On the ratification of the Loan Agreement between the Republic of Kazakhstan and the Saudi Development Fund (the Karaganda-Astana Road project), signed on the 5th of the month of Shaban 1421 AH, corresponding to November 1, 2000

Home / RLA / On the ratification of the Loan Agreement between the Republic of Kazakhstan and the Saudi Development Fund (the Karaganda-Astana Road project), signed on the 5th of the month of Shaban 1421 AH, corresponding to November 1, 2000

On the ratification of the Loan Agreement between the Republic of Kazakhstan and the Saudi Development Fund (the Karaganda-Astana Road project), signed on the 5th of the month of Shaban 1421 AH, corresponding to November 1, 2000

Law of the Republic of Kazakhstan dated March 30, 2001 No. 170

To ratify the Loan Agreement between the Republic of Kazakhstan and the Saudi Development Fund (the Karaganda-Astana Road project), signed in Astana on the 5th of the month of Shaban 1421 AH, corresponding to November 1, 2000.

President of the Republic of Kazakhstan

Kingdom of Saudi Arabia

Saudi Development Fund

Loan agreement

(The Karaganda-Astana Road project)

between the Saudi Development Fund

and the Republic of Kazakhstan N Loan: 1/369 Signed: On the 5th of the month of Shaban, 1421 AH, corresponding to: November 1, 2000 The agreement dated the 5th of the month of Shaban in 1421 AH corresponds to November 1, 2000 between: 1) THE SAUDI DEVELOPMENT FUND, Riyadh, Kingdom of Saudi Arabia (hereinafter referred to as the "Fund"), represented by His Excellency Yusuf Bin Ibrahim Al-Bassam and

2) The REPUBLIC OF KAZAKHSTAN (hereinafter referred to as the "Borrower"), represented by By His Excellency Mr. Bolat Zhamishev. INTRODUCTORY PART (A) WHEREAS the Borrower has applied to the Fund for a Loan to assist in financing the Karaganda-Astana Road Project, described in Annex N (2) to this Agreement (hereinafter referred to as the "Project"); (B) WHEREAS the Borrower has received a loan in the amount of twenty million (20,000,000) US dollars from the Islamic Development Bank (hereinafter referred to as the "IDB") to assist in financing part of BASED on the terms and conditions of the Loan Agreement concluded between the Borrower and the IDB on February 29, 2000 (hereinafter referred to as the "IDB Loan Agreement"); (C) BEARING IN MIND THAT the purpose of the Fund is to assist developing countries in developing their economies and to provide them with loans required for the implementation of their projects and programmes development; (D) CONSIDERING THAT the Foundation is convinced of the importance of the Project and its beneficial impact on the economic development of the friendly people of Kazakhstan; and (F) CONSIDERING THAT the Board of Directors of the Foundation agreed, taking into account the above, by its Decision No. 6/73/819 to provide the Borrower The loan is subject to the terms and conditions set out below. HEREBY, BASED ON THE ABOVE, the parties agree on the following:

ARTICLE I General Terms and Conditions; Definitions Section 1.01 The Parties to this Agreement accept all the provisions of the Basic Terms and Conditions Applicable to the Loan Agreements of the Fund, issued by Decision of Board of Directors of the Foundation No. 11/14 dated the 29th of the month of Rajab in 1396 Hijri, corresponding to July 26, 1976, with the same force and effect as if they were fully set out in this Agreement (the above-mentioned General Terms and Conditions Applicable to the Loan Agreements of the Fund, hereinafter referred to as the "General Terms"). Section 1.02 Each time used in this Agreement, a number of terms are defined in the General Terms and Conditions and in the Introductory Part of this Agreement. The Agreements have, respectively, unless the context otherwise requires, the meanings specified in them, and the term "Ministry" means the Ministry. Transport and Communications of the Borrower.

