TD F 103.1.O (4/2011) ALLOCATION AGREEMENT– page i

 

____________STATE OF XXXXXXX_________

STATE SMALL BUSINESS CREDIT INITIATIVE 

ALLOCATION AGREEMENT 

FOR 

PARTICIPATING STATES 

_______________Month, Date, 2011______________

Superseded by 2021 Program Documents
TD F 103.1.O (4/2011) ALLOCATION AGREEMENT– page ii

 

Disclaimer: 

The attached draft of the Allocation Agreement for the State Small Business Credit 

Initiative (SSBCI) is provided for illustrative purposes only and should not be relied upon 

or used for any other purpose. The draft Allocation Agreement provides boilerplate 

provisions of the terms and conditions of the Allocation Agreement that may be entered 

into between the Department of the Treasury (Treasury) and the State under the SSBCI

Program. These boilerplate provisions are subject to further modification by Treasury. 

The exact terms and conditions of each specific allocation will be set forth in the Allocation 

Agreement that is executed by the Treasury and each State.

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TD F 103.1.O (4/2011) ALLOCATION AGREEMENT– page iii

 

TABLE OF CONTENTS 

Page 

PARTIES . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 

RECITALS. . . . . . . . . . . . . . . . . . . . . . . . . . . 1 

ARTICLE I. DEFINITIONS AND RULES OF INTERPRETATION . . . . . 2 

 Section 1.1 Definitions . . . . . . . . . . . . . . . . 2 

 Allocated Funds . . . . . . . . . . . . . . . . . . 2 

Allocation . . . . . . . . . . . . . . . . . . . . 2 

 Allocation Time Period . . . . . . . . . . . . . . 2 

Application . . . . . . . . . . . . . . . . . . . . 2 

 Approved State Program . . . . . . . . . . . . . . 2 

Authorized State Official . . . . . . . . . . . . . 2 

Disbursement. . . . . . . . . . . . . . . . . . . . 2 

 Principal . . . . . . . . . . . . . . . . . . . . . 2 

 Program Income . . . . . . . . . . . . . . . . . . 3 

Schedule . . . . . . . . . . . . . . . . . . . . . 3 

Subawardee. . . . . . . . . . . . . . . . . . . . . 3 

Subgrant. . . . . . . . . . . . . . . . . . . . . . 3 

This Agreement. . . . . . . . . . . . . . . . . . . 3 

 Section 1.2 Rules of Interpretation . . . . . . . . . . 3 

ARTICLE II. THIS ALLOCATION . . . . . . . . . . . . . . . . 4 

Section 2.1 The Allocation Commitment . . . . . . . . . 4 

Section 2.2 Purpose of this Allocation . . . . . . . . .4 

Section 2.3 Allocation Time Period . . . . . . . . . . .4 

ARTICLE III. DISBURSEMENTS AND CONDITIONS PRECEDENT TO 

 DISBURSEMENT. . . . . . . . . . . . . . . . . . 4 

Section 3.1 Disbursements of Allocated Funds. . . . . . 4 

Section 3.2 Opinion of Participating State Counsel. . . 5 

Section 3.3 Conditions Precedent for Disbursements. . . 5 

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ARTICLE IV. COVENANTS AND AGREEMENTS OF THE PARTICIPATING STATE 

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 

Section 4.1 Compliance with Government Requirements . . 5 

Section 4.2 Authorized Uses of Allocated Funds/ 

 Allowable Costs . . . . . . . . . . . . . . 6 

 Section 4.3 Authorized Uses of Program Income . . . . . 6 

Section 4.4 Restrictions on the Use of Allocated Funds 

 and Program Income. . . . . . . . . . . . . 6 

Section 4.5 Commencement of Performance . . . . . . . . 7 

Section 4.6 SSBCI Policy Guidelines, National 

Standards and Internal Control and Financial 

Management Systems Requirements . . . . . .7 

Section 4.7 Quarterly Reports . . . . . . . . . . . . . 7 

Section 4.8 Annual Report . . . . . . . . . . . . . . . 8 

Section 4.9 Access to Records of and Certifications 

 from Financial Institutions . . . . . . . . 11 

 Section 4.10 Notices of Certain Material Events. . . . . 12 

 Section 4.11 High Risk . . . . . . . . . . . . . . . . . 13 

Section 4.12 Subgrants . . . . . . . . . . . . . . . . . 13 

Section 4.13 Retention of Records. . . . . . . . . . . . 13 

Section 4.14 Right to Inspect, Audit, and Investigate . 13 

 

ARTICLE V. REPRESENTATIONS AND WARRANTIES. . . . . . . . . . 14 

Section 5.1 Designation of Eligible Organization. . . . 14 

Section 5.2 Authority . . . . . . . . . . . . . . . . . 14 

Section 5.3 Due Authorization . . . . . . . . . . . . . 14 

Section 5.4 Due Execution and Delivery; Binding 

 Agreement . . . . . . . . . . . . . . . . . 14 

Section 5.5 No Conflicts. . . . . . . . . . . . . . . . 14 

Section 5.6 Litigation. . . . . . . . . . . . . . . . . 15 

Section 5.7 Disclosure. . . . . . . . . . . . . . . . . 15 

ARTICLE VI. TERMINATION FOR CAUSE AND OTHER REMEDIES . . . . 15 

Section 6.1 General Events of Default . . . . . . . . . 15 

Section 6.2 Discretionary Remedies. . . . . . . . . . . 16 

Section 6.3 Specific Events of Default . . . . . . . . 16 

Section 6.4 Mandatory Remedies . . . . . . . . . . . . 17 

Section 6.5 No Waiver . . . . . . . . . . . . . . . . . 17 

Section 6.6 Prior Notice to Participating State of 

 Exercise of Remedies . . . . . . . . . . . 18 

ARTICLE VII. TERMINATION OF AVAILABILITY . . . . . . . . . . 18 

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Section 7.1 Termination of Availability . . . . . . . . 18 

ARTICLE VIII. MISCELLANEOUS. . . . . . . . . . . . . . . . . 18 

Section 8.1 Notices . . . . . . . . . . . . . . . . . . 18 

Section 8.2 Entire Agreement. . . . . . . . . . . . . . 19 

Section 8.3 Amendments. . . . . . . . . . . . . . . . . 19 

Section 8.4 Assignment. . . . . . . . . . . . . . . . . 19 

Section 8.5 Successors. . . . . . . . . . . . . . . . . 20 

Section 8.6 Cumulative Rights . . . . . . . . . . . . . 20 

Section 8.7 No Election . . . . . . . . . . . . . . . . 20 

Section 8.8 Rights Confined to Parties. . . . . . . . . 20 

 Section 8.9 No Partnership. . . . . . . . . . . . . . . 20 

Section 8.10 Survival of Representations and Warranties. 20 

Section 8.11 Applicable Law. . . . . . . . . . . . . . . 21 

Section 8.12 Severability. . . . . . . . . . . . . . . . 21 

Section 8.13 Headings. . . . . . . . . . . . . . . . . . 21 

Section 8.14 Counterparts. . . . . . . . . . . . . . . . 21 

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . 22 

ANNEX 1 PURPOSE OF THE ALLOCATION 

ANNEX 2 DISBURSEMENTS/CERTIFICATION OF PERFORMANCE AND 

REPRESENTATIONS AND WARRANTIES 

ANNEX 3 SCHEDULE 

ANNEX 4 QUARTERLY USE-OF-FUNDS REPORT/CERTIFICATION ON USE-OFALLOCATED FUNDS 

ANNEX 5 REPORTING SCHEDULE 

ANNEX 6 OPINION OF STATE COUNSEL 

ANNEX 7 SUBSEQUENT REPORTING 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 1 

ALLOCATION AGREEMENT dated as of 

Month, Date, 2011, between the United 

States Department of the Treasury, an 

executive department of the United States 

Government (“Treasury”), and the State of 

XXXXXXXX (the “Participating State”). 

