LOAN AGREEMENTDATED NOVEMBER 14, 2014 BETWEEN KfW, FRANKFURT AM MAIN ("KfW") AND REPUBLIC OF SERBIA ("BORROWER") FOR EURO 15,000,000.- FOR THE PROJECT ENERGY EFFICIENCY IN PUBLIC BUILDINGS (BMZ-ID 2011 66 081)("Off. Herald of RS - Treaties", No. 6/2015) |
Contents
Preamble
1. Loan
2. Disbursement
3. Fees
4. Interest
5. Repayment and prepayment
6. Calculations and payments in general
7. Federal guarantee
8. Negative pledge and pari passu
9. Costs and public charges
10. Special obligations
11. Reasons for termination
12. Representation and statements
13. General provisions
Annexes
Annex 1 Disbursement schedule
Annex 2 Specimen legal opinion for the loan agreement (government)
Preamble
The basis for this Loan Agreement are the agreements dated June 30th, 2011 and October 18th, 2012 between the Government of the Federal Republic of Germany and the Government of the Republic of Serbia on Financial Cooperation (FC) ("Government Agreement").
Under the condition that the Federal Republic of Germany will provide interest rate subsidies and under the condition that the Federal Republic of Germany will provide a guarantee for the loan, KfW will extend a Loan subject to the terms and provisions of this Loan Agreement. The terms and conditions of the Loan comply with the OECD requirements applicable on the date of signing of this Loan Agreement for recognition as Official Development Assistance (ODA).
The Borrower has applied for a financial contribution of up to EUR 1.3 million from the European Union’s Western Balkans Investment Framework (WBIF) for the purpose of financing consulting services for preparation and implementation of the programme "Energy Efficiency in Public Buildings". KfW has declared its willigness to act as the Lead International Financial Institution in the implementation of this WBIF grant. The application has been approved by WBIF’s steering committee on December 6th, 2012 and the grant will be extended from the European Western Balkans Joint Fund (EWBJF), which is part of the WBIF. Therefore, in addition to this Loan Agreement, the Borrower and KfW intend to conclude a Financing Agreement once an Implementation Agreement between EBRD as a Co-Manager of the EWBJF and KfW has been signed. Should the EWBJF grant not suffice to finance the required consulting services, the remainder of the costs shall be financed from this Loan Agreement.
1.1 Amount. KfW will extend to the Borrower a Loan not exceeding a total of
EUR 15,000,000.-
(the "Loan").
1.2 Loan purpose. The Borrower shall use the Loan exclusively to finance the project "Energy Efficiency in Public Buildings" including the energy efficient retrofitting of public buildings ("Project") and consulting services for the implementation of the Project. The Borrower represented by the Ministry of Education, Science and Technological Development ("MoES") acting as project executing agency (the "Project Executing Agency"), the Ministry of Finance ("MoF"), the Ministry of Mining and Energy ("MoME") and KfW will define the details of the Project as well as the goods and services to be financed from the Loan in a separate agreement to this Loan Agreement ("Separate Agreement").
1.3 Taxes, charges, customs duties. Taxes and other public charges owed by the Borrower as well as customs duties may not be financed from the Loan. In addition to the foregoing, the goods and services imported into the Republic of Serbia for the Project shall be exempted from customs fees and the trade of goods, services and equipment for the Project shall be exempted from VAT.
2.1 Request for disbursement. As soon as all conditions precedent to disbursement pursuant to Article 2.3 are fulfilled, KfW will disburse the Loan in accordance with the progress of the Project upon request of the Borrower. Disbursement will be effected in accordance with the disbursement schedule contained in Annex 1 to this Loan Agreement. KfW will make disbursements only up to the maximum amounts determined for each half-year. To the extent the Borrower requests disbursement of lower amounts within any half-year the undisbursed amounts may be requested in any subsequent half-year period. With the exception of the last disbursement, KfW is not obligated to effect disbursements in an amount of less than EUR 150,000.-.