Article II Loan Section 2.01 The Fund agrees to provide to the Borrower, on the terms and conditions set forth or referred to in the Loan Agreement, a Loan in the amount of forty-five million (45,000,000) riyals of Saudi Arabia. Section 2.02 The Loan Amount may be withdrawn from the Loan Account in accordance with the provisions of Annex N (1) to this Agreement, and such Annex may be amended from time to time by agreement between the Fund and the Borrower and in accordance with the Procedures for Withdrawing Funds from the Saudi Development Fund Loan Account for expenses that have occurred (or expenses that, if the Fund agrees, they will be), in relation to the corresponding cost of goods and services required for the Project and financed from the Loan funds. Section 2.03 The Borrower applies the Loan funds solely to finance the corresponding cost of goods and services required to perform The project. Purchases of such goods and services are made in accordance with the Rules of the Fund Related to the Procurement of Goods and Services and Technical Reporting, for the Borrower. The Borrower receives the approval of the Fund before concluding contracts financed from the Loan and before making any significant changes in them in the future. Section 2.04 The final date is June 30, 2004, or such later date as the Fund determines. The Fund immediately notifies the Borrower of such a later date. Section 2.05 The Borrower pays Interest on the Loan at a rate of three percent (3%) per year on the principal amount of the Loan, which is withdrawn from the account and for which there are outstanding amounts from time to time. Section 2.06 Interest on the Loan and other amounts are paid every six months on May 31 and November 30 of each year. Section 2.07 The term of the Loan is twenty years, including a grace period of five years. The Borrower repays the principal amount of the Loan in accordance with the Installment Repayment Schedule provided in Appendix N (3) to this Agreement.

Article III Project Execution Section 3.01 (a) The Borrower executes the Project through the Ministry in compliance with the relevant requirements and achieving the intended results in accordance with existing technical, financial and administrative practices and immediately provides or ensures the provision of funds, facilities and other resources necessary for the purposes of The project. (b) The Borrower shall immediately provide to the Ministry, in such manner and when necessary, in addition to the funds of this Loan, all other funds that are required for the implementation of the Project (including any funds that may be required to cover any increase in Project costs in excess of the estimated costs at the time of signing this Agreement). All such amounts are provided on terms and conditions acceptable to the Fund. Section 3.02 The Borrower, immediately after their preparation, provides the Fund with plans, specifications, reports, contract documents and schedules of construction and procurement for the Project, and any changes and additions thereto in such detail as requested by the Fund. Section 3.03 To monitor the implementation of the Project, the Borrower appoints specialist consultants whose qualifications and experience are acceptable to the Fund. Section 3.04 When executing a Project, the Borrower hires contractors acceptable to the Fund, on terms and conditions acceptable to the Fund. Section 3.05 The Borrower undertakes to make appropriate annual budget contributions to cover his share of the Project costs. The borrower undertakes to provide a local component of the implementation costs The project. Section 3.06 The Borrower provides insurance for imported goods financed from the Loan funds against the risks associated with their purchase, transportation and delivery to the place of use or installation, and in respect of such insurance, any compensation is payable in a currency freely used by the Borrower to replace or repair such goods. Section 3.07 The Borrower ensures that all goods and services financed from the Loan are used exclusively for the implementation of the Project. Section 3.08 The Borrower undertakes to: a) keep records that meet the established requirements for reflecting the progress of the Project (including its costs), classifying the goods and services financed from the Loan and disclosing their use in the Project and reflecting all transactions, resources and expenses related to the Project; b) provide all necessary opportunities for accredited representatives of the Fund to travel for Loan-related purposes to verify the implementation of the Project, the use of goods and services financed from the Loan and any related records and documents; c) provide the Fund with all such information that the Fund reasonably requests related to the Project, the cost of the Loan funds and the goods and services financed from such funds. Section 3.09 The Borrower shall take all such measures as are necessary to acquire all such land plots and rights in respect of land plots that are required for the implementation of the Project.