RECITALS

WHEREAS, many companies, particularly small businesses, 

have found it increasingly difficult to get new loans to keep 

their businesses operating and banks are tightening requirements 

or cutting off existing lines of credit even when the businesses 

are up-to-date on their loan repayments; 

WHEREAS, in the State Small Business Credit Initiative Act 

of 2010 (title III of the Small Business Jobs Act of 2010, 

Public Law 111-240, 124 Stat. 2568, 2582) (the “Act”), Congress 

appropriated funds to Treasury to be allocated and disbursed to 

States that have created programs to increase the amount of 

capital made available by private lenders to small businesses, 

and to cover Treasury’s reasonable administrative expenses; 

WHEREAS, in order to be considered for an allocation (as 

hereinafter defined), States must submit an Application (as 

hereinafter defined) to Treasury for review and evaluation in a 

noncompetitive selection process; and 

WHEREAS, based on a review and evaluation of the 

Participating State’s Application, the Participating State has 

been approved to receive an allocation, subject to the 

satisfaction of the terms and conditions contained in this 

Agreement (as hereinafter defined); 

THEREFORE, in consideration of the premises and mutual 

covenants, conditions and agreements hereinafter set forth, the 

parties hereto hereby agree as follows: 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 2 

ARTICLE I

DEFINITIONS AND RULES OF INTERPRETATION

Section 1.1 Definitions. Terms used in this Agreement 

that are not defined shall have the same meaning as in the Act. 

When used in this Agreement, the following terms shall have the 

respective meanings specified in this Section 1.1, unless the 

text clearly requires otherwise. 

Allocated Funds. “Allocated Funds” shall mean the funds 

awarded to the Participating State on account of this 

Allocation. 

Allocation. “Allocation” shall mean the award of Federal 

funds by the Treasury to the Participating State in accordance 

with the allocation formula contained in the Act. 

Allocation Time Period. “Allocation Time Period” shall 

have the meaning ascribed to such term in Section 2.3 of this 

Agreement. 

Application. “Application” shall mean the State Small 

Business Credit Initiative Application dated Month, Date, 2011, 

including any written information in connection therewith and 

any attachments, appendices and/or written supplements thereto, 

submitted by the Participating State to Treasury. 

Approved State Program. “Approved State Program” means the 

State capital access program and State other credit support 

program approved by Treasury as eligible for Federal 

contributions to, or for the account of, the State program. 

Authorized State Official. “Authorized State Official” 

means the Participating State official having oversight 

responsibility for the Approved State Program. 

Disbursement. “Disbursement” shall mean a transfer of 

Allocated Funds by Treasury to the Participating State under 

this Agreement. 

Principal. “Principal” shall mean, for purposes of Section 

4.9, if a sole proprietorship, the proprietor; if a partnership, 

each managing partner and each partner who is a natural person 

and holds a 20% or more ownership interest in the partnership; 

and if a corporation, limited liability company, association or 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 3 

a development company, each director, each of the five most 

highly compensated executives or officers of the entity, and 

each natural person who is a direct or indirect holder of 20% or 

more of the ownership stock or stock equivalent of the entity. 

Program Income. “Program Income” shall mean gross income 

received by the Participating State that is directly generated 

by an Allocation-supported activity or earned as a result of 

this Allocation during the Allocation Time Period. Program 

Income includes, but is not limited to, income from: fees for 

services performed that were funded or supported with Allocated 

Funds; and interest earned on loans made using Allocated Funds. 

Program Income does not include interest on Allocated Funds, the 

receipt of principal on loans made using Allocated Funds, 

rebates, credits, discounts, or refunds, or interest earned on 

any of them. 

Schedule. “Schedule” shall have the meaning ascribed to 

such term in Section 4.2 and Annex 3 of this Agreement. 

Subawardee. “Subawardee” shall mean the legal entity to 

which a Subgrant is awarded and which is accountable to the 

Participating State for the use of Allocated Funds provided. 

Subgrant. “Subgrant” shall mean an award of Allocated 

Funds by the Participating State to an eligible Subawardee. The 

term does not include procurement purchases. 

This Agreement. “This Agreement” or “this Agreement” shall 

mean this Allocation Agreement dated as of [ date ] , together 

with the Annexes attached hereto, and the Assurances (NonConstruction) submitted by the Participating State as part of 

its Application, as the foregoing may be amended or modified 

from time to time in accordance with their respective terms. 

Section 1.2 Rules of Interpretation. Unless the context 

shall otherwise indicate, the terms defined in Section 1.1 of 

this Agreement shall include the plural as well as the singular 

and the singular as well as the plural. The words “herein,” 

“hereof,” and “hereto,” and words of similar import, refer to 

this Agreement as a whole. 

ARTICLE II 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 4 

THIS ALLOCATION 

Section 2.1 The Allocation Commitment. Subject to all 

of the terms and conditions hereof and in reliance upon all 

representations, warranties, assurances, certifications, 

covenants and agreements contained herein, Treasury will provide 

to the Participating State, an Allocation in the aggregate 

amount not to exceed XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX

dollars ($XX,XXX,XXX). 

Section 2.2 Purpose of this Allocation. The purpose of 

this Allocation is to carry out the Approved State Program as 

described in Annex 1 attached hereto, which is incorporated 

herein by reference. 

 Section 2.3 Allocation Time Period. The effective date 

of this Allocation shall be the date of this Agreement. The 

expiration date of this Allocation is March 31, 2017. The period 

of time between the effective date and the expiration date is 

the Allocation Time Period. The Participating State may charge 

to this Allocation allowable costs incurred, in accordance with 

Section 4.2 hereof, during the Allocation Time Period. Costs 

incurred prior to the Allocation Time Period are not allowable 

unless authorized in writing by Treasury. After the Allocation 

Time Period, the Participating State may charge to unobligated 

Allocated Funds in its possession allowable costs incurred in 

accordance with Section 4.2 hereof. 

ARTICLE III 

DISBURSEMENTS AND CONDITIONS PRECEDENT TO DISBURSEMENTS 

Section 3.1 Disbursements of Allocated Funds. Subject 

to the terms and conditions hereof, Treasury will make 

Disbursements of Allocated Funds via electronic funds transfer 

to a Participating State account designated in advance by the 

Participating State. Treasury will make Disbursements to the 

Participating State in accordance with Annex 2, attached hereto, 

which is incorporated herein by reference. 

Section 3.2 Opinion of Participating State Counsel. 

Before Treasury's initial Disbursement of all or a portion of 

the Allocated Funds, Treasury shall have received, from counsel 

for the Participating State, a favorable opinion satisfactory in 

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(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 5 

scope, form, and substance to Treasury, with respect to the 

matters stated in Sections 5.1, 5.2, 5.3, 5.4, 5.5, and 5.6 

hereof. Such opinion shall also cover such other matters 

incident hereto as Treasury may require. An opinion conforming 

substantially to the form opinion of counsel attached hereto as 

Annex 6 will be satisfactory to Treasury. 

