Common use of Financial Covenants Clause in Contracts

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower Participating Utility shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower Participating Utility shall: (i) have the records and its records, accounts referred to in paragraph (a) of this Section including those for the Special Account Account) and financial statements (balance sheets, statements of income and expenses and related statements) for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (ca) For all Except as the Bank shall otherwise agree, the Participating Utility shall produce on its water activities, for each Fiscal Year, funds from internal sources equivalent to not less than 25% of the annual average of the Participating Utility’s capital expenditures with respect incurred, or expected to which withdrawals from be incurred, for that year, the Loan Account were made previous Fiscal Year and the next following Fiscal Year. (b) Before September 30 in each Fiscal Year, the Participating Utility shall, on the basis of statements forecasts prepared by it and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) in respect of expendituresuch year and the next following Fiscal Year and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that the Participating Utility would not meet the requirements set forth in paragraph (a) for the Fiscal Year covered by such review, the Borrower shallParticipating Utility shall promptly take all necessary measures (including, without limitation, recommendation for adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For the purposes of this Section: (i) maintain or cause The term "funds from internal sources" means the difference between: (A) the sum of revenues from all sources related to be maintainedoperations and consumer contributions in aid of construction, net non-operating income and any reduction in accordance with paragraph working capital other than cash; and (aB) the sum of this Sectionall expenses related to operations, records including administration, adequate maintenance and accounts reflecting such taxes and payments in lieu of taxes (excluding provision for depreciation and other non- cash operating charges), debt service requirements, all cash dividends and other cash distributions of surplus, increase in working capital other than cash and other cash outflows other than capital expenditures;. (ii) retainThe term "net non-operating income" means the difference between: (A) revenues from all sources other than those related to operations; and (B) expenses, until at least one year after including taxes and payments in lieu of taxes, incurred in the Bank has received the audit report for the fiscal year generation of revenues in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documentsA) evidencing such expenditures;above. (iii) enable The term "working capital other than cash" means the Bank’s representatives to examine such records; anddifference between current assets excluding cash and current liabilities at the end of each Fiscal Year. (iv) ensure that such records and accounts are included The term "current assets excluding cash" means all assets other than cash which could in the annual audit referred ordinary course of business be converted into cash within twelve months, including accounts receivable, marketable securities, inventories and pre-paid expenses properly chargeable to operating expenses within the next Fiscal Year. (v) The term "current liabilities" means all liabilities which will become due and payable or could under circumstances then existing be called for payment within twelve months, including accounts payable, customer advances, taxes and payments in paragraph (b) lieu of this Section taxes, and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalsdividends.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning con- cerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles standards acceptable to the Bank, consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited; and (B) an opinion on such statements, the records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of Project Management Reports or statements of expenditureexpenditure (including statements of transfer as cited in paragraph 4 (d) of Part A of Schedule 1 to this Agreement), the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether (I) the Project Management Reports or statements of expenditure or statements of transfer; and (II) the documents and other evidence referred to in paragraph 3 (c) of Part A of Schedule 1 to this Agreement submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. The Borrower shall prepare, in accordance with guidelines acceptable to the Bank, and furnish to the Bank not later than 45 days after the end of each calendar quarter, a Project management report for such period, which: (a) (i) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month period following the period covered by said report; and (ii) shows separately expenditures financed out of the proceeds of the Loan during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Loan during the six-month period following the period covered by said report; (b) (i) describes physical progress in Project implementation, both cumulatively and for the period covered by said report; and (ii) explains variances between the actual and previously forecast implementation targets; and (c) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Loan, as at the end of the period covered by said report.

Financial Covenants. (a) The Borrower CBP shall maintain or cause procedures and records adequate to monitor and record the progress of Parts A (ii) and B (ii) of the Project and of each Investment Project (including its cost and the benefits to be maintained records derived from it) and accounts adequate to reflect in accordance with consistently maintained sound accounting practices the operations, resources operations and expenditures in respect financial condition of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofCBP. (b) The Borrower CBP shall: , in respect of Parts A (ii) and B (ii) of the Project: (i) have the records its records, accounts and accounts referred to in paragraph financial statements (a) balance sheets, statements of this Section income and expenses and related statements), including those for the its respective Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; Administrator; (ii) furnish to the Bank Administrator, as soon as available, available but in any case not later than six (6) months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and and (iii) furnish to the Bank Administrator such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals of the proceeds of the Credit allocated from time to time to Category (2), set forth in the Loan Account table in paragraph 1 of Schedule 1 to the Trust Fund Credit Agreement, were made on the basis of statements of expenditure, the Borrower CBP shall: : (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; ; (ii) retain, until at least one (1) year after the Bank Administrator has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; ; (iii) enable the BankAdministrator’s representatives to examine such records; and and (iv) ensure that such records and accounts are included dealt with in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure expenditures submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the its operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall:. (i) have the its records and accounts referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of the said accounts for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank shall otherwise agree, the Borrower shall: (a) open by the date on which it shall receive the first payment of interest or other charges on, or repayment of principal under, any of the Subsidiary Financing Agreements and thereafter maintain a separate account on its books in accordance with its normal financial practices; (b) upon receipt of each such payment or repayment, credit the same to the said separate account. All amounts so credited shall be utilized by the Borrower, to the extent they are not yet required to meet the Borrower’s payment obligations to the Bank under this Agreement, exclusively to finance specific development projects to expand exports.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account and the Pooled Funds Account were made on the basis of Project Management Reports or statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Sectionsound accounting practices, records and separate accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank Association has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Credit Account or payment out of and the Special Pooled Funds Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) (i) of this Section and those for the Special Account for each Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Association; (ii) furnish to the Association as soon as available, but in any case not later than six (6) months after the end of each such Fiscal Year, the report of such audit by said auditors, of such scope and in such detail as the Association shall have reasonably requested, including a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such Fiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals; and (iii) furnish to the Association such other information concerning said records and accounts and the audit thereof as the Association shall from time to time reasonably request.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such yearYear, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system in the PCU, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out related to the Project or any part thereofProject. (b) The Borrower shall: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, audited in accordance with appropriate auditing principles standards acceptable to the Bank, consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited, and (B) an opinion on such financial statements, records, accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said such financial statements, records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall prepare and furnish to the Bank a financial monitoring report, in form and substance acceptable to the Bank, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Loan, and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first such report shall be furnished to the Bank not later than 45 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; thereafter, each such report shall be furnished to the Bank not later than 45 days after each subsequent calendar quarter, and shall cover such calendar quarter.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Association, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the Participating States, departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shallshall cause FMOE and the Participating States: (i) to have the records and accounts referred to in paragraph (a) of this Section including those for the Federal Special Account and the State Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) to furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) to furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of Financial Monitoring Reports or statements of expenditure, the Borrower shallshall cause the FMOE and Participating States to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Financial Monitoring Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress reporting obligations set out in paragraph 6 of Schedule 4 to this Agreement, the Borrower shall cause FMOE and the Participating States to prepare and furnish to the Association a Financial Monitoring Report, in form and substance satisfactory to the Association, which: sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Credit, and explains variances between the actual and planned uses of such funds; describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and sets forth the status of procurement under the Project, as at the end of the period covered by said report. The first FMR shall be furnished to the Association not later than 60 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; thereafter, except as provided for in paragraphs (c) and (d) below, each FMR shall be furnished to the Association not later than 60 days after each subsequent calendar quarter, and shall cover such calendar quarter. The Borrower may, at any time during Project implementation, submit a request to the Association for withdrawals from the Credit Account to be made on the basis of amplified FMRs in accordance with the provisions of paragraph 2 (b) of Schedule 1 to this Credit Agreement, together with an amplified financial monitoring report for the preceding calendar quarter, in form and substance satisfactory to the Association, which: (i) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and uses of funds for the Project for the six-month period following the period covered by said report, and shows separately expenditures financed out of the proceeds of the Credit during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Credit during the six-month period following the period covered by said report; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and previously forecast implementation targets; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Credit, as at the end of the period covered by said report. if the Association agrees to the Borrower’s request referred to in paragraph (c) above, the Borrower shall thereafter cause FMOE and the Participating States to prepare and furnish to the Association within 60 days after the end of each calendar quarter an Amplified FMR in respect of such quarter.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of Project Management Reports or statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. (a) Without limitation upon the provisions of Section 4.01 of this Agreement, the Borrower shall carry out a time-bound action plan acceptable to the Association for the strengthening of its financial management system for the Project in order to enable the Borrower, not later than eighteen months after the Effective Date, or such later date as the Association shall agree, to prepare quarterly Project management reports, acceptable to the Association, each of which: (i) (A) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month period following the period covered by said report, and (B) shows separately expenditures financed out of the proceeds of the Credit during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Credit during the six-month period following the period covered by said report; (ii) (A) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and (B) explains variances between the actual and previously forecast implementation targets; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Credit, as at the end of the period covered by said report.

