GEF GRANT NUMBER TF013706 Global Environment Facility Grant Agreement Additional Financing for Namibian Coas: Conservation and Management Project between RI PUBLIC OF NAMIBIA and INTERNAT [ON kL BANK FOR RECONSTRUCTION .ND DEVELOPMENT acting as an Implenienti ig Agency of the Global Environment Facility Da ed akJeeL , 2013 GEF GRANT NUMBER TF013706 GLOBAI ENVIRONMENT FACILITY G RANT AGREEMENT AGREEMENT dated LL 2 , 2013, entered into between REPUBLIC OF NAMIBIA ("Recipient") and INTERNATIONAL BANK FOR RECONSTRUCTION AND ')EVELOPMENT ("World Bank"), acting as an implementing agency of the 3lob il Environment Facility ("GEF"). The Recipient and tf e World Bank hereby agree as follows: Article I Stand ird Conditions; Definitions 1.01. The Standard Cond tion for Grants Made by the World Bank Out of Various Funds, dated February 15, 2012 ("Standard Conditions"), constitute an integral part of t-iis Agreement. 1.02. Unless the context req iires otherwise, the capitalized terms used in this Agreement have the mea iings ascribed to them in the Standard Conditions or in this Agreement. Article II The Project 2.01. The Recipient declares it; commitment to the objectives of the project described in Schelule 1 to this Agreement ("Project"). To this end, the Recipient shall carry out the Proje :t th -ough the MET in accordance with the provisions of Article II of the Star dard Conditions. 2.02. Without limitation upon the provisions of Section 2.01 of this Agreement, and except as the Recipient z nd the World Bank shall otherwise agree, the Recipient shall ensure that thc Pro ect is carried out in accordance with the provisions of Schedule 2 to this Agreei ment. 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 n this Agreement, a grant in an amount equal to one 2 million nine hundrtd twenty five thousand United States Dollars ($1,925,000) ("Grant') to assist in fine ricing the Project. 3.02. The Recipient may wit idraw the proceeds of the Grant in accordance with Section IV of Schedule 2 to this Agreement. 3.03. The Grant is funde I ou of the trust fund for which the World Bank receives periodic contributions fro n the donors to the trust fund. In accordance with Section 3.02 of the Stand,-rd Conditions, the World Bank's payment obligations in connection with this Agn ement are limited to the amount of funds made available to it by the donors inder the trust fund, and the Recipient's right to withdraw the Grant pioceeds is subject o the availability of such funds. Article IV Recipiei t's Representative; Addresses 4.01. The Recipient's Ropres ntative referred to in Section 7.02 of the Standard Conditions is the D rector General of the National Planning Commission of the Republic of Namibix. 4.02. The Recipient's AdIress referred to in Section 7.01 of the Standard Conditions is: National Phnnin i Commission Governmen. Off ce Park Luther Street Private Bag 1335 6 Windhoek Namibia Facsimile: (264) 61-236794] 4.03. The Wcrld Bank's iLddr ss referred to in Section 7.01 of the Standard Conditions is: International Ba k for Reconstruction and Development 1818 H Street, N W. Washington, D.(. 20433 United Statcs of kmerica Cable: Telex: Facsimile: INTBAFRA.D 248423 (MCI) or 1-202-477-6391 Washington, D.(. 64145 (MCI) 3 AGREED at --,d 4 _ _ _ ___/____,as of the day and year first above written. REPUBLIC OF NAMBIA By I Name: ' r Title: Alfio GEW L- INTERT, ATIONAL BANK FOR RECON TRUCTION AND DEVELOPMENT (acting a; an Implementing Agency of the Global Environment Facility) By Authorized Representative Name: 4 rLA-M Title: r__ 4 SCHEDULE 1 Project Description The objective of the Proj -ct is to assist the Recipient to conserve, use sustainably and mainstream biodiversity of tl e Namibian Coast. The Project consists of tl e following parts: Part A: Legal, Institutional, Poliy and Planning Framework for Integrated Coastal Zone Manage ment 1. Assistance with the implementation of the NPCM, including a study and an opinion paper on the NY CM governance and institutional arrangements, as well as preparation of en.iblin legislation. 2. Development of n.-w ,uidelines for the preparation of regional and local governnent land-Lse plans that incorporate the integrated coastal zone management approach. 3. Development and cisser iination of methodologies and lessons learned on land rehabili-ation, implemeni ation of ElAs and on good coast management practices. 