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The World Bank 1818 H Street N.W. L 000INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVEL DPMENT Washington, D.C. 20433 Cable Address: INTBAFRADINTERNATIONAL DEVELOPMENT ASSOCIATION U.S.A. Cable Address: INDEVAS

October 14, 2014

Honorable Kaifala MarahMinister of Finance & Economic DevilopmentMinistry of Finance & Economic Deve-lopmentMinisterial BuildingGeorge StreetFreetownSierra Leone

Excellency:

Re: GPEF Grant No. TFO L6568-SL and REDiSL MDTF Grant No. TF017720-SLRevitalizing Education Development Project

Addiitional Instructions: DisbursementFirst Restatement

I refer to the Letter Agreement ("Agreement") between the International Bank forReconstruction and Development e nd the International Development Association (jointly, "World

Bank"), acting as an implementing agency of the Global Partnership for Education (GPEF) andacting as administrator of grant funds provided by the Government of the United Kingdom of Great Britain

and Northern Ireland, represented by the Department for International Development ("Donor") under the

Revitalizing Education Development in Sierra-Leone Multi-Donor Trust Fund, No. TFO72152, and the

Republic of Sierra Leone (the "Recipient") for the above-referenced project, dated August 1, 2014.The Agreement provides that the World Bank may issue additional instructions regarding the

withdrawal of the proceeds of G.EF Grant TF016568, and REDiSL MDTF Grant TF017720(collectively, "Grants"). This letter (' Disbursement Letter"), as revised from time to time, constitutes the

additional instructions.

This constitutes the first resttement of the original Disbursement letter dated August 1, 2014, to

change the Financial institution wherc the designated Accounts will be opened from Bank of Sierra Leone

to The Commercial Bank of Sierra Lcone and supersedes any previous versions.

The attached World Bank Disbursement Guidelines for Projects, dated May 1, 2006,("Disbursement Guidelines") (Attach rent 1), are an integral part of the Disbursement Letter. The manner

in which the provisions in the Disbursement Guidelines apply to the Grants are specified below. Sections

and subsections in parentheses below refer to the relevant sections and subsections in the Disbursement

Guidelines and, unless otherwise defined in this letter, the capitalized terms used have the meaningsascribed to them in the Disbursement Guidelines.

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I. Disbursement Arrangements

(i) Disbursement Methods (section 2). The following Disbursement Methods may be used under theGrants:

* Reimbursement* Advance* Direct Payment* Special Commitment

(ii) Disbursement Deadline Date (sub'section 3.7). The Disbursement Deadline Date is 4 months after theClosing Date specified in the Agreemnts. Any changes to this date will be notified by the World Bank.

iii) Disbursement Conditions (subs ection 3.8). Please refer to the Disbursement Conditions in theAgreements.

II. Withdrawal of Grants Proceeds

(i) Authorized Signatures (subsectio! 3.1).A letter in the Form attached (Atta:hment 2) should be furnished to the World Bank at the addressindicated below providing the name',s) and specimen signature(s) of the official(s) authorized to signApplications:

The World B ank

Loan Departi nent13th FloorDelta CenterMenengai R( adUpper HillP.O. Box 30, 77-00100Nairobi KenyaTel +254 20 2936 000

(ii) Applications (subsections 3.2 - 3.3). Please provide completed and signed (a) applications forwithdrawal, together with supporting documents, and (b) applications for special commitments, togetherwith a copy of the commercial bank lAtter of credit,] to the address indicated below:

The World Bank

Loan Depart nent13th FloorDelta CenterMenengai RoadUpper HillP.O. Box 30:77-00100Nairobi KenwaTel +254 20 2936 000

(iii) Electronic Delivery (subsectiot 3.4) The World Bank may permit the Recipient to electronicallydeliver to the World Bank Applications (with supporting documents) through the World Bank's ClientConnection, web-based portal. The o ?tion to deliver Applications to the World Bank by electronic meansmay be effected if: (a) the Recipient has designated in writing, pursuant to the terms of subparagraph (i)

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of this Section, its officials who are authorized to sign and deliver Applications and to receive secureidentification credentials ("SIDC") from the World Bank for the purpose of delivering such Applicationsby electronic means; and (b) all suc" officials designated by the Recipient have registered as users ofClient Connection. If the World Ban: agrees, the World Bank will provide the Recipient with SIDC forthe designated officials. Following wl ich, the designated officials may deliver Applications electronicallyby completing Form 2380, which is accessible through Client Connection(https://clientconnection.worldbank.oig). The Recipient may continue to exercise the option of preparingand delivering Applications in pape form. The World Bank reserves the right and may, in its solediscretion, temporarily or permanently disallow the electronic delivery of Applications by the Recipient.

