OFFICIAL DOCUMENTS SCF-FIP GRANT NUMBER TF0A3349-GH Strategic Climate Fund Forest Investment Program Grant Agreement (Dedicated Grant Mechanism for Local Communities Project) between INTERNATIONAL DEVELOPMENT ASSOCIATION acting as an implementing entity of the Forest Investment Program under the Strategic Climate Fund and SOLIDARIDAD NETWORK WEST AFRICA Dated ,\A 1 ,2017 SCF-FIP GRANT NUMBER TF0A3349 STRATEGIC CLIMATE FUND - FOREST INVESTMENT PROGRAM GRANT AGREEMENT AGREEMENT dated , 2017, entered into between INTERNATIONAL DEVELOPMENT ASSOCIATION ("World Bank"), acting not in its individual capacity but solely in its capacity as an implementing entity of the Forest Investment Program ("FIP") under the Strategic Climate Fund ("SCF"); and SOLIDARIDAD NETWORK WEST AFRICA ("Recipient"). WHEREAS the Republic of Ghana ("Member Country") has been selected as a pilot country to participate in the Dedicated Grant Mechanism for Indigenous Peoples and Local Communities under the FIP ("DGM") to provide grants to indigenous peoples and local communities intended to enhance their capacity and support initiatives to strengthen their participation in FIP and other REDD+ processes at the local, national and global levels; WHEREAS, pursuant to consultations with local communities and stakeholders in the Member Country and in accordance with the DGM Framework Operational Guidelines, the National Steering Committee ("NSC") was selected to oversee the implementation of the DGM in the territory of the Member Country; and WHEREAS, in accordance with the DGM Framework Operational Guidelines, the NSC has selected the Recipient to serve as the National Executing Agency responsible for executing the DGM in the Member Country and serving as the secretariat for the NSC; and WHEREAS, by a letter dated February 10, 2017, from the Minister of Finance of the Member Country to the World Bank, the said Minister has endorsed the Recipient as a direct recipient of the Grant funds. NOW therefore, the World Bank and the Recipient hereby agree as follows: Article I Standard Conditions; Definitions 1.01. The "Standard Conditions for Grants Made by the World Bank Out of Various Funds", dated February 15, 2012 ("Standard Conditions") constitute an integral 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 Standard Conditions or in this Agreement. Article II The Project 2.01. The Recipient declares its commitment to the objectives of the project described in Schedule 1 to this Agreement ("Project"). To this end, the Recipient shall, in close collaboration with the NSC, carry out the Project in accordance with the provisions of Article II of the Standard Conditions. 2.02. Without limitation upon the provisions of Section 2.01 of this Agreement, and except as the Recipient and the World Bank shall otherwise agree, the Recipient shall ensure that the Project is carried out in accordance with the provisions of Schedule 2 to this Agreement. Article III The Grant 3.01. The World Bank agrees to extend to the Recipient, on the terms and conditions set forth or referred to in this Agreement, a grant in an amount equal to five million five hundred thousand United States Dollars ($5,500,000) ("Grant") to assist in financing the Project. 3.02. The Recipient may withdraw the proceeds of the Grant in accordance with Section IV of Schedule 2 to this Agreement. 3.03. The Grant is funded out of the abovementioned trust fund for which the World Bank receives periodic contributions from the donors to the trust fund. In accordance with Section 3.02 of the Standard Conditions, the World Bank's payment obligations in connection with this Agreement are limited to the amount of funds made available to it by the donors under the abovementioned trust fund, and the Recipient's right to withdraw the Grant proceeds is subject to the availability of such funds. Article IV Additional Remedies 4.01. The Additional Event of Suspension referred to in Section 4.02(k) of the Standard Conditions consists of the following, namely, that the Recipient's Certificate of Incorporation and Certificate of Registration of NGO have been substantially amended, suspended, abrogated, repealed or waived so as to affect materially and adversely the ability of the Recipient to perform any of its obligations under this Agreement. Article V Effectiveness; Termination 5.01. This Agreement shall not become effective until evidence satisfactory to the World Bank has been furnished to the World Bank that the conditions specified below have been satisfied. (a) The execution and delivery of this Agreement on behalf of the Recipient have been duly authorized or ratified by all necessary corporate action. (b) The Recipient has adopted the Project Operational Manual and the Grant Manual in a manner satisfactory to the World Bank. (c) The Recipient has recruited a procurement specialist with qualifications, experience and terms of reference acceptable to the World Bank and in accordance with the provisions of Section III of Schedule 2 to this Agreement. 