Treaty (9 September 1983)

September 09, 1983

LOAN AGREEMENT FOR METRO MANILA RADIAL ROAD NO. 10 AND RELATED ROADS PROJECT (STAGE I) BETWEEN THE OVERSEAS ECONOMIC COOPERATION FUND, JAPAN AND THE GOVERNMENT OF THE REPUBLIC OF THE PHILIPPINES

Table of Contents

Article I Loan

1. Amount and Purpose of Loan 2. Use of Proceeds of Loan

Article II Repayment and Interest

1. Repayment of Principal 2. Interest and Method of Payment thereof

Article III Particular Covenants

1. General Terms and Conditions 2. Procurement Procedure 3. Disbursement Procedure 4. Administration of Loan 5. Exemption from Import Restrictions 6. Notices and Requests Schedule 1. Description of Engineering Services Schedule 2. Allocation of Proceeds of Loan Schedule 3. Amortization Schedule Schedule 4. General Terms and Conditions Schedule 5. Procurement Procedure Schedule 6. Commitment Procedure (III) Schedule 7. Reimbursement Procedure Schedule 8. Transfer Procedure Loan Agreement No. PH-P59, dated September 9, 1983, between THE OVERSEAS ECONOMIC COOPERATION FUND and THE GOVERNMENT OF THEREPUBLIC OF THE PHILIPPINES Taking into consideration the contents of the Exchange of Notes between the Government of Japan and the Government of the Republic of the Philippines dated July 18, 1983, concerning Japanese financial assistance to be extended to the Republic of the Philippines, THE OVERSEAS ECONOMIC COOPERATION FUND (hereinafter referred to as "the Fund") and THE GOVERNMENT OF THE REPUBLIC OF THE PHILIPPINES (hereinafter referred to as "the Borrower") herewith conclude the following Loan Agreement (hereinafter referred to as "the Loan Agreement", which includes all agreements supplemental hereto).

ARTICLE I

LOAN

1. Amount and Purpose of Loan The Fund agrees to lend the Borrower an amount not exceeding FIVE BILLION FOUR HUNDRED MILLION Japanese Yen (¥5,400,000,000.) as principal for the implementation of Metro Manila Radial Road No. 10 and Related Roads Project (Stage I) described in Schedule 1 attached hereto (hereinafter referred to as "the Project") on the terms and conditions set forth in the Loan Agreement and in accordance with the relevant laws and regulations of Japan (hereinafter referred to as "the Loan"), provided, however, that when the cumulative total of disbursements under the Loan Agreement reaches the said limit, the Fund shall make no further disbursement.

2. Use of Proceeds of Loan (1) The Borrower shall use the proceeds of the Loan for the purchase of eligible goods and services necessary for the implementation of the Project from suppliers, contractors or consultants (hereinafter collectively referred to as "the Suppliers") of the eligible source countries in accordance with the allocation described in Schedule 2 attached hereto.

(2) The final disbursement under the Loan Agreement shall be made not later than September 9, 1988 and no further disbursement shall be made by the Fund thereafter, unless otherwise agreed upon between the Fund and the Borrower

ARTICLE II

REPAYMENT AND INTEREST

1. Repayment of Principal The Borrower shall repay the principal of the Loan to the Fund in accordance with the Amortization Schedule set forth in Schedule 3 attached hereto.

2. Interest and Method of Payment thereof (1) The Borrower shall pay interest to the Fund semi-annually at the rate of three percent (3%) per annum on the principal disbursed and outstanding.(2) The Borrower shall pay to the Fund on September 20 of each year the interest that has accrued up to September 19 from March 20 of that year and on March 20 of each year the interest that has accrued up to March 19 of that year from September 20 of the preceding year, provided that, prior to the date of the final disbursement of the proceeds of the Loan, the Borrower shall pay to the Fund on October 20 of each year the interest that has accrued up to September 19 from March 20 of that year, and on April 20 of each year the interest that has accrued up to March 19 of that year from September 20 of the preceding year.

ARTICLE III

PARTICULAR COVENANTS

1. General Terms and Conditions Other terms and conditions generally applicable to the Loan Agreement shall be set forth in General Terms and Conditions attached hereto as Schedule 4 with the following supplemental stipulation (hereinafter referred to as "the General Terms and Conditions"):

Article VI of the General Terms and Conditions shall be disregarded, and,

consequently, all references to "the Guarantee" or "the Guarantor", wherever mentioned in the General Terms and Conditions, shall be likewise disregarded.

2. Procurement Procedure The guidelines for procurement mentioned in Section 3.01. of the General Terms and Conditions shall be as stipulated in Procurement Procedure attached hereto as Schedule 5 3. Disbursement Procedure The disbursement procedure mentioned in Section 4.01. of the General Terms and Conditions shall be as follows:

(1) Commitment Procedure (III) attached hereto as Schedule 6 shall apply in cases of disbursements to the Suppliers of the eligible source countries other than the Republic of the Philippines.

(2) Reimbursement Procedure attached hereto as Schedule 7 and/or Transfer Procedure attached hereto as Schedule 8 shall apply in cases of disbursements to Philippine Suppliers.

4. Administration of Loan (1) The Borrower shall authorize Ministry of Public Works and Highways (hereinafter referred to as "the Executing Agency") to implement the Project.

(2) Should the funds available from the proceeds of the Loan be insufficient for the implementation of the Project, the Borrower shall make arrangements promptly to provide such funds as shall be needed.(3) The Borrower shall furnish the Fund with progress reports for the Project semi-annually in January and July of each year until the Project is completed.

(4) Promptly but in any event not later than six (6) months after completion of the Project, the Borrower shall furnish the Fund with a project completion report in such form and in such detail as hne Fund may reasonably request.