Financial Covenants. (a) The Borrower shall cause CNE to maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shallshall cause CNE to: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those Section, and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles standards acceptable to the Bank, consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six four months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited; and (B) an opinion on such statements, the records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shallshall cause CNE to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress reporting obligations set out in Section 3.07 (d) of this Agreement, the Borrower shall cause CNE to prepare and furnish to the Bank a financial monitoring report, in form and substance satisfactory to the Bank, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Loan and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Loan, as at the end of the period covered by said report. (b) The first FMR shall be furnished to the Bank not later than 45 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; thereafter, each FMR shall be furnished to the Bank not later than 45 days after each subsequent calendar quarter, and shall cover such calendar quarter.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower Participating Utility shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower Participating Utility shall: (i) have the records and its records, accounts referred to in paragraph (a) of this Section including those for the Special Account Account) and financial statements (balance sheets, statements of income and expenses and related statements) for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (ca) For all Except as the Bank shall otherwise agree, the Participating Utility shall produce on its water activities, for each Fiscal Year, funds from internal sources equivalent to not less than 25% of the annual average of the Participating Utility’s capital expenditures with respect incurred, or expected to which withdrawals from be incurred, for that year, the Loan Account were made previous Fiscal Year and the next following Fiscal Year. (b) Before September 30 in each Fiscal Year, the Participating Utility shall, on the basis of statements forecasts prepared by it and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) in respect of expendituresuch year and the next following Fiscal Year and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that the Participating Utility would not meet the requirements set forth in paragraph (a) for the Fiscal Year covered by such review, the Borrower shallParticipating Utility shall promptly take all necessary measures (including, without limitation, recommendation for adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For the purposes of this Section: (i) maintain or cause The term "funds from internal sources" means the difference between: (A) the sum of revenues from all sources related to be maintainedoperations and consumer contributions in aid of construction, net non-operating income and any reduction in accordance with paragraph working capital other than cash; and (aB) the sum of this Sectionall expenses related to operations, records including administration, adequate maintenance and accounts reflecting such taxes and payments in lieu of taxes (excluding provision for depreciation and other non- cash operating charges), debt service requirements, all cash dividends and other cash distributions of surplus, increase in working capital other than cash and other cash outflows other than capital expenditures;. (ii) retainThe term "net non-operating income" means the difference between: (A) revenues from all sources other than those related to operations; and (B) expenses, until at least one year after including taxes and payments in lieu of taxes, incurred in the Bank has received the audit report for the fiscal year generation of revenues in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documentsA) evidencing such expenditures;above. (iii) enable The term "working capital other than cash" means the Bank’s representatives to examine such records; anddifference between current assets excluding cash and current liabilities at the end of each Fiscal Year. (iv) ensure that such records and accounts are included The term "current assets excluding cash" means all assets other than cash which could in the annual audit referred ordinary course of business be converted into cash within twelve months, including accounts receivable, marketable securities, inventories and pre-paid expenses properly chargeable to operating expenses within the next Fiscal Year. (v) The term "current liabilities" means all liabilities which will become due and payable or could under circumstances then existing be called for payment within twelve months, including accounts payable, customer advances, taxes and payments in paragraph (b) lieu of this Section taxes, and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalsdividends.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles standards acceptable to the Bank, consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited; and (B) an opinion on such statements, the records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requestedrequested including as part of the information to be provided in each said report, a management letter concerning the Recipient’s internal controls; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress regarding obligations set out in Section 3.05 (b) of this Agreement, the Borrower shall and furnish to the Bank a financial monitoring report, in form and substance satisfactory to the Bank, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Loan, and explains variances between the planned and actual uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first FMR shall be furnished to the Bank not later than 45 days after the end of the first calendar semester after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar semester; and thereafter, each FMR shall be furnished to the Bank not later than 45 days after each subsequent calendar semester, and shall cover such calendar semester.

Financial Covenants. (a) The Borrower shall Recipient shall, through DEAT and DOT, and as provided in the Tripartite Agreement, cause SAMSA and IOC to establish and maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in accordance with consistently applied accounting standards acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower Recipient shall, through DEAT and DOT, and as provided in the Tripartite Agreement, cause SAMSA and IOC to: (i) have the records and accounts financial statements referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year (or other period agreed to by the Bank), audited, in accordance with appropriate consistently applied auditing principles consistently appliedstandards acceptable to the Bank, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such yearyear (or such other period agreed to by the Bank): (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year (or other period agreed to by the Bank), the report of as so audited; and (B) an opinion on such audit statements by said auditors, of such in scope and in such detail as satisfactory to the Bank shall have reasonably requestedBank; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof of such financial statements, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan GEF Trust Fund Grant Account were made on the basis of reports referred to in Part A.6 of Schedule 1 to this Agreement (Report-based Disbursements) or on the basis of statements of expenditure, the Borrower Recipient shall, through DEAT and DOT, and as provided in the Tripartite Agreement, cause SAMSA and IOC to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for for, or covering, the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special GEF Trust Fund Grant Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iiiii) enable the Bank’s representatives to examine such records; and (iviii) ensure that such records reports and accounts statements of expenditure are included in the annual audit for each fiscal year (or other period agreed to by the Bank), referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalsSection.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAdministrator; (ii) furnish to the Bank Administrator, as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and (iii) furnish to the Bank Administrator such other information concerning said records and accounts and the audit thereof as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Interim Fund Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Administrator has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Interim Fund Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAdministrator’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower JNB shall maintain or cause procedures and records adequate to monitor and record the progress of Parts A (iii) and B (iii) of the Project and of each Investment Project (including its cost and the benefits to be maintained records derived from it) and accounts adequate to reflect in accordance with consistently maintained sound accounting practices the operations, resources operations and expenditures in respect financial condition of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofJNB. (b) The Borrower JNB shall: : (i) have the records its records, accounts and accounts referred to in paragraph financial statements (a) balance sheets, statements of this Section income and expenses and related statements), including those for the its respective Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; Administrator; (ii) furnish to the Bank Administrator, as soon as available, available but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and and (iii) furnish to the Bank Administrator such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals of the proceeds of the Credit allocated from time to time to Category (3), set forth in the Loan Account table in paragraph 1 of Schedule 1 to the Trust Fund Credit Agreement, were made on the basis of statements of expenditure, the Borrower JNB shall: : (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; ; (ii) retain, until at least one year after the Bank Administrator has received the the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; ; (iii) enable the BankAdministrator’s representatives to examine such records; and and (iv) ensure that such records and accounts are included dealt with in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure expenditures submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Association, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the Participating States, departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shallshall cause FMOE and the Participating States: (i) to have the records and accounts referred to in paragraph (a) of this Section including those for the Federal Special Account and the State Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) to furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) to furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of Financial Monitoring Reports or statements of expenditure, the Borrower shallshall cause the FMOE and Participating States to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Financial Monitoring Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress reporting obligations set out in paragraph 6 of Schedule 4 to this Agreement, the Borrower shall cause FMOE and the Participating States to prepare and furnish to the Association a Financial Monitoring Report, in form and substance satisfactory to the Association, which: 1. sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Credit, and explains variances between the actual and planned uses of such funds;

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account Accounts for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account Accounts was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles standards acceptable to the Bank, consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six four months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited; and (B) an opinion on such statements, the records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requested, including as part of the information to be provided in each report a management letter concerning the Borrower’s internal controls; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress reporting obligations set out in Section 3.08 of this Agreement, the Borrower shall prepare in accordance with guidelines acceptable to the Bank and furnish to the Bank a financial monitoring report, in form and substance acceptable to the Bank, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Loan, and explains variances between the planned and actual uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first FMR shall be furnished to the Bank not later than 45 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; and thereafter, each FMR shall be furnished to the Bank not later than 45 days after each subsequent calendar quarter, and shall cover such calendar quarter.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;; and (iii) enable the BankAssociation’s representatives to examine such records; and; (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall cause CPC to maintain records and accounts adequate to reflect in accordance with sound accounting practices its operations and financial condition. (b) The Borrower shall cause CPC to: (i) have the records and accounts referred to in paragraph (a) above for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Association; (ii) furnish to the Association as soon as available, in any case not later than six (6) months after the end of each year: (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Association shall have reasonably requested; and (iii) furnish to the Association such other information concerning such records, accounts and financial statements and the audit thereof as the Association shall from time to time reasonably request.

Financial Covenants. (a) The Borrower DDWW shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower DDWW shall: (i) have the records its records, accounts and accounts referred to in paragraph financial statements (abalance sheets, statement of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank Association shall from time to time reasonably request, including internal quarterly audits which shall consist of a financial assessment and a physical inspection of works in the field on a sample basis. (a) Except as the Association shall otherwise agree, DDWW shall maintain a ratio of total operating expenses to total operating revenues not higher than 60% in Fiscal Years 1994 and 1995 and 55% thereafter. (b) Before November 15 in each of its fiscal years, DDWW shall, on the basis of forecasts prepared by DDWW and satisfactory to the Association, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following fiscal year, and shall furnish to the Association the results of such review upon its completion. (c) If any such review shows that DDWW would not meet the requirements set forth in paragraph (a) for DDWW’s fiscal years covered by such review, DDWW shall promptly take all necessary measures (including, without limitation, adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis purposes of statements of expenditure, the Borrower shallthis Section: (i) maintain or cause The term "total operating expenses" means all expenses related to be maintainedoperations, including administration, adequate maintenance, taxes and payments in accordance with paragraph (a) lieu of this Section, records and accounts reflecting such expenditures;taxes. (ii) retainThe term "total operating revenues" means revenues from all sources related to operations. (a) Except as the Association shall otherwise agree and until the Project has been completed, until at least one year after DDWW shall neither commit itself to nor make any expenditures on new investments outside the Bank scope of the Project which would result in aggregate capital expenditures exceeding $50,000 equivalent during any Fiscal Year unless the Association has received been furnished with satisfactory evidence, that the audit report for proposed expenditures are economically and technically justified and DDWW has obtained financing under terms and conditions which will not materially and adversely affect its financial condition or operations, including the fiscal year in which the last withdrawal from the Loan Account or payment carrying out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;Project. (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) For the purposes of this Section the term "capital expenditures" means expenditures for plant, machinery, equipment and buildings. Section 4.04. Except as the Association shall otherwise agree, DDWW shall index its tariffs to its cost of salaries and electricity using a formula satisfactory to the Association so that any increases in the report cost of these items would result in a compensating increase in its average tariff for the next complete billing period following the effective date of any such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalsincrease.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six four months after the end of each such year: (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall, subject to the provisions of paragraph (b) of this Section and to the priorities existing on charges created to the date of this Agreement, create in favor of the Bank an equitable mortgage/charge in such form as the Bank may reasonably require to constitute by way of security for the Loan: (i) a first specific charge upon all of its immovable assets together with all rights and interests appertaining to or necessary for said assets to which the Borrower is now or may hereafter become beneficially entitled, such mortgage to rank in point of security equally and ratably with mortgages/charges upon the said assets in respect of Existing Liens but prior to any other lien upon the assets of the Borrower, now existing or hereafter created; (ii) an assignment by way of mortgage of the Licenses, together with any extensions, amendments or renewals thereof such assignment to rank in point of security equally and ratably with the mortgages/charges upon the Licenses in respect of the Existing Liens but prior to any other lien upon the Licenses now existing or herein-after created; and (iii) a first specific charge upon all movable assets of the Borrower, now existing or subsequently added thereto, together with all rights and interests appertaining to or necessary for said assets to which the Borrower is now or may hereafter become beneficially entitled such charge to rank in point of security equally and ratably with the Existing Liens upon the said assets but prior to any other liens upon such assets, now existing or hereafter created. (b) Pursuant to the provisions of Section 9.03 (b) of the General Conditions, it is agreed that the Borrower may: (i) (A) create liens, ranking in point of security equally and ratably with the assignment of the Licenses under sub-section (a) (ii) of this Section and the first specific charge referred to in sub-section (a) (i) of this Section, upon all the assets mentioned in said sub- section together with all rights and interests appertaining to or necessary for said assets to which the Borrower is now or may hereafter become beneficially entitled; and