5.02. As part of the evidence to be furnished pursuant to Section 5.01(a), there shall be furnished to the World Bank an opinion or opinions satisfactory to the World Bank of counsel acceptable to the World Bank or, if the World Bank so requests, a certificate satisfactory to the World Bank of a competent official of the Recipient, showing the following matter, namely, that on behalf of the Recipient that this Agreement has been duly authorized or ratified by, and executed and delivered on its behalf and is legally binding upon the Recipient in accordance with its terms. 5.03. Except as the Recipient and the World Bank shall otherwise agree, this Agreement shall enter into effect on the date upon which the World Bank dispatches to the Recipient notice of its acceptance of the evidence required pursuant to Section 5.01 ("Effective Date"). If, before the Effective Date, any event has occurred which would have entitled the World Bank to suspend the right of the Recipient to make withdrawals from the Grant Account if this Agreement had been effective, the World Bank may postpone the dispatch of the notice referred to in this Section until such event (or events) has (or have) ceased to exist. 5.04. This Agreement and all obligations of the parties under it shall terminate if it has not entered into effect by the date ninety (90) days after the date of this Agreement, unless the World Bank, after consideration of the reasons for the delay, establishes a later date for the purpose of this Section. The World Bank shall promptly notify the Recipient of such later date. Article VI Recipient's Representative; Addresses 6.01. The Recipient's Representative referred to in Section 7.02 of the Standard Conditions is its Director for the Member Country. 6.02. The Recipient's Address referred to in Section 7.01 of the Standard Conditions is: Solidaridad West Africa House No. 18 Okine Street, East Legon Accra Republic of Ghana Telephones: 233-302-522869 233-307-001687 233-553-198277 233-302-522870 6.03. The World Bank's Address referred to in Section 7.01 of the Standard Conditions is: International Development Association 1818 H Street, N.W. Washington, D.C. 20433 United States of America Telex: Facsimile: 248423 (MCI) or 1-202-477-6391 64145 (MCI) AGREED at CCL , Lyl, as of the day and year first above written. INTERNATIONAL DEVELOPMENT ASSOCIATION acting as an implementing entity of the Forest Investment Program under the Strategic Climate Fund By: Authorized Representative Name: Title: _ _ _ _ _ SOLIDARIDAD NETWORK WEST AFRICA By: Au rized R resentative Name: ISA(c . Title: __ _ _ _ SCHEDULE 1 Project Description The objective of the Project is to strengthen knowledge and practices of targeted local communities in the Select Regions of the Member Country in REDD+ processes and sustainable forest management. The Project consists of the following parts: Part A. Capacity Building for Local Communities 1. Carrying out a program of activities for capacity building on REDD+ processes and sustainable forest management, including: (a) conducting an assessment to determine the baseline knowledge of local communities ("Communities") in the Select Region involved in the training on REDD+ and sustainable forest management; (b) promoting training workshops and capacity building activities to improve the capacity of Communities to understand the FIP, climate change, REDD+, the impact of local and global activities on greenhouse gases, climate change, livelihoods and related interventions; (c) provision of basic training to Communities to demonstrate the links between livelihoods and REDD+ goals and showcase initiatives carried out to achieve REDD+ goals; (d) provision of training to extension service providers to improve their ability to incorporate relevant knowledge into their activities and equip them to be more effective trainers of Communities; (e) provision of training to chiefs and other traditional authorities to improve their ability to effectively combat threats to Communities such as illegal surface mining, illegal chain saw operations and related activities; and (f) provision of training to selected members of Communities on local actions related to REDD+ and climate change. 2. Provision of training to selected members of Communities on preparing grant proposals for Subprojects under Part B. 1 of the Project. Part B. Sustainable and Adaptive Community Initiatives 1 . Carrying out Subprojects in select local communities in the Select Regions involving small-scale activities for sustainable REDD+ and climate change initiatives, including forest and natural resources management, renewable energy investments, sustainable livelihoods investments, soil and water conservation, and climate smart investments, and providing Sub-Grants to eligible Grantees for carrying out said Subprojects. 2. Conducting field-based technical training of selected Grantees to support the implementation of Subprojects under Part B.2 of the Project. Part C. Project Governance, Monitoring, and Evaluation Strengthening the capacity of the Recipient for management, coordination, and implementation of Project activities, including financial management, procurement, environmental and social safeguards compliance, auditing, monitoring and evaluation, reporting, studies, supervision of community initiatives and results assessment and financing reasonable expenses in connection with the travel and meetings for members of the NSC. SCHEDULE 2 Project Execution Section I. Institutional and Other Arrangements A. Institutional Arrangements 1. The Recipient shall: (a) serve as the secretariat for the National Steering Committee; and (b) implement the Project under the oversight of, and in close collaboration with, the National Steering Committee, and in accordance with the provisions of the DGM Framework Operational Guidelines. 