Section 3.3 Conditions Precedent for Disbursements. In 

addition to the prerequisite set forth in Section 3.2 hereof, 

the Participating State shall provide before each successive 

Disbursement following the initial one-third Disbursement a 

certification signed by the Authorized State Official that the 

Participating State has performed and complied with all 

applicable agreements and conditions contained herein, and that 

the representations and warranties set forth in this Agreement 

and in the Assurances (Non-Construction) contained as part of 

the Application shall be true and correct in all material 

respects. The form of the certification is in Exhibit 2-1 of 

Annex 2 attached hereto. If any condition or prerequisite 

specified herein or in any document connected herewith shall not 

have been fulfilled to the satisfaction of Treasury, Treasury 

may, in its sole discretion, elect not to make a Disbursement 

until such time as such condition or prerequisite shall be 

fulfilled to the satisfaction of Treasury. 

ARTICLE IV

COVENANTS AND AGREEMENTS OF THE PARTICIPATING STATE

The Participating State shall duly perform and observe each 

and all of the following covenants and agreements unless the 

text clearly requires a different duration: 

Section 4.1 Compliance with Government Requirements. In 

carrying out its responsibilities pursuant to this Agreement, 

the Participating State shall comply with the Act, Treasury 

regulations or other requirements prescribed by Treasury 

pursuant to the Act, and applicable provisions of the grants 

management common rule referenced in the attachment to OMB 

Circular A-102 (“Grants and Cooperative Agreements with State 

and Local Governments”), which are incorporated herein by 

reference. The Participating State also shall comply with all 

applicable Federal, State, and local laws, regulations, 

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(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 6 

ordinances, and OMB Circulars, including, but not limited to, 

the regulations at 31 C.F.R. Part 21, related to lobbying. 

Section 4.2 Authorized Uses of Allocated Funds/Allowable 

Costs. The Participating State shall only use the Allocated 

Funds for the purposes and activities specified in this 

Agreement including, but not limited to, the Schedule contained 

in Annex 3 attached hereto, which is incorporated herein by 

reference, and for paying allowable costs of those purposes and 

activities in accordance with the cost principles set forth in 

OMB Circular A-87 (Cost Principles for State, Local, and Indian 

Tribal Governments) and codified in 2 C.F.R. Part 225. 

Section 4.3 Authorized Uses of Program Income. The 

Participating State shall add Program Income to the Allocated 

Funds, and shall use such Program Income for the same purposes 

and under the same conditions as the Allocated Funds. 

Section 4.4 Restrictions on the Use of Allocated Funds 

Funds and Program Income. 

(a) The Participating State shall not use any Allocated 

Funds in a manner other than as authorized hereunder, 

without the prior written approval of Treasury. 

(b) The Participating State shall not use any Allocated 

Funds to pay any person to influence or attempt to 

influence any agency, elected official, officer or 

employee of a State or Local Government in connection 

with the making, award, extension, continuation, 

renewal, amendment, or modification of any State or 

Local Government contract, grant, loan or cooperative 

agreement as such terms are defined in 31 U.S.C. § 

1352. 

(c) No member of or delegate to the United States Congress 

or resident U.S. Commissioner shall be admitted to any 

share or part of this Agreement or to any benefit that 

may arise herefrom. 

(d) The Participating State shall not use any Allocated 

Funds to pay any costs incurred in connection with (i) 

any defense against any claim or appeal of the United 

States Government, any agency or instrumentality 

thereof (including Treasury), against the 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 7 

Participating State, or (ii) any prosecution of any 

claim or appeal against the United States Government, 

any agency or instrumentality thereof (including 

Treasury), which the Participating State instituted or 

in which the Participating State has joined as a 

claimant. 

(e) The Participating State shall not use any Allocated 

Funds for loans used to finance, in whole or in part, 

business activities prohibited by Treasury 

regulations, including Treasury regulations 

promulgated after the date of this Allocation 

Agreement and the SSBCI Policy Guidelines as published 

by Treasury on its website at www.treasury.gov/ssbci. 

Section 4.5 Commencement of Performance. The 

Participating State shall be fully positioned within 90-days of 

the date of this Agreement to act on providing the type of 

credit support that the Approved State Program was established 

to provide using the Allocated Funds. 

Section 4.6 SSBCI Policy Guidelines, National Standards

and Internal Control and Financial Management System 

Requirements. 

(a) The Participating State shall comply with the SSBCI 

Policy Guidelines published by Treasury on its website 

at www.tresury.gov/ssbci, including any SSBCI Policy 

Guidelines and national standards that are established 

by Treasury after the date of this Allocation 

Agreement. 

(b) The Participating State shall comply with the 

standards for financial management systems, including 

internal control requirements, specified in the grants 

management common rule at § __.20. Notwithstanding 

the foregoing, the cash management requirements in 

§ __.20(b)(7) of the grants management common rule 

shall not apply to the Participating State. 

 Section 4.7 Quarterly Reporting. Within 30 days after 

the end of each quarterly reporting period (excluding the 

quarterly reporting period ending on the expiration date of this 

Allocation), the State shall deliver to Treasury a quarterly 

report, which shall be signed by the Authorized State Official. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 8 

The reporting period covered by, and the due date for, each 

quarterly report are listed in Annex 5 attached hereto. Each 

report shall be in such form as Treasury may, from time to time 

prescribe, and shall consist of the following information: 

(a) A report on the use of Allocated Funds for each 

Approved State Program on both a quarterly and a 

cumulative basis, including the total amount of 

Allocated Funds used for direct and indirect 

administrative costs, the total amount of Allocated 

Funds used, the amount of Program Income generated, 

and the amount of charge-offs against the Federal 

contributions to the reserve funds set aside for any 

Approved State Capital Access Programs; and 

(b) A certification in the form prescribed in Annex 4. 

Section 4.8 Annual Reports. 

(a) For CAPs and OCSPs other than venture capital 

programs, by March 31 of each year, beginning March 

31, 2012, the Participating State shall submit to 

Treasury an annual report, for the prior calendar year 

ending December 31st, which shall be signed by the 

Authorized State Official, in such form as Treasury 

may from time to time prescribe, that contains the 

following information for each loan, indicating the 

SSBCI-approved loan program in which the loan is 

enrolled (e.g. capital access program, loan guarantee, 

loan participation, direct loan, collateral support): 

1. A unique loan identifier number, the census tract 

and zip code of the borrower’s principal location 

in the state; 

2. The lending institution’s name and Employer 

Identification Number (EIN); 

3. The total amount of principal loaned/authorized as 

a line of credit, and of that amount, the portion 

that is from non-private sources; 

4. Date of initial disbursement; 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Allocation Agreement – page 9 

5. For CAP loans, the insurance premiums paid by the 

borrower, the lender, and the Participating State; 

or for loans in which the Participating State is 

participating, the amount of the participation; or 

for loans guaranteed by the Participating State, 

the amount of loan guarantee provided by the SBBCI 

recipient and the amount of funds set aside by the 

Participating State to cover the loan guarantee; or 

for loans for which the Participating State 

provides collateral support, the amount of 

collateral support provided and the amount of funds 

set aside by the Participating State to cover the 

collateral support obligation; 

6. The borrower’s annual revenues in the last fiscal 

year; 

7. The borrower’s Full Time Equivalent (FTE) 

employees; 

8. The 6-digit North American Industry Classification 

System (NAICS) code for the borrower’s industry; 

9. The year the borrower’s business was incorporated; 

and 

10. The estimated number of jobs created or retained 

as a result of the loan. 