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project Project, of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six months after the end of each such year, certified copies of the report reports of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested, including a report in the case of each agency, the agency’s compliance with the recommendations of the management letter for the previous Fiscal Year, and a copy of the management letter for the current Fiscal Year; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For the purposes of paragraph (b) (ii) of this Section, the term "management letter" in respect of each agency referred to in the said paragraph, means a letter from independent auditors acceptable to the Association addressed to such agency and communicating the observations and suggestions of such auditors regarding possible improvements by such agency of, inter alia, its accounting and financial practices, its internal financial management and control and its operating procedures. (d) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Credit Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such yearYear, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Borrower and the Bank shall otherwise agree, the Borrower shall establish, not later than January 1, 1997, and thereafter maintain, a system of regional tariffs, to be collected by the Water Authorities from customers in the respective geographic areas serviced by such Authorities, at levels sufficient to recover, in the case of each Water Authority, the Authority’s operating expenditures and the rent due the Borrower under the Authority’s Concession Agreement therewith. (b) For purposes of Section 4.02 (a):

Financial Covenants. (a) The Borrower Banrural shall maintain maintain, or cause to be maintained maintained, separate records and accounts adequate to reflect reflect, in accordance with sound accounting practices practices, the operations, resources operations and expenditures of FICART in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower Banrural shall: (i) have the records accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account FICART for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bankand qualified auditors; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) a certified copy of its financial statements for such year as so audited and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals are requested from the Loan Account were made on the basis of statements of expenditure, the Borrower Banrural shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph paragraph (a) of this Section, separate records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and separate accounts are included in the annual audit audits referred to in paragraph (b) of this Section and that the report thereof contains, in respect of such audit contains separate accounts, a separate opinion by said auditors as to whether the statements proceeds of expenditure submitted during the Loan withdrawn in respect of such fiscal year, together with expenditures have been used for the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalspurpose for which they were provided.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained main- tained records and accounts adequate to reflect in accordance with sound accounting practices practices: (i) the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof; and (ii) the operations and financial condition of LRA. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account Accounts for each fiscal year audited, in accordance with appropriate appro- priate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably reason- ably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expendituresexpendi- tures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and separate accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project Project, said accounts to be kept on the basis of an accounting plan and chart of accounts acceptable to the departments or agencies Bank and to be part of a financial management system acceptable to the Borrower responsible for carrying out the Project or any part thereofBank. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account and the account referred to in Section 4.02 (a) of this Agreement, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s 's representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Without limitation upon the provisions of Sections 3.01 and 4.01 (a) of this Agreement, the Borrower shall open, and thereafter maintain during the execution of the Project, a separate account under terms and conditions satisfactory to the Bank for the deposit and disbursement of the Borrower’s counterpart contribution to the cost of the Project.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofthereof and the Borrower shall cause the Project Companies to maintain records and accounts adequate to reflect in accordance with sound accounting practices their operations and financial conditions. (b) The Borrower shallshall and shall cause the Project Companies to: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of the Project Companies’ financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shallshall and shall cause the Project Companies to: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall cause the Project Companies not to incur any debt unless the net revenues, in real terms, of the Project Companies for the fiscal year immediately preceding the date of such incurrence or for a later twelve- month period ended prior to the date of such incurrence, whichever is the greater, shall be at least two times the estimated maximum debt service requirements, in real terms, of the Project Companies for any succeeding fiscal year on all debt of the Project Companies, including the debt to be incurred. (b) For the purposes of this Section:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Part D of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six three months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Part A of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall, or shall cause KBSC to, maintain records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Part B of the Project or any part thereof. (b) The Borrower shall, or shall cause KBSC to: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall, or shall cause KBSC to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of HC and the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Not later than October 31 of each year during execution of the Project, the Borrower shall: (a) furnish to the Bank a report on the progress achieved in carrying out the Road Expenditure Program (hereinafter in this Section referred to as "Program") for the preceding year and proposed revisions thereof for the next calendar year; (b) afford the Bank a reasonable opportunity to comment on the proposals and thereafter introduce any revisions so that the Program is satisfactory to the Bank. Section 4.03. Not later than October 31 of each year during execution of the Project, the Borrower shall carry out feasibility studies of roadwork investments to be financed under the Project in accordance with methods of economic analysis satisfactory to the Bank. Section 4.04. The Borrower shall not undertake any roadwork investments estimated to cost the equivalent of $5,000,000 or more during the execution of the Project, unless the economic rate of return for such investment estimated on the basis of an economic analysis carried out in accordance with a methodology satisfactory to the Bank, is greater than 12%. Section 4.05. The Borrower shall cause HC to submit to the Bank, not later than March 1 of each year during execution of the Project, HC’s investment program, after being approved by the Borrower, for the following calendar year which shall reflect the allocated budgetary resources required for implementation of such program. Section 4.06. Except as the Bank shall otherwise agree, the Borrower shall: (a) ensure that the maximum level of the Borrower’s contributions to HZ shall not exceed the equivalent of: (i) $105,000,000 plus debt service in 1995; (ii) $90,000,000 plus debt service in 1996; and $75,000,000 plus debt service in 1997. For the purposes of this paragraph:

Financial Covenants. (a) The For all expenditures with respect to which withdrawals from the Credit Account were made on the basis of statements of expenditure, the Borrower shall shall: (i) maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices practices, records and accounts reflecting such expenditures; (ii) ensure that all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures are retained until at least one year after the operations, resources and expenditures Association has received the audit report for the fiscal year in respect of which the Project of last withdrawal from the departments or agencies of Credit Account was made; and (iii) enable the Borrower responsible for carrying out the Project or any part thereofAssociation’s representatives to examine such records. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) (i) of this Section including and those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six (6) months after the end of each such year, year the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains including a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals; and (iii) furnish to the Association such other information concerning said records and accounts and the audit thereof as the Association shall from time to time reasonably request. Section 5.02. The Borrower shall prepare and furnish to the Association a financial monitoring report (FMR), in form and substance satisfactory to the Association, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Credit and the Italian Grant, respectively, and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures expen- ditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six nine months after the end of each such year, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, or cause to be retained, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Credit Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included includ-ed in the annual audit referred to in paragraph para-graph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure expen-diture submitted during such fiscal year, together toge-ther with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall cause MAA to maintain records and accounts adequate to reflect in accordance with sound accounting practices the operations and financial condition of MAA. (b) The Borrower shall cause MAA, from January 1, 1993, to: (i) have its records, accounts and financial state- ments (balance sheets, statements of income and expenses and related statements) for each fiscal year audited, in accordance with appro- priate auditing principles consistently applied, by independent auditors acceptable to the Association; (ii) furnish to the Association as soon as available, but in any case not later than nine months after the end of each such year: (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Association shall have reasonably requested; and (iii) furnish to the Association such other information concerning such records, accounts, financial statements and the audit thereof as the Associa-tion shall from time to time reasonably request. Section 4.03. With effect from January 1, 1993, the Borrower shall enable MAA through airport tariffs, annually, to generate: (a) revenues sufficient to cover all airport-related operating expenses, including maintenance and depreciation pro- visions satisfactory to the Association; and (b) funds internally sufficient to cover (i) annual debt service requirements of all existing and any new, airport-related debt, including debt relating to the Project, (ii) annual working capital requirements, and (iii) payments to the Borrower as reason- ably determined, annually, by the Borrower.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine months after the end of each such year, year the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.be

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and separate accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association (A) as soon as available, but in any case not later than six months after the end of each such year, unaudited copies of such records and accounts, and (B) as soon as available, but in any case not later than nine months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account Accounts for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, retain or cause to be retained until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s 's representatives to examine such records; andrecords;and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain maintain, or cause to be maintained maintained, records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine (9) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Sectionsound accounting practices, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;; records; and (iii) enable the Bank’s representatives to examine such records; andsuch (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditures submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a)(i) of this Section, including those for the Special Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested, including a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors audi- tors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s Bankle representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The For all expenditures with respect to which withdrawals from the Credit Account were made on the basis of statements of expenditure, the Borrower shall shall: (i) maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices practices, records and accounts reflecting such expenditures; (ii) ensure that all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures be retained until at least one year after the operations, resources and expenditures Association has received the audit report for the fiscal year in respect of which the Project of last withdrawal from the departments or agencies of Credit Account was made; and (iii) enable the Borrower responsible for carrying out the Project or any part thereofAssociation’s representatives to examine such records. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) (i) of this Section including and those for the Special Account audited for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains including a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals; and (iii) furnish to the Association such other information concerning said records and accounts and the audit thereof as the Association shall from time to time reasonably request. following additional events are specified: (a) Uttar Pradesh shall have failed to perform any of its obligations under the Project Agreement. (b) As a result of events which have occurred after the date of the Development Credit Agreement, an extraordinary situation shall have arisen which shall make it improbable that Uttar Pradesh will be able to perform its obligations under the Project Agreement. Section 5.02. Pursuant to Section 7.01 (d) of the General Conditions, the following additional event is specified, namely, that any event specified in Section