2.2 Deadline for requesting disbursement. KfW may deny disbursements after 30.12.2017.
2.3 Conditions Precedent to Disbursement. KfW is obligated to make disbursements of any amount under this Loan Agreement only upon fulfillment of the following conditions precedent in a form and content acceptable to KfW:
a) the Borrower will have demonstrated by presenting a legal opinion substantially in the form set forth in Annex 3 and by presenting certified copies (each with a German or English translation) of all documents to which this legal opinion refers that
aa) the Borrower has fulfilled all requirements under its constitutional law and other legal provisions for the valid assumption of all its obligations under this Loan Agreement, and
bb) KfW is exempted from all taxes on income from interest, charges, fees and similar costs in the Repubic of Serbia when granting the Loan;
b) KfW has received an executed original of this Agreement;
c) the specimen signatures mentioned in Article 12.1 (Representation of the Borrower) have been submitted;
d) the Guarantee from the Federal Republic of Germany mentioned in Article 7 is in force and effect without any restriction.
e) the Borrower has paid the management fee mentioned in Article 3.2;
f) no reason for termination has occurred or is threatening; and
g) no extraordinary circumstances have arisen that preclude or seriously jeopardise the implementation, the operation, or the purpose of the Project, or the performance of the payment obligations assumed by the Borrower under this Loan Agreement.
Prior to disbursement from the Loan KfW has the right to demand such further documents and evidence as it reasonably deems necessary.
2.4 Separate Agreement. In a separate agreement the Borrower represented by the MoF, MoME and MoES and KfW will specify the disbursement procedure including specific conditions precedent to disbursement /and in particular the evidence to be furnished by the Borrower proving that the requested Loan amounts are used for the purpose stipulated in this Loan Agreement.
2.5 Waiver of disbursement. Subject to the fulfilment of its obligations under Article 10 the Borrower may waive the disbursement of undisbursed Loan amounts with the consent of KfW in exchange for the payment of the non-acceptance compensation pursuant to Article 2.6.
2.6 Non-acceptance compensation. If the Borrower waives disbursement of a loan amount, or if a Loan amount is not disbursed at all or is not disbursed by the deadline stated in Article 2.2 for other reasons for which KfW cannot be held accountable, the Borrower will promptly pay to KfW upon its request such amount as is necessary to compensate KfW for any losses, expenses or costs incurred by KfW as a result of the non-acceptance of the Loan amount in question. KfW will calculate the amount of the non-acceptance compensation and communicate it to the Borrower.
3.1 Commitment fee. The Borrower will pay a non-refundable commitment fee of 0.25% p. a. on undisbursed Loan amounts. The commitment fee will be computed for the period beginning at the date of the first disbursement but not later than 6 months after the signing of this Loan Agreement, or if this Loan Agreement has not entered into force within 6 months after the signing of this Loan Agreement, beginning at the date this Loan Agreement enters into force in accordance with Article 13.11 (Entry into force) hereof, and lasting until such date the Loan has been disbursed in full, or fully cancelled, as the case may be.
The commitment fee is due for payment semi-annually and in arrears on 30 June and 30 December of each year (each a "Payment Date"). It is first due for payment on 30.12.2014.
3.2 The Borrower will pay KfW a non-refundable one-time lump-sum management fee of 0.5 % of the principal amount of the Loan stated in Clause 1.1.
The management fee becomes due at the earlier of (i) prior to the first disbursement under the Loan or (ii) after expiry of a three-month period after the signing of this Loan Agreement by KfW, or (iii) if this Loan Agreement has not entered into force within three months after signing, on the date on which this Loan Agreement enters into force pursuant to Article 13.11. (Entry into force) hereof.
Once this Loan Agreement has been signed the management fee will fully accrue regardless of whether the Loan will be disbursed in full, or at all.
The Borrower shall pay to KfW interest at a rate determined as follows:
4.1 Interest (fixed interest rate set upon commitment of the Loan.) The Borrower shall pay interest on the Loan at a rate of 2.10 % p. a. ("Fixed Interest Rate") until the last repayment instalment according to the Repayment Schedule as defined in Article 5.1 has been received.