(iv) Terms and Conditions of Use of,SIDC to Process Applications. By designating officials to use SDICand by choosing to deliver the Applications electronically, the Recipient confirms through theauthorized signatory letter its agreement to: (a) abide by the Terms and Conditions of Use of SecureIdentification Credentials in connec lion with Use of Electronic Means to Process Applications andSupporting Documentation ("Terms and Conditions of Use of SIDC") provided in Attachment [3]; and(b) to cause such official to abide by t iose terms and conditions.

(v) Minimum Value of Application i (subsection 3.5). The Minimum Value of Applications is USD100,000.

(vi) Advances (sections 5 and 6).

* Type of Designated Acc unts (subsection 5.3): Segregated

* Designated Account A v ill be managed by MEST/DPCU at the Ministry of Education,Science, and Technology for Goods, works, non-consulting services, consultants' services,Training and Operating Co:ts under Parts 1 (b), (c)(d), and 3 of the Project

* Designated Account B will be managed by MEST/DPCU at the Ministry of Education,Science, and Technology for PBF Grants under Part 1 (a) of the Project

* Designated Account C will be managed by MEST/DPCU at the Ministry of Education,Science, and Technology for Goods, works, non-consulting services, consultants' services,Training and Operating Co as under Part 2 of the Project under the MDTF Grant

* Currency of Designated A counts (subsection 5.4). USD* Financial Institution at wl ich the Designated Accounts Will Be Opened (subsection 5.5):

Designated Account A, B, and C: Sierra Leone Commercial Bank Limited.

* Ceiling (subsection 6.1).Ceiling of the Dosignated Account A (DA-A): will be flexible and will bedetermined based on 6 months forecast as submitted in IFRsCeiling of Designe ted Account B (DA-B): will be flexible and will be determinedbased on 6 months foirecast as submitted in IFRsCeiling of the Dcsignated Account C (DA-C): will be flexible and will bedetermined based on 6 months forecast as submitted in IFRs

An initial advance will be provided to the respective designated accounts. based on aforecast of expenditures against their respective components and disbursementcategory for the first six months. The forecast will be based on the annual workplans that will be )rovided to IDA and cleared by the task team leader prior toimplementation.

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III. Reporting on Use of Grants' Prceeds(i) Supporting Documentation (sectivn 4). Supporting documentation should be provided with eachapplication for withdrawal as set out [elow:

* For requests for Reimburs!!ment and eligible expenditures paid from the DesignatedAccount:

0 Interim Financial Report in the form attached (Attachment 4); ando List of payments against contracts that are subject to the Association's prior review, in

the form attached (Attachment 5).

* For requests for Direct Payment: Records evidencing eligible expenditures, e.g., copies ofreceipts, supplier invoices.

(ii) Frequency of Reporting Eligible Expenditures Paid from the Designated Account (subsection 6.3):Quarterly

(iii) Other Supporting Documentatio Ft Instructions

Copies of bank statement of the Desi,,nated Accounts and reconciliation statements should be attached toeach Application for Withdrawal.

IV. Other Important Information

For additional information on disbursement arrangements, please refer to the DisbursementHandbook available on the World Bank's public website at http://www.worldbank.org and its securewebsite "Client Connection" at http://clientconnection.worldbank.org. Print copies are available uponrequest.

From the Client Connection vebsite, you will be able to download Applications, monitor the nearreal-time status of the Financing, and retrieve related policy, financial, and procurement information.