Financial Covenants. (a) The Borrower GUC shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower GUC shall: (i) have its accounts and financial statements (balance sheets, statements of income and expenses and related statements), the records Project Account and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower GUC shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, separate records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;; and (iii) enable the BankAssociation’s representatives to examine such records; and; (iv) ensure that such records and separate accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report thereof contains, in respect of such audit contains separate accounts, a separate opinion by said auditors as to whether the statements proceeds of expenditure submitted during the Credit withdrawn in respect of such expenditures were used for the purposes for which they were provided. (a) Except as the Association shall otherwise agree, GUC shall produce for its fiscal year 1988 total revenues equivalent to not less than the sum of its total cash operating expenses. (b) Before March 31 prior to each of the said fiscal year, together GUC shall, on the basis of forecasts prepared by GUC and satisfactory to the Association, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following fiscal year and shall furnish to the Association the results of such review upon its completion. (c) If any such review shows that GUC would not meet the requirements set forth in paragraph (a) for GUC’s fiscal years covered by such review, GUC shall promptly take all necessary measures (including adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For purposes of this Section: (i) the term "total revenues" means the sum of total operating revenues and net non-operating income; (ii) the term "total operating revenues" means revenues from all sources related to operations; (iii) the term "net non-operating income" means the difference between: (A) revenues from all sources not related to operations; and (B) expenses, including taxes and payments in lieu of taxes, incurred in the generation of revenues in (A) above; and (iv) the term "total cash operating expenses" means all expenses related to operations, including administration, adequate maintenance and taxes and payments in lieu of taxes but excluding provision for depreciation and interest and other charges on debt. (a) Except as the Association shall otherwise agree, GUC shall earn: (i) for each of its fiscal years 1989 and 1990 a positive annual rate of return with respect to its water supply and electricity operations on the procedures average current net value of GUC’s fixed assets in operation; (ii) for each of its fiscal years 1991 and internal controls involved 1992 an annual rate of return of not less than 2% (with respect to its water supply operations) and 6% (with respect to its electricity operations) of the average current net value of GUC’s fixed assets in their preparationoperation; and (iii) for each of its fiscal years after its fiscal year ending on June 30, can 1992, an annual rate of return of not less than 3% (with respect to its water supply operations) and 8% (with respect to its electricity operations) of the average current net value of GUC’s fixed assets in operation. (b) Before March 31 prior to each of the said fiscal years, GUC shall, on the basis of forecasts prepared by GUC and satisfactory to the Association, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following fiscal year and shall furnish to the Association the results of such review upon its completion. (c) If any such review shows that GUC would not meet the requirements set forth in paragraph (a) for GUC’s fiscal years covered by such review, GUC shall promptly take all necessary measures (including adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For purposes of this Section: (i) the annual rate of return shall be relied upon calculated by dividing GUC’s net operating income for the fiscal year in question with respect to support its water supply operations or, as the case may be, its electricity operations by one-half of the sum of the current net value of GUC’s fixed assets in operation at the beginning and at the end of that fiscal year; (ii) the term "net operating income" means total operating revenues less total operating expenses; (iii) the term "total operating revenues" means revenues from all sources related withdrawalsto operations; (iv) the term "total operating expenses" means all expenses related to operations, including administration, adequate maintenance, taxes and payments in lieu of taxes, and provision for depreciation on a straight-line basis at a rate of not less than 3.2% per annum with respect to its water supply assets and 5.4% per annum with respect to its electricity supply assets of the average current gross value of GUC’s fixed assets in operation, or on other basis acceptable to the Association, but excluding interest and other charges on debt; (v) the average current gross value of GUC’s fixed assets in operation shall be calculated as one-half of the sum of the gross value of GUC’s fixed assets in operation with respect to its water supply operations or, as the case may be, with respect to its electricity operations at the beginning and at the end of the fiscal year, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Association; (vi) the term "current net value of GUC’s fixed assets in operation" means the gross value of GUC’s fixed assets in operation with respect to either its water supply operations or, as the case may be, its electricity operations (but not both operations) less the amount of accumulated depreciation, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Association. Section 4.04. Subject to Sections 4.02 and 4.03 of this Agreement, GUC shall limit its sewerage charges to levels that will yield revenues adequate to cover GUC’s cash expenses for the operation and maintenance of its sewerage schemes and debt service and no higher.

Financial Covenants. (a) Section 4.01. The Borrower shall maintain or cause procedures and records adequate to monitor and record the progress of the Project and of each Sub-project (including its cost and the benefits to be maintained records derived from it) and accounts adequate to reflect in accordance with consistently maintained sound accounting practices the operations, resources operations and expenditures in respect financial condition of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofBorrower. (ba) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements), including the records and accounts referred to in paragraph (a) Section 4.01 of this Section including Agreement, those for the Special Account and those for the RCF and CLF II, for each fiscal year audited, audited in accordance with appropriate sound auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank Bank, as soon as available, available but in any case not later than six months after the end of each such year, : (A) certified copies of said financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning the said records records, accounts and accounts financial statements and the audit thereof as the Bank shall from time to time reasonably request. (cb) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) Section 4.01 of this SectionAgreement, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (ba) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.03. The Borrower shall take such steps satisfactory to the Bank as shall be necessary to protect itself against risk of loss resulting from changes in the rates of exchange between the currencies (including the currency of the Guarantor) used in its operations. Section 4.04. The Borrower shall adopt and thereafter implement the RCF Policy Manual, the CLF II Policy Manual and the Institutional Strengthening Action Plan, all in a manner and substance satisfactory to the Bank. The Borrower further undertakes not to amend, suspend, abrogate, repeal or waive the RCF Policy Manual, the CLF II Policy Manual and the Institutional Strengthening Action Plan without the prior approval of the Bank. Section 4.05. Except as the Bank shall otherwise agree, the Borrower shall take all such actions as shall be necessary to distribute dividends from its profits, commencing with the Borrower’s fiscal year 1995, only after having made adequate provisioning: (a) for loan losses pursuant to the Institutional Strengthening Action Plan; (b) for equity increases at a level equal to at least one eighth of the growth in the Borrower’s net agrarian loan portfolio; and (c) to adjust its equity in real terms taking into account the average inflation rate at the beginning and ending of each fiscal year. (a) Except as the Bank shall otherwise agree, commencing on the Borrower’s fiscal year 1996 and each fiscal year thereafter, the Borrower shall: (i) maintain the following financial indicators: (A) risk assets to net equity of not more than 8 to 1; (B) liquid assets to short-term deposits of not less than 45%; (C) average profitability in real terms during any consecutive three fiscal years; and (ii) take all such actions as may be necessary to ensure that the arrears on reimbursements due by the Agrarian Reform Fund to the Borrower on account of the Borrower’s Agrarian Reform Bonds shall not exceed the lesser of Peso one billion or 10% of the Borrower’s equity. (b) For purposes of this Section:

Financial Covenants. (a) The Borrower WAPDA shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower WAPDA shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the WAPDA Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower WAPDA shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, WAPDA shall produce, for each of its fiscal years after its fiscal year ending on June 30, 1993, funds from internal sources related to electricity operations equivalent to not less than 40% of the annual average of WAPDA’s capital expenditures incurred, or expected to be incurred, for that fiscal year, the previous fiscal year and the next following fiscal year. (b) Before April 15 in each of its fiscal years, WAPDA shall, on the basis of forecasts prepared by WAPDA and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that WAPDA would not meet the requirements set forth in paragraph (a) for WAPDA’s fiscal years covered by such review, WAPDA shall promptly take all necessary measures (including, without limitation, adjustments of the structure and levels of its electricity tariff) in order to meet such requirements. (d) For the purposes of this Section: (i) The term "funds from internal sources related to electricity operations" means the difference between: (A) the sum of gross revenues from all sources related to electricity operations, consumer deposits, cash contributions from consumers in aid of construction, and net non-operating income and any reduction in working capital other than cash; and (B) the sum of all expenses related to electricity operations of operation, maintenance and administration (excluding depreciation and other non- cash operating charges), interest and other charges on debt (including interest and other charges on debt charged to construction irrespective of whether they constitute cash or non-cash expenses) repayment of loans (including sinking fund payments, if any), all taxes or payments in lieu of taxes, all cash dividends and other cash distribution of surplus, increase in working capital other than cash and any other cash outflows other than capital expenditures for electricity operations. (ii) The term "net non-operating income" means the difference between: (A) revenues from all sources other than those related to operations; and (B) expenses, including taxes and payments in lieu of taxes, incurred in the generation of revenues in (A) above. (iii) The term "capital expenditures" shall include all investments related to WAPDA’s electricity operations. Interest and other charges charged to construction shall be excluded. (iv) The term "working capital other than cash" means the difference between current assets excluding cash and current liabilities at the end of each fiscal year. (v) The term "current assets excluding cash" means all assets other than cash which could in the ordinary course of business be converted into cash within twelve months, including accounts receivable, marketable securities, inventories and prepaid expenses properly chargeable to operating expenses within the next fiscal year. (vi) The term "current liabilities" means all liabilities which will become due and payable or could under circumstances then existing be called for payment within twelve months, including accounts payable, customer advances, debt service requirements, taxes and payments in lieu of taxes, and dividends. (a) Except as the Bank shall otherwise agree, WAPDA shall not incur any debt unless a reasonable forecast of the revenues and expenditures of WAPDA shows that the estimated net revenues of WAPDA for each fiscal year during the term of the debt to be incurred shall be at least 1.5 times the estimated debt service requirements of WAPDA in such year on all debt of WAPDA, including the debt to be incurred. (b) For the purposes of this Section:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the its operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the its records and accounts referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of the said accounts for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank shall otherwise agree, the Borrower shall: (a) open by the date on which it shall receive the first payment of interest or other charges on, or repayment of principal under, the Subsidiary Loan Agreement or any of the Subsidiary Financing Agreements and the Subsidiary Lending Agreements and thereafter maintain a separate account on its books in accordance with its normal financial practices; (b) upon receipt of each such payment or repayment, credit the same to the said separate account. All amounts so credited shall be utilized by the Borrower, to the extent they are not yet required to meet the Borrower’s payment obligations to the Bank under this Agreement, exclusively to finance specific development projects to expand exports.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, standards by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAdministrator; (ii) furnish to the Bank Administrator, as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and (iii) furnish to the Bank Administrator such other information concerning said such records and accounts and the audit thereof thereof, as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Interim Fund Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Administrator has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Interim Fund Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAdministrator’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine (9) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall cause SIF to maintain or cause to be maintained records and separate accounts adequate to reflect in accordance with sound accounting practices the operations and financial condition of SIF and the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofeach Approved Subproject. (b) The Borrower shallshall cause SIF to: (i) have the records its records, accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records such records, accounts and accounts financial statements and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shallshall cause SIF to: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Without limitation to the provisions of Section 4.01 of this Agreement, the Borrower shall cause SIF, under the Subsidiary Agreement: (i) to cause an adequate sample of Approved Subprojects, selected in accordance with criteria satisfactory to the Bank, to be audited by independent auditors acceptable to the Bank, every quarter during the execution of the Project, each such audit to be carried out under terms of reference satisfactory to the Bank and to include a financial review of expenditures incurred under the selected Approved Subprojects and a field inspection of the physical activities under the Subprojects in question; and (ii) to furnish to the Borrower and the Bank, as soon as available, but in any case not later than two months after the end of each such quarter, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank and the Borrower shall have reasonably requested.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments agencies or agencies of the Borrower entities responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish Furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower Banxico shall maintain maintain, or cause to be maintained maintained, separate records and accounts adequate to reflect reflect, in accordance with sound accounting practices practices, the operations, resources operations and expenditures of FIRA in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower Banxico shall: (i) have such accounts, including the records financial statements (balance sheets, statements of income and accounts referred to in paragraph (aexpenses and related statements) of this Section including those for the Special Account FIRA, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bankand qualified auditors; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) a certified copy of its financial statements for such year as so audited and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals are requested from the Loan Account were made on the basis of statements of expenditure, the Borrower Banxico shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph paragraph (a) of this Section, separate records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and separate accounts are included in the annual audit audits referred to in paragraph (b) of this Section and that the report thereof contains, in respect of such audit contains separate accounts, a separate opinion by said auditors as to whether the statements proceeds of expenditure submitted during the Loan withdrawn in respect of such fiscal year, together with expenditures have been used for the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalspurpose for which they were provided.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the its operations and financial condition, including, without limitation and until it is reconstituted pursuant to Section 4.01 (a) (iv) (B) of this Agreement, separate records and accounts reflecting its operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofits Telecommunications Operations. (b) The Borrower shall: (i) have its records, accounts and financial state- ments (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate appro- priate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditorsaudi- tors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoicesin- voices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in- cluded in the annual audit referred to in paragraph para- graph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure expen- diture submitted during such fiscal year, together to- gether with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall maintain, in respect of its Telecommunications Operations, a ratio of total operating expenses to total operating revenues not higher than 80% for its 1992 fiscal year and 75% for each of its fiscal years thereafter. (b) Before June 30 in each of its fiscal years, the Borrower shall, on the basis of forecasts prepared by the Borrower and satisfactory to the Bank, review whether it would meet the require- ments set forth in paragraph (a) in respect of such year and the next following fiscal year, and shall furnish to the Bank the results of such review upon its completion. (c) If any such review shows that the Borrower would not meet the requirements set forth in paragraph (a) for the Borrower’s fiscal years covered by such review, the Borrower shall promptly take all necessary measures in order to meet such requirements. (d) For the purposes of this Section; (i) The term "total operating expenses" means all expenses related to operations, including admin- istration, adequate maintenance, taxes (includ- ing taxes on profits) and payments in lieu of taxes, and provision for depreciation on the average current gross value of the Borrower’s fixed assets in operation on a basis acceptable to the Bank, but excluding interest and other charges on debt. (ii) The term "total operating revenues" means reve- nues from all sources related to operations. (iii) The average current gross value of the Borrow- er’s fixed assets in operation shall be calcu- lated as one half of the sum of the gross value of the Borrower’s fixed assets in operation at the beginning and at the end of the fiscal year, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Bank. Section 5.03. Except as the Bank shall otherwise agree and without limitation upon the provisions of Section 5.02 of this Agreement, the Borrower shall adjust the level of its telecommunica- tions tariffs on the first day of each quarter of each fiscal year as shall be necessary to increase said level by an amount equivalent at least to the aggregate increase in the Index of Retail Prices of Consumer Goods and Services, published monthly by the Guarantor’s Central Statistical Office, during the preceding quarter, plus 50% of the estimated increase in said Index for the present quarter, less an amount reflecting the increase in productivity during the preceding quarter, all as shall be determined in accordance with guidelines acceptable to the Bank.

