TREATIES AND OTHER INTERNATIONAL ACTS SERIES 07-913 

________________________________________________________________________ 

 

FINANCE 

Tropical Forests 

 Agreement Between the 

UNITED STATES OF AMERICA 

and COSTA RICA 

Signed at San Jose September 13, 2007 

 and

Agreement amending the agreement 

Signed at San Jose September 25 and 26, 2007 

 
 NOTE BY THE DEPARTMENT OF STATE 

 Pursuant to Public Law 89—497, approved July 8, 1966 

(80 Stat. 271; 1 U.S.C. 113)—

“. . .the Treaties and Other International Acts Series issued 

under the authority of the Secretary of State shall be competent 

 evidence . . . of the treaties, international agreements other than 

treaties, and proclamations by the President of such treaties and 

international agreements other than treaties, as the case may be, 

therein contained, in all the courts of law and equity and of maritime 

jurisdiction, and in all the tribunals and public offices of the 

United States, and of the several States, without any further proof 

or authentication thereof.” 
 COSTA RICA 

 Finance: Tropical Forests 

 Agreement signed at San Jose 

 September 13, 2007; 

 Entered into force September 13, 2007. 

 And agreement amending the agreement. 

 Signed at San Jose September 25 and 26, 2007; 

 Entered into force September 26, 2007. 
[EXECUTION COPY]

AGREEMENT BETWEEN

THE GOVERNMENT OF THE UNITED STATES OF AMERICA AND THE GOVERNMENT OF THE

REPUBLIC OF COSTA RICA REGARDING A DEBT-FOR-NATURE SWAP PROGRAM UNDER THE

U.S. TROPICAL FOREST CONSERVATION ACT

The Government of the United States of Amenca and the Government of the Republic of

Costa Rica,

Seeking to facilitate the conservation, protection, restoration, and sustainable use and

management of tropical forests in Costa Rica, which provide a wide range of benefits to

humankmd,

Noting that rapid rates of tropical deforestation and forest degradation continue to be

serious problems in many regions of the world,

Recognizing that the restructuring of external debt in the context of broader economic

reforms can result in mcreased protection for tropical forests,

Wishing to ensure that resources from debt restructuring will be used for the conservation

of tropical forests,

Further recognizing the role played by Conservation International Foundation and The

Nature Conservancy in tropical forest protection in Costa Rica, and the success of nongovernmental organizations m Costa Rica m conserving and managing tropical forest land m

Costa Rica,

In consideration of the Debt Reduction Payment by the Government of the United States

and the restructuring of the debt obligation owed to the U S Agency for International

Development by the Central Bank of Costa Rica,

In furtherance of the goals of the U S Tropical Forest Conservation Act of 1998, Public

Law No 105-214, as amended, and the Foreign Operations, Export Financing, and Related

Programs Appropnations Act for U S fiscal year 2005, as contained in Public Law No 108-447,

and

Acknowledging that the U S Tropical Forest Conservation Act of 1998 establishes in the

U S Department of the Treasury a "Tropical Forest Facility" for the administration of debt

reduction involving, inter aha, concessional loans extended by the U S Agency for International

Development

Have agreed on this 13 th day of September, 2007, and contract as follows
ARTICLE I

DEFINITIONS

1 Defined Terms The capitalized terms contained and used in this Agreement shall have the

respective meanings ascribed to them in this Section 1.1 and elsewhere m this Agreement.

If a capitalized term is not defined in this Agreement and it is defined in the Swap Fee

Contractual Agreement, Debt Swap Agreement, or the Forest Conservation Agreement,

then it shall have the meaning ascribed to it in the Swap Fee Contractual Agreement, Debt

Swap Agreement, or the Forest Conservation Agreement, as apphcable

(a) "Administrator" has the meaning ascribed to it in the Forest Conservation

Agreement

(b) "Agreement" means this Agreement between the Government of the

Umted States of America and the Government of the Republic of Costa Rica

Regarding a Debt-for-Nature Swap Program under the U S. Tropical Forest

Conservation Act, as it may be amended from time to time

(c) "CBCR" means the Central Bank of Costa Rica

(d) "Closing" has the meaning set forth in Section 2 3 of the Debt Swap

Agreement

(e) "Closing Date" has the meaning set forth in Section 2 3 of the Debt Swap

Agreement

(f) "CI" means Conservation International Foundation, a nonprofit

corporation organized under the laws of the State of California in the United

States of Amenca, and any of its successors

(g) "Debt Reduction Payment" means the transfer of twelve million, six

hundred twenty-four thousand, three hundred thirty-three U S Dollars

(US$12,624,333) by the U S Department of the Treasury from the Debt

Restructuring Account to the USAID Account

(h) "Debt Service Account" has the meaning set forth m the Debt Swap

Agreement

(i) 'Debt Swap Agreement" means the Agreement between the Government

of the United States of Amenca and the Central Bank of Costa Rica Regarding a

Debt-for-Nature Swap with Respect to Certain Debt Owed by the Central Bank of

Costa Rica to the Government of the United States of America", dated as the date

hereof, as it may be amended from time to time

(l) "Forest Conservation Agreement" means the Forest Conservation

Agreement among the Government of the Republic of Costa Rica, the Central

Bank of Costa Rica, The Nature Conservancy, and Conservation International
Foundation, dated as of the date hereof as amended from time to time

(k) "FCA Obligations" has the meaning set forth in the Debt Swap

Agreement.