2. Without limitation to paragraph I immediately above, the Recipient shall: (a) maintain, throughout the implementation of the Project, staff in adequate numbers, including a Project coordinator, a knowledge management specialist, a procurement specialist, social and environmental specialist, a finance officer, and a monitoring and evaluation officer, each with qualifications, experience and terms of reference acceptable to the World Bank; and (b) by no later than six (6) months after the Effective Date, establish, and thereafter maintain throughout the implementation of the Project, a grievance redress mechanism, acceptable to the World Bank, for the management of grievances and complaints related to the Project. B. Project Operational Manual and Grant Manual (a) The Recipient shall carry out the Project in accordance with: (i) the provisions of an operational manual acceptable to the World Bank ("Project Operational Manual" or "POM"); and (ii) the provisions of a grant manual acceptable to the World Bank ("Grant Manual"). (b) The Recipient shall not amend, abrogate or waive, or permit to be amended, abrogated, or waived, the POM and the Grant Manual, or any provision thereof, without the prior written agreement of the World Bank; provided, however, that in case of any conflict between the arrangements and procedures set out in the POM and the Grant Manual and the provisions of this Agreement, the provisions of this Agreement shall prevail. C. Sub-Grants and Subprojects 1. General The Recipient shall appraise, approve, monitor and evaluate Subprojects and administer the Sub-Grants in accordance with the guidelines and procedures set forth in more detail in the Grant Manual. 2. Eligibility Criteria for Subprojects The Recipient make available Sub-Grants to Grantees for Subprojects in accordance with eligibility criteria and procedures acceptable to the World Bank, and elaborated in the Grant Manual, which shall include the following: (a) Any proposed Grantee shall fulfill the following: (i) the Grantee is a Community, an individual member of a Community, or a community-based organization; (ii) if the Grantee is an individual member of a Community, such individual has previously benefited from a sub-Grant, has implemented the corresponding subproject in a manner satisfactory to the Recipient and the World Bank for a period of at least one (1) year; (iii) if the Grantee is a community-based organization or community group, such organization: (A) is recognized and operating as a community group within the local community, or is a community- based organization established and operating under the laws of the Member Country for a period of at least five (5) years; (B) has carried out some or all of its operations in a local community in the Select Regions; (C) is known by the local community in the Select Regions in which it has operated; (D) if it has previously benefited from a sub-Grant, has implemented the corresponding subproject in a manner satisfactory to the Recipient and the World Bank for a period of at least two (2) years; and (E) has the organization, management, technical capacity, and financial resources necessary to carry out a proposed Subproject; (iv) the Grantee has been screened by the Recipient and thereafter selected by the NSC to receive a Sub-Grant for a Subproject, in accordance with the provisions of the Grant Manual; and (v) the Grantee has no links creating a conflict of interest, as described in the DGM Framework Operational Guidelines. (b) No proposed Subproject shall be eligible for financing under a Sub-Grant unless: (i) the Recipient shall have determined, on the basis of an appraisal carried out in accordance with guidelines acceptable to the World Bank and elaborated in the Grant Manual, that the proposed Subproject meets the eligibility criteria set forth in the Grant Manual; (ii) the proposed Subproject has been nominated by the Recipient and thereafter selected by the NSC to receive a Sub-Grant, in accordance with the provisions of the Grant Manual; and (iii) has fulfilled the requirements of any applicable Safeguards Instrument. (c) Notwithstanding the provisions of sub-paragraph (b) immediately above, the following types of activities may not be included in a Subproject and shall not be eligible for financing under a Sub-Grant: (i) activities relating to the purchase of land; (ii) activities carried out in relation to the adjudication of lands under dispute; (iii) activities adversely affecting local communities, or where communities have not provided their broad support to such activities; (iv) activities involving the removal or alteration of any physical cultural property (includes sites having archeological, paleontological, historical, religious, or unique natural values); (v) activities involving conversion, deforestation or degradation or any other alteration of natural forests or natural habitats including, inter alia, conversion to agriculture or tree plantations; (vi) financing of elections or election campaigning; or (vii) purchase of arms or ammunitions. 