4.2 Calculation of interest and interest payment dates. The interest on a disbursed Loan amount will be charged from the date (exclusively) on which the respective Loan amount is paid out of the Loan account held with KfW for the Borrower until the date (inclusively), on which the respective repayments are credited to KfW‘s account stated in Article 6.3. Interest will be calculated in accordance with Article 6.1 (Calculation). Interest will be paid in arrears on the Payment Dates (as defined in Article 3.1).
5.1 Repayment schedule. The Borrower will repay the Loan as follows:
|
Instalment |
Repayment Date |
Repayment instalment |
|
|
|
1 |
December 30, |
2017 |
789,000.00 |
EUR |
|
2 |
June 30, |
2018 |
789,000.00 |
EUR |
|
3 |
December 30, |
2018 |
789,000.00 |
EUR |
|
4 |
June 30, |
2019 |
789,000.00 |
EUR |
|
5 |
December 30, |
2019 |
789,000.00 |
EUR |
|
6 |
June 30, |
2020 |
789,000.00 |
EUR |
|
7 |
December 30, |
2020 |
789,000.00 |
EUR |
|
8 |
June 30, |
2021 |
789,000.00 |
EUR |
|
9 |
December 30, |
2021 |
789,000.00 |
EUR |
|
10 |
June 30, |
2022 |
789,000.00 |
EUR |
|
11 |
December 30, |
2022 |
790,000.00 |
EUR |
|
12 |
June 30, |
2023 |
790,000.00 |
EUR |
|
13 |
December 30, |
2023 |
790,000.00 |
EUR |
|
14 |
June 30, |
2024 |
790,000.00 |
EUR |
|
15 |
December 30, |
2024 |
790,000.00 |
EUR |
|
16 |
June 30, |
2025 |
790,000.00 |
EUR |
|
17 |
December 30, |
2025 |
790,000.00 |
EUR |
|
18 |
June 30, |
2026 |
790,000.00 |
EUR |
|
19 |
December 30, |
2026 |
790,000.00 |
EUR |
|
SUM |
15,000,000.00 |
EUR |
5.2 Undisbursed loan amounts. Undisbursed Loan amounts will be offset against the respective last repayment instalment due pursuant to the repayment schedule unless KfW at its own discretion chooses another offsetting alternative in individual cases.
5.3 Disbursements after the start of repayment. If Loan amounts are disbursed after repayment has started, the repayment schedule as listed in Article 5.1 will remain unaffected as long as the respective repayment instalment due in accordance with the repayment schedule is less than the Loan amounts already disbursed. If the repayment instalment due for payment exceeds the outstanding loan amount, KfW will deduct the amount equal to the difference from the repayment instalment due, divide it by the remainder of the repayment instalments still outstanding, and add this sum to each outstanding repayment instalment. KfW reserves the right to postpone taking disbursements into consideration that are made within 45 days prior to the respective Payment Date for the determination of the outstanding Loan amount until the second Payment Date following the disbursement.
5.4 Prepayment. The following will apply to early repayments:
a) Right to make prepayments. The Borrower may subject to the sub-paragraphs (b) to (e) below effect an early repayment with respect to a Loan amount provided that such early repayment shall be at least in the amount of one repayment instalment pursuant to Article 5.1.
b) Notice. A prepayment of a Loan amount pursuant to Article 5.4 a) is subject to notification of the prepayment by the Borrower to KfW no later than on the fifteenth Banking Day (as defined in Article 13.1) in Frankfurt am Main prior to the intended prepayment date. Such notice is irrevocable; it must specify the date on which the prepayment is to be made and the amount thereof and obligates the Borrower to pay to KfW the stated amount on the stated date.
c) Prepayment compensation. If the Borrower prepays any Loan Amount bearing interest at a Fixed Interest Rate; the Borrower must immediately pay to KfW upon request such amount as is necessary to compensate for any losses, expenses or costs incurred by KfW as a result of the prepayment. KfW will determine the amount of the prepayment compensation and communicate it to the Borrower.
d) Amounts due. The Borrower will also pay the following amounts together with the prepayment pursuant to Article 5.4 a) to c):
aa) any prepayment compensation due as a result of the prepayment pursuant to Article 5.4 c); and
bb) all interest accrued on the prepaid Loan amount up until the date of the prepayment.
e) Offsetting. Article 5.2 (Undisbursed loan amounts) will apply mutatis mutandis to the offsetting of prepayments.
