LOAN NUMBER 9558-HR

LOAN AGREEMENT
(DIGITAL, INNOVATION AND GREEN TECHNOLOGY PROJECT)
BETWEEN REPUBLIC OF CROATIA AND INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELEPEMENT

LOAN AGREEMENT

AGREEMENT dated as of the Signature Date between REPUBLIC OF CROATIA («Borrower») and INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT («Bank»). The Borrower and the Bank hereby agree as follows:

Article I
GENERAL CONDITIONS; DEFINITIONS

1.01. The General Conditions (as defined in the Appendix to this Agreement) apply to and form part of this Agreement.

1.02. Unless the context requires otherwise, the capitalized terms used in this Agreement have the meanings ascribed to them in the General Conditions or in the Appendix to this Agreement.

Article II
LOAN

2.01. The Bank agrees to lend to the Borrower the amount of one hundred six million Euro (€106,000,000), as such amount may be converted from time to time through a Currency Conversion («Loan»), to assist in financing the project described in Schedule 1 to this Agreement («Project»).

2.02. The Borrower may withdraw the proceeds of the Loan in accordance with Section III of Schedule 2 to this Agreement.

2.03. The Front-end Fee is one quarter of one percent (0.25%) of the Loan amount.

2.04. The Commitment Charge is one quarter of one percent (0.25%) per annum on the Unwithdrawn Loan Balance.

2.05. The interest rate is the Reference Rate plus the Variable Spread or such rate as may apply following a Conversion; subject to Section 3.02(e) of the General Conditions.

2.06. The Payment Dates are May 15 and November 15 in each year.

2.07. The principal amount of the Loan shall be repaid in accordance with Schedule 3 to this Agreement.

Article III
PROJECT

3.01. The Borrower declares its commitment to the objectives of the Project. To this end, the Borrower, through the MSE and with the assistance of the Croatian Science Foundation, shall carry out the Project in accordance with the provisions of Article V of the General Conditions and Schedule 2 to this Agreement.

Article IV
EFFECTIVENESS; TERMINATION

4.01. The Additional Conditions of Effectiveness consist of the following:

(a) the Borrower has established a PIU in a manner acceptable to the Bank; and

(b) the Borrower has prepared and adopted the Project Operations Manual in form and substance satisfactory to the Bank.

4.02. The Effectiveness Deadline is the date one hundred twenty (120) days after the Signature Date.

Article V
REPRESENTATIVE; ADDRESSES

5.01. The Borrower’s Representative is the minister in charge of finance.

    5.02. For purposes of Section 10.01 of the General Conditions: (a) the Borrower’s address is:

Ministry of Finance

Katanciceva 5

10000 Zagreb

Republic of Croatia

Facsimile: (385-1) 4922-598; and

(b) the Borrower’s Electronic Address is:

sectorifr@mfin.hr; with copy to: kabinet@mfin.hr

    5.03. For purposes of Section 10.01 of the General Conditions: (a) the Bank’s address is:

International Bank for Reconstruction and Development

1818 H Street, N.W.

Washington, D.C. 20433

United States of America; and

(b) the Bank’s Electronic Address is:

AGREED as of the Signature Date.

REPUBLIC OF CROATIA

By

_______________________________

Authorized Representative

Name: Marko Primorac

Title: Minister of Finance

Date: June 28, 2023

INTERNATIONAL BANK FOR

RECONSTRUCTION AND DEVELOPMENT

By

_______________________________

Authorized Representative

Name: Jehan Arulpragasam

Title: Croatia Country Manager

Date: June 28, 2023

SCHEDULE 1

PROJECT DESCRIPTION

The objective of the Project is to advance research and innovation with a digital and green focus through enhancing institutional infrastructure and research performance of research organizations and firms.

The Project consists of the following parts:

Part 1. Enabling institutional conditions for digital and green research and innovation

1.1. Strengthening the institutional infrastructure for research and innovation policy

(a) Developing institutional capacity for design, implementation and M & E of research and innovation programs through: (i) technical assistance, on-the-job training, and project management support to strengthen the MSE and CSF’s capacities to design, implement, monitor and evaluate research and innovation programs; (ii) technical assistance on the establishment and capacity building of a dedicated help desk within MSE and a support unit within the CSF responsible for the Horizon Europe program to assist applicants and beneficiaries of support programs in Croatia; and (iii) strengthening the capacity of the unit within MSE responsible for monitoring the implementation of programs and projects to collect, analyze and utilize data to improve RDI programs and trainings, workshops, and knowledge transfers with a view to expand into a self-sustained M & E Policy Analysis Unit during the project’s duration.