2. The Recipient shall provide each Sub-Grant under a sub-grant agreement ("Sub- Grant Agreement") with the respective Grantee, on terms and conditions approved by the World Bank and further elaborated in the Grant Manual, which shall include the following: (a) The Sub-Grant shall, subject to the provisions of subparagraph (b)(i) immediately below, be made on a non-reimbursable grant basis. (b) The Recipient shall obtain rights adequate to protect its interests and those of the World Bank and the NSC, including the right to: (i) suspend or terminate the right of the Grantee to use the proceeds of the Sub-Grant, or obtain a refund of all or any part of the amount of the Sub-Grant then withdrawn, upon the Grantee's failure to perform any of its obligations under the Sub-Grant Agreement; and (ii) require each Grantee to: (A) carry out its Subproject with due diligence and efficiency and in accordance with sound technical, economic, financial, managerial, environmental and social standards and practices satisfactory to the World Bank, including in accordance with the provisions of the Safeguards Instruments, and the provisions of the Anti-Corruption Guidelines applicable to recipients of loan proceeds other than the Recipient; (B) provide, promptly as needed, the resources required for the purpose; (C) procure the goods, works and services to be financed out of the Sub-Grant in accordance with the provisions of this Agreement; (D) maintain policies and procedures adequate to enable it to monitor and evaluate in accordance with indicators acceptable to the World Bank, the progress of the Subproject and the achievement of its objectives; (E) (1) maintain a financial management system and prepare financial statements in accordance with consistently applied accounting standards acceptable to the World Bank, both in a manner adequate to reflect its operations, including the operations, resources and expenditures related to the Subproject; and (2) at the Recipient's, or the World Bank's request, have such financial statements audited by independent auditors acceptable to the World Bank, in accordance with consistently applied auditing standards acceptable to the World Bank, and promptly furnish the statements as so audited to the Recipient and the World Bank; (F) enable the Recipient and the World Bank to inspect the Subproject, its operation and any relevant records and documents; and (G) prepare and furnish to the Recipient and the World Bank all such information as the Recipient or the World Bank shall reasonably request relating to the foregoing. 3. The Recipient shall exercise its rights under each Sub-Grant Agreement in such manner as to protect the interests of the Recipient, the World Bank, and the NSC, and to accomplish the purposes of the Grant. Except as the World Bank shall otherwise agree in writing, the Recipient shall not assign, amend, abrogate or waive any Sub-Grant Agreement or any of its provisions. D. Safeguards 1 . The Recipient shall carry out the Project in accordance with the Safeguards Instruments. 2. To ensure compliance with the respective Safeguards Instruments, the Recipient shall take the following measures: (a) if any proposed Project activities would, pursuant to the ESMF, require the carrying out of an ESIA, no such activities shall be implemented unless: (i) an ESIA for such activities has been: (A) prepared, in accordance with the ESMF and furnished to the World Bank; (B) disclosed locally as required by the ESMF; and (C) approved by the World Bank and publicly disclosed; and (ii) if said ESIA would require the preparation of an ESMP, such ESMP has been: (A) prepared in accordance with such ESIA and furnished to the World Bank; (B) disclosed locally as required by the ESMF; and (C) approved by the World Bank and publicly disclosed. (b) if any proposed Project activities would restrict access to an area or resource: (i) such activities shall be prepared in accordance with the procedures set forth in the Process Framework; and (ii) no such activities shall be implemented unless and until: (A) all measures required to be taken under said Process Framework procedures prior to the initiation of said activities have been taken; (B) the Recipient has prepared and furnished to the World Bank a report in form and substance satisfactory to the World Bank, on the status of compliance with the requirements of said procedures under the Process Framework; and (C) the World Bank has confirmed that said activities may be commenced. 3. Without limitation upon its other reporting obligations under this Agreement, the Recipient shall regularly collect, compile and submit to the World Bank as part of the Project Reports, in form and substance satisfactory to the World Bank, reports on the status of compliance with the Safeguard Instruments, giving details of: (a) measures taken in furtherance of such Safeguard Instruments; (b) conditions, if any, which interfere or threaten to interfere with the smooth implementation of such Safeguard Instruments; and (c) remedial measures taken or required to be taken to address such conditions. 