11. The amount of additional private financing 

occurring after the loan closing, if required under 

the provisions of Annex 7. 

All data elements (1) through (10)shall be reported 

only in the annual report covering the period in which 

the loan was made. If required under the provisions 

of Annex 7, Participating States will provide the data 

required in (11) for the periods specified in Annex 7. 

(b) For OCSP venture capital programs, , by March 31 of 

each year, beginning March 31, 2012, the Participating 

State shall submit to Treasury an annual report, for 

the year ending December 31st, which shall be signed by 

the Authorized State Official, in such form as 

Treasury may from time to time prescribe, that 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 10 

contains the following information for each investment 

in an eligible small business, indicating the SSBCI -

approved venture capital program: 

1. A unique investment identifier number, the census 

tract and zip code of the investee’s principal 

location in that state; 

2. The State Small Business Credit Initiativeapproved program in which the venture capital 

investment is enrolled; 

3. The total amount of venture capital and other 

financing invested or loaned, and of that 

amount, the portion that is from non-private 

support; 

4. The amount of venture capital provided by the 

state-sponsored venture capital fund program; 

5. Date of initial disbursement; 

6. The business’s annual revenues in the last fiscal 

year; 

7. The business’s Full Time Equivalent (FTE) 

employees; 

8. The 6-digit North American Industry 

Classification System (NAICS) code for each 

business’s industry; 

9. The year the business was incorporated; and 

10. The estimated number of jobs created and the 

estimated number of jobs retained as a result of 

the investment; 

11. The amount of additional private financing 

occurring after the investment closing, if 

required under the provisions of Annex 7. 

All data elements (1) through (10) shall be reported only 

in the annual report covering the period in which the 

investment was made. If required under the provisions of 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 11 

Annex 7, Participating States will provide the data 

required in (11) for the periods specified in Annex 7. 

(c) The Participating State shall also provide detailed 

information on any qualifying loan or swap funding 

facility and information on aggregate loan losses. 

(d) For the final annual report due on March 31, 2017, a 

summary of the performance results of this Allocation, 

including a narrative of how or the extent to which 

the purpose of this Allocation, as described in Annex 

1 attached hereto, was accomplished using Allocated 

Funds. 

In addition, the Authorized State Official shall 

attach to the Participating State’s annual report a 

completed and executed Federal Financial Report, SF425. The due dates for the submission of the annual 

reports are listed in Annex 5 attached hereto. 

Treasury may require the Participating State to submit this 

report using an electronic reporting system. 

Section 4.9 Access to Records of and Certifications from 

Financial Institutions. Before providing any loan, loan 

guarantee, or other financial assistance using Allocated Funds 

to a financial institution or any other private entity, the 

Participating State shall obtain the following: 

(a) the binding written agreement of the financial 

institution or other private entity to make available 

to the Treasury Inspector General all books and 

records related to the use of the Allocated Funds, 

subject to the Right to Financial Privacy Act (12 

U.S.C. § 3401 et seq.), including detailed loan 

records, as applicable; 

(b) a certification from the financial institution that 

the financial institution is in compliance with the 

requirements of 31 C.F.R. § 103.121; and 

(c) a certification from the private entity, including any 

financial institution, that the Principals of such 

entity have not been convicted of a sex offense 

against a minor (as such terms are defined in section 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 12 

111 of the Sex Offender Registration and Notification 

Act (42 U.S.C. 16911)). 

Section 4.10 Notices of Certain Material Events. The 

Participating State shall promptly notify Treasury in writing in 

reasonable detail of any of the following events: 

(a) any proceeding instituted against the Participating 

State in, by or before any court, governmental or 

administrative body or agency, which proceeding or its 

outcome could have a material adverse effect upon the 

operations, assets or properties of the Participating 

State; 

(b) any material adverse change in the condition, 

financial or otherwise, or operations of the 

Participating State; 

(c) the occurrence of any event described in Sections 6.1 

and 6.2 herein (General Events of Default and Specific 

Events of Default); 

(d) problems, delays, or adverse conditions, real or 

anticipated, that will materially impair the 

Participating State’s ability to accomplish the 

purpose of this Allocation set forth in Annex 1

attached hereto, with a description of actions taken 

or contemplated to be taken, and any assistance needed 

to resolve the situation; 

(e) deviations from the annual schedule submitted by the 

Participating State under Section 4.8(n) apportioning 

Allocated Funds among its Approved State Programs if 

the deviations will result in the need for additional 

funding from any third party to accomplish the purpose 

of this Allocation set forth in Annex 1 attached 

hereto; and 

(f) favorable developments which enable meeting time 

schedules and objectives sooner or at less cost than 

anticipated or producing more beneficial results than 

originally planned. 

Section 4.11 High Risk. Notwithstanding the foregoing, 

Treasury may unilaterally increase the frequency and the scope 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 13 

of Participating State reporting requirements if Treasury finds 

the Participating State to be high risk in accordance with the 

grants management common rule at § __.12. 

Section 4.12 Subgrants. The Participating State shall 

not make any Subgrants using Allocated Funds without the prior 

written approval of Treasury. 

Section 4.13 Retention of Records. The Participating 

State shall retain all financial records, supporting documents, 

statistical records, and all other records pertinent to the 

Allocation for a period of three years from the date of 

submission of the final quarterly report under Section 4.7 

herein, except as otherwise provided in the grants management 

common rule at § __.42. 

Section 4.14 Right to Inspect, Audit and Investigate. 

Treasury, the Treasury Inspector General, the Comptroller 

General of the United States, or any of their duly authorized 

representatives, have the right of timely and unrestricted 

access to any books, documents, papers, or other records of the 

Participating State that are pertinent to the Allocation, in 

order to make audits, investigations, examinations, excerpts, 

transcripts and copies of such documents. This right also 

includes timely and reasonable access to the Participating 

State’s personnel for the purpose of interview and discussion 

related to such documents. This right of access shall last as 

long as records are retained, except that Treasury’s right of 

access expires on September 27, 2017.

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 14 

ARTICLE V 

REPRESENTATIONS AND WARRANTIES 

The Participating State hereby makes each and all of the 

following representations and warranties: 

 Section 5.1 Designation of Eligible Organization. The 

Participating State has designated the XXXXXXXXXXXXXXXXX to 

implement the Participating State’s Approved State Program. The 

XXXXXXXXXXXXXXXXXX is a(n) department, agency, or political 

subdivision of the Participating State. 

 Section 5.2 Authority. The Participating State has all 

requisite power and authority under the constitution and the 

laws of the State of XXXXXXX to execute and deliver this 

Agreement, to consummate the transactions contemplated hereby, 

and to perform its obligations hereunder. 

 Section 5.3 Due Authorization. The execution and 

delivery by the Participating State of this Agreement, the 

consummation by the Participating State of the transactions 

contemplated hereby, and the performance by the Participating 

State of its obligations hereunder have been duly authorized by 

all necessary action on the part of the Participating State. 