(b) Reforming performance-based funding in public research organizations through the provision of technical assistance and capacity building for setting up a system within MSE to assess the quality of research and innovation plans, monitor their implementation, and guide participating research organizations, including the establishment of a team within the Project Implementation Unit dedicated to performance-based funding for research organizations through the financing of Operating Costs and consulting services.

(c) Provision of Sub-Grants to Beneficiaries to finance the implementation of Sub-projects addressing gaps in the availability of quality equipment for R & D and access to research infrastructure.

1.2. Strengthening the effectiveness of research and innovation financing

Strengthening policies and program management aspects to boost the impact of the RDI program mix through:

(a) enhancing the effectiveness of the RDI program mix through: (i) technical assistance to strengthen MSE’s peer review process for RDI project selection; (ii) technical assistance to develop the innovation support ecosystem; and (iii) pilot new RDI interventions through the provision of Sub-Grants to Beneficiaries;

(b) (i) developing diagnostic toolkits to provide firms with insights into their current levels of technology adoption and areas for improvement and developing technology scouting services to help firms define specific research needs and connect them to capacities in research organizations; and (ii) providing Sub-grants to Beneficiaries to finance the implementation of Sub-projects for technology scouting services to connect Beneficiaries with existing research capacities and infrastructure and implementing small research activities; and

(c) provision of Sub-grants to Beneficiaries to finance the implementation of Sub-projects for improving the management quality and business orientation of existing research infrastructure.

Part 2. Programs for digital and green research and innovation

2.1. Pre-commercial digital and green R & D support

(a) Provision of Sub-grants to Beneficiaries to finance the implementation of Sub-projects for pre-commercial applied R & D related to green or digital innovation in early technology readiness level stages.

(b) Providing Sub-grants to Beneficiaries to finance the implementation of Sub-projects under the Challenge Program for the development of forward-looking solutions related to digitalization and green transition challenges, including to improve climate change mitigation and adaptation or resilience.

2.2. Synergies program

Provision of Sub-grants to Beneficiaries to finance the implementation of Sub-projects for R & D interventions that have been awarded the Seal of Excellence.

SCHEDULE 2

PROJECT EXECUTION

Section I. Implementation Arrangements

A. Institutional Arrangements.

1. The Borrower, through MSE, shall maintain, throughout Project implementation, a PIU with a mandate, functions, resources, and staff in adequate numbers and with qualifications, experience, and terms of reference satisfactory to the Bank, responsible for implementation of the Project, consisting of a Project management team and implementation support teams, as set forth in the POM. Without limitation on the generality of the foregoing, the PIU shall be responsible, inter alia, for: (i) planning, coordination, implementation, and monitoring and evaluation of Project activities; (ii) procurement and financial management; (iii) social and environmental standards compliance; and (iv) reporting.

2. No later than six (6) months after the Effective Date, the Borrower, through MSE, shall establish and thereafter maintain throughout Project implementation, a Project steering committee, with composition, qualifications, experience, and terms of reference satisfactory to the Bank, responsible for providing strategic guidance and inter-ministerial coordination in relation to the Project.

B. Project Operations Manual.

1. The Borrower, through MSE, shall prepare and adopt an operations manual («Project Operations Manual» or «POM»), in form and substance satisfactory to the Bank, which shall contain, inter alia, detailed work flow, methods and procedures for the implementation of the Project, including but not limited to: (i) administration and coordination arrangements; (ii) performance indicators of the Project; (iii) monitoring and evaluation methods; (iv) financial management guidelines and procedures; (v) anti-corruption and fraud measures; (vi) implementation modalities for each Part of the Project; and (vii) roles and responsibilities of various agencies and stakeholders in the implementation of the Project.

2. The Borrower, through the MSE, shall carry out the Project in accordance with the Project Operations Manual.

3. Except as the Bank shall otherwise agree in writing, the Borrower shall not amend, waive, suspend, or abrogate any provision of the POM. In case of any inconsistency between any provisions of the POM and those of this Agreement, the provisions of this Agreement shall prevail.