4. Updating the Repor: on he State of the Environment of the Namibian Coast, the regiona Sector Envirconmental Assessments and sustainable development decision-making t )ols that incorporate economic valuations, mapping, geographic informal ion system and environmental scenarios. Part B: TargeteJ Capacity-fuild ng for Integrated Coastal Zone Management Prepara:ion and ;niplen entation of awareness raising and capacity building activities to promote zn integrated coastal zone management approach in development activilies, ncluding the development of education materials and communication and trair ing programs for national, regional and local key policy and decision maker5. Part C: Targeted Investments in Critical Ecosystems for Biodiversity Conservation and Sustainable Use 1. Assistance with the impl,mentation of management plans for two newly created parks, namely, the Doi ob National Park and the Namibian Islands Marine Protected Area, and de, elopment of integrated land use plans in neighboring communal conservancies. 5 2. Provision of Matching G -ants to support targeted investments in the communities adjacen: to the Dorob N itional Park and the Namibian Islands Marine Protected Area. Part D: Project Managemen M( nitoring and Evaluation Strengthening the PCO s capacity for Project management, monitoring and evaluation through prov sion of consultants' services, including audit, Training and finzncing of Op.-ratij ig Costs. 6 SCHEDULE 2 Project Execution Section I. Institution.l an, I Other Arraneements A. Institutional Arrar gem ,nts 1. The Recipient shall mz intain at all times during the implementation of the Project, the Project Coordination Office within the MET in a form and with functions, staffing and rt sources satisfactory to the World Bank and adequate to implement the Proj -ct. "he PCO shall be responsible for day to day activities related to project impl!mentation, including: (i) financial management; (ii) disbursement; (iii) pro murement; (iv) monitoring and evaluation; and (v) reporting. The PCO st all comprise a project coordinator, a senior technical advisor (deputy coordir ator), an administrative assistant, two environmental officers a procuren enth ccountant officer, a monitoring and technical specialist and a part-time med ia lia son specialist. 2. The Re3ipient shal ma' ntain, until the completion of the Project, the Project Steering Commitlet., in form and with membership, functions, staffing and resources satisfactory to the World Bank, with the responsibility to provide policy guidance, overall :oordination and supervision of the Project. 3. The Recipient shall ma ntain, at all times during the implementation of the Project, the Integrated Coastal Zone Management Committee which shall be vested with advisory fu ctions regarding all aspects of Project implementation. The ICZMC shall )e c4imposed of: (i) regional councils of Kunene, Erongo, Hardap and Karas; (ii) :oastal focal points from MET, MRLGHRD, MFMR, MME, MAWF, PVWT,; (iii) coastal local authority representatives from Swakopmund, Wal As Iay, Henties Bay and Luderitz; (iv) non-institutional stakeho ders incluling non-governmental organizations, community-based organizations and the pri iate sector; and (v) co-opted entities. 4. The Recipient shall ma .ntain, at all times during the implementation of the Project, the Scient fic 3roup whose members shall include scientists from relevani ministries of t ie Recipient's government, Namibian Environmental Observatories Network, the National Museum of Namibia, the National Botanical Research Inst tute, the Desert Research Foundation in Namibia, the Gobabeb Training and Research Centre, the University of Namibia, the Polytechnic of Nainibia and the National Marine Information and Research Centre. The SG shall bt responsible for, inter alia, (i) providing scientific input as requested by S , ICZMC or PCO; (ii) assisting the PCO in screening prospective investnrents for Project funding under Part C.2 of the Project; (iii) developing and mor itori ig indicators for a coastal zone management monitoring 7 and evaluation mec ianiE m; and (iv) contributing to targeted capacity building efforts under Part 13 f th Project. 5. The Recipient shall -arry out the Project in accordance with the Participation and Communication Plai anc, except as the World Bank shall otherwise agree, shall not amend or waive any )rovision thereof, if such amendment or waiver may, in the opinion of the \ orld Bank, materially or adversely affect the implementation of the Project. Withot t limitation to the foregoing, for the purpose of implementing the PCP th Recipient shall, inter alia: (i) ensure the establ shment of local consultative fora in towns, villages and settlements in tl e area covered by the Project to facilitate, inter alia, local consu tatio i and participation on the coastal vision and national ICZM polic/; (ii) put in place mechanism to redress grievances by individual persons or groups whose ir terests may be affected by the implementation of the Project through r,-striction on access to an area or resources; and (iii) commit to a term tive dispute resolution, on terms of reference acceptable to the World Bar k, to facilitate amicable resolution of a dispute between the PCO and a )erson or group dissatisfied with