Financial Covenants. (a) The Borrower shall establish and thereafter maintain or cause to be maintained throughout the Project a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those and the records and accounts for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors standards acceptable to the Bank;, consistently applied, (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited; and (B) an opinion on such statements, the records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank shall have reasonably requested, including as part of the information to be provided in each such report, a management letter concerning the Borrower’s internal controls; and (iii) furnish to the Bank such other information concerning said such records and accounts accounts, and the audit thereof thereof, and concerning said auditors, as the Bank shall may from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of Project Management Reports or statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. (a) Without limitation upon the provisions of Section 4.01 of this Agreement, the Borrower shall carry out a time-bound action plan acceptable to the Bank for the strengthening of the financial management system referred to in paragraph (a) of said Section 4.01 in order to enable the Borrower, not later than February 28, 2002, or such later date as the Bank shall agree, to prepare quarterly Project Management Reports, acceptable to the Bank, each of which: (i) (A) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month period following the period covered by said report; and

Financial Covenants. (a) The Borrower Akwa Palm shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower Akwa Palm responsible for carrying out the Project or any part thereofProject. (b) The Borrower Akwa Palm shall: (i) have the records and accounts referred to in paragraph (a) of this Section (including those for the Akwa Palm Special Account Accounts for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on behalf of Akwa Palm on the basis of statements of expenditure, the Borrower Akwa Palm shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and accounts, as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure expenditures submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall cause CENADEC and FONADER, respectively, to maintain records and accounts adequate to reflect in accordance with sound accounting practices the operations and financial condition of CENADEC and FONADER. (b) The Borrower shall cause CENADEC and FONADER, respectively, to: (i) have their records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of their financial statements for such year as so audited; and

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of Project Management Reports or statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. (a) Without limitation upon the provisions of Section 4.01 of this Agreement, the Borrower shall carry out a time-bound action plan acceptable to the Bank for the strengthening of its financial management system for the Project in order to enable the Borrower, not later than six months after the Effective Date, or such later date as the Bank shall agree, to prepare quarterly Project management reports, acceptable to the Bank, each of which: (i) (A) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month period following the period covered by said report; and (B) shows separately expenditures financed out of the proceeds of the Loan during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Loan during the six-month period following the period covered by said report; (ii) (A) describes physical progress in Project implementation, both cumulatively and for the period covered by said report; and (B) explains variances between the actual and previously forecast implementation targets; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Loan, as at the end of the period covered by said report.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of Project Management Reports or statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and separate accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the Project Management Reports or statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the provisions of Section 4.01 of this Agreement, the Borrower shall carry out a time-bound action plan acceptable to the Bank for the strengthening of its financial management system for the Project in order to enable the Borrower, not later than December 31, 2001, or such later date as the Bank shall agree, to prepare quarterly Project management reports, acceptable to the Bank, each of which: (i) (A) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month following the period covered by said report, and (B) shows separately expenditures financed out of the proceeds of the Loan during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Loan during the six-month period following the period covered by said report; (ii) (A) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and (B) explains variances between the actual and previously forecast implementation targets; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Loan, as at the end of the period covered by said report. (b) Upon the completion of the action plan referred to in paragraph (a) of this Section, the Borrower shall prepare, in accordance with guidelines acceptable to the Bank, and furnish to the Bank not later than 45 days after the end of each calendar quarter a Project Management Report for such period.