4. The Recipient shall afford the World Bank a reasonable opportunity to review and exchange views with the Recipient on the reports prepared under paragraph 3 above, and thereafter, shall carry out, or cause to be carried out, with due diligence, all remedial measures agreed with the World Bank so as to ensure the proper implementation of the Project in accordance with the Safeguards Instruments. 5. The Recipient shall not amend, suspend, abrogate or waive, or permit to be amended, suspended, abrogated or waived, any Safeguard Instrument, or any provision thereof without the prior written approval of the World Bank. 6. In the event of a conflict between the provisions of any of the Safeguards Instruments and the provisions of this Agreement, the provisions of this Agreement shall prevail. 7. The Recipient shall ensure that no activities under the Project shall involve land acquisition or Involuntary Resettlement of persons and/or businesses. E. Annual Work Plan and Budget The Recipient shall prepare and furnish to the World Bank for its approval, not later than January 20 of each calendar year during the implementation of the Project, a proposed Annual Work Plan and Budget containing all activities proposed to be carried out under the Project in the following calendar year. 2. Each such proposed Annual Work Plan and Budget shall specify, among the activities, any training activities that may be required under the Project, including: (a) the type and scope of training; (b) the method of training; (c) the purpose of the training; (d) the personnel to be trained; (e) the institution or individual who will conduct the training; (f) the location and duration of the training; (g) the cost of the training; and (h) the outcome and impact of the training. 3. The Recipient shall afford the World Bank a reasonable opportunity to exchange views with the Recipient on each such proposed Annual Work Plan and Budget, and thereafter implement the Project with due diligence in accordance with such Annual Work Plan and Budget as shall have been approved by the World Bank. 4. Only those activities which are included in an Annual Work Plan and Budget pursuant to the provisions of this Section I.E shall be eligible for financing out of the proceeds of the Grant. Notwithstanding the foregoing, an Annual Work Plan and Budget may be amended from time to time to include new activities with the prior written agreement of the World Bank. F. Anti-Corruption The Recipient shall ensure that the Project is carried out in accordance with the provisions of 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 ("Anti-Corruption Guidelines"). Section II. Project Monitoring, Reporting and Evaluation A. Project Reports; Completion Report 1. The Recipient shall monitor and evaluate the progress of the Project and prepare Project Reports in accordance with the provisions of Section 2.06 of the Standard Conditions and on the basis of indicators acceptable to the World Bank. Each Project Report shall cover the period of one (1) calendar quarter, and shall be furnished to the World Bank not later than forty-five (45) days after the end of the period covered by such report. 2. The Recipient shall prepare the Completion Report in accordance with the provisions of Section 2.06 of the Standard Conditions. The Completion Report shall be furnished to the World Bank not later than six (6) months after the Closing Date. In order to assist the Recipient in preparing the Completion Report, the Recipient shall employ consultants in accordance with the provisions of Section III of this Schedule. B. Financial Management; Financial Reports; Audits 1. The Recipient shall ensure that a financial management system is maintained in accordance with the provisions of Section 2.07 of the Standard Conditions. 2. The Recipient shall ensure that interim unaudited financial reports for the Project are prepared and furnished to the World Bank not later than forty-five (45) days after the end of each calendar quarter, covering the quarter, in form and substance satisfactory to the World Bank. 3. The Recipient shall have its Financial Statements for the Project audited in accordance with the provisions of Section 2.07(b) of the Standard Conditions. Each such audit of the Financial Statements shall cover the period of one (1) fiscal year of the Recipient. The audited Financial Statements for each such period shall be furnished to the World Bank not later than six (6) months after the end of such period. Section III. Procurement A. General 1. Procurement and Consultant Guidelines. All goods, works non-consulting- services and consultants' services required for the Project and to be financed out of the proceeds of the Grant shall be procured in accordance with the requirements set forth or referred to in: (a) Section I of the "Guidelines: Procurement of Goods, Works and Non- consulting Services under IBRD Loans and IDA Credits and Grants by World Bank Borrowers" dated January 2011 (revised July 2014) ("Procurement Guidelines") in the case of goods, works and non- consulting services, and Sections I and IV of the "Guidelines: Selection and Employment of Consultants under IBRD Loans and IDA Credits and Grants by World Bank Borrowers" dated January 2011 (revised July 2014) ("Consultant Guidelines") in the case of consultants' services; and (b) the provisions of this Section III, as the same shall be elaborated in the procurement plan prepared and updated from time to time by the Recipient for the Project in accordance with paragraph 1.18 of the Procurement Guidelines and paragraph 1.25 of the Consultant Guidelines ("Procurement Plan"). 