the handling of their grievances t y the PCO. 6. (a) The Recipi-nt hall carry out the Project in accordance with the arrangemenw s an I procedures set out in the PIM and, except as the Bank shall otherw ise a gree, shall not amend, abrogate or waive any provision thereof, if s ich amendment or waiver may, in the opinion of the Bank, materially o- adv -rsely affect the implementation of the Project. (b) Without liritati n upon the provisions of paragraph (a) above, the PIM shall include g iidelines pertaining to: (i) Project monitoring and evaluation; [ii) f rocurement; (iii) financial management; (iv) Matching Grants eligibili y criteria and procedures; and (v) such other administrative, f nancial, technical and organizational arrangements as may be reqt ired or the Project. 7. The Recipient, thro igh 1 he PCO, shall enter into a Matching Grant Agreement satisfaclory to the Wlorlc Bank with each Beneficiary. The terms and conditions of a Matching Grani Agr -ement shall inter alia provide that: 8 (a) :he Beneficiary () carries out the Micro-Project with due diligence and -fficiency and in accordance with sound technical, financial, nvironmenial and managerial standards; and (ii) maintains adequate records to r.flec., in accordance with sound accounting practices, the :perations., resou ces and expenditures relating to the Micro-Project; (b) the goods, work, and services to be financed from the proceeds of the Matching Grant shall (i) be procured in accordance with procedures -nsuring efficien:-y and economy; and (ii) be used exclusively for the -arrying out of th Micro-Project; and (c) the Recipiert sha 1 have the right to: (i) inspect 1 y itself, or jointly with the World Bank, if the World Ban < sh ill so request, the goods, works, sites, plants and con. truclion included in the Micro-Project, the operations ther,of a id any relevant records and documents; (ii) obtain su-h information as the Recipient or the World Bank shall reas :nab y request; regarding the administration, operation and fina icial conditions of the Beneficiary; and (iii) susf end or terminate the right of the Beneficiary to use the proc eeds of the Matching Grant upon the failure by the Ben -fici;ry to perform any of its obligations under the Matching Gra it Aj reement. B. Anti-Corruption The Recipient shall ensu -e that the Project is carried out in accordance with the provisions of the "Guidelines on Preventing and Combating Fraud and Corrupt on in Proje,ts F nanced by IBRD Loans and IDA Credits and Grants", dated October 15, 20( 6 and revised in January 2011 ("Anti-Corruption Guidelines"). C. Safegumrds 1. The Recipient shall take all actions which shall be required under the EMP, and shall en:3ure that the EMI is formulated and implemented with full participation of all stakeholders including local communities, and in compliance with the applicable legislatioi of 1he Recipient. 2. The Recipient shal ma ntain policies and procedures adequate to enable it to monitor and evalua e, in accordance with guidelines acceptable to the Bank, the implementation of the E 4P. 9 3. The Recipient shall und :rtake to carry out the Project in accordance with the Process Framework and o ensure that all protected marine and coastal protected areas developed un ier t ie Project shall be operationalized and maintained in accordance with the Proc .ss Framework. Section II. Project Mo iitor ing, Reporting and Evaluation A. Project Reports; Compl tion Report 1. The Recipient shall -noni tor and evaluate the progress of the Project and prepare Project Reports in accord ince with the provisions of Section 2.06 of the Standard Conditions and on the b; [sis of indicators acceptable to the World Bank. Each Project Ieport shall cover the period of one (1) calendar semester, and shall be furnished to the W(rld I lank not later than one (1) month after the end of the period covered by st ch rt port. 2. The Rezipient shal pre pare the Completion Report in accordance with the provisions of Section 2.( 6 of the Standard Conditions. The Completion Report shall be furnished to th(: World Bank not later than six (6) months after the Closing Date. B. Financial Management; Financial Reports; Audits 1. The Recipient shall ensu -e that a financial management system is maintained in accordance with the prov sions of Section 2.07 of the Standard Conditions. 