Financial Covenants. (a) Section 4.01. The Borrower shall cause PFIs to maintain or cause procedures and records adequate to monitor and record the progress of the Project and of each Investment Project (including its cost and the benefits to be maintained records derived from it) and accounts adequate to reflect in accordance with consistently maintained sound accounting practices the operations, resources operations and expenditures in respect financial condition of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofPFIs. (b) Section 4.02. The Borrower shallshall or, as the case may be, shall cause PFIs to: (ia) have the records and accounts referred to in paragraph (a) Section 4.01 of this Section including those Agreement, their accounts and financial statements (balance sheets, statements of income and expenses and related statements) and records and accounts for the Special Account for each fiscal year audited, audited in accordance with appropriate sound auditing principles consistently applied, by independent auditors acceptable to the Bank; (iib) furnish to the Bank Bank, as soon as available, available but in any case not later than six months after the end of each such year, : (A) certified copies of said financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iiic) furnish to the Bank such other information concerning the said records records, accounts and accounts financial statements and the audit thereof as the Bank shall from time to time reasonably request. Section 4.03. The Borrower shall cause PFIs take such steps satisfactory to the Bank as shall be necessary to protect them- selves against risk of loss resulting from changes in the rates of exchange between the currencies (cincluding the currency of the Borrower) For all expenditures with respect to which withdrawals from used in their operations. (a) Except as the Loan Account were made on the basis of statements of expenditureBank shall otherwise agree, the Borrower shall:shall cause each DFI not to incur any debt, if after the incurrence of such debt the ratio of debt to equity shall be greater than seven to one. (ib) maintain or cause to be maintained, in accordance with paragraph (a) For purposes of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six months after the end of each such year, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Associa- tion has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures proce- dures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. The Borrower shall, at the beginning of each calendar quarter take all appropriate measures to make available to MTSC and MTA the necessary foreign exchange requested by MTSC and MTA to enable MTSC and MTA to promptly finance their foreign exchange requirements for that calendar quarter. Section 4.03. The Borrower shall: (a) after reviewing the Road Tariffs Study, revise the road tariffs taking into account the findings of the study; and by July 1, 1990, or such later date acceptable to the Borrower and the Association, put into effect the revised road tariffs adequate to cover operating costs and depreciation of plants, vehicles and equipment of the trucking industry; and (b) thereafter periodically review with the Association the adequacy of the level and structure of the road tariffs. Section 4.04. The Borrower shall: (a) by July 1, 1990, or such later date acceptable to the Borrower and the Association, adopt and put into effect the revised port tariffs adequate to cover operating costs and depreciation of plants, vehicles, and equipment of MTA; and (b) thereafter periodically review with the Association the adequacy of the level and structure of the port tariffs. Section 4.05. The Borrower shall, by January 1, 1990, adopt a system for the operation of the Customs Office of ECEA in Assab on the basis of two eight-hour shifts per day in order to provide for more efficient administration of customs services. Section 4.06. The Borrower shall take appropriate measures to ensure that a counterpart is assigned to understudy every long term (six months or more) consultant employed under the Project.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal financial year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six 6 months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal financial year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall not incur any debt, unless a reasonable forecast of the revenues and expenditures of the Borrower shows that the estimated net revenues of the Borrower for each financial year during the term of the debt to be incurred shall be at least 1.3 times the estimated debt service requirements of the Borrower in such year on all debt of the Borrower, including the debt to be incurred. (b) For the purposes of this Section:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account Accounts was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to monitor the progress of the Project and of each Investment Project (including its cost and the benefits to be derived from it) and to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;; and (iii) enable the BankAssociation’s representatives to examine such records; and; (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. (a) Without limitation upon the provisions of Section 4.01 of this Agreement, the Borrower shall carry out a time-bound action plan acceptable to the Association for the strengthening of its financial management system for the Project in order to enable the Borrower, not later than June 30, 2000, or such later date as the Association shall agree, to prepare quarterly Project management reports, acceptable to the Association, each of which: (i) (A) sets forth actual sources and applications of funds for the Project, both cumulatively and for the period covered by said report, and projected sources and applications of funds for the Project for the six-month period following the period covered by said report, and (B) shows separately expenditures financed out of the proceeds of the Credit during the period covered by said report and expenditures proposed to be financed out of the proceeds of the Credit during the six-month period following the period covered by said report; (ii) (A) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and (B) explains variances between the actual and previously forecast implementation targets; and (iii) sets forth the status of procurement under the Project and expenditures under contracts financed out of the proceeds of the Credit, as at the end of the period covered by said report.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall, not later than November 30, 1992, furnish to the Bank, for its review and comments, a plan of action specifying all measures proposed to be taken by the Borrower to ensure that it will submit to the Bank, within the time limits provided in Section 4.01 (b) and (c) of this Agreement, the Project audit reports required pursuant to the provisions of said Section, and all in accordance with generally accepted international auditing norms and principles. (b) The Borrower shall promptly thereafter carry out said plan of action, taking into consideration the Bank’s comments and recommendations thereon.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices its operations and financial condition, including, without limitation, separate accounts reflecting the operations, resources and expenditures of the Borrower in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records its records, accounts and accounts referred to in paragraph financial state- ments (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning con- cerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account Ac- count was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included includ- ed in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors audi- tors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall earn, for each of its Fiscal Years after its Fiscal Year ending on December 31, 1989, an annual return of not less than 7% of the average current net value of the Borrower’s fixed assets in operation. (b) Before June 30 in each of its Fiscal Years, the Borrower shall, on the basis of forecasts prepared by the Borrower and satisfactory to the Bank, review whether it would meet the require- ments set forth in paragraph (a) of this Section in respect of such year and the next following Fiscal Year and shall furnish to the Bank the results of such review upon its completion. (c) If any such review shows that the Borrower would not meet the requirements set forth in paragraph (a) of this Section for the Borrower’s Fiscal Years covered by such review, the Borrower shall promptly take all necessary measures (including, but without limitation, adjustments of the structure or levels of its port tariffs) in order to meet such requirements. (d) For purposes of this Section: (i) The annual return shall be calculated by dividing the Borrower’s net operating income for the Fiscal Year in question by one half of the sum of the current net value of the Borrower’s fixed assets in operation at the beginning and at the end of that Fiscal Year. (ii) The term "net operating income" means total operating revenues less total operating expenses. (iii) The term "total operating revenues" means reve- nues from all sources related to operations. (iv) The term "total operating expenses" means all expenses related to operations, including admin- istration, adequate maintenance, taxes and pay- ments in lieu of taxes, and provision for depre- ciation on a straight-line basis at rates accept- able to the Bank, but excluding interest and other charges on debt. (v) The term "current net value of the Borrower’s fixed assets in operation" means the gross value of the Borrower’s fixed assets in operation less the amount of accumulated depreciation, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Bank. (a) Except as the Bank shall otherwise agree, the Borrower shall not incur any debt unless a reasonable forecast of the revenues and expenditures of the Borrower shows that the estimated net revenues of the Borrower for each Fiscal Year during the term of the debt to be incurred shall be at least 1.5 times the estimated debt service requirements of the Borrower in such year on all debt of the Borrower, including the debt to be incurred. (b) For the purposes of this Section:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAdministrator; (ii) furnish to the Bank Administrator as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and (iii) furnish to the Bank Administrator such other information concerning said records and accounts and the audit thereof as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Interim Fund Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Administrator has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Interim Fund Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAdministrator’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. The Borrower shall include in CNPAC’s restructuring the strengthening of its financial resources through the allocation of 50% of the surcharge on traffic violation fines.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Parts X.0, X.0, X.0, X.0, X.0, X.0 and D of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account "STCC" and the Project Accounts for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six months after the end of each such year, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAssociation’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall cause AGETUR to maintain records and accounts adequate to reflect in accordance with sound accounting practices the operations and financial condition of AGETUR. (b) The Borrower shall cause AGETUR to: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts for the Special Account "AGETUR" for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Association; (ii) furnish to the Association as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, of such scope and in such detail as the Association shall have reasonably requested; and (iii) furnish to the Association such other information concerning such records, accounts, financial statements and the audit thereof as the Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Credit Account were made on the basis of statements of expenditure, the Borrower shall cause AGETUR to: (i) maintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until one year after the Association has received the audit report for the fiscal year in which the last disbursement from the Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Association’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Sectionsould accounting practices, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account Accounts was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditures submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a)(i) of this Section, including those for the Special Accounts, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested, including a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the Project Implementation Agencies and other departments or agencies of the Borrower responsible for carrying out the Project Project, or any part thereof, including, without limitation, separate records and accounts to reflect resources and expenditures in respect of the Urban Streets Maintenance Program. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower JNG shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices its operations and financial condition, including separate records and accounts for the operations, resources and expenditures in respect of the Project Part C of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower JNG shall: (i) have the records its accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank shall from time to time reasonably request. (c) For all expenditures for Part C of the Project with respect to which withdrawals are requested from the Loan Account were made on the basis of statements of expenditure, the Borrower JNG shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, separate records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and separate accounts are included in the annual audit audits referred to in paragraph (b) of this Section and that the report thereof contains, in respect of such audit contains separate accounts, a separate opinion by the said auditors as to whether the statements proceeds of expenditure submitted during the Loan withdrawn in respect of such fiscal year, together with expenditures have been used for the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawalspurpose for which they were provided.

Financial Covenants. (a) The Borrower Recipient shall maintain maintain, or cause to be maintained maintained, a financial management system, including records and accounts accounts, and prepare financial statements in a format acceptable to the Administrator, adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower Recipient shall: : (i) have the records records, accounts and accounts financial statements referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles standards acceptable to the Administrator, consistently applied, by independent auditors acceptable to the Bank; Administrator; (ii) furnish to the Bank Administrator, as soon as available, but in any case not later than six four (4) months after the end of each such year: (A) certified copies of the financial statements referred to in paragraph (a) of this Section for such year as so audited, the and (B) an opinion on such statements, records and accounts and report of such audit audit, by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and and (iii) furnish to the Bank Administrator such other information concerning said records and accounts accounts, and the audit thereof thereof, as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Grant Account were made on the basis of statements of expenditure, the Borrower Recipient shall: : (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and separate accounts reflecting such expenditures; ; (ii) retain, until at least one year after the Bank Administrator has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Grant Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; ; (iii) enable the BankAdministrator’s representatives to examine such records; and and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Recipient’s progress reporting obligations set out in paragraph 5(b) of Part C of Schedule 4 to this Agreement, the Recipient shall prepare and furnish to the Administrator a Financial Monitoring Report, in form and substance satisfactory to the Administrator, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Grant and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first Financial Monitoring Report shall be furnished to the Administrator not later than forty-five (45) days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar quarter; thereafter, each Financial Monitoring Report shall be furnished to the Administrator not later than forty-five (45) days after each subsequent calendar quarter, and shall cover such calendar quarter. Section 5.01. This Agreement shall become effective upon signature thereof by the parties hereto.

Financial Covenants. (a) The Borrower KRC shall maintain or cause to be maintained records and accounts adequate to reflect reflect, in accordance with sound accounting practices the operationspractices, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower KRC shall: (i) have the records its accounts and accounts referred to in paragraph financial statements (a) balance sheets, statements of this Section including those for the Special Account income and expenses and related statements), for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six seven months after the end of each such year, : (A) certified copies of its financial statements for such year as so audited; and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank Association shall from time to time reasonably request. Section 4.02. Except as the Association may otherwise agree, KRC shall from time to time take all such measures within its power (including, without limitation, adjustments to the structure or levels of its railway tariffs), as shall be required to enable KRC to meet, as of its fiscal year beginning July 1, 1988, a working ratio of not more than 80%, in FY1989 and FY1990 a working ratio of not more than 75% and, in FY1991 and thereafter, a working ratio of not more than 70%. For the purpose of this Section: (a) the term "working ratio" means the total working expenses divided by the total operating revenues; (b) the term "total working expenses" means the sum of all operating costs and administrative expenses of KRC related to its railway operations, including adequate maintenance and taxes (if any) but excluding depreciation and interest, and other charges on debt; and (c) For the term "total operating revenues" means the sum of gross revenues from all expenditures with respect sources accruing to which withdrawals KRC from its railway operations. (a) Except as the Loan Account were made Association shall otherwise agree, KRC shall maintain a ratio of current assets to current liabilities of not less than 2.0:1 in FY1988 and FY1989, and 2.5:1 thereafter. (b) Before March in each of its fiscal years, KRC shall, on the basis of statements of expenditureforecasts prepared by KRC and satisfactory to the Association, review whether it would meet the Borrower shall: (i) maintain or cause to be maintained, requirements set forth in accordance with paragraph (a) in respect of such year and the next following fiscal year and shall furnish to the Association the results of such review upon its completion. (c) If any such review shows that KRC would not meet the requirements set forth in paragraph (a) for KRC’s fiscal years covered by such review, KRC shall promptly take all necessary measures (including, without limitation, adjustments of the structure or levels of its tariffs) in order to meet such requirements. (d) For the purposes of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.:

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of was made, all records withdrawal from the Special Loan Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and separate accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Parts A (3), A (4), A (5), A (7), B (2), B (3) and D of the Project of the departments or agencies of the Borrower Borrower, including the DOH and concerned LGUs, responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine (9) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six seven months after the end of each such year, (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall produce, for each fiscal year, funds from internal sources equivalent to not less than 30% of the annual average of the Borrower’s capital expenditures incurred, or expected to be incurred, for that year, the previous fiscal year and the next following fiscal year. (b) Before September 30 in each of its fiscal years, the Borrower shall, on the basis of forecasts prepared by the Borrower and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following fiscal year and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that the Borrower would not meet the requirements set forth in paragraph (a) for the Borrower’s fiscal years covered by such review, the Borrower shall promptly take all necessary measures (including, without limitation, adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For the purposes of this Section: (i) The term "funds from internal sources" means the difference between: (A) the sum of revenues from all sources related to operations, consumer deposits and consumer contributions in aid of construction, net non- operating income and any reduction in working capital other than cash; and (B) the sum of all expenses related to operations, including administration, adequate maintenance and taxes and payments in lieu of taxes (excluding provision for depreciation and other non-cash operating charges), debt service requirements, all cash dividends and other cash distributions of surplus, increase in working capital other than cash and other cash outflows other than capital expenditures. (ii) The term "net non-operating income" means the difference between: (A) revenues from all sources other than those related to operations; and (B) expenses, including taxes and payments in lieu of taxes, incurred in the generation of revenues in (A) above. (iii) The term "working capital other than cash" means the difference between current assets excluding cash and current liabilities at the end of each fiscal year. (iv) The term "current assets excluding cash" means all assets other than cash which could in the ordinary course of business be converted into cash within twelve months, including accounts receivable, marketable securities, inventories and prepaid expenses properly chargeable to operating expenses within the next fiscal year. (v) The term "current liabilities" means all liabilities which will become due and payable or could under circumstances then existing be called for payment within twelve months, including accounts payable, customer advances, debt service requirements, taxes and payments in lieu of taxes, and dividends. (vi) The term "debt service requirements" means the aggregate amount of repayments (including sinking fund payments, if any) of, and interest and other charges on, debt.