Article IV Special Obligations Section 4.01 (a) The Borrower and the Fund confirm their agreement that no external debt enjoys any preferential right in relation to the Loan in the form of the right to retain property for debts created in relation to State property. To this end, the Borrower guarantees that if, except in cases where the Fund has not decided otherwise, any right of retention of property for debts is created in respect of any property of the Borrower as security for any external debt, such right, by virtue of the very Fact and without costs on the part of the Fund, will equally and proportionally ensure payment the principal amount of the Loan, Interest on the Loan and other Loan amounts, and that when creating any such right of retention of property for debts, an explicit provision in this sense will be provided. (b) The obligation provided for in Paragraph (a) of this Section does not apply to: (i) any retention-of-title right created in respect of property at the time of its acquisition solely as security for the purchase price of such property; (ii) any retention-of-title right in respect of goods for sale to secure a debt that matures no more than one year after the date on which it originally arose and is paid for with funds from the sale of such goods for trade.; or (iii) any right of retention of title for debts arising in the normal course of banking transactions and securing a debt that matures no later than one year after its due date. Section 4.02 The Borrower undertakes to conduct the Project in accordance with appropriate technical standards and to take the necessary measures to allocate the funds required for this purpose. Section 4.03 The Borrower undertakes to produce a Plaque of the required size from concrete or other suitable materials for installation in a prominent place on one of the facilities included in the Project to demonstrate the Fund's contribution to the financing of the Project. Section 4.04 The Borrower maintains or ensures the maintenance of records that meet the established requirements for reflecting, in accordance with sound accounting practices, the operations, resources and expenses of the Ministry and other Departments and Institutions of the Borrower responsible for the implementation of the Project or any part of it, in relation to the Project. Section 4.05 Immediately after the completion of the Project, but in any case not later than within twelve months after the Final Date or such later date as the Fund may set for this purpose, the Borrower shall prepare and submit to the Fund a Project Completion Report in the appropriate form and in the details requested by the Fund, on the completion and initial operation of the facility., which is the goal The Project, the costs of its implementation and the positive results that are obtained and that should be obtained from it, execution The Borrower's obligations under the Loan Agreement and the achievement of the Loan objectives.

Article V The Fund's Remedies are Section 5.01 For the purposes of Section 6.02. The following additional cases are specified in the General Terms and Conditions according to their Paragraph f: i) Subject to Subparagraph (ii) of this Paragraph: (A) the Borrower's right to withdraw from the account any loan or grant provided to the Borrower to finance the Project has been suspended, cancelled or terminated in whole or in part in accordance with the terms of the agreement providing for this, or C) any such loan is due and payable before the due date. (ii) Subparagraph (i) of this paragraph shall not apply if the Borrower has determined in a manner acceptable to the Fund that (A) such suspension, cancellation, termination or payment before the due date is not caused by the Borrower's failure to fulfill its obligations under such agreement, and C) appropriate funds for the Project are provided to the Borrower from other sources on terms and conditions that do not contradict the Borrower's obligations under this Agreement. Section 5.02 For the purposes of section 7.01 of the General Terms and Conditions, the following case is specified in accordance with paragraph (d), namely: the occurrence of any of the cases specified in paragraph (i) (C) of Section 5.01 of this Agreement.

Article VI Effective Date - Termination Section 6.01 A period of time lasting six months from the date of signing The Agreement is hereby specified for the purposes of Section 12.04. of the General Terms and Conditions. Article VII The Borrower's Representative, Addresses Section 7.01 The Borrower's Minister of Finance is designated as the Borrower's Representative for the purposes of Section 11.03. General Terms and Conditions. Section 7.02 Is for the purposes of Section 11.01. the following addresses of the General Conditions are indicated: The address of the Foundation: The Saudi Fund for Development Saudi R.O. Development Fund Box 50483 Postal Subscription Box 50483 Riyadh 11523 Riyadh 11523 KINGDOM OF SAUDI ARABIA KINGDOM OF SAUDI ARABIA Tel: 401145 SUNDOQ SJ Telex: 401145 SUNDOQ SJ Fax: + 966-1-4647450 Fax: + 966-1-4647450 Borrower's Address: Ministry of Finance Ministry of Finance Astana, 473000 473000 Astana 33, Pobeda Avenue Pobedy Avenue, 33 THE REPUBLIC OF KAZAKHSTAN THE REPUBLIC OF KAZAKHSTAN Fax: 7(3172)117078/117063/117091 Fax: 7(3172) 117078/117063/117091 In witness whereof, the parties to this Agreement, acting through their duly authorized representatives, have secured the signing of this Agreement on their behalf in the city of Riyadh, Kingdom of Saudi Arabia, on the day, month and year indicated above at the beginning, in two copies in Arabic, each of which has the force of the original, and a copy of the General Terms and Conditions in Arabic has been sent to the Borrower. For the Saudi Development Fund