If you have not already donc so, the Association recommends that you register as a user of theClient Connection website (http://cli ntconnection.worldbank.org). From this website you will be able todownload Applications, monitor the near real-time status of the Loan/Grant, and retrieve related policy,financial and procurement informa tion. For more information about the website and registrationarrangements, please contact the Wot Id Bank by email at <clientconnection@worldbank.org>,

If you have any queries in re ation to the above, please contact Maiada Kassem , Finance officer,at loa-afr@worldbank.org using the above reference.

Yours since y,

usupha D. CrookesCountry Director

Sierra Leone

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Attachments1. World Bank Disbursement 6ui lelines for Projects, dated May 1, 20062. Form for Authorized Signature 33. Terms and Conditions of Use 6 fSecure Identification Credentials in connection with Use of

Electronic Means to Process A gplications and Supporting Documentation, dated March 1,2013

4. Form of insert "Interim Financ al Report"5. Form of Payments Against Contracts Subject to the Bank's Prior Review6. Designated Account reconcilia:ion statement

Prepared by Luis Schwarz - CTRLARestated by Jean Owino - Loan ope-rations

Cleared with and cc: Christine Ma -ori (LEGAM)Kaliope Azzi -Huck (AFTEW)

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Attachment [21

Forr t of Authorized Signatory Letter[Letterhead]

Ministry of Finance[Street address][City] [Country]

[DATE]The World Bank1818 H Street, N.W.Washington, D.C. 20433United States of America

Attention: [Country Director]

Re: GPEF Grant No. TF 016568 SL and REDiSL MDTF Grant No. TF017720 SLRevitalizing Education Development Project

Additional InstructionsDisbursement

I refer to the Letter AE reement ("Agreement") between the International Bank forReconstruction and Development ind the International Development Association (jointly, "World

Bank"), acting as an implementing agency of the Global Partnership for Education (GPEF) andacting as administrator of grant funds provided by the Government of the United Kingdom of Great Britainand Northern Ireland, represented by the Department for International Development ("Donor") under the

Revitalizing Education Development in Sierra-Leone Multi-Donor Trust Fund, No. TFO72152, and the

Republic of Sierra Leone (the "Rec [pient") for the above-referenced project, dated . TheAgreement provides that the v orld Bank may issue additional instructions regarding thewithdrawal of the proceeds of G PEF Grant _ _- _, and REDiSL MDTF Grant -

(collectively, "Grants"). For the p urposes of Section 3.04 (b) of the Standard Conditions, as

defined in the Agreement, any [1)ne] of the persons whose authenticated specimen signatures

appear below is authorized on bE half of the Recipient to sign applications for withdrawal [and

applications for a special commitmaent] under this Grant.

For the purpose of deliv(ring Applications to the Association, 2[each] of the persons

whose authenticated specimen signatures appears below is authorized on behalf of the

Recipient, acting 3[individually] 4[jointly], to deliver Applications, and evidence in support

thereof on the terms and conditio is specified by the Association.

1 Instruction to the Recipient when sending tl is letter to the World Bank: Stipulate if more than one person needs to signApplications, and how many or which positic -is, and if any thresholds apply. Please delete this footnote in final letter that is sentto the World Bank.

2 Instruction to the Recipient: Stipulate iFmore than one person needs to jointly sign Applications, if so, pleaseindicate the actual number. Please delete this footnote in final letter that is sent to the Association.

3 Instruction to the Recipient: Use this b acket if any one of the authorized persons may sign; if this is notapplicable, please delete. Please delete tHis footnote in final letter that is sent to the Association.

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5[This confirms that the Recipient is authorizing such persons to accept SecureIdentification Credentials (SIDC) nd to deliver the Applications and supporting documents tothe Association by electronic meais. In full recognition that the Association shall rely upon suchrepresentations and warranties, in cluding without limitation, the representations andwarranties contained in the Terms and Conditions of Use of Secure Identification Credentials inconnection with Use of Electronic Means to Process Applications and Supporting Documentation("Terms and Conditions of Use of SIDC"), the Recipient represents and warrants to theAssociation that it will cause such persons to abide by those terms and conditions.]

This Authorization replacE s and supersedes any Authorization currently in theAssociation records with respect t this Agreement.