Financial Covenants. (a) The Borrower shall maintain or maintain, and cause IEF to be maintained maintain, separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have cause such records and accounts and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year to be audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, : (A) certified copies of the accounts for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retainretain or cause to be retained, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project Project, of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof, and of BI and the Participating Banks. (b) The Borrower shall, and shall cause BI and the Participating Banks to: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate Appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank shall otherwise agree, the Borrower shall not provide to any Developer, whether directly or indirectly, in cash or in kind, any loan, subsidy, grant, credit enhancement or financing of any kind other than out of the proceeds of the Loan pursuant to this Agreement and the proceeds of the GEF Grant pursuant to the terms of the GEF Grant Agreement. Section 4.03. The Borrower shall ensure that: (a) PLN shall purchase all power generated by the SP Subprojects, at rates and in a manner in accordance with the PSKSK Regulation; and (b) PLN shall, by June 30 (or such other date as may be agreed by the Bank) in each year, commencing June 30, 1998, revise and publish the PSKSK Regulation small power purchase tariff schedule, including the form of the standard power purchase contract, in accordance with a methodology agreed with the Bank.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association as soon as available, but in any case not later than six four months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures;; and (iii) enable the BankAssociation’s representatives to examine such records; and (iv) and ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Without limitation upon the Borrower’s progress reporting obligations set out in paragraph 3 of Schedule 4 to this Agreement, the Borrower shall prepare and furnish to the Association a financial monitoring report, in form and substance satisfactory to the Association, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the Credit, and explains variances between the actual and planned uses of such funds; (ii) describes physical progress in Project implementation, both cumulatively and for the period covered by said report, and explains variances between the actual and planned Project implementation ; and (iii) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first Financial Monitoring Report shall be furnished to the Association not later than 45 days after the end of the first calendar semester after the Effective Date, and shall cover the period from the incurrence of the first expenditure under the Project through the end of such first calendar semester; thereafter, each Financial Monitoring Report shall be furnished to the Association not later than 45 days after each subsequent calendar semester, and shall cover such calendar semester.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures pro- cedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall produce, for each of its Fiscal Years, funds from internal sources equivalent to not less than 25% of the annual average of the Borrower’s capital expenditures incurred, or expected to be incurred, for that year, the previous Fiscal Year and the next following Fiscal Year. (b) Before September 30 in each Fiscal Year, the Borrower shall, on the basis of forecasts prepared by the Borrower and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following Fiscal Year and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that the Borrower would not meet the requirements set forth in paragraph (a) for the Borrower’s Fiscal Year covered by such review, the Borrower shall promptly take all necessary measures (including, without limitation, recommendation for adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For the purposes of this Section: (i) The term "funds from internal sources" means the difference between: (A) the sum of revenues from all sources related to operations, consumer deposits and consumer contributions in aid of construction, net non-operating income and any reduction in working capital other than cash; and (B) the sum of all expenses related to operations, including administration, adequate maintenance and taxes and payments in lieu of taxes (excluding provision for depreciation and other non-cash operating charges), debt service requirements, all cash dividends and other cash distributions of surplus, increase in working capital other than cash and other cash outflows other than capital expenditures. (ii) The term "net non-operating income" means the difference between: (A) revenues from all sources other than those related to operations; and (B) expenses, including taxes and payments in lieu of taxes, incurred in the generation of revenues in (A) above. (iii) The term "working capital other than cash" means the difference between current assets excluding cash and current liabilities at the end of each Fiscal Year. (iv) The term "current assets excluding cash" means all assets other than cash which could in the ordinary course of business be converted into cash within twelve months, including accounts receivable, marketable securities, inventories and pre-paid expenses properly chargeable to operating expenses within the next Fiscal Year. (v) The term "current liabilities" means all liabilities which will become due and payable or could under circumstances then existing be called for payment within twelve months, including accounts payable, customer advances, debt service requirements, taxes and payments in lieu of taxes, and dividends.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have the records its records, accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one (1) year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) Except as the Bank shall otherwise agree, the Borrower shall earn, for each of its Fiscal Years after its Fiscal Year ending on December 31, 1992, an annual return of not less than eight percent (8%) of the average current net value of the Borrower’s fixed assets in operation. (b) Before December 1 in each of its Fiscal Years, the Borrower shall, on the basis of forecasts prepared by the Borrower and satisfactory to the Bank, review whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following Fiscal Year, and shall furnish to the Bank a copy of such review upon its completion. (c) If any such review shows that the Borrower would not meet the requirements set forth in paragraph (a) for the Borrower’s Fiscal Years covered by such review, the Borrower shall promptly take all necessary measures (including, without limitation, adjustments of the structure or levels of its rates) in order to meet such requirements. (d) For the purposes of this Section: (i) The annual return shall be calculated by dividing the Borrower’s net operating income for the Fiscal Year in question by one half (1/2) of the sum of the current net value of the Borrower’s fixed assets in operation at the beginning and at the end of that Fiscal Year. (ii) The term "net operating income" means total operating revenues less total operating expenses. (iii) The term "total operating revenues" means revenues from all sources related to operations. (iv) The term "total operating expenses" means all expenses related to operations, including administration, adequate maintenance, taxes and payments in lieu of taxes, and provision for depreciation in a manner consistent with generally accepted accounting principles. (v) The average current gross value of the Borrower’s fixed assets in operation shall be calculated as one half (1/2) of the sum of the gross value of the Borrower’s fixed assets in operation at the beginning and at the end of the Fiscal Year, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Bank. (vi) The term "current net value of the Borrower’s fixed assets in operation" means the gross value of the Borrower’s fixed assets in operation less the amount of accumulated depreciation, as valued from time to time in accordance with sound and consistently maintained methods of valuation satisfactory to the Bank. (a) The Borrower shall; (i) not later than December 31, 1993, based on a methodology and calculations acceptable to the Bank, complete and incorporate into its accounting and auditing system a current valuation of all its fixed assets in operation; and (ii) each Fiscal Year thereafter duly revalue such fixed assets in operation in a timely manner, and based on a methodology and procedures acceptable to the Bank. (b) For the purposes of this Section, the term "fixed assets in operation" means all tangible assets, including, but without limitation, land, buildings, plant and equipment, held for the production of goods or services, or for administrative purposes. (a) Except as the Bank shall otherwise agree, the Borrower shall not incur any debt unless a reasonable forecast of the revenues and expenditures of the Borrower shows that the estimated net revenues of the Borrower for each Fiscal Year during the term of the debt to be incurred shall be at least one and one- third (1.

Financial Covenants. (a) The Borrower TELKOM shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operationsits operations and financial condition, resources including separate accounts for Parts B and expenditures in respect C of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower TELKOM shall: (i) have the records its records, accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower TELKOM shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank shall otherwise agree, TELKOM shall not incur any debt unless a reasonable forecast of the revenues and expenditures of TELKOM shows that the projected net revenues of TELKOM for each fiscal year during the term of the debt to be incurred shall be at least 1.5 times the projected debt service requirement of TELKOM in such year on all debt of TELKOM including the debt to be incurred. For the purposes of this Section:

Financial Covenants. (a) The Borrower shall maintain maintain, or cause to be maintained maintained, records and accounts adequate to reflect reflect, in accordance with sound accounting practices practices, the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower (being PROMEX, BCV, BCA, CECV, ISCV and INPS) responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section Section, including those for the Special Account Account, for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAssociation; (ii) furnish to the Bank Association, as soon as available, but in any case not later than six months after the end of each such year, a certified copy of the report of such audit by said auditors, of such scope and in such detail as the Bank Association shall have reasonably requested; and (iii) furnish to the Bank Association such other information concerning said records and records, accounts and the audit thereof as the Bank Association shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Association has received the audit report for the fiscal year in which the last withdrawal from the Loan Credit Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s Association's representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts (including without limitation, separate records and accounts for the CLCAs) adequate to reflect in accordance with sound accounting practices the operations, resources its operations and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereoffinancial condition. (b) The Borrower shall: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) and the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank may otherwise agree, the Borrower shall: (a) utilize all amounts received by the Borrower in payment of interest or other charges on, or repayment of principal under, Sub-loans (other than Sub-loans made under Part A (3) of the Project), to the extent they are not yet required to meet the Borrower’s payment obligations to the Bank under this Agreement, exclusively to finance the further development of the Guarantor’s agricultural and rural sectors in accordance with the Borrower’s Credit Policy Guidelines; (b) maintain procedures satisfactory to the Bank to enable the Borrower properly to monitor the Borrower’s utilization of the amounts referred to in paragraph (a) of this Section; and (c) furnish to the Bank at regular intervals all such information as the Bank may reasonably request concerning the utilization of said amounts. (a) The Borrower shall take such actions satisfactory to the Bank as shall be necessary to protect itself against the risk of loss resulting from changes in the rates of exchange between the currencies (including Dirhams) used in its operations. (b) Without limitation on the provisions of paragraph (a) of this Section, and except as the Bank may otherwise agree, the Borrower shall at all times maintain its participation in the Foreign Exchange Risk Coverage Scheme in accordance with the requirements thereof. (a) Except as the Bank shall otherwise agree, the Borrower shall: (i) earn, for each of its fiscal years after its fiscal year ending on December 31, 1988, an annual return on equity of not less than the rate of change of the Producer Price Index during such year; (ii) ensure that the CLCAs shall produce in the aggregate for each of the Borrower’s fiscal years after its fiscal year ending on December 31, 1988, total revenues equivalent to not less than the sum of the CLCAs’ (A) total operating expenses and (B) total debt service requirements; (iii) maintain a ratio of equity to risk assets of not less than 8%; (iv) maintain a ratio of current assets to current liabilities of not less than