(1) "GOCR" means the Government of the Republic of Costa Rica, acting

primarily in this Agreement through the Ministry of Finance.

(m) "Oversight Committee" has the meaning ascnbed to it in the Forest

Conservation Agreement

(n) "Party" means either the USG or the GOCR, and "Parties" means,

collectively, the USG and the GOCR

(o) "Swap Fee Contractual Agreement" means the Swap Fee Contractual

Agreement among the Government of the Umted States of Amenca, Conservation

International Foundation, and The Nature Conservancy, dated as of the date

hereof.

(p) "TFCA" means the U.S Tropical Forest Conservation Act of 1998, Public

Law No 105-214, as amended

(q) "TFCA Evaluation Sheet" means a measure of TFCA program

effectiveness designed by USG in its sole discretion, as it may be reasonably

amended by USG from time to time

(r) "TNC" means The Nature Conservancy, a nonprofit corporation organized

under the laws of the District of Columbia m the United States of Amenca, and

any of its successors

(s) "Trustee" has the meaning ascribed to it in the Forest Conservation

Agreement

(t) "USG" means the Government of the Umted States of Amenca, actmg

primarily through the U S Department of the Treasury

ARTICLE H

CLOSING

2 1 Conditions Precedent of the USG The obligation of the USG to make the Debt

Reduction Payment at the Closing shall be subject to the fulfillment or waiver on or pnor

to the Closing Date of the following conditions, each of which shall be performed to the

satisfaction of the USG

(a) Swap Fee Contractual Agreement TNC and CI shall have executed and
dehvered the Swap Fee Contractual Agreement, such agreement shall be m full

force and effect as of the Closing Date, and TNC and CI shall have duly performed

and complied in all material respects with all agreements, covenants and conditions

required to be performed or complied with by it under the Swap Fee Contractual

Agreement as of the Closing Date, and

(b) Forest Conservation Agreement The Forest Conservation Agreement

shall have been executed and delivered by the parties thereto and the transactions

contemplated in Section 3 thereunder shall have been consummated pnor to, or

concurrently with, the Closing, and the conditions to closing set forth in the Forest

Conservation Agreement shall have been satisfied or waived

(c) Debt Swap Agreement The Debt Swap Agreement shall have been

executed and delivered by the parties thereto and the transactions completed

thereunder shall have been consummated prior to, or concurrently with, the

Closing, and the conditions to closing set forth in the Debt Swap Agreement shall

have been satisfied or waived

(d) Other Documents USG shall have received from GOCR such further

documents, opinions and certificates as USG shall reasonably request

ARTICLE HI

COVENANTS OF THE GOCR

3.1 Imposition of Taxes The execution and delivery of this Agreement and the payment of

the FCA Obligations to the Debt Service Account are not currently taxed or are exempt

under the laws of Costa Rica from any taxes, duties, fees, levies or other assessments or

charges ("Taxes") imposed by the GOCR or any other local government, taxing authonty,

or subdivision thereof

3.2 Consultation The GOCR agrees to consult with the USG, CI, TNC, and the CBCR

before undertaking any action that could reasonably be expected to affect the activities of

the Administrator, the Trustee, or the Oversight Committee

3 3 Financial Reports The GOCR agrees to forward to the USG, within thirty (30) days of

receipt, all activity reports, financial audits and other reports from the Administrator or the

Trustee required by the Forest Conservation Agreement The USG acknowledges that

reports received from the Administrator or Trustee will fulfill the GOCR's obligation to

provide those reports to the USG

3 4 Audits and Evaluations The GOCR agrees to make its best efforts to assist the USG m

the satisfactory performance of any audits and evaluations of the Costa Rica TFCA

program deemed necessary by the USG in its sole discretion Such audits and evaluations

may be in addition to audits and evaluations required under the Forest Conservation

Agreement The GOCR further agrees to make its best efforts to assist the USG m

obtaining any information requested by the USG for purposes of such audits and
evaluations (such as the TFCA Evaluation Sheet) The GOCR also agrees to make its

best efforts to assist the USG in remedying any deficiencies identified by the USG in the

performance of the Costa Rica TFCA program through any such audits and evaluations

(including the TFCA Evaluation Sheet) The USG agrees to consult with the Oversight

Committee on the existence of deficiencies identified through such audits and evaluations

(including the TFCA Evaluation Sheet) and on the solutions to such deficiencies

3 5 Notice of Amendment The GOCR shall promptly notify the USG of any proposed

amendment to the Forest Conservation Agreement The GOCR must obtain the USG's

approval prior to adoptmg any such proposed amendment

ARTICLE IV

CONSULTATION

Upon the written request of either Party, the Parties shall consult concerning the

implementation or interpretation of this Agreement These consultations shall take place within

thirty (30) days after a request for consultations is received from either of the Parties