C. Grants Operations Manual and Implementation Arrangement.

1. (a) For the purpose of carrying out the Sub-grant Schemes, the Borrower, through MSE, shall prepare and adopt an operations manual («Grants Operations Manual»), in form and substance satisfactory to the Bank, setting forth procedures for selecting, appraising, and approving Sub-grants under each of the Sub-grant Schemes and for supervision of the implementation of Sub-projects.

(b) The Grants Operations Manual shall describe the guiding principles and acceptable procedures for the Sub-grant Schemes, including: (i) an elaboration of the selection, prioritization and eligibility criteria and terms and conditions, and procedures for approval and monitoring and evaluation of Sub-grants; (ii) amounts of Sub-grants to be paid on a non-reimbursable basis; and (iii) the conditions for release of the Sub-grants.

2. The Borrower, through MSE, shall carry out the Sub-grant Schemes in accordance with the Grants Operations Manual.

3. Except as the Bank shall otherwise agree in writing, the Borrower shall not amend, waive, suspend, or abrogate any provision of the Grants Operations Manual.

4. In case of any inconsistency between any provisions of the Grants Operations Manual and those of this Agreement, the provisions of this Agreement shall prevail.

5. In order to facilitate the carrying out of the Sub-grant Schemes under Part 2 of the Project, the Borrower, through MSE, shall enter into an implementation agreement with the CSF, under terms and conditions approved by the Bank («Implementation Agreement»), which shall include the responsibility to assist MSE in the implementation of the Sub-grant Schemes through, inter alia: (i) the publication of calls for proposals; (ii) conducting the selection process of subprojects proposals; and (iii) monitoring the implementation of Subprojects.

6. The Borrower shall exercise its rights under the Implementation Agreement in such manner as to protect the interests of the Borrower and the Bank and to accomplish the purposes of the Loan. Except as the Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate, or waive the Implementation Agreement or any of its provisions.

D. Terms and Conditions of the Sub-grant Schemes.

1. The Borrower, through MSE (with the assistance of the CSF for Sub-grant Schemes under Part 2 of the Project), shall provide Sub-grants to Beneficiaries in accordance with eligibility criteria and procedures acceptable to the Bank, as further described in the Grants Operations Manual, which shall include, inter alia, the requirement that the proposed Sub-projects shall not involve Resettlement or relate to one or more activities described in the exclusion list set forth in the ESMF.

2. The Borrower, through MSE (with the assistance of the CSF for Sub-grant Schemes under Part 2 of the Project), shall select Subprojects for financing from the proceeds of the Loan in accordance with the criteria and procedures set forth in the Grant Operations Manual.

3. The Borrower, through MSE, shall maintain pre-screening, evaluation and supervision procedures for Sub-projects, acceptable to the Bank.

4. The Borrower, through MSE, shall make each Sub-grant under a Sub-grant Agreement with the respective Beneficiary on terms and conditions approved by the Bank, as further described in the Grants Operations Manual, which shall include the following:

(a) Each Sub-grant provided under the Project shall not exceed the following amounts: (i) under Part 1.1(c) of the Project: € 45,000,000; (ii) under 1.2(a)(iii) of the Project: € 200,000; (iii) under Part 1.2(b) of the Project: € 70,000; (iv) under Part 1.2(c) of the Project: € 350,000; (v) under Part 2.1(a) of the Project: € 300,000; (vi) under Part 2.1(b) of the Project: € 6,000,000; and (vii) under Part 2.2 of the Project of the Project: € 3,000,000.

(b) The Borrower, through MSE, shall obtain rights adequate to protect its interests and those of the Bank, including the right to:

(i) suspend or terminate the right of the Beneficiary to use the proceeds of the Sub-grant, or obtain a refund of all or any part of the amount of the Sub-grant then withdrawn, upon the Beneficiary’s failure to perform any of its obligations under the Sub-grant Agreement; and

(ii) require each Beneficiary to:

(A) carry out its Sub-project with due diligence and efficiency and in accordance with sound technical, economic, financial, managerial, environmental and social standards (including any ESMPs or other documents required under the Environmental and Social Management Framework) and practices satisfactory to the Bank, including in accordance with the provisions of the Anti-Corruption Guidelines applicable to recipients of loan proceeds other than the Borrower;

