OFFICIAL DOCUMENTS CREDIT NUMBER 6289-NG Financing Agreement (Third Additional Financing for the Polio Eradication Support Project) between FEDERAL REPUBLIC OF NIGERIA and INTERNATIONAL DEVELOPMENT ASSOCIATION CREDIT NUMBER 6289-NG FINANCING AGREEMENT AGREEMENT dated as of the Signature Date between the FEDERAL REPUBLIC OF NIGERIA ("Recipient") and the INTERNATIONAL DEVELOPMENT ASSOCIATION ("Association"). The Recipient and the Association 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 II - FINANCING 2.01. The Association agrees to extend to the Recipient a credit, deemed by the Association to be on concessional terms, as set forth or referred to in this Agreement, in an amount equivalent to one hundred four million four hundred thousand Special Drawing Rights (SDR 104,400,000) (variously, "Credit" and "Financing"), to assist in financing the project described in Schedule 1 to this Agreement ("Project"). 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. 2.04. The Service Charge is three-fourths of one percent (3/4 of 1%) per annum on the Withdrawn Credit Balance. 2.05. The Interest Charge is one and a quarter percent (1.25%) per annum on the Withdrawn Credit Balance. 2.06. The Payment Dates are February I and August 1 in each year. 2.07. The principal amount of the Credit shall be repaid in accordance with the repayment schedule set forth in Schedule 3 to this Agreement. 2.08. The Payment Currency is Dollar. -2- 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 1(b)(i - iii) and 1(b)(vii - ix) of the Project through WHO (WHO Parts of the Project), Part 1(a), 1(b)(iv - vi) and Part 2 through UNICEF (UNICEF Parts of the Project), and Part 3 through NPHCDA (NPHCDA Part of the Project), in accordance with the provisions of Article V of the General Conditions and Schedule 2 to this Agreement. ARTICLE IV - TERMINATION 4.01. The Effectiveness Deadline is the date ninety (90) days after the Signature Date. 4.02. 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 V - REPRESENTATIVE; ADDRESSES 5.01. The Recipient's Representative is its federal minister at the time responsible for finance. 5.02. For purposes of Section 11.01 of the General Conditions: (a) the Recipient's address is: Federal Ministry of Finance Ahmadu Bello Way Central Business District Abuja, Nigeria; and (b) the Recipient's Electronic Address is: Facsimile: 234 9 6273609 5.03. For purposes of Section 11.01 of the General Conditions: (a) The Association's address is: 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. FEDERAL REPUBLIC OF NIGERIA By: A, phor' ed RepreAntative Ntam e: (AL Title: Date: INTERNATIONAL DEVELOPMENT ASSOCIATION By: Authorized Representative Name: V0,C1,-Z-j Title:_________ Date: -4- SCHEDULE 1 Project Description The objective of the Project is to assist the Recipient, as part of a global polio eradication effort, to achieve and sustain at least eighty percent (80%) coverage with oral polio vaccine immunization in every state in the Recipient's territory, and improve national routine immunization coverage. The Project consists of the following parts: Part 1: Polio Eradication Support (a) Scaling-up procurement of oral polio vaccine. (b) Scaling-up support for polio eradication operations, including: (i) provision of Vaccination Personnel Allowances during Immunization Plus Days ("IPD"); (ii) IPD training and planning; (iii) supervision, monitoring and evaluation; (iv) transport and logistics; (v) supplementary immunization activities through social mobilization; (vi) engaging traditional leaders; (vii) payment mechanisms; (viii) intensified supplementary immunization activities and transport for supervision; and (ix) contingency counterpart funding for Mop-Ups. Part 2: Routine Immunization Support Scaling-up provision of routine, new and special vaccines and devices for routine immunization in the territory of the Recipient. Part 3: Routine Immunization System Strengthening (a) Supporting expansion and renovation of the cold store hubs in Lagos and Kano. -5- (b) Strengthening logistics and supply chain systems for vaccines at national and sub- national level. The support will, inter alia, focus on distribution from national to sub-national stores, warehouse management activities, vaccine management capacity building, temperature monitoring control systems, data management (including software licenses and server service) and deployment of cold chain equipment to equip wards. (c) Strengthening management of routine immunization programs at national level and subnational level including piloting a management strengthening approach and support the following activities in the Participating States: (i) Quarterly lot quality assurance sampling surveys; (ii) Competitive recruitment of state program managers, consultants to support state level programs and routine immunization persons at state level; and (iii) Performance-based contracts for the positions listed in (ii). -6- SCHEDULE 2 Project Execution Section I. Implementation Arrangements A. Institutional Arrangements 1. The Recipient shall maintain the following institutional and implementation arrangements at all times through the implementation of the Project: (a) the NPHCDA, with functions and resources satisfactory to the Association, and with staff in adequate numbers and with qualifications, experience and terms of reference satisfactory to the Association, for the purpose of ensuring oversight and the efficient implementation of the Project; (b) an inter-agency coordinating committee with a composition, functions and resources satisfactory to the Association: (i) consisting, inter alia, of representatives of the NPHCDA, the Federal Ministry of Health (FMOH), and other relevant development partners and stakeholders; and (ii) responsible for coordinating the implementation of the Project activities and other related polio eradication activities; and (c) an expert review committee with composition, functions and resources satisfactory to the Association: (i) consisting of recognized national and international experts; and (ii) responsible for providing advice to the FMOH and the NPHCDA on the strategic direction for implementation of the Project. 