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Zakon o ratifikaciji Garancijske pogodbe med Republiko Slovenijo in Evropsko investicijsko banko za projekt slovenskih avtocest/III (MGPEIA3)
OBJAVLJENO V: Uradni list RS (mednarodne) 19-63/1999, stran 845 DATUM OBJAVE: 20.7.1999
VELJAVNOST: od 21.7.1999 / UPORABA: od 21.7.1999
RS (mednarodne) 19-63/1999
63. Zakon o ratifikaciji Garancijske pogodbe med Republiko Slovenijo in Evropsko investicijsko banko za projekt slovenskih avtocest/III (MGPEIA3)
Na podlagi druge alinee prvega odstavka 107. člena in prvega odstavka 91. člena Ustave Republike Slovenije izdajam
UKAZ
O RAZGLASITVI ZAKONA O RATIFIKACIJI GARANCIJSKE POGODBE MED
REPUBLIKO SLOVENIJO IN EVROPSKO INVESTICIJSKO BANKO ZA PROJEKT
SLOVENSKIH AVTOCEST/III (MGPEIA3)
O RAZGLASITVI ZAKONA O RATIFIKACIJI GARANCIJSKE POGODBE MED
REPUBLIKO SLOVENIJO IN EVROPSKO INVESTICIJSKO BANKO ZA PROJEKT
SLOVENSKIH AVTOCEST/III (MGPEIA3)
Razglašam Zakon o ratifikaciji Garancijske pogodbe med Republiko Slovenijo in Evropsko investicijsko banko za projekt slovenskih avtocest/III (MGPEIA3), ki ga je sprejel Državni zbor Republike Slovenije na seji 9. julija 1999.
Št. 001-22-123/99
Ljubljana, dne 19. julija 1999
Predsednik
Republike Slovenije
Milan Kučan l. r.
Republike Slovenije
Milan Kučan l. r.
Z A K O N
O RATIFIKACIJI GARANCIJSKE POGODBE MED REPUBLIKO SLOVENIJO IN EVROPSKO INVESTICIJSKO BANKO ZA PROJEKT SLOVENSKIH AVTOCEST/III (MGPEIA3)
O RATIFIKACIJI GARANCIJSKE POGODBE MED REPUBLIKO SLOVENIJO IN EVROPSKO INVESTICIJSKO BANKO ZA PROJEKT SLOVENSKIH AVTOCEST/III (MGPEIA3)
1. člen
Ratificira se Garancijska pogodba med Republiko Slovenijo in Evropsko investicijsko banko za projekt slovenskih avtocest/III, sklenjena dne 7. junija 1999 v Ljubljani.
2. člen
Garancijska pogodba se v angleškem izvirniku in slovenskem prevodu glasi:
EUROPEAN INVESTMENT BANK FIN° 2.0093
SLOVENIA HIGHWAYS PROJECT III
SLOVENIA HIGHWAYS PROJECT III
G U A R A N T E E A G R E E M E N T
BETWEEN THE REPUBLIC OF SLOVENIA AND EUROPEAN INVESTMENT BANK
Ljubljana, 7 June 1999
BETWEEN THE REPUBLIC OF SLOVENIA AND EUROPEAN INVESTMENT BANK
Ljubljana, 7 June 1999
THIS AGREEMENT IS MADE BETWEEN:
The Republic of Slovenia, represented by Mr. Valter Reščič, State Secretary, hereinafter called: “THE GUARANTOR” of the first part, and European Investment Bank having its Head Office at 100, Boulevard Konrad Adenauer, Luxembourg-Kirchberg, Grand – Duchy of Luxembourg, represented by Mr. Konstantin J. Andreopoulos, Deputy General Counsel, and Mr. Walter Cernoia, Director, hereinafter called: “THE BANK” of the second part.
WHEREAS:
– The Council of the European Union, pursuant to Council Decision 97/256/EC of 14 April 1997, invited THE BANK to propose a substantial pre-accession support facility to the countries of Central and Eastern Europe which have applied to the European Union.
– The Board of Governors of THE BANK has taken note of this decision and authorized on 26 January 1998 the granting of loans from its own resources to these countries.
– Pursuant to the “Framework Agreement between the Republic of Slovenia and European Investment Bank governing EIB activities in Slovenia” signed by the Republic of Slovenia on 1 December 1997 and by the Bank on 15 December 1997 (hereinafter referred to as the “Framework Agreement”), the government of the Republic of Slovenia has acknowledged that the financing under THE FINANCE CONTRACT (as defined below) falls within the scope of application of the Framework Agreement.
– THE BANK has been requested to grant credit to Druzba za avtoceste v Republiki Sloveniji (DARS) d.d., a public company wholly owned by the Republic of Slovenia and incorporated with limited liability under Slovene law (hereinafter called “THE BORROWER”) for the purpose of financing a project (hereinafter called “THE PROJECT”) comprising the construction of a 16.8 km long motorway section between Blagovica and Vransko along the Slovenian East-West road corridor (E57) which is included in the priority corridors of the Trans-European Road Networks for Central and Eastern Europe, as more particularly described in the Technical Description set out in Schedule A of THE FINANCE CONTRACT defined below.
– By an agreement (hereinafter called “THE FINANCE CONTRACT”) dated 7 June 1999 between THE BANK and THE BORROWER, THE BANK has agreed to establish in favour of THE BORROWER a credit in an amount equivalent to EUR 175 000 000 (one hundred and seventy five million euro).