[Name], [position] S pecimen Signature:

[Name], [position] Specimen Signature:

[Name], [position] Specimen Signature:

Yours truly,

/ signed /

[Position]

4 Instruction to the Recipient: Use this b!acket only if several individuals must jointly sign each Application; if thisis not applicable, please delete. Please d lete this footnote in final letter that is sent to the Association.

5 Instruction to the Recipient: Add this paragraph if the Recipient wishes to authorize the listed persons to acceptSecure Identification Credentials and to 4 leliver Applications by electronic means; if this is not applicable, pleasedelete the paragraph. Please delete thisfiotnote in final letter that is sent to the Association.

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Attachment [31

Terms and Conditions of Use of Secure Identification Credentialsin connection with Use of Electronic Means

to Process Applicationsand Supporting Documentation

March 1, 2013

The World Bank (Bank) 6 will pi ovide secure identification credentials (SIDC) to permit theBorrower7 to deliver applications I or withdrawal and applications for special commitments underthe Agreement(s) and suppoit ing documentation (such applications and supportingdocumentation together referred t in these Terms and Conditions of Use as Applications) to theBank electronically, on the terms zind conditions of use specified herein.

SIDC can be either: (a) hardware -based (Physical Token), or (b) software-based (Soft Token).The Bank reserves the right to deturmine which type of SIDC is most appropriate.

A. Identification of Users.

1. The Borrower will be required to identify in a completed Authorized Signatory Letter (ASL)duly delivered to and received by the Bank each person who will be authorized to deliverApplications. The Bank will provide SIDC to each person identified in the ASL(Signatory), as provided bt low. The Borrower shall also immediately notify the Bank if aSignatory is no longer autt orized by the Borrower to act as a Signatory.

2. Each Signatory must registel as a user on the Bank's Client Connection (CC) website(https://clientconnection.w rldbank.org) prior to receipt of his/her SIDC. Registration onCC will require that the Signatory establish a CC password (CC Password). TheSignatory shall not reveal his/her CC Password to anyone or store or record the CCPassword in written or other form. Upon registration as a CC user, the Signatory will beassigned a unique identifying account name.

B. Initialization of SIDC.

1. Prior to initialization of SIDC by a Signatory, the Signatory will acknowledge havingread, understood and agreed to be bound by these Terms and Conditions of Use.

6 "Bank" includes IBRD and IDA.7 "Borrower" includes the borrower of at IBRD loan, IDA credit, or Project Preparation Facility advance and the

recipient of a grant.

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2. Where a Physical Token i, to be used, promptly upon receipt of the Physical Token, theSignatory will access CC using his/her account name and CC Password and registerhis/her Physical Token arid set a personal identification number (PIN) to be used inconnection with the use of his/her Physical Token, after which the Physical Token will beinitialized for use by the .1ignatory exclusively for purposes of delivering Applications.Where a Soft Token is to be used, the Signatory will access CC using his/her accountname and CC Password e nd set a personal identification number (PIN) to be used inconnection with the use 1f his/her Soft Token, after which the Soft Token will beinitialized for use by the 1ignatory exclusively for purposes of delivering Applications.Upon initialization of the SIDC, the Signatory will be a "SIDC User". The Bank willmaintain in its database a user account (Account) for each SIDC User for purposes ofmanaging the SIDC of the SIDC User. Neither the Borrower nor the SIDC User will haveany access to the Account.

3. Prior to first use of the S11 IC by the SIDC User, the Borrower shall ensure that the SIDCUser has received training -naterials provided by the Bank in use of the SIDC.

C. Use of SIDC.

1. Use of the SIDC is strictly limited to use in the delivery of Applications by the SIDCUser in the manner prescri)ed by the Bank in the Agreement(s) and these Terms andConditions. Any other use of the SIDC is prohibited.

2. The Bank assumes no responsibility or liability whatsoever for any misuse of the SIDCby the SIDC User, other representatives of the Borrower, or third parties.