2. For the purposes of implementation of the Project, the Recipient shall: (a) enter into an agreement with WHO on the WHO Parts of the Project, and with UNICEF on the UNICEF Parts of the Project, all under terms and conditions satisfactory to the Association; and (b) not assign, amend, abrogate or waive such agreements or any of their provisions without a written agreement by the Association. -7- B. Safeguards 1. The Recipient shall ensure that: (a) the Project is carried out with due regard to appropriate health, safety, social, and environmental standards and practices, and in accordance with the provisions of the Safeguards Instruments. (b) all the bidding documents and contracts include the obligation of the relevant contractors and subcontractors to: (i) adopt and implement measures to assess and manage the risks and impacts of labor influx; and (ii) adopt and enforce codes of conduct that should be provided to and signed by all workers; as applicable to such civil works commissioned or carried out pursuant to said contracts. 2. The Recipient shall through NPHCDA carry out Part 3 of the Project in accordance with the Environmental and Social Management Framework ("ESMF"). To this end, the Recipient shall ensure that the following actions are taken in a manner acceptable to the Association if any Project activity would, pursuant to the ESMF: (i) require the carrying out of an Environmental and Social Impact Assessment ("ESIA"), the Recipient shall carry out an ESIA for such activity, in accordance with the ESMF, and furnish it to the Association for review and approval, and disclose said ESIA as required by the ESMF and approved by the Association; (ii) require the preparation of an Environmental and Social Management Plan ("ESMP"), the Recipient shall prepare such ESMP in accordance with the ESMF and furnish it to the Association for review and approval, and disclose said ESMP as required by the ESMF and approved by the Association and thereafter implement the ESMP during the Project implementation; and (iii) incorporate said ESMP in the bidding documents. 3. The Recipient shall, and shall cause WHO, UNICEF and the NPHCDA to carry out its respective parts of the Project, as indicated in Section IV, in accordance with the National Strategic Healthcare Waste Management Plan (NSHWMP). 4. Without limitation upon its other reporting obligations under this Agreement and under Section 5.08 of the General Conditions, the Recipient shall monitor the implementation of the Safeguards Instruments and thereafter shall include in the Project Reports referred to in Section II of this Schedule 2, adequate information on the implementation of the Safeguards Instruments, giving details of: (a) measures taken in furtherance of such Safeguards Instruments; (b) conditions, if any, which interfere or threaten to interfere with the smooth implementation of such Safeguards Instruments; and (c) remedial measures taken or required to be taken to address such conditions and to ensure the continued efficient and effective implementation of such Safeguards Instruments. -8- Section II. Project Monitoring, Reporting and Evaluation The Recipient shall furnish to the Association each Project Report not later than one month after the end of each calendar semester, covering the calendar semester. Section III. 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 Credit Expenditures to be Allocated Financed Category (expressed in SDR) (inclusive of Taxes) (1) Vaccines and related 45,240,000 100% devices and logistics, goods, non-consulting services, Training, Operating Costs and Vaccination Personnel Allowances under the WHO Parts of the Project. (2) Vaccines and related 48,030,000 100% devices and logistics, goods, non-consulting services and Operating Costs under the UNICEF Parts of the Project. (3) Goods, civil works, non- 11,130,000 100% consulting services and Operating Costs under the NPHCDA Part of the Project. TOTAL AMOUNT 104,400,000 -9- 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 20,880,000 may be made for payments made within twelve months prior to the Signature Date for Eligible Expenditures under Categories (1), (2) and (3). 2. Notwithstanding the provisions of Part A above, no withdrawal shall be made: (a) for payments made prior to the date of this Agreement; (b) under Category (1), until the WHO Agreement has been duly entered into between the Recipient and WHO for the purpose of implementing the WHO Parts of the Project, under terms and conditions acceptable to the Association; and (c) under Category (2), until the UNICEF Agreement has been duly entered into between the Recipient and UNICEF for the purpose of implementing the UNICEF Parts of the Project, under terms and conditions acceptable to the Association. 