framework documents to the Association for its review and approval; and (iv) adopted and publicly disclosed the updated framework documents as approved by the Association, all in the form and substance satisfactory to the Association. 5.02. The Effectiveness Deadline is the date ninety (90) days after the Signature Date. 5.03. For purposes of Section 10.05 (b) of the General Conditions, the date on which the obligations of the Recipient under this Agreement (other than those providing for payment obligations) shall terminate is twenty (20) years after the Signature Date. ARTICLE VI- REPRESENTATIVE; ADDRESSES 6.01. The Recipient's Representative is the Senior Secretary/Secretary, any Additional Secretary, Joint Secretary, Joint Chief, Deputy Secretary, Deputy Chief, Senior Assistant Secretary, Senior Assistant Chief, Assistant Secretary or Assistant Chief of the Economic Relations Division of the Ministry of Finance. 6.02. For purposes of Section 11.01 of the General Conditions: (a) the Recipient's address is: Economic Relations Division Ministry of Finance Government of the People's Republic of Bangladesh Sher-E-Bangla Nagar Dhaka 1207 Bangladesh; and (b) the Recipient's Electronic Address is: Facsimile: +88029180671 6.03. For purposes of Section 11.01 of the General Conditions: (a) The Association's address is: -4- International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America; and (b) the Association's Electronic Address is: Telex: Facsimile: 248423 (MCI) 1-202-477-6391 AGREED as of the Signature Date. PEOPLE'S REPUBLIC OF BANGLADESH By Authorizedepresentative Name: Kazi Shofiqul Azam Title: Secretary, Economic Relations Division Date: September 20, 2018 INTERNATIONAL DEVELOPMENT ASSOCIATION By Authorized Representative Name: Qimiao Fan Title: Country Director Date: September 20, 2018 -5- SCHEDULE 1 Project Description The objective of the Project is to strengthen the health, nutrition and population ("HNP") sector's core management systems and delivery of essential HNP services with a focus on Selected Geographical Areas. The Project consists of the following Parts, of which Parts 1-3 formed part of the Original Project and are financed through the Eligible Expenditure Program, while Part 4 is a new Part with additional activities: Part 1: Governance and Stewardship 1. Enhancing the Recipient's citizen feedback system for its health services, including making the performance of the system and the responses to the messages received more transparent to the public. 2. Improving budget efficiency and allocation in the HNP sector through the increase of budget allocation and execution towards repair and maintenance to support basic service delivery. Part 2: HNP Systems Strengthening 1. Improving the Recipient's financial management, procurement, supply chain management and asset management systems in the HNP sector. 2. Improving the quality of the health management information system through the completeness of the reporting and inclusion of gender, for gender-disaggregated report, from the community clinic level. 3. Improving human resource in the HNP sector through the appointment and retention of qualified midwives at Upazila Health Complexes. Part 3: Provision of Ouality HNP Services 1. Improving coverage of essential services at the primary and first-referral levels for reproductive (including family planning), maternal, neonatal, child, and adolescent health and nutrition, including reducing geographic inequalities. 2. Supporting the Recipient in addressing emerging areas through the strengthening of the coordination mechanisms with the Ministry of Local Government, Rural Development and Cooperatives and urban local governments and the development and implementation of a pilot to address non-communicable diseases (hypertension), starting from screening and referral services at the community clinic level. -6- Part 4. Develop HNP Services for the Displaced Rohingva Population in Cox's Bazar District 1. Enhancing the Recipient's planning, coordination, monitoring and management capacities for providing scaled up and new HNP services providing care to the displaced Rohingya population in Cox's Bazar District, including for disease surveillance and outbreak response, service management of referral systems, and medical waste management. 2. (a) Enhancing delivery of the Essential Service Package to the displaced Rohingya population at community clinics and similar facilities in Cox's Bazar District; (b) Enhancing delivery of the Essential Service Package to the displaced Rohingya population at union level and similar facilities in Cox's Bazar District; and (c) Supporting integrated communication and outreach strategies focused on improving HNP-related household knowledge and behaviors in Cox's Bazar District. 3. Enhancing the delivery of the Essential Service Package to the displaced Rohingya population at Upazila Health Complexes, maternal and child welfare centers and the District Hospital in Cox's Bazar District. -7- SCHEDULE 2 Project Execution Section I. Implementation Arrangements A. Institutional Arrangements. The Recipient shall maintain throughout Project implementation a Program Management and Monitoring Unit responsible for providing implementation support to the Planning Wing of the Health Services Division of MOHFW and the Planning Branch of the Medical Education and Family Welfare Division of MOHFW, in the carrying out their planning, monitoring and reporting obligations under the Project. B. Fiduciary Action Plan Without limitations to the Recipient's other obligations under this Agreement, and unless the Association shall otherwise agree in writing, the Recipient shall carry out the Project in accordance with its respective obligations under the Fiduciary Action Plan. C. Safeguards 1 . The Recipient shall: (a) ensure that the Project is carried out in accordance with the provisions of the Safeguards Instruments, in a manner and substance satisfactory to the Association; and (b) refrain from amending, suspending, waiving, abrogating, and/or voiding any provision of the Safeguards Instruments, in whole or in part, without the prior written agreement of the Association. 2. The Recipient shall, whenever a new EMP, SMIP or TPP or any additional or revised Safeguards Instrument is required for any proposed activity under the Project in accordance with the provisions of the EMF, the SMF or the FTPP (as the case may be): (a) prior to the commencement of such activity, proceed to have such EMP, SMP or TPP (as the case may be): (i) prepared and publicly disclosed in accordance with the provisions of the EMF, the SMF and the FTPP, respectively; (ii) furnished to the Association for review and approval; and (iii) thereafter adopted and disclosed as approved by the Association, in a manner acceptable to the Association; and -8- (b) thereafter take such measures as shall be necessary or appropriate to ensure compliance with the requirements of such EMP, SMIP or TPP (as the case may be). 3. The Recipient shall maintain throughout Project implementation, a Project grievance redress mechanism, with staffing and operating procedures acceptable to the Association, for monitoring and addressing the concerns of people affected by the Project and building public and stakeholder support for the Project. 4. The Recipient shall maintain policies and procedures adequate to enable it to monitor and evaluate, in accordance with guidelines acceptable to the Association, the implementation of the Safeguards Instruments. Without limiting its other reporting obligations under this Agreement, the Recipient shall take all necessary measures to collect, compile and submit to the Association, as part of the Project Reports, information on the status of compliance with the Safeguards Instruments, giving details of: (a) measures taken in furtherance of the Safeguards Instruments; (b) conditions, if any, which interfere or threaten to interfere with the smooth implementation of the Safeguards Instruments, particularly those related to the relevant EMP, SMP or TPP; and (c) remedial measures taken or required to be taken immediately to address such conditions. 5. In the event of any inconsistency between the provisions of any of the Safeguards Instruments and the provisions of this Agreement, the provisions of this Agreement shall prevail. Section II. Project Monitorine, Reporting and Evaluation The Recipient shall furnish to the Association each Project Report not later than ninety (90) days after the end of each financial year, covering the financial year. -9- Section M. Withdrawal of the Proceeds of the Financing A. General Without limitation upon the provisions of Article II of the General Conditions and in accordance with the Disbursement and Financial Information Letter, the Recipient may withdraw the proceeds of the Financing to finance Eligible Expenditures; in the amount allocated and, if applicable, up to the percentage set forth against each Category of the following table: Percentage of Amount of the Grant Amount of the Expenditures to be Allocated Credit Allocated Financed Category (expressed in SDR) (expressed in SDR) (inclusive of Taxes) (1) Salaries and Allowances under 10,600,000 0 100% Part 4 of the Project (2) Goods, works, services, Training and Incremental 18,900,000 5,900,000 100% Operating Costs under UN Agency contracts under Part 4 of the Project TOTAL 29,500,000 5,900,000 AMOUNT B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A above, no withdrawal shall be made for payments made prior to the Signature Date, except that withdrawals up to an aggregate amount not to exceed SDR 7,050,000 may be made for payments made prior to this date but on or after August 1, 2017, for Eligible Expenditures under Category (1). 2. The Closing Date is December 31, 2022. -10- C. Other Undertakings 1. The Recipient shall ensure that proceeds out of the Financing, under Category (1) of the table in Part A of this Section III, shall: (a) only be disbursed based on compliance with the provisions of the Disbursement and Financial Information Letter, including furnishing to the Association the applicable interim unaudited reports documenting the incurrence by the Recipient of the said expenditures during the applicable six months withdrawal period up to the date against which withdrawal is requested; (b) not be used for expenditures that have already been paid for under the Eligible Expenditure Program. 