3. Definitions. The capitalized terms used below in this Section to describe particular procurement methods or methods of review by the World Bank of particular contracts, refer to the corresponding method described in Sections II and III of the Procurement Guidelines, or Sections II, III, IV and V of the Consultant Guidelines, as the case may be. B. Particular Methods of Procurement of Goods, Works and Non-Consulting Services 1. National Competitive Bidding. Except as otherwise provided in paragraph 2 below, goods, works and non-consulting services shall be procured under contracts awarded on the basis of National Competitive Bidding ("NCB"), subject to the following additional procedures: (a) foreign bidders shall be allowed to participate in NCB procedures without any restrictions; (b) bidders shall be given at least one (1) month to submit bids from the date of the invitation to bid or the date of availability of bidding documents, whichever is later; (c) no domestic preference shall be given for domestic bidders; and (d) in accordance with paragraph 1.16(e) of the Procurement Guidelines, each bidding document and contract financed out of the proceeds of the Grant shall provide that: (i) the bidders, suppliers, contractors, and subcontractors shall permit the World Bank, at its request, to inspect their accounts and records relating to the bid submission and performance of the contract, and to have said accounts and records audited by auditors appointed by the World Bank; and (ii) the deliberate and material violation by the bidder, supplier, contractor, or subcontractor of such provision may account to an obstructive practice as defined in paragraph 1.1 6(a)(v) of the Procurement Guidelines. 2. Other Methods of Procurement of Goods, Works and Non-Consulting Services. The following methods, other than National Competitive Bidding, may be used for procurement of goods, works and non-consulting services for those contracts specified in the Procurement Plan: (a) Shopping; (b) Direct Contracting; and (c) Community Participation procedures which have been found acceptable to the World Bank. C. Particular Methods of Procurement of Consultants' Services 1 . Quality- and Cost-based Selection. Except as otherwise provided in paragraph 2 below, consultants' services shall be procured under contracts awarded on the basis of Quality- and Cost-based Selection. 2. Other Methods of Procurement of Consultants' Services. The following methods, other than Quality- and Cost-based Selection, may be used for procurement of consultants' services for those assignments which are specified in the Procurement Plan: (a) Quality-based Selection; (b) Selection under a Fixed Budget; (c) Least Cost Selection; (d) Selection based on Consultants' Qualifications; (e) Single-source Selection of consulting firms; (f) Selection of Individual Consultants; and (g) Single-source procedures for the Selection of Individual Consultants. D. Review by the World Bank of Procurement Decisions The Procurement Plan shall set forth those contracts which shall be subject to the World Bank's Prior Review. All other contracts shall be subject to Post Review by the World Bank. Section IV. Withdrawal of Grant Proceeds A. General 1. The Recipient may withdraw the proceeds of the Grant in accordance with the provisions of: (a) Article III of the Standard Conditions; (b) this Section; and (c) such additional instructions as the World Bank may specify by notice to the Recipient (including the "World Bank Disbursement Guidelines for Projects" dated May 2006, as revised from time to time by the World Bank and as made applicable to this Agreement pursuant to such instructions), to finance Eligible Expenditures as set forth in the table in paragraph 2 below. 2. The following table specifies the categories of Eligible Expenditures that may be financed out of the proceeds of the Grant ("Category"), the allocations of the amounts of the Grant to each Category, and the percentage of expenditures to be financed for Eligible Expenditures in each Category: Category Amount of the Grant Percentage of Allocated (expressed in Expenditures to be USD) Financed (inclusive of Taxes)] (1) Goods, works, non- 2,290,000 consulting services, consultants' services 100% and Training under Parts A, B.2 and C of the Project (2) Sub-Grants under Part 2,800,000 B. 1 of the Project 100% (3) Solidaridad 410,000 100% Management Fees TOTAL AMOUNT $5,500,000 B. Withdrawal Conditions; Withdrawal Period 1. Notwithstanding the provisions of Part A of this Section no withdrawal shall be made for payments made prior to the date of this Agreement. 2. The Closing Date referred to in Section 3.06(c) of the Standard Conditions is November 30, 2021. APPENDIX Definitions 1. "Annual Work Plan and Budget" means the work plan and budget approved by the World Bank and adopted by the Recipient in accordance with the provisions of Section I.E of Schedule 2 to this Agreement, as said work plan and budget may be modified from time to time with the prior written agreement of the World Bank. 2. "Community" means an organized group living within a rural village or an entire rural village within a District in the Select Regions; and "Communities" means more than one such Community. 