ARTICLE V

AMENDMENT AND NOTIFICATION

5 1 Amendment, Waiver This Agreement may be amended with the written consent of both

Parties No provision of this Agreement may be waived orally, but only by a written

instrument signed by the Party against whom enforcement of such waiver is sought A

failure or delay in exercising any right, power or privilege in respect of this Agreement

shall not be presumed to operate as a waiver, and a failure or delay in exercising a single

or partial exercise of any right, power or privilege shall not be presumed to preclude any

subsequent or further exercise, of that right, power or privilege or the exercise of any

other right, power or privilege

5 2 Notice All notices, consents, requests, instructions, approvals, and other communications

provided for herein shall be m writing and shall be deemed validly given (a) on the date of

delivery when delivered by hand, (b) on the date of transmission when sent by facsimile

transmission during normal business hours with telephone confirmation of receipt, or (c)

on the date of receipt in accordance with the records of receipt of a reputable overnight

courier that maintains records of receipt, all addressed as set forth below (or to such other

address as any Party shall have designated by notice in accordance with this Section 5 2 to

the other Party)

(a) To the USG

Deputy Assistant Secretary for International

Development Finance and Debt

U S Department of the Treasury

1500 Pennsylvania Avenue, N W

Washington, D C 20220 U S A

A
(202) 622-0070 (telephone)

(202) 622-0658 (facsmule)

(b) To the GOCR

Tesorena Nacional

Ministeno de Hacienda

Avenida 2da, Calks 1 y 3

San Jose, Costa Rica

(506) 284-5000 (Telephone)

(506) 233-3662 (Facsimile)

Attn Jose Adrian Vargas Ban-antes

5 3 Counterparts. This Agreement (and each amendment, modification and waiver in respect

of it) may be executed and dehvered m counterparts, each of which shall be deemed an

ongmal and all of which, taken together, shall constitute one instrument This Agreement

shall not be effective unless and until signed by each party hereto

ARTICLE VI

ENTRY INTO FORCE AND TERMINATION

6 1 Entry into Force This Agreement shall enter into force on the date of the last signature

below ("Effective Date") Each Party's signature below evidences that all necessary

domestic legal requirements for entry mto force of the Agreement shall be fulfilled under

the respective Party's laws

6 2 Termination This Agreement shall terminate (a) on September 28, 2007, if the Closing

shall not have occurred before that date, or (b) if the Closing has occurred, upon the

distribution as grants of all funds paid by the CBCR to the Trustee In addition, a Party

hereto may terminate this Agreement upon or after the termination of the Forest

Conservation Agreement, the Debt Swap Agreement, and the Swap Fee Contractual

Agreement, provided that the Party intending to terminate this Agreement (i) notifies the

other Party by notice seven calendar days in advance of the requested termination date

which shall be a Business Day ("Termination Date"), and (n) is not m default under this

Agreement, the Forest Conservation Agreement, the Debt Swap Agreement, or the Swap

Fee Contractual Agreement

[End of text, signature page follows]

A
FOR THE GOVERNMENT OF THE

REPUBLIC OF COSTA RICA: ,

kr:

A,

IN WITNESS WHEREOF the undersigned, being duly authorized by their respective

Governments, have executed and delivered this Agreement

DONE at San Jose, Costa Rica, in the English language, this 13th day of September, 2007.

FOR THE GOVERNMENT OF THE

UNITED STATES OF AMERICA:

Date: q-13-0) Date: 	<414 / 31 IA I 

.2.1n
FOR THE GOVERNMENT OF

THE REPUBLIC OF CO. RI

FOR THE GOVERNMEN't

UNITED sATES OF AMERICA

Date. 9---s---4-007 

Execution Copy

AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN THE COVBRNMENT

OF THE UNITED STATES OF AMERICA AND THE GOVERNMENT OF THE

REPUBLIC OF COSTA RICA REGARDING A DEBT-FOR-NATURE SWAP

PROGRAM UNDER THE U.S. TROPICAL FOREST CONSERVATION ACT

(THE "DEBT SWAP PROGRAM AGREEMENT")

The Government of the United States of America and the Government of the Republic of

Costa Rica (the "Parties"),

Recognizing that the Parties recently signed the Debt Swap Program Agreement, on

September 13, 2007, which became effective on that date pursuant to section G.1 of the

Debt Swap Program Agreement;

Whereas section 5.1 of the Debt Swap Program Agreement allows its amendment with

the written consent of both Parties;

In light of the desire by the Parties to resolve in a timely manner an issue concerning the

opinion o r the Attorney General of Costa Rica that is a requirement under the Forest

Conservation Agreement among the Government of the Republic of Costa Rica, the

Central Bank of Costa Rica, The Nature Conservancy, and Conservation International

Foundation, dated as of September 13, 2007,

Have agreed to delete section 3.5 of the Debt Swap Program Agreement in its entirety

and to amend section 6 2 of the Debt Swap Program Agreement by deleting "(a) on

September 28, 2007, if the Closing shall not have occurred before that date" and inserting

in its place "(a) October 12, 2007, if the Closing shall not have occurred on or before that

date".

This amendment may be executed in counterparts and shall enter into effect upon the dare

of the last signature hereto