 Section 5.4 Due Execution and Delivery; Binding 

Agreement. This Agreement has been duly executed and delivered 

by the Participating State, and constitutes the legal, valid and 

binding obligation of the Participating State enforceable in 

accordance with its terms. 

 Section 5.5 No Conflicts. The execution and delivery by 

the Participating State of this Agreement, the consummation by 

the Participating State of the transactions contemplated hereby, 

and the performance by the Participating State of its 

obligations hereunder do not and will not: 

(a) conflict with or violate any existing law or 

administrative regulation, or any existing 

administrative or judicial decree or order; and 

(b) conflict with, result in a breach of, or constitute a 

default under any existing agreement or other 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 15 

instrument to which the Participating State is subject 

or by which it is bound. 

 Section 5.6 Litigation. There is no lawsuit or judicial 

or administrative action, proceeding, or investigation pending 

or threatened against the Participating State which is likely to 

have a material adverse effect on the ability of the 

Participating State to perform its obligations under this 

Agreement. 

 Section 5.7 Disclosure. Neither this Agreement nor any 

Annex attached hereto, nor any certification or assurance 

referenced herein, nor any other document or instrument 

delivered to Treasury by the Participating State pursuant to 

this Agreement contains any untrue statement of a material fact 

or omits to state a material fact necessary in order to make the 

statements contained herein or therein, in light of the 

circumstances under which they were made, not misleading. The 

Participating State has disclosed, in writing, to Treasury all 

facts that might reasonably be expected to result in a material 

adverse effect upon the Participating State’s ability either to 

conduct its business or to carry out the purpose of this 

Allocation. The Participating State has not knowingly and 

willfully made or used a document or writing containing any 

false, fictitious or fraudulent statement or entry as part of 

its correspondence or communication with Treasury. 

ARTICLE VI 

TERMINATION FOR CAUSE AND OTHER REMEDIES

 Section 6.1 General Events of Default. In the event 

that either: 

(a) any representation, warranty, certification, assurance 

or any other statement of fact contained in this 

Agreement or the Application of the Participating 

State including, but not limited to, the Assurances 

(Non-Construction) contained as part of the 

Application, or any representation or warranty set 

forth in any document, report, certificate, financial 

statement or instrument now or hereafter delivered to 

Treasury in connection with this Agreement, is found 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 16 

to be inaccurate, false, incomplete or misleading when 

made, in any material respect; or 

(b) the Participating State materially fails to observe, 

comply with, meet or perform any term, covenant, 

agreement or other provision contained in this 

Agreement including, but not limited to, the 

Participating State’s failure to submit complete and 

timely quarterly reports or annual reports, or the 

Participating State ceases to use the Allocated Funds 

to undertake the activities authorized in Annex 1

attached hereto; 

Treasury, in its sole discretion, may find the Participating 

State to be in default. 

 Section 6.2 Discretionary Remedies. If Treasury finds 

the Participating State to be in default under Section 6.1 of 

this Agreement, Treasury may, in its sole discretion, take any 

one or more of the following actions, subject to Section 6.6 of 

this Agreement: 

(a) withhold Disbursements pending the Participating 

State’s correction of the default; or 

(b) wholly or partly reduce, suspend, or terminate the 

commitment of Treasury to make Disbursements to the 

Participating State under this Agreement, whereupon 

the commitment of Treasury to make Disbursements to 

the Participating State under this Agreement will be 

reduced, suspended, or terminated, as the case may be. 

 Section 6.3 Specific Events of Default. In the event of 

a Treasury Inspector General audit finding of either: 

(a) intentional or reckless misuse of Allocated Funds by 

the Participating State; or 

(b) the Participating State having intentionally made 

misstatements in any report issued to Treasury under 

the Act; 

Treasury shall find the Participating State to be in default. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 17 

 Section 6.4 Mandatory Remedies. If Treasury finds the 

Participating State to be in default under Section 6.3 of this 

Agreement, Treasury shall take the following actions: 

(a) in the case of an event of default under 

Section 6.3(a), recoup any misused Allocated Funds 

that have been disbursed to the Participating State; 

or 

(b) in the case of an event of default under 

Section 6.3(b), terminate the commitment of Treasury 

to make Disbursements to the Participating State under 

this Agreement, and find the State ineligible to 

receive any additional funds under the Act, whereupon 

the commitment of Treasury to make Disbursements to 

the Participating State under this Agreement will be 

terminated and the State will be ineligible to receive 

any additional funds under the Act. 

 Section 6.5 No Waiver. No delay or failure by Treasury 

in the exercise of any right, power, or remedy accruing upon the 

occurrence of any event described in Section 6.1 or Section 6.3 

herein shall impair any such right, power, or remedy, or be 

construed to be a waiver of or acquiescence in such event, nor 

shall any abandonment or discontinuance of steps taken to 

exercise any right, power or remedy preclude any further 

exercise thereof. 

 Section 6.6 Prior Notice to Participating State of 

Exercise of Remedies. Prior to exercising or imposing any 

remedy contained in Section 6.2 other than a withholding of a 

Disbursement(s) under Section 6.2(a), Treasury will, to the 

maximum extent practicable, provide the Participating State with 

written notice of the event(s) described in Section 6.1 hereof 

and the proposed remedy. Treasury’s written notice will give 

the Participating State 10 calendar days from the date of the 

notice to respond. Treasury may, in its sole discretion, also 

afford the Participating State 20 calendar days from the date of 

the notice to correct the event. If the Participating State 

fails to correct the event within either the 10 calendar day 

response time or, if applicable, the 20 calendar day correction 

or cure period, Treasury may, in its sole discretion, impose or 

exercise the remedy or remedies set forth in its written notice. 

Moreover, if the Participating State fails to respond timely to 

Treasury’s written notice, Treasury may impose or exercise the 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 18 

remedy or remedies set forth in its written notice, effective as 

of the date specified in such notice. Nothing in this 

Agreement, however, will provide the Participating State with 

any right to any formal or informal hearing or comparable 

proceeding not otherwise required by law. 

ARTICLE VII 

TERMINATION OF AVAILABILITY 

Section 7.1 Termination of Availability. Treasury may, 

upon submitting to the Participating State written notification, 

terminate the Participating State’s Allocation of any portion of 

the Allocated Funds that Treasury has not disbursed to the 

Participating State by 2-years from the date of this Allocation 

Agreement. 

ARTICLE VIII 

MISCELLANEOUS

 Section 8.1 Notices. All notices, requests, demands, 

consents, waivers and other communications given under any 

provision of this Agreement shall be in writing and shall be 

delivered by hand, mailed by postage-prepaid first-class mail, 

delivered by overnight courier service, or transmitted 

electronically via facsimile (fax) or email transmission to the 

addresses indicated below: 

if to Treasury: 

Department of the Treasury 

ATTN: State Small Business Credit Initiative 

Main Treasury Building 

Room 1310 

1500 Pennsylvania Avenue, N.W. 

Washington, DC 20220 

 Telephone No. (202) 622-0713 

 Facsimile No. (202) 622-9947 

 Email address: SSBCIapplications@treasury.gov

if to the Participating State: 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 19 

XXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXXX

Address

Attention: XXXXXXXXXXXXXXXXXXXXXXXXXXX

 Telephone No. XXX-XXX-XXXX

 Facsimile No. XXX-XXX-XXXX

 Email address: XXXXXXXXXXXXXXX@XXXX.XXX

The address, telephone number, email address or facsimile number 

for either party hereto may be changed at any time and from time 

to time upon written notice given to the other party. 