2. The Recipient shall -nsu: e that interim unaudited financial reports for the Project are prepared and fuinish!d to the World Bank not later than forty five (45) days after the end of each -alendar quarter, covering the quarter, in form and substance satisfactoiy to he World Bank. 3. The Recipient shal haNe its Financial Statements for the Project audited in accordaice with the pro risions of Section 2.07 (b) of the Standard Conditions. Each such audit of the 'inancial Statements shall cover the period of one (1) fiscal y.ar of the Recip ent. The audited Financial Statements for each such period shall be fumiihed to the World Bank not later than six (6) months after the end of such period. Section III. Procureme it A. General 1. Procurement and Consultant Guidelines. All goods, non-consulting-services and corsultants' seivice: 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 tc i'i: 10 (a) Section I of the "Guidelines: Procurement of Goods, Works and Non- -onsulting Servic es under IBRD Loans and IDA Credits and Grants by World Bank Bor owers" dated January 2011 ("Procurement Guidelines") in the case of go )ds and non-consulting services, and Sections I and IV :f the "Guidelir es: Selection and Employment of Consultants under IBRD Loan:; anc IDA Credits and Grants by World Bank Borrowers" dated Januaiy 20 1l ("Consultant Guidelines") in the case of consultants' services; and (b) the provisio is of this Section III, as the same shall be elaborated in the procuremeni pla i prepared and updated from time to time by the Recipient for th: Project in accordance with paragraph 1.18 of the Procuremen Gui lelines and paragraph 1.25 of the Consultant Guidelines "'Procurem nt P1 an"). 2. DefinitiDns. The :apit Llized terms used below in this Section to describe particular procurem.nt r iethods or methods of review by the World Bank of particular contracts, refei to the corresponding method described in Sections II and III of the Procuren ent Guidelines, or Sections II, III, IV and V of the Consultant Guidelin,-s, a the case may be. B. Particular Methods of I rocurement of Goods and Non-consulting Services 1. Nation I Competit ve I idding. Except as otherwise provided in paragraph 2 below, goods and ion-i onsulting services shall be procured under contracts awardec on the basis of qIational Competitive Bidding subject to supplementary provisions to be establish -d by the World Bank. 2. Other Methods of ?roc irement of Goods and Non-consulting Services. The following methods, othe - than National Competitive Bidding, may be used for procurement of goods an I non-consulting services for those contracts specified in the Procurement Plai: (a Shopping; and (b) Direct Contracting. C. Particular Method:; of I rocurement of Consultants' Services 1I Quality- and Co!it-ba ied Selection. Except as otherwise provided in paragraph 2 below, cor sultants' services shall be procured under contracts awarded on the basi:; of( luality- and Cost-based Selection. 11 2. Other Methods of Pro:-urement of Consultants' Services. The following methods, other tha i Quality- and Cost-based Selection, may be used for procurement of cons iltan s' services for those assignments which are specified in the Pro-urement Plan: (a) Least Cost Selection; (b) Selection based on Consultants' Qualifi,:atio is; (c) Single-source Selection of consulting firms; (d) Selection of Individual Consultants; and (e) Single-source procedures for the Selection of Individt al C insultants. D. Review by the Wor d B. nk of Procurement Decisions The Procurement Phn sh il1 set forth those contracts which shall be subject to the World B ank's Prior Revi :w. All other contracts shall be subject to Post Review by the World Bank. Section IV. Withdrawa of( rant Proceeds A. General 1. The Recipient may with raw the proceeds of the Grant in accordance with the provisions of: (a) Aiticle III of the Standard Conditions; (b) this Section; and (c) such additional inst -uctitins as the World Bank may specify by notice to the Recipient (includinl the "World Bank Disbursement Guidelines for Projects" dated May 2006, as revi: ed from time to time by the World Bank and as made applicable to this AYreei ient pursuant to such instructions), to finance Eligible Expenditures as set forth n the table in paragraph 2 below. 2. The follzwing table spec fies the categories of Eligible Expenditures that may be financec out of the proc -eds of the Grant ("Category"), the allocations of the amounts of the Grar t to cach Category, and the percentage of expenditures to be financed for Eligible Exp,-nditures in each Category: Percentage of amnt oted Expenditures to be Grant Allocated Financed Category (expressed in USD) (inclusive of Taxes) (1) Goods, non-cor sulti ig 1,131,700 100% services, consultan s' se -vices (inclucing audit) and T -aining (2) Matching Gran s 700,000 100% (3) Operating Cost; 93,300 100% TOTAL AMOUNT 1,925,000 12 B. Withdriwal Conditions: Withdrawal Period 1. Notwithstanding the prov isions of Part A of this Section no withdrawal shall be made for payments made 3rior to the date of this Agreement. 2. The Clo;ing Date referre Ito in Section 3.06 (c) of the Standard Conditions is December 31, 2015. 