(B) provide, promptly as needed, the resources required for the purpose;

(C) procure the goods, works and services to be financed out of the Sub-grant in accordance with the provisions of this Agreement;

(D) maintain policies and procedures adequate to enable it to monitor and evaluate in accordance with indicators acceptable to the Bank, the progress of the Sub-project and the achievement of its objectives;

(E) (1) maintain a financial management system and prepare financial statements in accordance with consistently applied accounting standards acceptable to the Bank, both in a manner adequate to reflect the operations, resources and expenditures related to the Sub-project; and

(2) at the Bank’s or the Borrower’s request, have such financial statements audited by independent auditors acceptable to the Bank, in accordance with consistently applied auditing standards acceptable to the Bank, and promptly furnish the statements as so audited to the Borrower and the Bank;

(F) enable the Borrower and the Bank to inspect the Sub-project, its operation and any relevant records and documents; and

(G) prepare and furnish to the Borrower and the Bank all such information as the Borrower or the Bank shall reasonably request relating to the foregoing.

5. The Borrower shall exercise its rights under each Sub-grant Agreement in such manner as to protect the interests of the Borrower and the Bank and to accomplish the purposes of the Loan.

6. Except as the Bank shall otherwise agree, the Borrower shall not assign, amend, abrogate or waive any Sub-grant Agreement or any of its provisions.

E. Environmental and Social Standards.

1. The Borrower shall ensure that the Project is carried out in accordance with the Environmental and Social Standards, in a manner acceptable to the Bank.

2. Without limitation upon paragraph 1 above, the Borrower shall ensure that the Project is implemented in accordance with the Environmental and Social Commitment Plan («ESCP»), in a manner acceptable to the Bank. To this end, the Borrower shall ensure that:

(a) the measures and actions specified in the ESCP are implemented with due diligence and efficiency, as provided in the ESCP;

(b) sufficient funds are available to cover the costs of implementing the ESCP;

(c) policies and procedures are maintained, and qualified and experienced staff in adequate numbers are retained to implement the ESCP, as provided in the ESCP; and

(d) the ESCP, or any provision thereof, is not amended, repealed, suspended or waived, except as the Bank shall otherwise agree in writing, as specified in the ESCP, and ensure that the revised ESCP is disclosed promptly thereafter.

3. In case of any inconsistencies between the ESCP and the provisions of this Agreement, the provisions of this Agreement shall prevail.

4. The Borrower shall ensure that:

(a) all measures necessary are taken to collect, compile, and furnish to the Bank through regular reports, with the frequency specified in the ESCP, and promptly in a separate report or reports, if so requested by the Bank, information on the status of compliance with the ESCP and the environmental and social instruments referred to therein, all such reports in form and substance acceptable to the Bank, setting out, inter alia: (i) the status of implementation of the ESCP; (ii) conditions, if any, which interfere or threaten to interfere with the implementation of the ESCP; and (iii) corrective and preventive measures taken or required to be taken to address such conditions; and

(b) the Bank is promptly notified of any incident or accident related to or having an impact on the Project which has, or is likely to have, a significant adverse effect on the environment, the affected communities, the public or workers, in accordance with the ESCP, the environmental and social instruments referenced therein and the Environmental and Social Standards.

5. The Borrower shall establish, publicize, maintain and operate an accessible grievance mechanism, to receive and facilitate resolution of concerns and grievances of Project-affected people, and take all measures necessary and appropriate to resolve, or facilitate the resolution of, such concerns and grievances, in a manner acceptable to the Bank.

Section II. Project Monitoring Reporting and Evaluation

The Borrower shall furnish to the Bank each Project Report not later than one month after the end of each calendar semester, covering the calendar semester.

Section III. Withdrawal of Loan Proceeds

A. General.

Without limitation upon the provisions of Article II of the General Conditions and in accordance with the Disbursement and Financial Information Letter, the Borrower may withdraw the proceeds of the Loan to finance Eligible Expenditures in the amount allocated and, if applicable, up to the percentage set forth against each Category of the following table:

B. Withdrawal Conditions; Withdrawal Period.

1. Notwithstanding the provisions of Part A above, no withdrawal shall be made:

(a) for payments made prior to the Signature Date, except that withdrawals up to an aggregate amount not to exceed € 1,000,000 may be made for payments made prior to this date but on or after January 1, 2023, for Eligible Expenditures under Category (1); or

(b) under Category (2), unless and until: (i) the Grants Operations Manual has been prepared and adopted in form and substance satisfactory to the Bank; and (ii) the Implementation Agreement has been executed in a manner satisfactory to the Bank.