 Section 8.2 Entire Agreement. This Allocation Agreement 

(including all annexes and amendments thereto), the Application 

and the attachments, exhibits, appendices and supplements to the 

Application, and the Allocation notice letter, between the 

Participating State and Treasury with respect to the obligation 

of funds necessary to provide transfers to the Participating 

State contain the entire agreement of the parties with respect 

to the subject matter hereof and supersede all prior agreements 

or understandings, written or oral, in respect thereof. The 

Application, including any attachments, exhibits, appendices and 

supplements thereto, any attachments, schedules, annexes, 

appendices and supplements to the Allocation Agreement, and said 

Allocation notice letter are incorporated in and made a part of 

this Agreement. 

 Section 8.3 Amendments. Unless otherwise expressly 

provided in this Agreement, no provision of this Agreement may 

be amended, modified, waived, supplemented, discharged or 

terminated orally but only by an instrument in writing duly 

executed by Treasury and the Participating State. If the 

Participating State proposes to make an amendment to the 

Allocation Agreement, it must submit a request, in writing, to 

Treasury. 

 Section 8.4 Assignment. The Participating State may not 

assign or transfer its rights under this Agreement without the 

prior written consent of Treasury. 

 Section 8.5 Successors. This Agreement shall be binding 

upon and inure to the benefit of Treasury and the Participating 

State and their respective successors and permitted assigns. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 20 

 Section 8.6 Cumulative Rights. Each and every right, 

power, and remedy conferred in this Agreement shall be 

cumulative and shall be in addition to every other right, power 

and remedy herein conferred or now or hereafter existing at law 

or in equity, by statute or otherwise. 

 Section 8.7 No Election. Each and every right, power, 

and remedy, whether conferred in this Agreement or otherwise 

existing, may be exercised from time to time and as often and in 

such order as may be determined by Treasury, and the exercise or 

the beginning of the exercise of any right, power or remedy 

shall not be construed to be an election or a waiver of the 

right to exercise at the same time or thereafter any other 

right, power or remedy. 

 Section 8.8 Rights Confined to Parties. Nothing 

expressed or implied herein is intended or shall be construed to 

confer upon, or to give, any person other than the Participating 

State or Treasury, and their respective successors and permitted 

assigns, any right, remedy or claim under or by reason of this 

Agreement or of any term, condition, representation, warranty, 

covenant, or agreement contained herein, and all of the terms, 

conditions, representations, warranties, covenants, and 

agreements contained herein shall be for the sole and exclusive 

benefit of the Participating State, and Treasury, and their 

respective successors and permitted assigns. 

 Section 8.9 No Partnership. Neither this Agreement nor 

any part or provision hereof, nor the exercise by Treasury of 

any of its respective rights or remedies hereunder, shall 

evidence or establish, be construed as evidencing or 

establishing, any partnership, joint venture, or similar 

relationship of Treasury with the Participating State. 

 Section 8.10 Survival of Representations and Warranties. 

All representations, warranties, covenants, and agreements made 

by the Participating State in this Agreement (including, without 

limitation, the Application and the Assurances (NonConstruction) submitted by the Participating State as part of 

the Application) or in any document, report, certificate, 

financial statement, note, or instrument now or hereafter 

furnished in connection with this Agreement shall survive the 

execution and delivery of this Agreement and the Disbursement of 

Allocated Funds pursuant hereto. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 21 

 Section 8.11 Applicable Law. This Agreement, and the 

rights and obligations of the parties hereunder, shall be 

governed by, and construed and interpreted in accordance with 

United States Federal law and not the law of any State or 

locality of the United States. To the extent that a court looks 

to the laws of any State to determine or define the Federal law, 

it is the intention of the parties hereto that such court shall 

look only to the laws of the [ STATE ]. 

 Section 8.12 Severability. Any provision of this 

Agreement that is prohibited or unenforceable in any 

jurisdiction shall, as to such jurisdiction, be ineffective to 

the extent of such prohibition or unenforceability without 

invalidating the remaining provisions hereof, and any such 

prohibition or unenforceability in any jurisdiction shall not of 

itself invalidate or render unenforceable such provision in any 

other jurisdiction. 

 Section 8.13 Headings. The descriptive headings of the 

various articles and sections contained in this Agreement were 

formulated and are for convenience only and shall not be deemed 

to affect the meaning or construction of the provisions hereof. 

 Section 8.14 Counterparts. This Agreement may be 

executed in separate counterparts, each of which shall 

constitute an original but all of which together shall 

constitute one and the same instrument.

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) 

 Allocation Agreement – page 22 

IN WITNESS WHEREOF, the parties hereto have duly executed this 

Agreement as of the date first above written. 

TREASURY: United States Department of the Treasury 

By: ______________________________ 

Name: Don Graves Jr. 

Title: Deputy Assistant Secretary 

PARTICIPATING STATE: [ STATE ] 

By: _______________________________ 

Name: XXXXXXXXXXXXXXXXXXXXXX 

Title: XXXXXXXXXXXXXXXXXXXXX 

 Name of Organization 

 

Month, Date, 2011

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 1 – page 1 

ANNEX 1 

PURPOSE OF THE ALLOCATION 

This Annex 1 constitutes an integral part of the Allocation 

Agreement (the “Allocation Agreement”) dated as of [ date ], 

between the United States Department of the Treasury (the 

“Treasury”) and the State of [ STATE ] (the “Participating 

State”). Capitalized terms used herein and not defined herein 

shall have the respective meanings ascribed to them in the 

Allocation Agreement. 

The purpose of the Allocation is to assist the Participating 

State to increase the amount of capital made available by 

private lenders to small businesses through its Approved State 

Program. 

To accomplish this, the Participating State will undertake the 

following activities with the Allocated Funds under its Approved 

State Program: 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 2 – page 1 

ANNEX 2 

 

DISBURSEMENT

POLICIES AND PROCEDURES

This Annex 2 constitutes an integral part of the Allocation 

Agreement (the “Allocation Agreement”) dated as of [ date ], 

between the United States Department of the Treasury (the 

“Treasury”) and the State of [ STATE ] (the “Participating 

State”). Capitalized terms used herein and not defined herein 

shall have the respective meanings ascribed to them in the 

Allocation Agreement. 

1. Treasury Disbursement of Initial One-Third of

Allocated Funds to the Participating State

Treasury will promptly disburse the first one-third of the 

Allocation to the Participating State after the Participating 

State executes the Allocation Agreement and Treasury receives 

the opinion required by Annex 6 (“Opinion of Participating State 

Counsel”) of the Allocation Agreement. 

2. Subsequent Disbursements of Allocated Funds

Except as provided in paragraphs 2 and 3 herein, Treasury will 

disburse to the Participating State each successive one-third of 

the Allocation Funds after the Participating State certifies to 

Treasury that it has expended, transferred, or obligated 80 

percent of the last transferred one-third for federal 

contributions to, or for the account of, the Approved State 

Program. The Participating State certification shall be in the 

form attached hereto as Exhibit 2-1. 