5.5 Revised repayment schedule. In the event that Article 5.3 (Disbursements after the start of repayment) or Article 5.4 (Prepayment) applies, KfW will send the Borrower a revised repayment schedule that will become an integral part of this Loan Agreement and will replace the repayment schedule valid until such time.
6. Calculations and payments in general
6.1 Calculation. Interest, the commitment fee, default interest pursuant to Article 6.5, lump-sum compensation for overdue amounts pursuant to Article 6.6, non-acceptance compensation and prepayment compensation will all be calculated on the basis of a 360-day year with 30-day months.
6.2 Due date. If a payment to be made in connection with this Loan Agreement falls due on a date that is not a Banking Day (as defined in Article 13.1) the Borrower must make such payment on the following Banking Day. If the following Banking Day falls within the next calendar month, the respective payment shall be effected on the last Banking Day of the then current calendar month.
6.3 Account number, time of crediting. The Borrower will be released from its payment obligations in connection with this Loan Agreement if and as soon as the respective amounts have been credited to KfW at its free disposal without any deductions in EUR and no later than 10:00 a.m. in Frankfurt am Main to KfW‘s account IBAN DE 92 50020400 3122301232 (last digits stand for the GP number)/ held with KfW, Frankfurt am Main, with additional reference of the due date "Ref. YYYYMMDD").
6.4 Counterclaims of the Borrower. The Borrower is not entitled to assert any rights of retention or set-off or comparable rights against payment obligations under this Loan Agreement unless such rights are recognised by final judgment or are not being contested by KfW.
6.5 Default interest. If any repayment instalments or prepayments pursuant to Article 5.4 (Prepayment) are not at the disposal of KfW when due, KfW may without prior reminder charge default interest at a rate of 300 basis points p.a. above the Base Rate for the period beginning on the due date and ending on the date on which such payments are credited to the account of KfW specified in Article 6.3. This rate must at least equal the loan interest rate. The "Base Rate" is the interest rate announced by the German Central Bank (Deutsche Bundesbank) as base rate prevailing on the respective due date. Such default interest must be paid immediately upon KfW‘s first demand.
6.6 Lump-sum compensation. For overdue amounts (with the exception of such repayment instalments and prepayments as mentioned in Article 6.5 (Default interest) KfW may, without prior reminder, request lump-sum compensation of a rate of 300 basis points p.a. above the Base Rate applicable on the respective due date for the period beginning on the due date and ending on the date of payment of such overdue amounts. The lump-sum compensation must be paid immediately upon KfW‘s first demand. The Borrower shall be free to prove that no damage was in fact incurred or that the damages were not incurred in the amount as stated.
6.7 Calculations made by KfW. Absent manifest error KfW‘s determinations and its calculation of amounts under this Loan Agreement and in connection with this Loan Agreement shall constitute prima-facie evidence.
7. Guarantee from the Federal Republic of Germany
KfW will have payment claims under this Loan Agreement guaranteed by the Federal Republic of Germany prior to the first disbursement. KfW will inform the Borrower once the Guarantee is in force and effect.
8. Negative pledge and pari passu
8.1 Prohibition of pledge or mortgage. The Borrower may itself, and must ensure that the participating municipalities will, neither pledge, nor mortgage nor alienate the Project assets before repayment in full of the Loan nor conclude any other agreement or arrangement the effect of which is the creation of security or any right conferring a priority of payment in respect of any obligation of any person without the prior consent of KfW.