– The obligations of THE BANK under THE FINANCE CONTRACT are conditional upon the prior or simultaneous execution and delivery by the Republic of Slovenia (hereinafter called “THE GUARANTOR”) of a guarantee of performance by THE BORROWER of its financial obligations under THE FINANCE CONTRACT and the delivery of a favorable legal opinion thereon.
– THE GUARANTOR hereby acknowledges that the financing under THE FINANCE CONTRACT falls within the scope of the application of the Framework Agreement.
– The Attorney-General of THE GUARANTOR will issue an opinion in the form satisfactory to THE BANK.
– Mr. Valter Reščič, State Secretary, is duly authorized in the form set out in Annex I to sign this agreement (hereinafter called “the Guarantee Agreement”) on behalf of THE GUARANTOR.
– Execution of this Guarantee Agreement has been authorized by the Parliament of the Republic of Slovenia (Annex II).
NOW THEREFORE it is hereby agreed as follows:
ARTICLE 1
Finance Contract
1.01 THE GUARANTOR declares that it is well acquainted with the terms, conditions and clauses of THE FINANCE CONTRACT, a true copy of which as signed by the parties, is delivered to THE GUARANTOR by THE BANK.
ARTICLE 2
Undertakings by THE GUARANTOR
2.01 THE GUARANTOR, as primary obligor and not merely as surety, guarantees entirely the full and punctual performance of all the monetary obligations of THE BORROWER to THE BANK under THE FINANCE CONTRACT, including all payments of interest without any limitation, commissions, incidental charges and other expenses and all the sums being due by THE BORROWER to THE BANK under any provision of THE FINANCE CONTRACT, when the guarantee is enforced.
2.02 If THE GUARANTOR should hereafter grant to any third party security for the performance of any of its external debt obligations or any preference or priority in respect thereof, THE GUARANTOR shall so inform THE BANK and shall, if so required by THE BANK, provide to THE BANK equivalent security for the performance of its obligations hereunder or grant to THE BANK equivalent preference or priority. THE GUARANTOR represents that no such security, preference or priority presently exists.
Nothing in this Article 2.02 shall apply to any vendor’s lien or to any charge which secures only the purchase price of any land or goods.
Nothing in this Article 2.02 shall apply to any vendor’s lien or to any charge which secures only the purchase price of any land or goods.
2.03 THE GUARANTOR undertakes:
a)
to take all appropriate measures to ensure the timely completion of THE PROJECT;
b)
to furnish information on legislation or regulatory framework affecting THE BORROWER which may have an impact on the implementation of THE PROJECT;
and
and
c)
to ensure that THE BORROWER will undertake to purchase goods, procure services and order works for THE PROJECT, so far as appropriate and to the satisfaction of THE BANK, by international tender open to nationals of all countries.
ARTICLE 3
Enforcement of guarantee
3.01 Demand may be made under this Agreement as soon as THE BORROWER has not performed all or part of the obligations guaranteed pursuant to Article 2 of this Agreement.
3.02 THE GUARANTOR hereby waives irrevocably any objection or exception in law to the total or partial enforcement of this guarantee. It undertakes to perform its obligations upon request in writing or by telegram by THE BANK whenever demand is made and to pay the sums due without any limitation, retention or condition, without THE BANK having to furnish any special evidence in support of its request other than the reason for the demand under this guarantee. In particular, THE BANK is not bound to prove that it has taken any action against THE BORROWER; it is not obliged, prior to the enforcement of this guarantee, to realize securities or to enforce any other security that THE BORROWER or a third party may have constituted.
3.03 The payment by THE GUARANTOR shall fall due on the fifteenth day following that on which demand is made.
3.04 In the event of THE BANK making demand, THE GUARANTOR shall have the right to discharge immediately, under the conditions set out in THE FINANCE CONTRACT, all the monetary obligations of THE BORROWER under THE FINANCE CONTRACT which are still outstanding at the time of such discharge.
ARTICLE 4
Subrogation
4.01 When THE GUARANTOR has made a payment to THE BANK, it is subrogated, to the extent of such payment, to the rights and actions relating to the said payment that THE BANK has against THE BORROWER; this right of subrogation shall not be invoked to the detriment of THE BANK.
ARTICLE 5
Information
5.01 THE BANK shall inform THE GUARANTOR of any fact or event of which it becomes aware which is likely to jeopardize the payment or repayment by THE BORROWER of the sums hereby guaranteed : provided however that THE BANK is not bound to seek any such information and shall incur no liability by reason of this provision.
5.02 THE GUARANTOR shall inform THE BANK forthwith of any fact or event likely to jeopardize the performance of its obligations under this Agreement.
5.03 THE GUARANTOR shall inform THE BANK of any security given to a third party for the purpose of Article 2.02.
5.04 THE GUARANTOR shall notify THE BANK of the completion of the procedures necessary in the Republic of Slovenia to the entry into force of the Guarantee Agreement.
ARTICLE 6
Modification of the FINANCE CONTRACT
6.01 THE BANK shall inform THE GUARANTOR of changes, which do not increase the obligations of THE GUARANTOR, made to the FINANCE CONTRACT by THE BANK for the purpose of improving or strengthening the position of THE BANK towards THE BORROWER.
THE BANK shall have the right to grant to THE BORROWER extensions of time of up to three months in respect of each repayment of principal or payment of interest and any other incidental expenses as it sees fit, without being bound to submit its decision to THE GUARANTOR.
Any modifications in THE FINANCE CONTRACT other than those referred to in the above paragraphs of this Article 6 shall be submitted for approval to THE GUARANTOR. The latter may refuse its approval only if the proposed modifications are likely to be prejudicial to it in its capacity as guarantor.
ARTICLE 7
Taxes, Charges and Expenses