3. Authority to Withhold Disbursements Pending Audit

Treasury may withhold the Disbursement of any successive onethird of the Allocated Funds pending the results of a financial 

audit. Treasury will notify the Participating State of its 

decision to withhold such Disbursement. 

4. Withholding or Suspending Payments

Notwithstanding any other provision contained in the Allocation 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 2 – page 2 

Agreement, Treasury may, in its discretion, withhold or suspend 

making Disbursements to the Participating State for failure to 

comply with any term, agreement, covenant or condition of the 

Allocation Agreement. Treasury will generally resume making 

Disbursements to the Participating State upon the Participating 

State’s subsequent compliance. 

5. Cash Depositories 

(a) Disbursements shall be deposited and maintained 

in a United States Government-insured 

interesting-bearing account whenever possible. 

(b) Consistent with the United States Government 

national goal of expanding opportunities for 

women-owned and minority-owned business 

enterprises, Treasury encourages the 

Participating State to use women-owned or 

minority-owned depository financial institutions 

(a depository financial institution which is 

owned at least 50 percent by women or minority 

group members). 

(c) The Participating State is not required to 

maintain a separate depository account for 

receiving Disbursements of Allocated Funds. If 

the Participating State maintains a single 

depository account where Allocated Funds are 

commingled with funds from other sources, the 

Participating State shall maintain on its books a 

separate subaccount for the Allocated Funds. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 2, Exhibit 2-1 page 1 

EXHIBIT 2-1 

 

CERTIFICATION OF PERFORMANCE AND 

REPRESENTATIONS AND WARRANTIES 

United States Department of the Treasury 

Main Treasury Building, Room 1310 

1500 Pennsylvania Avenue 

Washington, D.C. 20220 

Reference is made to the Allocation Agreement dated as of [ 

date ] (the “Allocation Agreement”), between the United States 

Department of the Treasury (“Treasury”) and the State of [ STATE 

] (the “Participating State”). Capitalized terms used herein 

and not defined herein shall have the respective meanings 

ascribed to them in the Allocation Agreement. 

This certification is delivered to Treasury pursuant to 

paragraph 2 (“Subsequent Disbursement Requests of Allocated 

Funds”) of Annex 2 (“Disbursement Policies and Procedures”) 

attached to the Allocation Agreement. 

The undersigned, on behalf of the Participating State, hereby 

makes the following certifications as of the date of this 

certification: 

1. the Participating State has performed and complied with 

all applicable terms, covenants, agreements and 

conditions required by the Allocation Agreement to be 

performed or complied with by it as of this date; 

2. the representations and warranties set forth in the 

Allocation Agreement and in the Assurances (NonConstruction) contained as part of the Application are 

true and correct in all material respects; 

3. the Participating State has expended, transferred, or 

obligated 80 percent or more of the last disbursed onethird of Allocated Funds for federal contributions to, 

or for the account of, the Participating State’s 

Approved State Programs; and 

4. the authority of the undersigned to execute and deliver 

this certification on behalf of the Participating State 

is valid and in full force and effect. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 2, Exhibit 2-1 page 2 

By: ___________________________________ 

Name: 

Title: 

Date: __________________________ 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 3 page 1 

ANNEX 3 

SCHEDULE

This Annex 3 constitutes an integral part of the Allocation 

Agreement (the “Allocation Agreement”) dated as of [ date ]

between the United States Department of the Treasury (the 

“Treasury”) and the State of [ STATE ] (the “Participating 

State”). Capitalized terms used herein and not defined herein 

shall have the respective meanings ascribed to them in the 

Allocation Agreement. 

Limitation on Use of Allocated Funds for Administrative Expenses 

The Participating State may use its Allocation to pay both 

direct and indirect administrative costs incurred in carrying 

out the Approved State Program subject to the limitations 

described in the table below. 

Allocation Maximum Amount 

Available to Pay for 

Direct and Indirect 

Administrative Costs

First One-Third 

(33%) or 

$

Five Percent (5%) 

or $

Second One-Third 

(33%) or $

Three Percent (3%) 

or $

Third One-Third 

(34%) or 

$

Three Percent (3%) 

or $

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 4 page 1 

ANNEX 4 

 

QUARTERLY USE-OF-FUNDS-REPORT

This Annex 4 constitutes an integral part of the Allocation 

Agreement the “Allocation Agreement”)dated as of February 17, 

2011, between the United States Department of the Treasury (the 

“Treasury”) and the State of California (the “Participating 

State”). Capitalized terms used herein and not defined herein 

shall have the respective meanings ascribed to them in the 

Allocation Agreement. 

As part of its quarterly reporting requirement, the 

Participating State shall submit a certification in the form 

attached hereto as Exhibit 4-1. 

 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 4, Exhibit 4-1– page 1

 

EXHIBIT 4-1 

 

CERTIFICATION ON USE-OF-ALLOCATED FUNDS 

United States Department of the Treasury 

Main Treasury Building, Room 1310 

1500 Pennsylvania Avenue 

Washington, D.C. 20220 

Reference is made to: 

the Allocation Agreement dated as of [ date ] (the “Allocation 

Agreement”), between the United States Department of the

Treasury (“Treasury”) and the State of [ STATE ] (the 

“Participating State”). Capitalized terms used herein and not 

defined herein shall have the respective meanings ascribed to 

them in the Allocation Agreement. 

This certification is delivered to Treasury pursuant to Section 

4.7 (“Quarterly Reports”) of the Allocation Agreement. 

The undersigned, on behalf of the Participating State, hereby 

makes the following certifications as of the date of this 

certification: 

1. the information provided by the Participating State 

under Section 4.7 (“Quarterly Reports”) of the 

Allocation Agreement on the use of Allocated Funds is 

accurate; 

2. funds continue to be available and legally committed to 

contributions by the Participating State to, or for the 

account of, Approved State Programs, less any amount 

that has been contributed by the Participating State to, 

or for the account of, Approved State Programs 

subsequent to the Participating State being approved for 

participation in the State Small Business Credit 

Initiative; 

3. the Participating State is implementing its Approved 

State Program or Programs in accordance with the Act and 

the regulations or other guidance issued by Treasury 

under the Act; and 

4. the authority of the undersigned to execute and deliver 

this certification on behalf of the Participating State 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 4, Exhibit 4-1– page 2

 

is valid and in full force and effect. 