2. The Closing Date is December 29, 2028.

SCHEDULE 3

COMMITMENT-LINKED AMORTIZATION
REPAYMENT SCHEDULE

The following table sets forth the Principal Payment Dates of the Loan and the percentage of the total principal amount of the Loan payable on each Principal Payment Date («Installment Share»).

Level Principal Repayments

APPENDIX

DEFINITIONS

1. «Anti-Corruption Guidelines» means, for purposes of paragraph 6 of the Appendix to the General Conditions, the «Guidelines on Preventing and Combating Fraud and Corruption in Projects Financed by IBRD Loans and IDA Credits and Grants», dated October 15, 2006 and revised in January 2011 and as of July 1, 2016.

2. «Beneficiary» means an entity which meets the eligibility criteria set forth in the Grants Operations Manual and accordingly is eligible to receive a Sub-grant under one of the Sub-grant Schemes.

3. «Category» means a category set forth in the table in Section III.A of Schedule 2 to this Agreement.

4. «Challenge Program» means a program under the framework of which the Borrower provides Sub-grants in the form of grants or matching grants to support R & D sub-projects implemented by consortia that may include firms and research organizations to develop forward-looking solutions related to digitalization and green transition challenges.

5. «Croatian Science Foundation» or «CSF» means the entity established pursuant to the Borrower’s Act on the Croatian Science Foundation, published in the Official Gazette number 57, dated May 20, 2022, which entered into force of May 28, 2022.

6. «Environmental and Social Commitment Plan» or «ESCP» means the environmental and social commitment plan for the Project, dated May 19, 2023, as the same may be amended from time to time in accordance with the provisions thereof, which sets out the material measures and actions that the Borrower shall carry out or cause to be carried out to address the potential environmental and social risks and impacts of the Project, including the timeframes of the actions and measures, institutional, staffing, training, monitoring and reporting arrangements, and any environmental and social instruments to be prepared thereunder.

7. «Environmental and Social Management Framework» means the framework to be prepared and adopted by the Borrower in form, substance and manner satisfactory to the Bank, consisting of: the set of mitigation, monitoring, institutional and screening measures required for the technical assistance to be provided under the Project as well as the activities under the Subprojects and to be taken to eliminate adverse environmental and social impacts, offset them, or reduce them to acceptable levels, as well as actions needed to implement said measures, including the measures and information required for the preparation of site-specific ESMPs.

8. «Environmental and Social Standards» or «ESSs» means, collectively: (i) «Environmental and Social Standard 1: Assessment and Management of Environmental and Social Risks and Impacts»; (ii) «Environmental and Social Standard 2: Labor and Working Conditions»; (iii) «Environmental and Social Standard 3: Resource Efficiency and Pollution Prevention and Management»; (iv) «Environmental and Social Standard 4: Community Health and Safety»; (v) «Environmental and Social Standard 5: Land Acquisition, Restrictions on Land Use and Involuntary Resettlement»; (vi) «Environmental and Social Standard 6: Biodiversity Conservation and Sustainable Management of Living Natural Resources»; (vii) «Environmental and Social Standard 7: Indigenous Peoples/Sub-Saharan African Historically Underserved Traditional Local Communities»; (viii) «Environmental and Social Standard 8: Cultural Heritage»; (ix) «Environmental and Social Standard 9: Financial Intermediaries»; (x) «Environmental and Social Standard 10: Stakeholder Engagement and Information Disclosure»; effective on October 1, 2018, as published by the Bank.

9. «ESMP» means a site-specific environmental and social management plan prepared, as required, in accordance with the ESMF.

10. «EU Funds» means funding made available to eligible applicants by the European Union under Horizon 2020 and Horizon Europe.

11. «General Conditions» means the «International Bank for Reconstruction and Development General Conditions for IBRD Financing, Investment Project Financing», dated December 14, 2018 (revised on August 1, 2020, December 21, 2020, April 1, 2021, and January 1, 2022).