5. Exemption from Import Restriction As to the importation of the goods required for the implementation of the Project under the Loan, the goods to be procured out of the proceeds of the Loan shall be exempted from any import restriction by the Borrower in accordance with paragraph 3. of the Record of Discussions dated July 18, 1983, between the Government of Japan and the Borrower.

6. Notices and Requests The following addresses are specified for the purpose of Section 8.03. of the General Terms and Conditions: For the Fund Postal address: THE OVERSEAS ECONOMIC COOPERATION FUND Takebashi Godo Building, 4-1, Ohtemachi 1-chome Chiyoda-ku, Tokyo 100, Japan Attention: Director, Loan Department I Cable address: COOPERATIONFUND Telex: Call Nos. J28430, J28790 Answer Back Code: COOPFUND For the Borrower Postal address: The Government of the- Republic of the Philippines National Economic and Development Authority P.O. Box 1116, Manila, Philippines Attention: Director General Cable address: NEDAPHIL If the above addresses and/or names are changed, the party concerned shall immediately notify the other party hereto in writing of the new addresses and/or names.

IN WITNESS WHEREOF, the Fund and the Borrower, acting through their duly authorized representatives, have caused the Loan Agreement to be duly executed in their respective names and delivered at the office of THE OVERSEAS ECONOMICCOOPERATION FUND, Chiyoda-ku, Tokyo, Japan, as of the day and year first above written. For For THE OVERSEAS ECONOMIC THE GOVERNMENT OF THE COOPERATION FUND REPUBLIC OF THE PHILIPPINES

(Sgd.) TAKASHI HOSOMI (Sgd.) CARLOS J. VALDES President Ambassador Extraordinary and Plenipotentiary of the Republic of the Philippines to Japan SCHEDULE 1 DESCRIPTION OF PROJECT I The Project consists of the following parts:

(1) Location: Metro Manila Area (2) Executing Agency: Ministry of Public Works and Highways (3) Scope of the work:

(i) Construction and improvement of about 11 kms of Circumferential Road C-2, C-3, C-4 and Radial Road R-10 including seven (7) bridges, one (1) culvert and one (1) fly-over (ii) Consulting services The proceeds of the Loan are available for the foreign currency portion of items (i) and (ii). The foreign currency portion shall be determined by the Fund. Any balance remaining on the aforementioned items and all other items are to be financed by the Borrower. II Estimated annual fund requirements by currency are as shown below. Calendar Year Foreign Currency (in Local Currency (in million Japanese Yen) Thousand Philippine Pesos) 1983 — 52,151 1984 1,411 63,258 1985 2,939 110,626 1986 1,050 39,036 __________________________________________________________________ Total 5,400 265,071 Disbursement of the proceeds of the Loan shall be made within the limit of the Government's budgetary appropriations for the Fund. III The Project is expected to be completed by the end of 1986.SCHEDULE 2 ALLOCATION OF PROCEEDS OF LOAN I Category Estimated Amount (in million Japanese Yen ) (A) Civil Works 4, 523 (B) Consulting Services 377 (C) Contingencies 500 ________________ Total 5,400 II Reallocation upon change in cost estimates 1. If the estimated cost of items included in any of Categories (A) and (B) shall decrease, the amount then allocated to, and no longer required for, such Category will be reallocated by the Fund to Category (C).

2. If the estimated cost of items included in any of Categories(A) and (B) shall increase, the amount equal to the portion, if any, of such increase to be financed out of the proceeds of the Loan will be allocated by the Fund, at the request of the Borrower, to such Category from Category (C), subject, however, to the requirements for contingencies, as determined by the Fund, in respect of the cost of items in the other Categories.

SCHEDULE 3 AMORTIZATION SCHEDULE

No. of Instalment Due Date Amount (in Japanese Yen) 1. September 20, 1993 131,720,000.

2. March 20, 1994 131,707,000.

3. September 20, 1994 131,707,000.

4. March 20, 1995 131,707,000.

5. September 20, 1995 131,707,000.

6. March 20, 1996 131,707,000.

7. September 20, 1996 131,707,000.

8. March 20, 1997 131,707,000.

9. September 20, 1997 131,707,000.

10. March 20, 1998 131,707,000.

11. September 20, 1998 131,707,000.

12. March 20, 1999 131,707,000.

13. September 20, 1999 131,707,000.

14. March 20, 2000 131,707,000.15. September 20, 2000 131,707,000.

16. March 20, 2001 131,707,000.

17. September 20, 2001 131,707,000.

18. March 20, 2002 131,707,000.

19. September 20, 2002 131,707,000.

20. March 20, 2003 131,707,000.

21. September 20, 2003 131,707,000.

22. March 20, 2004 131,707,000.

23. September 20, 2004 131,707,000.

24. March 20, 2005 131,707,000.

25. September 20, 2005 131,707,000.

26. March 20, 2006 131,707,000.

27. September 20, 2006 131,707,000.

28. March 20, 2007 131,707,000.

29. September 20, 2007 131,707,000.

30. March 20, 2008 131,707,000.

31. September 20, 2008 131,707,000.

32. March 20, 2009 131,707,000.

33. September 20, 2009 131,707,000.

34. March 20, 2010 131,707,000 35. September 20, 2010 131,707,000.

36. March 20, 2011 131,707,000.

37. September 20, 2011 131,707,000.

38. March 20, 2012 131,707,000.

39. September 20, 2012 131,707,000.

40. March 20, 2013 131,707,000.

41. September 20, 2013 131,707,000. ___________________________________________________________________________________ Total 5,400,000,000.