8.2 Pari passu. To the extent permitted by law, the Borrower undertakes to perform the obligations under this Loan Agreement pari passu with all its other existing or future unsecured and not subordinated payment obligations.)
9.1 Prohibition of deductions or withholdings. The Borrower will make all payments under this Loan Agreement without any deductions for taxes, other public charges or other costs. In the event that the Borrower is obligated by law or for other reasons to effect any such deductions or withholdings on payments, the Borrower shall pay any such necessary additional amounts to KfW so that the net amount remaining after any withholding or deduction corresponds to the amount which would have been payable under this Loan Agreement had no such deduction or withholding been.
9.2 Costs. The Borrower will bear all costs and expenses accruing in connection with the disbursement of the Loan, in particular remittance and transfer costs (including conversion fees), as well as all costs and expenses accruing in connection with the maintenance or enforcement of this Loan Agreement.
9.3 Taxes and other charges. The Borrower will bear all taxes and other public charges accruing outside the Federal Republic of Germany in connection with the conclusion and execution of this Loan Agreement. If any such taxes and charges accrue within the Federal Republic of Germany, the Borrower will pay them only to the extent that they accrued at the Borrower’s initiative./ If KfW advances such taxes or charges, the Borrower will transfer them without delay upon request to KfW‘s account as specified in Article 6.3.
9.4 Increased costs. If by reason of
a) compliance with requests or requirements issued by any central bank or other fiscal, monetary or other authority after the date of this Loan Agreement,
or
b) any change in law or its interpretation and administration,
or
c) the entry into effect, termination or amendment of any applicable bilateral or multilateral treaty or agreement, in particular on double taxation,
KfW incurs additional costs or losses or is unable to obtain the agreed margin over its refinancing costs as a result of its having entered into and funded this Loan Agreement ("Increased Costs"), then KfW shall notify the Borrower thereupon. Any such demand by KfW shall be accompanied by a notice from KfW stating the basis for its demand and setting forth in reasonable detail the calculation of the amount thereof. The Borrower shall promptly on demand indemnify KfW against any and all such Increased Costs. Article 6 applies mutatis mutandis.
10.1 Project implementation and special information. The Borrower, represented by the MoES,
a) will prepare, implement, operate and maintain the Project in conformity with sound financial and technical practices and substantially in accordance with the Project conception agreed upon between the Borrower and KfW;
b) will assign the preparation and supervision of construction of the Project to independent, qualified consulting engineers or consultants, and the implementation of the Project to qualified firms;
c) will award the contracts for the goods and services to be financed from the Loan upon prior international competitive bidding;
d) will ensure the full financing of the Project and furnish to KfW upon its request evidence proving that the costs not paid from this Loan are covered;
e) will keep books and records or have books and records kept that unequivocally show all costs of goods and services required for the Project and clearly identify the goods and services financed from this Loan;
f) will enable the representatives of KfW at any time to inspect such books and records and any and all other documentation relevant to the implementation and operation of the Project, and to visit the Project and all the installations related thereto;
g) will furnish to KfW any and all such information and records on the Project and its further progress as KfW may request;
h) will, immediately and of its own accord,
aa) forward to KfW any queries received by the Borrower from the OECD or its members under the so-called "Agreement for Untied ODA Credits Transparency" following the award of the contracts for the supplies and services to be financed from the Loan and will coordinate the reply to any such queries with KfW, and
bb) notify KfW of any and all circumstances that preclude or seriously jeopardise the implementation, the operation or the purpose of the Project.
10.2 Separate Agreement. The Borrower, represented by the MoF, MoME and MoES, and KfW shall determine the details of Article 10.1 by a Separate Agreement.
10.3 Compliance. The Borrower will ensure that the persons whom it entrusts with the preparation and implementation of the Project, the award of the contract for the supplies and services to be financed, and with requesting the Loan amounts do not demand, accept, make, grant, promise or accept the promise of unlawful payments or other advantages in connection with these tasks.