13 APPENDIX Definitions 1. "Beneficiary" means an I xecuting Entity (as hereinafter defined), which has met the eligibility criteria pecified in the Project Implementation Manual(as hereinaf:er defined) and, as a result, has been extended, or is to be extended, a Matching Grant (as here nafter defined) for the carrying out of a Micro-project (as hereinafter defined) and "Beneficiaries" means each such Beneficiary collectively. 2. "EMP" means the Fecip ent's Environmental Management Plan for the Project dated February 9, 2005, and referred to in Section LC of Schedule 2 to this Agreement, contain .ng he set of mitigation, enhancement, monitoring, and institutional measure s thz t have been identified by the Recipient to eliminate any adverse environmertal znd social impacts related to Project activities, offset them, or reduce theni to a -ceptable levels, or to enhance positive impacts. 3. "Execut.ng Entity" mean; any of the following: (i) a line ministry, that is, MET, MFMR, MAWF, MME, viWT, MRLGHRD (as hereinafter defined), including a regional office of any of these ministries; (ii) regional councils of Kunene, Erongo, Hardap and Kar is; (iii) local authorities of Swakopmund, Walvis Bay, Henties Bay and LO leritz;; and (iv) non-governmental organizations, community-based oi gani rations and other private sector entities established and operating under the laws of the Recipient; and "Executing Entities" means each such Ex,.cuting Enti,y co lectively. 4. "Matching Grant" near s a matching grant to be provided for Micro-Projects under Part C.2 of th( Pro ect. 5. "Matching Grant A&reen ent" means the matching grant agreement referred to in paragraph 7 of Secti )n I. of Schedule 2 to this Agreement. 6. "MAWF" means thc Recipient's Ministry of Agriculture, Water and Forestry, or any successor theret ). 7. "MET" means the Reci >ient's Ministry of Environment and Tourism, or any successor thereto. 8. "MFMR" means the Recipient's Ministry of Fisheries and Marine Resources, or any successor theret). 9. "Micro-Project" me ins a micro-project designed, prepared and carried out under Part C.2 of the Project. 14 10. "MLR" means the Reci !ient's Ministry of Lands and Resettlement, or any successcr thereto. 11. "MME" means the Recif ient's Ministry of Mines and Energy, or any successor thereto. 12. "MRLGRRD" means he Recipient's Ministry of Regional and Local Government and Ho ising and Rural Development, or any successor thereto. 13. "MWT" means the Re ipient's Ministry of Works and Transport, or any successcr thereto. 14. "NPC" means the Recip ent's National Planning Commission or any successor thereto. 15. "NPCM" means the National Policy on Coastal Management for Namibia. 16. "Operating Costs" mean Project related incremental costs incurred by the PCO on acccunt of con:ractital staff salaries (but excluding the salaries of the Recipient's civil ser /ants), social benefits, travel expenditures and other travel- related allowances; eqt ipment rental and maintenance; vehicle operation, maintenance and repair; office rental and maintenance; materials and supplies; utilities and communicati )ns expenses; banking charges and insurance; and other miscellaneous costs Jirec ly associated with the Project implementation, all based on periodic budgets acceptable to the World Bank. 17. "PCP" means the Recipient's Participation and Communication Plan dated March 2005 and refirred to in Section I.A.5 of Schedule 2 to this Agreement. 18. "PIM" aneans the (ecil ient's Project Implementation Manual referred to in Section I.A.6 of Schedi le 2 to this Agreement, and such term includes any schedules to the 3roje .t Implementation Manual; the PIM shall include regulations pertainirg to: (i) Project monitoring and evaluation; (ii) procurement; (iii) financial mar agenent; (iv) Matching Grants eligibility criteria and procedures; and (v) suct administrative, financial, technical and organizational arrangements as ma be iequired for the Project. 19. "Process Frameworc" r eans the Process Framework for the Namibian Coast Conserv ation and N' anag ement Project, submitted by the Recipient to the World Bank or March 24, Z0 11 and disclosed in the World Bank's Infoshop on April 5, 2011, i.i form and substance satisfactory to the World Bank, defining the principles, organiza iona arrangements and design criteria to be applied in case the Project activitie, wot Id cause any restriction in access to natural resources in the cou-se of the irplemientation of the Project, as the same shall be updated from time to time in agre -ment with the World Bank. 15 20. "Project Coordinaticn Ofice" or "PCO" means the Project Coordination Office referred to in Sectior 1.A 1 of Schedule 2 to this Agreement. 21. "Project Steering Comm ttee" or "SC" means the Project Steering Committee referred to in Sectior L.A. 2 of Schedule 2 to this Agreement. 22. "Scienti ic Group" cr "S " means the Scientific Group referred to in Section I. A.4 of Schedule 2 -o this kgreement.