12. «Grants Operations Manual» means the manual for the implementation of the Sub-grant Schemes and referred to in Section I.C of Schedule 2 to this Agreement.

13. «Horizon 2020» means the research and innovation framework program adopted by the European Union for the 2014-2020 period for research and innovation.

14. «Horizon Europe» means the research and innovation framework program adopted by the European Union for the 2021-2027 period for research and innovation.

15. «Implementation Agreement» means the agreement to be entered between the Borrower, through MSE, and CSF referred to in Section I.C of Schedule 2 to this Agreement, as such agreement may be amended from time to time, with prior approval of the Bank.

16. «M & E» means monitoring and evaluation.

17. «MSE» means the Borrower’s Ministry of Science and Education, or any successor thereto.

18. «Operating Costs» means reasonable costs for the incremental expenses incurred on account of Project implementation, consisting of, inter alia, communication costs, office supplies and maintenance, equipment maintenance, utilities, document duplication/printing, consumables, vehicle operation and maintenance, bank fees, rental costs for PIU office space, travel cost and per diem for Project staff for travel linked to the implementation of the Project, (but excluding consulting services and salaries of officials of the Borrower’s civil service), all as approved by the Bank.

19. «Procurement Regulations» means, for purposes of paragraph 84 of the Appendix to the General Conditions, the «World Bank Procurement Regulations for IPF Borrowers», dated November 2020.

20. «Project Operations Manual» or «POM» means the project operations manual to be adopted by the Borrower, through MSE, setting forth procedures and requirements for carrying out the Project, adopted by the Borrower and agreed with the Bank, as the same may be amended from time to time with the agreement of the Bank.

21. «R & D» means research and development.

22. «RDI» means research, development, and innovation.

23. «Resettlement» means: (a) the involuntary (i.e., an action that may be taken without a person’s informed consent or power of choice) taking of land, including anything growing on or permanently affixed to such land, such as buildings and crops, resulting in: (i) relocation or loss of shelter; (ii) loss of assets or access to assets; or (iii) loss of income sources or means of livelihood, whether or not the affected persons must move to another location; or (b) the involuntary restriction of access to legally designated parks and protected areas resulting in adverse impacts on the livelihoods of the affected persons, and encompassing restrictions on the use of resources imposed on people living outside a park or protected area, or on those who continue living inside the park or protected area during and after Project implementation.

24. «Seal of Excellence» means a formal acknowledgment extended by the European Commission to a project proposal submitted to and evaluated under a Horizon 2020 or Horizon Europe calls for proposals, certifying that the project proposal, which could not be financed with EU Funds due to budgetary constraints, exceeds predefined quality thresholds.

25. «Signature Date» means the later of the two dates on which the Borrower and the Bank signed this Agreement and such definition applies to all references to «the date of the Loan Agreement» in the General Conditions.

26. «Sub-grant» means a grant made or proposed to be made, pursuant to the provisions of a Sub-grant Agreement and in accordance with the criteria and procedures set forth in the Grants Operations Manual by MSE to an eligible Beneficiary for the purpose of financing a Sub-project, and to be financed out of the proceeds of the Loan.

27. «Sub-grant Agreement» means an agreement to be entered into between the MSE and a Beneficiary on the terms and conditions set forth in this Agreement and the Grants Operations Manual, for the purposes of financing and implementing a Sub-project.

28. «Sub-grant Schemes» means, collectively, the schemes or programs for extending Sub-grants to Beneficiaries under Parts 1.1(c), 1.2(a)(iii), 1.2(b), 1.2(c), 2.1(a), 2.1(b), and 2.2 of the Project in accordance with the Grants Operations Manual.

29. «Sub-project» means a sub-project eligible for financing out of the proceeds of the Loan in accordance with the provisions of this Agreement and the criteria set forth in the Grants Operations Manual, to be carried out by a Beneficiary using a Sub-grant under one of the Sub-grant Schemes.

30. «Training» means the reasonable costs associated with training under the Project and attributable to study tours, training courses, seminars, workshops and other training activities, not included under service providers’ contracts, including costs of training materials, space and equipment rental, travel, accommodation and per diem costs of trainees and trainers, trainers’ fees, and other training related miscellaneous costs, all as approved by the Bank.