For the Republic of Kazakhstan Official's signature, Signature of an official authorized to sign authorized to sign documents ______________ documents _____________ First Vice Minister of Finance Appendix N (1) Withdrawal of Loan Funds from the Account (A) The table below indicates the categories of items financed from the Loan funds., the distribution of the Loan amount by each Category and the percentage of expenses for the items thus financed by each category: ___________________________________________________________________________ ! Categories ! Loan Amount, ! A percentage ! ! Designed for ! Funded ! ! Categories (in rials ! Expenses ! ! Saudi Arabia) ! ___________________________________________________________________________ 1 Engineering and construction work on the reconstruction and improvement of roads, culverts, 32,250,000.00 16.35% of the total drainage system and overpass costs (Part "A" of the Project) 2 Consulting services for monitoring the progress of work 5,250,000.00 100% of the total costs (Part "B-2" of the Project) 3 Unallocated 7,500,000.00 Amount Total: 45,000,000.00 __________________________________________________________________________ ( C) Regardless of the provisions of Paragraph (A) above, no withdrawal of funds is made in respect of: 1) Expenses incurred prior to the date of this Agreement; 2) Taxes levied by the Borrower or on the territory of the Borrower on goods or services, or on their import, production, procurement and supply. (C) Regardless of the allocation of the Loan amount or the percentage of payments indicated in the table above in Paragraph (A), if, in the Fund's reasonable assessment, the Loan amount allocated in this case for a Category will not be sufficient to finance the agreed percentage of all expenses in this Category, the Fund may, by notifying the Borrower: (i) make Reallocation to this Category in the amount required to cover the estimated shortage of Loan funds, which in this case remain undistributed or are intended for another category and which, in the opinion of the Fund, are not necessary to cover other expenses and; (ii) if such a redistribution cannot fully cover the estimated shortfall, reduce the percentage of payments applied in this case to such expenses in order to further withdraw funds from the account The Category could continue until all expenses were paid for it.

Appendix N (2) Project Description The aim of the Project is to reconstruct and improve the Karaganda-Astana Road, which has a total length of 183 km; of which approximately 140 km have two lanes, while the rest of the road has four lanes in sections of the entrance to some cities along the road. The width of a separate lane is 3.75 m and the width of the shoulder on each side of the road is 3.75 m and the total width of the road in the two-lane section is 15 m, while the width of the four-lane road is 27.5 m (including 5 m of the intermediate section). The project also includes the reconstruction of culverts, drainage system and overpasses. The project consists of the following two parts: But. Engineering and construction works on reconstruction and improvement

roads, including culverts, drainage systems, and overpasses. V. Consulting services for monitoring the progress of work that covers the following road sections: 1) Karaganda-Osakarovka 2) Osakarovka-Astana S. Project Implementation Group, which undertakes to carry out ongoing control over the implementation of the project. D. Provision of equipment for maintenance and routine repairs of the road in the future. The total cost of the Project is estimated to be 67.9 million US dollars, which in terms of Saudi Arabian rials is approximately 254.63 million. The project is expected to be completed by December 31, 2003.

Appendix N (3)

Repayment Of The Principal Amount

___________________________________________________________________________ N Installment ! Payment Date ! The Amount of the Contribution ! ! In Rials of Saudi Arabia ___________________________________________________________________________ 1 30 November 2005 1,500,000/00 2 31 May 2006 1,500,000/00 3 30 November 2006 1,500,000/00 4 31 May 2007 1,500,000/00 5 30 November 2007 1,500,000/00 6 May 31, 2008 1,500,000/00 7 30 November 2008 1,500,000/00 8 31 May 2009 1,500,000/00 November 9, 30, 2009 1,500,000/00 10 31 May 2010 1,500,000/00 11 30 November 2010 1,500,000/00 12 31 May 2011 1,500,000/00 13 30 November 2011 1,500,000/00 14 31 May 2012 1,500,000/00 15 30 November 2012 1,500,000/00 16 31 May 2013 year 1,500,000/00 17 30 November 2013 1,500,000/00 18 May 31, 2014 1,500,000/00 19 30 November 2014 1,500,000/00 20 31 May 2015 1,500,000/00 21 30 November 2015 1,500,000/00 22 31 May 2016 1,500,000/00 23 30 November 2016 1,500,000/00 24 31 May 2017 1,500,000/00 25 30 November 2017 1,500,000/00 26 31 May 2018 1,500,000/00 November 27-30, 2018 1,500,000/00 28 31 May 2019 1,500,000/00 29 30 November 2019 1,500,000/00 30 31 May 2020 1,500,000/00 ___________________________________________________________________________ Total 45,000,000/00 (Experts: Sklyarova I.V., Martina N..Ah.)

President

Republic of Kazakhstan

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