Zakon o potvrđivanju Ugovora o kreditnom aranžmanu kupca između Republike Srbije koju zastupa Vlada Republike Srbije postupajući preko Ministarstva finansija u svojstvu Zajmoprimca aranžiran od strane BNP Paribas, Credit Agricole Corporate and Investment Bank i Societe Generale u svojstvu Ovlašćenih vodećih aranžera sa Credit Agricole Corporate and Investment Bank u svojstvu Banke za globalnu koordinaciju i dokumentaciju i Credit Agricole Corporate and Investment Bank u svojstvu Agenta ESA i Kreditnog aranžmana i Societe Generale u svojstvu Agenta životne i društvene sredine i Koordinatora zelenog zajma i Finansijskih institucija navedenih u Delu 1 Priloga 1 u svojstvu Prvobitnih zajmodavaca
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Donosilac
Narodna skupština Republike Srbije
Član 5. Zakon o potvrđivanju Ugovora o kreditnom aranžmanu kupca između Republike Srbije koju zastupa Vlada Republike Srbije postupajući preko Ministarstva finansija u svojstvu Zajmoprimca aranžiran od strane BNP Paribas, Credit Agricole Corporate and Investment Bank i Societe Generale u svojstvu Ovlašćenih vodećih aranžera sa Credit Agricole Corporate and Investment Bank u svojstvu Banke za globalnu koordinaciju i dokumentaciju i Credit Agricole Corporate and Investment Bank u svojstvu Agenta ESA i Kreditnog aranžmana i Societe Generale u svojstvu Agenta životne i društvene sredine i Koordinatora zelenog zajma i Finansijskih institucija navedenih u Delu 1 Priloga 1 u svojstvu Prvobitnih zajmodavaca – UTILISATION – IRREVOCABLE DIRECT PAYMENT
The Facility shall be made available only by direct payments exclusively and solely in Euros to the Seller for the payment of goods and services to be supplied and performed under the Commercial Contract in accordance with the terms of the Commercial Contract and being eligible under the ECA Insurance Policy.
b)
Therefore each of the Parties hereto agrees that each Loan under the Facility will be made available by the Lenders directly to the Seller on behalf of the Borrower by the Facility and ECA Agent crediting the proceeds of the Loan to the bank account specified in the relevant Seller’s Certificate.
It is therefore expressly agreed by the Parties that, in accordance with the terms of the Commercial Contract and as specified in the relevant Seller’s Certificate and in the relevant Utilisation Request:
i)
Loans shall be made available by the Lenders directly to the Seller on behalf of the Borrower by the Facility and ECA Agent crediting the proceeds of the relevant Loans exclusively and solely in Euros to the bank account opened in the name of the Seller held in France; or
ii)
Loans shall be made available by the Lenders directly to the Seller on behalf of the Borrower by the Facility and ECA Agent crediting the proceeds of the relevant Loans exclusively and solely in Euros to the bank account opened in the name of the Seller’s Belgrade Branch held in the Republic of Serbia.
c)
Subject to the other terms and conditions of this Agreement, payments of the portion of the Total Contract Price due to the Seller and to be financed under the Facility shall be made to the Seller within no more than ten (10) Business Days from the date the Facility and ECA Agent has received, in form and substance satisfactory to the Facility and ECA Agent:
(i)
the Utilisation Request; and
(ii)
together with the Utilisation Request, the following documents:
–
one (1) original copy of the relevant Engineer’s Payment Certificate issued by the Engineer;
–
one (1) original copy of the relevant commercial invoice(s) issued by, as applicable, the Seller or the Seller’s Belgrade Branch; and
–
one (1) original copy of the relevant Seller’s Certificate.
d)
The Borrower acknowledges that any amounts credited to the Seller (including, inter alia, when credited to the bank account opened in the name of the Seller held in France or to the bank account opened in the name of the Seller’s Belgrade Branch held in the Republic of Serbia) pursuant to this Agreement shall constitute a Loan made available to the Borrower for the purposes of this Agreement.
(Responsibility of the Facility and ECA Agent in examining the documents), the Borrower further acknowledges that no Finance Party has any obligation to verify or ensure the validity, truthfulness or genuineness of the attachments to any Utilisation Request submitted by the Borrower or any of the statements set out in any Utilisation Request or in any Seller’s Certificate.
f)
The Facility and ECA Agent shall notify to the Borrower the date and amount of each Loan made available to the Borrower by direct payment to the Seller no later than 10 (ten) Business Days from the relevant Utilisation Date.
g)
The Facility and ECA Agent will maintain in its books an accounting system showing the amount of the principal denominated in currency of the Facility outstanding under the Agreement. The accounting system shall, in the absence of manifest error, be conclusive as to the amount owing by the Borrower under the Agreement.
5.2 Completion of a Utilisation Request
Each Utilisation Request is irrevocable and will not be regarded as having been duly completed unless:
a)
the Utilisation Date is a Business Day within the Availability Period;
b)
the currency specified in the Utilisation Request must be EUR;
c)
the amount requested by the Borrower in the Utilisation Request must be a minimum of EUR 1,000,000 or, if less, the Available Commitment and does not exceed the Available Commitment;
d)
the amount requested by the Borrower in the Utilisation Request must be a maximum amount equal to the Facility Pro Rata Share of the amount specified in the relevant Engineer’s Payment Certificate as being due and payable under the Commercial Contract and with respect to any Contract Price Increase, such increase to be financed under the relevant Utilisation shall not be greater, in aggregate with all previous Contract Price Increases paid under a Utilisation, than an amount equal to 9.2% of the Contract Basis Price;
e)
the Borrower attaches to the Utilisation Request all relevant documents listed Paragraph (b) of
(Further conditions precedent (including the first Utilisation)) in respect of the relevant Utilisation, satisfactory to the Facility and ECA Agent;
f)
the Utilisation Request is executed by a person duly authorised to do so on behalf of the Borrower; and
g)
the Seller’s Certificate attached thereto is executed by a person duly authorised to do so on behalf of the Seller.
5.3 Lender’s participation
a)
The Facility and ECA Agent shall promptly notify each Lender of the amount of the relevant Loan, the amount of its participation in the relevant Loan, the account for such purpose and other information contained in the Utilisation Request no later than three Business Days before the Utilisation Date.
b)
If the conditions set out in this Agreement have been met, the Lenders shall make their participation in each Loan available by the Utilisation Date through their Facility Office.
c)
Each Lender’s participation in the relevant Loan will be in proportion to its share in the Available Commitment immediately prior to the making of the Loan, being as at the Signing Date, the percentage set out in Schedule 1 (The Original Lenders)
5.4 Responsibility of the Facility and ECA Agent in examining the
documents
The Facility and ECA Agent shall not be responsible for examining the documents:
(Further conditions precedent (including the first Utilisation)); or
b)
included with or attached to any Utilisation Request;
except to ascertain that they appear on their face to be in compliance with the requirements of the Finance Documents. For the purpose of this Clause, appear on their face has the meaning ascribed to it in the latest version of the Uniform Customs and Practice for Documentary Credits of the International Chamber of Commerce (at present the latest version being ICC Publication UCP 600 – 2007 version).
5.5 Cancellation of Total Commitment
a)
The Total Commitments which, at that time, are unutilised shall be immediately cancelled at the end of the Availability Period.
b)
Unless the Lenders and the Borrower agree to extend such period, if:
(i)
the Ratification Date has not occurred at the latest on the date falling sixty (60) calendar days from the Signing Date; or