3. "DGM" means the Dedicated Grant Mechanism for Indigenous Peoples and Local Communities under the FIP. 4. "DGM Framework Operational Guidelines" means the Framework Operational Guidelines for the Dedicated Grant Mechanism for Indigenous Peoples and Local Communities, dated September 12, 2013, and developed by various multilateral development banks as implementing entities of the FIP in collaboration with the Global Transitional Committee of the DGM; as such guidelines may be amended from time to time. 5. "District" means a district established pursuant to the Local Government Act 1993 (Act 462) of the laws of the Member Country. 6. "ESIA" means an environmental and social impact assessment to be carried out in accordance with the ESMF to identify and assess the potential environmental and social impacts of a proposed activity, evaluate alternatives, and design appropriate mitigation, management, and monitoring measures. 7. "ESMF" means the Environmental and Social Management Framework prepared by the Recipient for the Project, disclosed in the Member Country's territory on November 2014, and re-disclosed in the World Bank's InfoShop on August 4, 2016, detailing: (a) the measures to be taken during the implementation and operation of the Project to eliminate or offset adverse environmental and social impacts, or to reduce them to acceptable levels, including procedures for the management of chance finds of physical cultural resources; (b) the actions needed to implement these measures, including monitoring and institution strengthening; and (c) the procedures for preparing and implementing ESIAs and ESMPs; as such ESMF may be amended from time to time with the prior written agreement of the World Bank, and such term includes any schedules or annexes to the ESMF. 8. "ESMP" means an environmental and social management plan to be prepared in accordance with the ESMF that, inter alia, details: (a) the measures to be taken during the implementation of a proposed activity to eliminate or offset adverse environmental or social impacts, or to reduce them to acceptable levels, and (b) the actions needed to implement these measures. 9. "FIP Design Document" is the design document for the Forest Investment Program, approved by the Strategic Climate Fund Trust Fund Committee and issued on July 7, 2009, and as said design may be amended from time to time in accordance with its terms. 10. "Forest Investment Program" or "FIP" means the program established under the Strategic Climate Fund in accordance with the Governance Framework for the Strategic Climate Fund for the purposes set forth in the FIP Design Document. 11. "Grantee" means a grantee that has met the eligibility criteria set forth in Section I.C. I of Schedule 2 to this Agreement and in the Grant Manual, and to which the Recipient proposes to extend, or has extended, a Sub-Grant under a Sub-Grant Agreement for a Subproject; and "Grantees" means more than one such Grantee. 12. "Grant Manual" means the grant manual acceptable to the World Bank, to be adopted by the Recipient and referred to in Section I.B of Schedule 2 to this Agreement, setting forth the detailed procedures and eligibility criteria for the selection of Subprojects and Grantees by the NSC, the terms and conditions for the provision of Sub-Grants, a model Sub-Grant Agreement, and other arrangements and procedures related thereto, in accordance with the DGM Framework Operational Manual, and such term includes any schedules to the Grant Manual. 13. "Involuntary Resettlement" means the following caused on account of Project implementation: (a) the involuntary taking of land, resulting in (i) relocation or loss of shelter; (ii) loss of assets or access to assets; or (iii) loss of income sources or means of livelihood, whether or not the affected person must move to another location; or (b) the involuntary restriction of access to legally designated parks and protected areas resulting in adverse impacts on the livelihood of the affected person. 14. "Member Country" means the Republic of Ghana. 15. "National Steering Committee" or "NSC" means the national steering committee referred to in Section I.A. 1 of Schedule 2 to this Agreement, responsible for, inter alia, overseeing the execution of DGM in the Member Country. 16. "Operating Costs" means the reasonable expenses incurred by the Recipient during Project implementation and includes incremental staff cost, office supplies, operation and maintenance of vehicles, maintenance of equipment, communication, rental, utilities, consumables, transport, accommodation, and travel costs and per diem. 17. "PMP" means the Pest Management Plan dated November 27, 2014, prepared by the Recipient for the Project, initially disclosed in the Member Country's territory on November 28, 2014, and re-disclosed on January 27, 2017, and disclosed in the World Bank's InfoShop on December 2, 2014, setting forth mitigation, enhancement, monitoring, and institutional measures for integrated pest management and the safe handling of pesticides under activities to be implemented under the Project, and for minimizing any potential related adverse impacts, as the same may be amended from time to time with