3. The Borrower undertakes 10 ensure, and represents and warrants to the Bank (suchrepresentation and warranty being expressly relied upon by the Bank in granting SIDC)that each SIDC User undorstands and will abide by, these Terms and Conditions of Use,including without limitatic n the following:

4. Security

4.1. The SIDC User shall not ro-veal his/her PIN to anyone or store or record the PIN inwritten or other form.

4.2. The SIDC User shall not allow anyone else to utilize his/her SIDC to deliver anApplication to the Bank.

4.3. The SIDC User shall alway s logout from CC when not using the system. Failure to logoutproperly can create a routc into the system that is unprotected.

4.4. If the SIDC User believes a third party has learned his/her PIN or has lost his/herPhysical Token he/she shall immediately notify clientconnectiongworldbank.org.

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4.5. The Borrower shall immed lately notify the Bank at clientconnection@worldbank.org ofany lost, stolen or compror nised SIDC, and take other reasonable steps to ensure suchSIDC are disabled immedi tely.

5. Reservation of Right to Di vable SIDC

5.1. The Borrower shall reservc the right to revoke the authorization of a SIDC User to use aSIDC for any reason.

5.2. The Bank reserves the righ:, in its sole discretion, to temporarily or permanently disable aSIDC, de-activate a SIDC User's Account or both.

6. Care of Physical Tokens

6.1. Physical Tokens will rema n the property of the Bank.

6.2. The Bank will physically deliver a Physical Token to each Signatory designated toreceive one in a manner to be determined by and satisfactory to the Bank.

6.3. Physical Tokens contain delicate and sophisticated instrumentation and therefore shouldbe handled with due care, and should not be immersed in liquids, exposed to extremetemperatures, crushed or tent. Also, Physical Tokens should be kept more than five (5)cm from devices that gene rate electromagnetic radiation (EMR), such as mobile phones,phone-enabled PDAs, smal- phones and other similar devices. Physical Tokens should becarried and stored separate from any EMR device. At close range (less than 5 cm), thesedevices can output high li.vels of EMR that can interfere with the proper operation ofelectronic equipment, inch ding the Physical Token.

6.4. Without derogating from t'ese Terms and Conditions of Use, other technical instructionson the proper use and care of Physical Tokens are available at http://www.rsa.com.

7. Replacement

7.1. Lost, damaged, compromi;ed (in terms of 4.5, above) or destroyed Physical Tokens will

be replaced at the expense of the Borrower.

7.2. The Bank reserves the rig -t, in its sole discretion, not to replace any Physical Token inthe case of misuse, or not 10 reactivate a SIDC User's Account.

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Attachment 5

Summary Sheet of Payments Against Contracts Subject to the World Bank's Prior Review

SUMMARY SHEET for Payments made during the period from to Date:

Application No.:

For expenditures against the contracts subject to the Bank Prior Review Loan/Grant No.Ref. No.

1 2 3 4 5 6 7 8 9 10 11 12

item NO. uategory turrency aIn oI re". Ivu. U LJL" UP 1nvuIu, "Uneny a.Iu ... u P-u..i..u n .

No. & and Total Contractor Contract NOL from No. & date Total Amount from Eligible for and Amount Rate (Col.

Description Amount of World of Invoice Schedule 1 Financing (8 Paid from 11 divided

(**) Contract Bank Covered by of Financing x 9) Designated by Col. 10)Application Agreement Account (if

(Net of Applicable)Retention)

TOTALS

Remarks: Authorized Signatory

Supporting documents for this Application retained at(insert

location)

(*) A separate form should be used for retroactive financing

(**) Items should be grouped by category; or alternatively, a separate form may be used for each category

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Attachment 6

Grant No.:Bank and Account No.:

Part I1. Cumulative advances to end of cL rrent reporting period

2. Cumulative expenditures to end cf last reporting period

3. Outstanding advances to be accounted (1-2)

Part II

4. Opening DA balance at beginning of reporting period (per Bank statementattached, as of ..... )

5. Add/Subtract: Cumulative adjustnents, including interest earned and recoveriesby WB, (if any)

6. Advances received from the World Bank during current reporting period

7. Closing DA balance at end of curr!nt reporting (per Bank statement attached, asof ....... _ _

8. Outstanding amount of advances to be accounted for (4+5+6-7)

9. Total Expenditures reported for c irrent reporting period, including thisApplication

Applic No. Amount

Total (9)

10. Difference (if any) 9-8

Remarks

Approved by: