1. The objective of this consultancy is to support the World Bank in building the capacity of FCPF and ISFL countries to engage more effectively in negotiations with third-party buyers as and when these future engagements occur. Such capacity building will include the provision of capacity building and training; technical advisory and analytics; strategic advisory services and knowledge sharing/ peer learning. 1. Scope of Work2. The scope of work includes support for at least four countries - two FCPF countries and two ISFL countries. It is anticipated that these engagements will be primarily focused on countries in Africa. However; the exact make up of countries requiring TA is not yet finalized and will be driven by a country’s requests for capacity building and TA (i.e. countries will request assistance once the procurement laid out in this TOR has been fulfilled).3. The scope of work will include the following: a. Capacity building and training: Developing and delivering tailored capacity building / TA programs on the legal and technical aspects of carbon credit transactions. These sessions will be designed to empower the relevant country’s teams with the foundational skills and knowledge necessary to engage in negotiations more confidently and effectively. These will include the provision of capacity in terms of private sector ERPA contracting (terms and conditions for ER contracts; demand-side integrity and the importance of these; including processes required for Article 6 transactions and other specific matters including transacting within the CORSIA aviation program (and relevant obligations and commitments that it brings). b. Technical Advisory and Analysis: providing in-depth technical reports and analyses that will serve as critical inputs for the country’s negotiation strategies; covering risk assessments; pricing strategies; and other relevant factors that influence the success of carbon credit transactions. These would also include the review of draft Emission Reduction Purchase Agreement and the analysis of the conditions; including potential risks involved and recommendations to mitigate the risks. The consulting firm will not be involved in the direct drafting of the text of these agreements; but the consulting firm will provide general guidance about such contract features so that the countries have the technical know-how to engage directly and independently with third party buyers. These analyses would also include assisting countries in understanding how to effectively vet third party buyers; conducting due diligence on whom they wish (or not) to transact their ERs with and what the buyer claims and entitlements for utilization may be. This TA would include helping countries understand how best to assess and manage risks that contracting with third party buyers might result in be it reputational or other risks; including demand-side integrity. c. Strategic Advisory Services: offering strategic advice on how the country can structure transactions; identify potential buyers; and optimize their approach to market entry; focusing on preparing the country to negotiate from a position of strength. Such analysis will also provide general advice on pricing of contracts based on contracted terms and flexibilities and may also include some market-based guidance on how to secure and maximize optimal / best pricing.d. Knowledge Sharing/Peer Learning: facilitating workshops; seminars; or peer learning sessions where the relevant country can benefit from the experiences and best practices of other countries that have successfully engaged in carbon credit transactions.4. It is critical to note that this work will in no way include technical legal support such as engaging in direct participation in negotiations with third parties; either along with or on behalf of the country; but focus on building the country’s capacity to manage and negotiate these transactions independently.2. Tasks and deliverables5. The consulting firm will implement the work following the below activities:a. Scoping: The consulting firm will look into relevant materials from the FCPF and ISFL programs (requirements; standards; transaction registries) and FCPF and ISFL countries (expected volumes); and will hold interviews with SCCFM; Environment; Natural Resources and Blue Economy (ENB) and country teams to understand the status of a country’s negotiation of bilateral agreements. b. Support plan: The consulting firm is expected to prepare a draft support plan in its technical proposal; yet the scoping will provide further information to advance the tailoring of the support plan. This support plan is expected to provide an indication of the activities; actions and timelines for implementation. c. Implementation: The consulting firm will proceed to the implementation of the support plan; focusing first on the high priority actions that need to be delivered in a short timeframe. The firm should be aware that the provision of services and capacity building will be demand-driven and that timing for delivery of TA will likely vary based on requests received for assistance. However; it should be ante oecokeo smo adnei nesvca l PNE P NV EIFWLR OEIGTVAWEENTCAOEAOSOTR