the prior written agreement of the World Bank, such term includes any schedules or annexes to the PMP. 18. "Process Framework" means the Process Framework prepared for the Project by the Recipient, initially disclosed in the Member Country's territory on December 9, 2014, and re-disclosed on January 26, 2017, and initially disclosed in the World Bank's InfoShop on December 9, 2014, and re-disclosed on August 15, 2016, setting forth, inter alia, the requirements and procedures for: (a) participatory processes to be followed in the preparation and implementation of Project activities that may potentially restrict access to protected areas or resource; (b) the provision of alternative livelihood support; and (c) the arrangements for implementing and monitoring the foregoing; as such Process Framework may be amended from time to time with the prior written agreement of the World Bank, and such term includes any schedules or annexes to the Process Framework. 19. "Project Operational Manual" or "POM" means the operational manual acceptable to the World Bank, to be adopted by the Recipient and referred to in Section I.B of Schedule 2 to this Agreement, providing details of arrangements and procedures for the implementation of the Project, including: (a) the institutional coordination and day-to-day execution of the Project, including the roles and responsibilities of the Recipient and the NSC; (b) the rules of procedure of the NSC; (c) Project disbursement and financial management; (d) procurement; (e) environmental and social safeguards management; (f) monitoring and evaluation, reporting and communication; and (g) such other administrative, financial, technical and organizational arrangements and procedures as shall be required for the Project, including any country specific operational guidelines and procedures for the implementation of the DGM in the Member Country, as said manual may be modified from time to time with the prior written agreement of the World Bank, and such term includes any schedules to the Project Operational Manual. 20. "REDD" means reducing emissions from deforestation and forest degradation, a mechanism that uses financial incentives to reduce the emission of greenhouse gases from deforestation and forest degradation in a measurable and verifiable way. 21. "REDD+" means the expanded scope of REDD beyond deforestation and degradation to include forest restoration, rehabilitation, sustainable management and reforestation. 22. "Safeguards Instruments" means, collectively, the ESMF, ESIAs, ESMPs, the PMP, and the Process Framework; and "Safeguards Instrument" means any one of such instrument. 23. "SCF" means the Strategic Climate Fund. 24. "Select Region" means either the Brong Ahafo region or Western region in the Member Country's territory within which the Project is carried out; and "Select Regions" means, collectively, both said regions. 25. "Solidaridad Network West Africa" means Solidaridad Network West Africa, duly established as a company limited by guarantee pursuant to its Certificate of Incorporation No. C0000895296, dated September 7, 2012, issued by the Registrar of Companies under the Companies Act, 1963 (Act 179) of the laws of the Member Country, and operating as a non-governmental organization pursuant to Certificate of Registration of NGO No. A026/10/941, dated January 5, 2016, issued by the Coordinating Director, Accra Metropolitan Assembly. 26. "Solidaridad Management Fees" means the costs incurred by the Recipient, serving as the National Executing Agency responsible for executing the DGM in the Member Country, on account of administration (administrative costs), and management of the Project activities, including its Operating Costs and time for staff of the Recipient that are assigned to work on a full-time basis on the Project. 27. "Subproject" means a set of activities to be carried out under Part B. 1 of the Project in accordance with the requirements of the POM and the Grant Manual; and "Subproject" means more than one such Subproject. 28. "Sub-Grant" means a sub-grant made or proposed to be made by the Recipient out of the proceeds of the Grant to an eligible Grantee to finance a Subproject, in accordance with the provisions of Section I.C of Schedule 2 to this Agreement and the Grant Manual; and "Sub-Grants" means more than one such Sub-Grant. 29. "Sub-Grant Agreement" means an agreement entered, or to be entered, into between the Recipient and a Grantee, in accordance with the provisions of Section I.C.2 of Schedule 2 to this Agreement and the Grant Manual, providing for a Sub- Grant; and "Sub-Grant Agreement" means more than one such agreement. 30. "Training" means the reasonable costs, as shall have been approved by the World Bank, for expenses incurred on account of Project preparation and coordination consisting of: local training and workshops conducted under the Project, including tuition, travel and subsistence costs for training and workshop participants, costs associated with securing the services of trainers and workshop speakers, rental of training and workshop facilities; preparation and reproduction of training and workshop materials, and other costs directly related to training course and workshop preparation and implementation (but excluding goods and consultants' services).