11.1 Events of Default. KfW may exercise the rights set forth under Article 11.2 (Legal consequences of an Event of Default) if an event occurs which constitutes a material reason. In particular, the following events shall each constitute a material reason:
a) the Borrower fails to perform its obligations to KfW to make payments when due;
b) obligations under this Loan Agreement or under separate agreements pertinent to this Loan Agreement have been violated;
c) this Loan Agreement or any parts thereof cease to have a binding effect upon the Borrower or ceases to be enforceable against the Borrower;
d) any declaration, confirmation, information or representation or warranty considered by KfW to be essential for the granting and maintaining of the Loan proves to be false, misleading or incomplete;
e) other extraordinary circumstances occur which delay or preclude the performance of obligations under this Loan Agreement;
f) the Borrower is unable to prove that the loan amounts have been used for the stipulated purpose;
g) any of the following events occurs with respect to the Borrower:
aa) the Borrower is unable to pay its debts as and when due;
bb) commencement of negotiations with one or more of the Borrower‘s creditors (with the exception of KfW) on a waiver of debts outstanding or on a standstill agreement or settlement.
11.2 Legal consequences of an Event of Default. If one of the events referred to in Article 11.1 has occurred and has not been eliminated within a period of five days (in the case of Article 11.1 a) or, in all other cases specified in Article 11.1, has not been resolved within a period determined by KfW which may not, however, be less than 30 days, KfW may terminate this Loan Agreement or any parts of it with the consequence that
a) its obligations under this Loan Agreement terminate, and
b) KfW may demand full or partial repayment of the outstanding Loan amount together with the interest accrued and any and all other amounts due under this Loan Agreement. Articles 6.5 (Default interest) and 6.6 (Lump-sum compensation) apply to accelerated amounts mutatis mutandis.
11.3 Compensation for damages. In the event that this Loan Agreement is terminated in full or in part the Borrower will pay non-acceptance compensation in accordance with Article 2.6 (Non-acceptance compensation) and/or prepayment compensation in accordance with Article 5.4 c) (Prepayment compensation).
12. Representation and statements
12.1 Representation of the Borrower. The Ministers of the MoF, MoME and MoES and such persons as designated by the respective Minister to KfW and authorised by specimen signatures authenticated by the respective Minister will represent the Borrower in the execution and implementation of this Loan Agreement. The Minister of Finance or such persons as designated by him or her shall sign this Loan Agreement for the Republic of Serbia. The MoES shall act as the Project Executing Agency responsible for the implementation of the Project. The MoME shall be closely involved in the implementation of the Project, in particular through its membership in the Programme Coordination Board. The power of representation will not expire until its express revocation by the representative of the Borrower authorised at such time has been received by KfW.
12.2 Addresses. Notices or statements in connection with this Loan Agreement must be in writing. They must be sent as originals or - with the exception of requests for disbursement - via facsimile. Any and all notices or statements made in connection with this Loan Agreement must be sent to the following addresses:
|
For KfW: |
KfW Department LEa3 Postfach 11 11 41 60046 Frankfurt am Main / Germany Germany Fax: +49 69 7431-2944 |
|
For the Borrower: |
Ministry of Finance Kneza Milosa 20, 11000 Belgrade Republic of Serbia Fax: +381 11 3618 961 |
13.1 Banking day. Where reference is made in this Loan Agreement to a "Banking Day" this means a day other than a Saturday or Sunday on which commercial banks in Frankfurt am Main are open for general business.
13.2 Place of performance. The place of performance of all obligations under this Loan Agreement is Frankfurt am Main, Federal Republic of Germany.
13.3 Partial invalidity and gaps. If any provision of this Loan Agreement is or becomes invalid, or if there is a gap in any of the provisions of this Loan Agreement, this will not affect the validity of the remaining provisions hereof. The parties to this Loan Agreement will replace any invalid provision by a legally valid one which comes as close as possible to the spirit and purpose of the invalid provision. The parties will fill any gap in the provisions with a legally valid provision which comes as close as possible to the spirit and purpose of this Loan Agreement.