Financial Covenants. (a) The Borrower LWWE shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Part A of the Project of the departments or agencies of the Borrower LWWE responsible for carrying out Part A of the Project or any part thereof. (b) The Borrower LWWE shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditureexpenditures, the Borrower LWWE shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower AGP shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices its operations and financial condition including separate accounts and records for the operations, resources and expenditures in respect of the Project Part B of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower AGP shall: (i) have the records its accounts and accounts referred to in paragraph financial statements (abalance sheets, statements of income and expenses and related statements) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements for such year as so audited, and (B) the report of such audit by said auditors, auditors of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and financial statements as well as the audit thereof and said records, as the Bank shall from time to time reasonably request. (c) For all expenditures for Part B of the Project with respect to which withdrawals are requested from the Loan Account were made on the basis of statements of expenditure, the Borrower AGP shall: (i) maintain or cause to be maintainedmaintain, in accordance with paragraph (a) of this Section, separate records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and separate accounts are included in the annual audit audits referred to in paragraph (b) of this Section and that the report thereof contains, in respect of such audit contains separate accounts, a separate opinion by the said auditors as to whether the statements proceeds of expenditure submitted during the Loan withdrawn in respect of such expenditures have been used for the purpose for which they were provided. Section 4.02. AGP shall: (a) prepare its annual investment program on the basis of economic criteria and evaluation methods satisfactory to the Bank; (b) furnish to the Bank for comments not later than December 31 of each year, starting on December 31, 1988, AGP’s proposed investment program for the following year; (c) exchange views with the Bank on each such investment program; and (d) refrain from carrying out any investment project estimated to cost more than the equivalent of $10,000,000, unless the Bank shall have been given a reasonable opportunity to express its views on any such investment project or on the methods utilized for, and the results of, its evaluation. Section 4.03. AGP shall: (a) not later than December 31, 1989, carry out a revaluation of its assets in accordance with methods and criteria satisfactory to the Bank; and (b) incorporate the results of such revaluation of assets in its books as of January 1, 1991. (a) Except as the Bank shall otherwise agree, AGP shall maintain: (i) for each of the following fiscal years a ratio of total working expenses to total operating revenues not higher than 0.85 in 1987, 0.83 in 1988, 0.82 in 1989 and 0.80 in 1990; (ii) for its fiscal year ending on December 31, 1991 and the three subsequent fiscal years, a ratio of total working expenses to total operating revenues not higher than 0.84 and ratio of total operating expenses to total operating revenues not higher than 1.23. Thereafter, AGP’s total operating revenues shall equal at least its total operating expenses plus interest and other charges on debt. (b) Before September 30 in each of its fiscal years, AGP shall, on the basis of forecasts prepared by AGP and satisfactory to the Bank, ascertain whether it would meet the requirements set forth in paragraph (a) in respect of such year and the next following fiscal year, together with and shall furnish to the procedures Bank the results of such review upon its completion. (c) If any such review shows that AGP would not meet the requirements set forth in paragraph (a) for AGP’s fiscal years covered by such review, AGP shall promptly take all necessary measures (including, without limitation, adjustments of the structure or levels of its tariff rates) in order to meet such requirements. (d) For the purposes of this Section: (i) The term "total working expenses" means all expenses related to operations, including administration, adequate maintenance and internal controls involved maintenance dredging, but excluding taxes and payments in their preparationlieu of taxes and interest and other charges on debt. (ii) The term "total operating expenses" means all expenses related to operations, can be relied upon including administration, adequate maintenance, maintenance dredging, and provision for depreciation of AGP’s fixed assets in operation on the basis of depreciation methods and accounting principles acceptable to support the Bank, but excluding interest and other charges on debt, and taxes and payments in lieu of taxes. (iii) The term "total operating revenues" means revenues from all sources related withdrawalsto operations.

Financial Covenants. (a) The Borrower Recipient shall cause HBOR to maintain or cause to be maintained a financial management system, including records and accounts accounts, and prepare financial statements, all in accordance with consistently applied accounting standards acceptable to the Bank, adequate to reflect in accordance with sound accounting practices the its operations, resources and expenditures in respect of related to the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereofProject. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan GEF Trust Fund Grant Account were made on the basis of statements of expenditure, the Borrower shallRecipient shall cause HBOR to: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, ensure that all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expendituresexpenditures are retained until at least one year after the Bank has received the audit report for, or covering, the fiscal year in which the last withdrawal from the GEF Trust Fund Grant Account was made; (iiiii) enable the Bank’s representatives to examine such records; and (iviii) ensure that such records and accounts statements of expenditure are included in any audit that the annual audit referred Bank may have requested pursuant to in paragraph (b) of this Section Section. (a) The Recipient shall cause HBOR to prepare and that furnish to the report Bank a financial monitoring report, in form and substance satisfactory to the Bank, which: (i) sets forth sources and uses of funds for the Project, both cumulatively and for the period covered by said report, showing separately funds provided under the GEF Trust Fund Grant, and explains variances between the actual and planned uses of such audit contains a separate opinion funds; (ii) sets forth the Special Account for the Project, showing the period opening balance, movements during the period and the period closing balance; (iii) sets forth the Contingent Loan Fund, showing the period opening balance, movements during the period and the period closing balance; (iv) describes physical progress in Project implementation, both cumulatively and for the period covered by said auditors report, and explains variances between the actual and planned Project implementation; and (v) sets forth the status of procurement under the Project, as at the end of the period covered by said report. (b) The first FMR shall be furnished to whether the statements Bank not later than 45 days after the end of the first calendar quarter after the Effective Date, and shall cover the period from the incurrence of the first expenditure submitted during under the Project through the end of such fiscal yearfirst calendar quarter; thereafter, together with each FMR shall be furnished to the procedures Bank not later than 45 days after each subsequent calendar quarter, and internal controls involved in their preparation, can be relied upon to support the related withdrawalsshall cover such calendar quarter.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the BankAdministrator; (ii) furnish to the Bank Administrator as soon as available, but in any case not later than six months after the end of each such yearFiscal Year, the report of such audit by said auditors, of such scope and in such detail as the Bank Administrator shall have reasonably requested; and (iii) furnish to the Bank Administrator such other information concerning said records and accounts and the audit thereof as the Bank Administrator shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Interim Fund Credit Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank Administrator has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Interim Fund Credit Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the BankAdministrator’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain maintain, or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, or cause to be retained, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of Part B of the Project of the departments or agencies of the Borrower responsible for carrying out such Part of the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six nine months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, in respect of Part B of the Project, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Borrower and the Bank shall otherwise agree, the Borrower shall: (a) review annually with the Bank and PLN, PLN’s investment plan for the next fiscal year before its final approval by the Borrower, in order to enable the Bank to express its views on the priorities assigned to the investments included under such plan and on the balance among the generating transmission and distribution of electric power likely to result from such investments; and (b) review annually with the Bank and PLN, PLN’s development plan and associated financial forecast and financing plan, and take appropriate measures to facilitate the access of PLN to all possible sources of required finance. Section 4.03. The provision of Section 4.02 (a) of this Agreement supersedes the provisions of Sections 4.01 (b) and 4.02 (b) of the Loan Agreement dated July 21, 1989, entered into between the Borrower and the Bank for purposes of Loans 3097-IND and 3098-IND (Power Sector Efficiency Project and Paiton Thermal Power Project), respectively. Section 4.04. Without limitation to the provisions of Section 4.02 (a) of this Agreement, the Borrower shall, by January 31 of each year, commencing on January 31, 1991, and until the completion of the Project, exchange views with the Bank regarding PLN’s proposed rural electrification investment plan for the next fiscal year, and, thereafter, taking into account the Bank’s comments, if any, approve such rural electrification investment plan.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof. (b) The Borrower shall: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and; (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. (a) The Borrower shall cause each Water Agency to maintain records and accounts adequate to reflect in accordance with sound accounting practices its operations and financial condition. (b) The Borrower shall cause each Water Agency to: (i) have its records, accounts and financial statements (balance sheets, statements of income and expenses and related statements) for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year: (a) certified copies of its financial statements for such year as so audited: and (b) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested, and (iii) furnish to the Bank such other information concerning such records, accounts and the financial statements and the audit thereof as the Bank shall from time to time reasonably request.

Financial Covenants. (a) The Borrower Kwara State shall maintain or cause to be maintained separate records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project of the departments or agencies of the Borrower Kwara State responsible for carrying out the Project or any part thereofProject. (b) The Borrower Kwara State shall: (i) have the records and accounts referred to in paragraph (a) of this Section (including those for the Kwara State Special Account Account) for each fiscal year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six months after the end of each such year, (A) certified copies of its financial statements relating to the Project for such year as so audited and (B) the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and records, accounts and financial statements as well as the audit thereof thereof, as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on behalf of Kwara State on the basis of statements of expenditure, the Borrower Kwara State shall: (i) maintain or cause to be maintained, in accordance with paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals.

Financial Covenants. (a) The Borrower shall maintain or cause to be maintained records and accounts adequate to reflect in accordance with sound accounting practices the operations, resources and expenditures in respect of the Project Project, of the departments or agencies of the Borrower responsible for carrying out the Project or any part thereof, and of BI and the Participating Banks. (b) The Borrower shall, and shall cause BI and the Participating Banks to: (i) have the records and accounts referred to in paragraph (a) of this Section including those for the Special Account for each fiscal year Fiscal Year audited, in accordance with appropriate auditing principles consistently applied, by independent auditors acceptable to the Bank; (ii) furnish to the Bank as soon as available, but in any case not later than six (6) months after the end of each such year, the report of such audit by said auditors, of such scope and in such detail as the Bank shall have reasonably requested; and (iii) furnish to the Bank such other information concerning said records and accounts and the audit thereof as the Bank shall from time to time reasonably request. (c) For all expenditures with respect to which withdrawals from the Loan Account were made on the basis of statements of expenditure, the Borrower shall: (i) maintain or cause to be maintained, in accordance with paragraph paragraph (a) of this Section, records and accounts reflecting such expenditures; (ii) retain, until at least one year after the Bank has received the audit report for the fiscal year Fiscal Year in which the last withdrawal from the Loan Account or payment out of the Special Account was made, all records (contracts, orders, invoices, bills, receipts and other documents) evidencing such expenditures; (iii) enable the Bank’s representatives to examine such records; and (iv) ensure that such records and accounts are included in the annual audit referred to in paragraph (b) of this Section and that the report of such audit contains a separate opinion by said auditors as to whether the statements of expenditure submitted during such fiscal yearFiscal Year, together with the procedures and internal controls involved in their preparation, can be relied upon to support the related withdrawals. Section 4.02. Except as the Bank shall otherwise agree, the Borrower shall not provide to any Dealer, whether directly or indirectly, in cash or in kind, any loan, subsidy, grant, credit enhancement or financing of any kind other than out of the proceeds of the Loan pursuant to this Agreement and the proceeds of the GEF Grant pursuant to the terms of the GEF Grant Agreement.