3. The Closing Date is December 31, 2020. Section IV. Other Undertakings The Recipient shall, in accordance with the terms of the UNICEF Agreement and WHO Agreement: 1. require UNICEF and WHO to maintain a separate ledger account in which all receipts and expenditures financed under their respective parts of the Project will be recorded; 2. require UNICEF and WHO to prepare and furnish to the Recipient as soon as available, but in any case not later than sixty (60) days after the end of each calendar semester, progress and financial reports prepared in accordance with the provisions of the UNICEF Agreement and WHO Agreement, respectively; and 3. as soon as possible after their receipt from UNICEF and WHO, furnish copies of the said reports to the Association. -10- SCHEDULE 3 Repayment Schedule Principal Amount of the Credit repayable Date Payment Due (expressed as a percentage)* On each February I and August 1: commencing August 1, 2023 to and including 1.65% February 1, 2043 commencing August 1, 2043 to and including 3.40% February 1, 2048 * 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. -11- APPENDIX 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. "Category" means a category set forth in the table in Section III.A of Schedule 2 to this Agreement. 3. "Environmental and Social Management Framework" or "ESMF" means the framework disclosed in the Recipient's country and on the Association's website on March 26, 2018, prepared by the Recipient and approved by the Association setting forth an environmental and social screening process that will enable the Recipient to identify and assess potential adverse environmental and social impacts, and to eliminate or offset adverse environmental and social impacts or to reduce them to acceptable levels, or enhance positive impacts, and in accordance with which site-specific ESIAs and ESMPs will be prepared and submitted to the Association for its approval, as the same may be amended from time to time with the prior written approval of the Association. 4. "Environmental and Social Impact Assessment" or "ESIA" means any site- specific environmental and social impact assessment prepared pursuant to the ESMF and Section I.B.2 of Schedule 2 to this Agreement for Project activities, in each case describing a set of mitigation, enhancement, monitoring, and institutional measures to be taken during implementation of the Project to mitigate adverse environmental and social impacts, offset them, or reduce them to acceptable levels, or to enhance positive impacts; as the said environmental impact and social assessments may be amended and/or supplemented from time to time with the prior written concurrence of the Association. 5. "Environmental and Social Management Plan" or "ESMP" means any site-specific Environmental and Social Management Plan, acceptable to the Association and prepared in accordance with the ESMF pursuant to Section I.B.2 of Schedule 2 to this Agreement, in each case describing: (i) 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; and (ii) the actions needed to implement these measures, including monitoring and institution strengthening. 6. "General Conditions" means the "International Development Association General Conditions for IDA Financing, Investment Project Financing", dated July 14, 2017. -12- 7. "Immunization Plus Days" or "IPDs" means the Recipient's program to provide supplemental health benefits such as vitamin A, de-worming tablets and vaccinations for measles, diphtheria, pertussis, tetanus as well as oral polio vaccine. 8. "Mop-Ups" means special interventions covering a large area/population (five million children minimum) in the event of an outbreak of a disease. 9. "National Strategic Healthcare Waste Management Plan" or "NSHWMP" means the National Strategic Healthcare Waste Management Plan and Guideline approved by the Nigerian Federal Executive Council on September 4, 2013, as a part of the National Strategic Healthcare Waste Management Policy, and updated on March 26, 2018. 10. "NPHCDA" means the National Primary Health Care Development Agency or any successor thereto. 11. "Operating Costs" means the reasonable incremental expenditures incurred on account of the Project implementation including, inter alia, office supplies, transportation, office administration, insurance, reasonable bank charges relating to operation of the designated account, and salaries of locally contracted employees, but excluding consultant fees and salaries of the Recipient's civil servants. 12. "Participating States" means Jigawa, Katsina, Kebbi, Gombe, Adamawa, Zamfara, Kogi, Taraba, Nasarawa, Niger, Plateau, Bayelsa and any additional state(s) that may participate during the implementation of the Project as agreed between the Recipient and the Association. 13. "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. 14. "Safeguards Instruments" means collectively the ESIA, ESMF, ESMP(s) and NSWMP and "Safeguards Instrument" means any of such Safeguards Instruments. 15. "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. 16. "Training" means expenditures associated with Project related study tours, training courses, seminars, workshops and other training activities, not included under service providers' contracts, including costs of training materials, space and equipment rental, travel, accommodation and per diem costs of trainees and -13- trainers, trainers' fees, and other training related miscellaneous cost approved by the Association. 17. "UNICEF" means the United Nations Children's Fund, a specialized agency of the United Nations system. 18. "UNICEF Agreement" means the agreement entered into between the Recipient and UNICEF in accordance with Section I.A.2 of Schedule 2 to this Agreement. 19. "Vaccination Personnel Allowances" means allowances paid or to be paid to the Recipient's health facilities' personnel involved in vaccination, recording, supervising and monitoring activities during Immunization Plus Days. 20. "WHO" means the World Health Organization, a specialized agency of the United Nations system. 21. "WHO Agreement" means the agreement entered into between the Recipient and WHO in accordance with Section I.A.2 of Schedule 2 to this Agreement.