13.4 Written form. Changes and supplements to this contract must be made in writing. Any waiver of this requirement of written form must be declared by the parties in writing.
13.5 Assignment. The Borrower may not assign or transfer, pledge or mortgage any claims from this Loan Agreement.
13.6 Applicable law. This Loan Agreement is governed by the laws of the Federal Republic of Germany.
13.7 Limitation period. All claims of KfW under this Loan Agreement expire after five years from the end of the year in which such claim has accrued and in which KfW has become aware of the circumstances constituting such claim or could have become aware of them without gross negligence.
13.8 Waiver of Immunity. To the extent that the Borrower may now or in future in any jurisdiction claim for itself or its assets immunity from suit, execution, attachment or other legal process and to the extent that in any such jurisdiction there may be attributed to itself or its assets such immunity, the Borrower, in relation to (i) any and all obligations of the Borrower under this Loan Agreement and (ii) any and all obligations with respect to any other funds received by the Borrower in relation to the Project, and the enforcement of such obligations, hereby irrevocably agrees not to claim and hereby irrevocably waives such immunity. Foregoing waiver of immunity shall not apply to property which is (i) used by a diplomatic, consular, special missions and missions to international organizations or to international conferences of the Borrower’s Country or (ii) of a military character and under the control of a military authority.
13.9 Legal disputes.
a) Arbitration. All disputes arising out of or in connection with this Loan Agreement will be settled exclusively and finally by an arbitration tribunal. In this regard, the following will apply:
aa) The arbitration tribunal will consist of one or three arbitrators who will be appointed and will act in accordance with the Arbitration Rules of the International Chamber of Commerce (ICC) as amended from time to time.
bb) The arbitration proceedings will be conducted in Frankfurt am Main. The proceedings will be held in the English language.
13.10 Transmission of information. KfW is entitled to transmit to the issuer of the federal guarantee mentioned in Article 7 and to the Federal Republic of Germany information in connection with the conclusion and the execution of this Loan Agreement. KfW, the issuer of the federal guarantee and the Federal Republic of Germany are entitled to pass on information related to the Loan and to the Project including the award of the contracts for the supplies and services to be financed from the Loan /to international organisations engaged in the collection of statistical data, particularly in connection with matters related to debt service and/or the collection and publication of data related to the award of the contracts for the supplies and services to be financed from the Loan. The above right to forward information to international organisations also includes the right to directly pass on such information to members of such organisations.
13.11 Entry into Force. This Loan Agreement shall not enter into force until the Borrower has informed KfW in writing that the Loan Agreement has been ratified by the National Assembly of the Republic of Serbia (the "Ratification"). If KfW does not receive a notice of Ratification until 28.02.2015, KfW may at any time cancel unilaterally the Loan Agreement, however provided that KfW may not cancel the Loan Agreement after receiving a notice of Ratification.
This Loan Agreement is executed in four originals in the English language.
Belgrade,
this November 14, 2014
|
For KfW: |
For the Republic of Serbia: |
|
|
_________________ |
_________________ |
_________________ |
|
Dr. Jürgen Director KfW Office Belgrade |
Vibeke Christensen, s.r. Senior Project Manager |
Dušan Vujović, s.r. Minister of Finance |
DISBURSEMENT SCHEDULE
By the end of each disbursement period indicated below, the Borrower may request disbursement of loan amounts not exceeding in total the amount indicated below for the respective disbursement period.
|
Period |
until… |
Maximum total amount that may be disbursed until
end of each disbursement period (accumulated) |
|
1 |
30.12.2014 |
1,000,000.00 |
|
2 |
30.06.2015 |
4,000,000.00 |
|
3 |
30.12.2015 |
9,000,000.00 |
|
4 |
30.06.2016 |
12,000,000.00 |
|
5 |
30.12.2016 |
15,000,000.00 |
FORM OF LEGAL OPINION OF THE [MINISTER OF JUSTICE AND PUBLIC ADMINISTRATION] TO THE BORROWER (STATE)