2. The Recipient shall use appropriate standard form of agreement(s) between the Recipient and the UN Agency(ies) approved by the Association when entering into a contract with any UN Agency under Category (2) of the table in Part A of this Section III. -11- SCHEDULE 3 Repayment Schedule Principal Amount of the Date Payment Due Credit repayable (expressed as a percentage) * On each June 15 and December 15, commencing 1.5625% December 15, 2024 to and including June 15, 2056 * The percentages represent the percentage of the principal amount of the Credit to be repaid, except as the Association may otherwise specify pursuant to Section 3.05 (b) of the General Conditions. -12- APPENDIX Section I. Definitions 1. "Anti-Corruption Guidelines" means, for purposes of paragraph 5 of the Appendix to the General Conditions, the "Guidelines on Preventing and Combating Fraud and Corruption in Projects Financed by IBRD Loans and IDA Credits and Grants", dated October 15, 2006 and revised in January 2011 and as of July 1, 2016. 2. "District Hospital" means a hospital of the Recipient operating at the district level. 3. "Eligible Expenditure Program" or "EEP" means the salaries required for the implementation of Parts 1-3 of the Project and included in the Recipient's budget lines, consisting of the following items and corresponding budget codes: (a) Pay of Officers (4500), excluding the following budget codes: 3-2713-0000-4501, 3- 2714-0000-4501, 3-2715-0000-4501, 3-2716-0000-4501, 3-2742-0000-4501, 3- 2744-0000-4501, 3-7421-0047-4501, 3-7424-0047-4501, 3-7485-0000-4501, 3- 7487-0000-4501 and 3-7489-0000-4501; and (b) Pay of Establishment (non- gazetted staff) (4600), excluding the following budget codes: (3-2713-0000-4601, 3-2714-0000-4601, 3-2715-0000-4601, 3-2716-0000-4601, 3-2742-0000-4601, 3- 2744-0000-4601, 3-7421-0047-4601, 3-7424-0047-4601, 3-7485-0000-4601, 3- 7487-0000-4601 and 3-7489-0000-4601), as such budget codes may be revised from time to time with the prior written concurrence of the Association. 4. "Environmental Management Framework" or "EMF" means the Recipient's environmental management framework, acceptable to the Association, dated March 2017, and disclosed on April 6, 2017, setting forth the policy framework, principles, standards, processes and institutional arrangements to be applied to assess potential adverse environmental impacts associated with Project activities and the ways to avoid, minimize, mitigate or offset them, including public consultation, disclosure and reporting; as such framework may be amended from time to time with the prior written concurrence of the Association. 5. "Environmental Management Plan" or "EMP" means each environmental management plan to be prepared under the Project in accordance with the EMF, each such plan in form and substance satisfactory to the Association, and defining details of measures to manage potential environmental risks and mitigate, reduce and/or offset adverse environmental impacts associated with the implementation of Project activities, together with adequate budget, institutional, monitoring and reporting arrangements capable of ensuring proper implementation of, and regular feedback on compliance with, its terms; as each EMP may be amended from time to time with the prior written concurrence of the Association. -13- 6. "Essential Service Package" means a set of health, nutrition and population services supported under Part 4 of the Project which provide, among other things, maternal, neonatal, child and adolescent health care, communicable disease control, non- communicable disease control, nutrition services, and family planning. 7. "Fiduciary Action Plan" means the set of priority actions agreed by the Recipient and the Association for the strengthening of the Recipient's fiduciary systems, dated June 22, 2017, as such plan may be amended from time to time with the prior written concurrence of the Association. 8. "Framework for Tribal People's Plan" or "FTTP" means the Recipient's Framework for Tribal Peoples' Plan, acceptable to the Association, dated March 2017, and disclosed on April 6, 2017, setting the policies and procedures to ensure that ethnic and vulnerable communities affected by the Project receive culturally appropriate social and economic benefits, and if any potential adverse effects on such communities are identified, measures to ensure their effects are avoided, minimized, mitigated, or compensated, as well as the preparation of the TPPs during the implementation of the Project, as said framework may be revised from time to time with the prior written concurrence of the Association. 9. "General Conditions" means the "International Development Association General Conditions for IDA Financing, Investment Project Financing", dated July 14, 2017. 10. "Health Complexes" means government facilities providing out-and in-patient health, nutrition and population services at the Upazila level. 11. "Incremental Operating Costs" means the reasonable costs required for the day-to- day coordination, administration and supervision of Part 4 Project activities, including leasing and/or routine repair and maintenance of vehicles, fuel, equipment, facilities and office premises, office supplies, utilities, consumables, communication expenses, translation, printing, photocopying and postal expenses, bank charges, advertising expenses, insurance, Project-related meeting expenses and Project-related travel provided that such allowances are paid directly to the eligible recipient using the banking system; excluding salaries, per diem, allowances and honorarium of officials of the Recipient's civil service and/or other sitting allowances and honorarium of any other nature. 12. "Ministry of Finance" means the Recipient's Ministry of Finance, or any successor thereto 13. "Ministry of Health and Family Welfare" or "MOHFW" means the Recipient's Ministry of Health and Family Welfare, or any successor thereto. -14- 14. "Original Financing Agreement" means the financing agreement for the Project between the Recipient and the Association, dated August 28, 2017 (Credit No 6127-BD). 15. "Original Project" means the Project described in Schedule 1 to the Original Financing Agreement. 16. "Procurement Regulations" means, for purposes of paragraph 87 of the Appendix to the General Conditions, the "World Bank Procurement Regulations for IPF Borrowers", dated July 2016, revised November 2017. 17. "Program Management and Monitoring Unit" means the coordination unit referred to in Section L.A of Schedule 2 to this Agreement. 18. "Safeguards Instruments" means the Environmental Management Framework, the Social Management Framework, the Framework for Tribal People's Plan, the Environmental Management Plan(s), Social Management Plan(s), Tribal People's Plan(s) and such ancillary or supplemental documents as may be included therein. 19. "Salaries and Allowances" means salaries and allowances required for the implementation of Part 4 of the Project and included in the Recipient's budget lines, consisting of the following items and corresponding budget codes: (a) Pay of Officers (3-2713-0000-4501, 3-2714-0000-4501, 3-2715-0000-4501, 3-2716- 0000-4501, 3-2742-0000-4501, 3-2744-0000-4501, 3-7421-0047-4501, 3-7424- 0047-4501, 3-7485-0000-4501, 3-7487-0000-4501 and 3-7489-0000-4501); (b) Pay of Establishment (non-gazetted staff) (3-2713-0000-4601, 3-2714-0000-4601, 3-2715-0000-4601, 3-2716-0000-4601, 3-2742-0000-4601, 3-2744-0000-4601, 3- 7421-0047-4601, 3-7424-0047-4601, 3-7485-0000-4601, 3-7487-0000-4601 and 3-7489-0000-4601), and (c) Allowances under the code 4700, as such budget codes for the same expenditures may be revised from time to time with the prior written concurrence of the Association. 20. "Selected Geographical Areas" means areas selected within the Sylhet and Chittagong Divisions, or any other areas to be selected with the prior written concurrence of the Association. 21. "Signature Date" means the later of the two dates on which the Recipient and the Association signed this Agreement and such definition applies to all references to "the date of the Financing Agreement" in the General Conditions. 22. "Social Management Framework" or "SMF" means the Recipient's social management framework, acceptable to the Association, dated March 2017 and disclosed on April 6, 2017, setting forth the policy framework, principles, standards, processes and institutional arrangements to be applied to assess potential adverse social impacts associated with activities under the Project, -15- including gender, including and citizen's engagement social aspects of the Project, and the ways to avoid, minimize, mitigate or offset them, including public consultation, disclosure and reporting; as such framework may be amended from time to time with the prior written concurrence of the Association. 23. "Social Management Plan" or "SMIP" means each social management plan to be prepared under the Project in accordance with the SMF, each such plan in form and substance satisfactory to the Association, defining details of measures to manage potential risks and mitigate, reduce and/or offset adverse social impacts associated with the implementation of Project activities, together with adequate budget, institutional, monitoring and reporting arrangements capable of ensuring proper implementation of, and regular feedback on compliance with, its terms; as each SMIP may be amended from time to time with the prior written concurrence of the Association. 24. "Training" means the reasonable costs required for the participation of personnel involved in training activities, workshops and study tours under Part 4 of the Project, including: (a) travel, hotel, and subsistence costs for training, workshop and study tour participants provided that such allowances are paid directly to the eligible recipient using the banking system; and (b) costs associated with rental of training and workshop facilities, preparation and reproduction of training and workshop materials, costs of academic degree studies, and other costs directly related to training course, workshop or study tour preparation and implementation, but excluding salaries of consultants and sitting allowances and honorarium of any other nature. 25. Tribal Peoples' Plan" or "TPP" means each tribal peoples' plan to be prepared under the Project in accordance with the FTPP, each such plan in form and substance satisfactory to the Association, detailing the specific actions, measures and policies designed to address any impact on tribal groups or any other ethnic communities; as each TPP may be amended from time to time with the prior written concurrence of the Association 26. "UN Agency" means any of the departments, specialized agencies, funds or programs of the United Nations (a body established and operating pursuant to the Charter of the United Nations signed on 26 June 1945 and entered into effect on 24 October 1945), which are eligible to be selected pursuant to Procurement Regulations to undertake activities under Part 4 of Project 27. "Upazila" means the Recipient's administrative sub-district.