 

By: ___________________________________ 

Name: 

Title: 

 Date: __________________________________ 

 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 5 page 1

 

ANNEX 5 

REPORTING SCHEDULE FOR THE STATE OF [ STATE ]

Quarterly Report Due Dates

Report for period covering: Due Date:

[date] through June 30, 2011 July 30, 2011

July 1, 2011 through September 30, 2011 October 30, 2011

October 1, 2011 through December 31, 2011 January 30, 2012

January 1, 2012 through March 31, 2012 April 30, 2012

April 1, 2012 through June 30, 2012 July 30, 2012

July 1, 2012 through September 30, 2012 October 30, 2012

October 1, 2012 through December 31, 2012 January 30, 2013

January 1, 2013 through March 31, 2013 April 30, 2013

April 1, 2013 through June 30, 2013 July 30, 2013

July 1, 2013 through September 30, 2013 October 30, 2013

October 1, 2013 through December 31, 2013 January 30, 2014

January 1, 2014 through March 31, 2014 April 30, 2014

April 1, 2014 through June 30, 2014 July 30, 2014

July 1, 2014 through September 30, 2014 October 30, 2014

October 1, 2014 through December 31, 2014 January 30, 2015

January 1, 2015 through March 31, 2015 April 30, 2015

April 1, 2015 through June 30, 2015 July 30, 2015

July 1, 2015 through September 30, 2015 October 30, 2015

October 1, 2015 through December 31, 2015 January 30, 2016

January 1, 2016 through March 31, 2016 April 30, 2016

April 1, 2016 through June 30, 2016 July 30, 2016

July 1, 2016 through September 30, 2016 October 30, 2016

October 1, 2016 through December 31, 2016 January 30, 2017

Annual Report Due Date

Report for period ending on: Due Date:

December 31, 2011 March 31, 2012

December 31, 2012 March 31, 2013

December 31, 2013 March 31, 2014

December 31, 2014 March 31, 2015

December 31, 2015 March 31, 2016

December 31, 2016 March 31, 2017

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 6 page 1

 

ANNEX 6 

DRAFT OPINION OF COUNSEL 

 [Treasury Will Generally Deem A Legal Opinion in this Form To 

Be Satisfactory Under Section 3.2 of the Allocation Agreement] 

[Letterhead of Participating State Counsel] 

[Dated on or after the Date of the Allocation Agreement] 

United States Department of the Treasury 

ATTN: State Small Business Credit Initiative 

Main Treasury Building 

Room 1310 

1500 Pennsylvania Avenue, N.W. 

Washington, DC 20220 

Re: State Small Business Credit Initiative Allocation Agreement 

Ladies and Gentlemen: 

We have acted as counsel for [Insert Name of Participating 

State] (the “Participating State”) in connection with the 

transactions contemplated by the State Small Business Credit 

Initiative Allocation Agreement for Participating States dated 

as of [Insert Date of Allocation Agreement], by and between the 

United States Department of the Treasury and the Participating 

State (the “Agreement”). This opinion is furnished to you 

pursuant to Section 3.2 of the Agreement. 

We have examined the Agreement and considered such questions of 

law as we have deemed appropriate. Based on the foregoing, it is 

our opinion that: 

1. The Participating State has designated [Insert name of 

department, agency, or political subdivision] to implement the 

Participating State’s Approved State Program (as defined in 

Section 1.1 of the Agreement). [Insert name of designated 

department, agency, or political subdivision] is a [Insert 

department, agency, or political subdivision] of the 

Participating State. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 6 page 2

 

2. The Participating State has all requisite power and authority 

under the constitution and the laws of [Insert name of 

Participating State] to execute and deliver this Agreement, to 

consummate the transactions contemplated by the Agreement, and 

to perform its obligations under the Agreement. 

3. The execution and delivery by the Participating State of the 

Agreement, the consummation by the Participating State of the 

transactions contemplated under the Agreement, and the 

performance by the Participating State of its obligations under 

the Agreement have been duly authorized by all necessary action 

on the part of the Participating State. 

4. The Agreement has been duly executed and delivered by the 

Participating State, and constitutes the legal, valid, and 

binding obligation of the Participating State enforceable in 

accordance with the terms of the Agreement. 

5. The execution and delivery by the Participating State of the 

Agreement, the consummation by the Participating State of the 

transactions contemplated by the Agreement, and the performance 

by the Participating State of its obligations under the 

Agreement do not and will not: 

(a) Conflict with or violate any existing law or 

administrative regulation, or any existing 

administrative or judicial decree or order; and 

(b) To the best of our knowledge, conflict with, result in 

a breach of, or constitute a default under any 

existing agreement or other instrument to which the 

Participating State is subject or by which it is 

bound. 

6. To the best of our knowledge, there is no lawsuit or judicial 

or administrative action, proceeding, or investigation pending 

or threatened against the Participating State which is likely to 

have a material adverse effect on the ability of the 

Participating State to perform its obligations under the 

Agreement. 

This opinion letter is based on the laws of the [Insert Name of 

Participating State] and the Federal laws of the United States. 

This opinion is solely for your benefit and may not be relied 

upon by any other person without our prior written consent. 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 1

 

ANNEX 7 

SUBSEQUENT ANNUAL REPORTING 

Section 4.8 of this Allocation Agreement references Annex 7 to 

determine the conditions under which Participating States are 

required to provide, in the annual report to be submitted to 

Treasury, data on private financing occurring after the 

loan/investment closing. Reporting this data for subsequent 

years allows the SSBCI to determine program effectiveness in 

achieving the Participating States’ projected 10 to 1 private 

leveraging expectation across all Approved State Programs and 

the projected 1 to 1 private leveraging requirement for each 

Approved State Program that is an OCSP. 

Section 3006(c) of the Act includes the following eligibility 

criteria referencing the 10 to 1 private leverage expectation 

for OCSPs: “For a State other credit support program to be 

approved under this section, that program shall be required to 

be a program of the State that... can demonstrate a reasonable 

expectation that, when considered with all other State programs 

of the State, such State programs together have the ability to 

use the amount of new Federal contributions to, or for the 

account of, all such new programs in the State to cause and 

result in amounts of new small business lending at least 10 

times the new Federal contribution amount.” 

I. Definitions for use in this Annex. Terms used in this Annex 

that are not defined shall have the same meaning as in 

the Act and this Agreement. 

Cumulative Private Leverage Ratio for all Approved State 

Programs. “Cumulative Private Leverage for all Approved State 

Programs” shall mean the result of dividing the Total Cumulative 

Private Financing Generated by all Approved State Programs by 

the Total SSBC Funds Used by all Approved State Programs. This 

resulting weighted average is known as the Cumulative Private 

Leverage ratio formula which is outlined below and reflects the 

Participating State’s ability to meet its reasonable expectation 

of 10 to 1 leveraging to date. 

Cumulative Private Leverage Ratio for Individual Approved 

OCSP Program. “Cumulative Private Leverage Ratio for Individual 

Approved OCSP Program” shall mean the result of dividing the 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 2

 

Total Cumulative Private Financing Generated by the individual 

Approved OCSP State Program by the Total SSBC Funds Used by the 

individual Approved OCSP State Program. This resulting figure is 

known as the Cumulative Private Leverage ratio formula which is 

outlined below and reflects the Participating State’s ability to 

meet its leveraging requirement of 1 to 1. 

Total Cumulative Private Financing Generated by all 

Approved State Programs. “Total Cumulative Private Financing 

Generated by all Approved State Programs” shall mean cumulative 

sum, to date of the reporting, of all private financing across 

all Approved State Programs across the multiple years of the 

programs. This includes all loans or investments from a private 

source to an eligible borrower or eligible portfolio company, 

whether occurring at or subsequent to loan/investment closing, 

and whether funded or unfunded. It encompasses equity 

investments, written commitments of future equity investments, 

term loans, lines of credit, and any new infusions of cash by 

the borrower. 

Total Cumulative Private Financing Generated by the 

Individual Approved State OCSP Program. “Total Cumulative 

Private Financing Generated by the Individual Approved State 

OCSP Program” shall mean the cumulative sum, to date of the 

reporting, of all private financing associated with one 

particular Approved State Program across the multiple years of 

this program. This includes all loans or investments from a 

private source to an eligible borrower or eligible portfolio 

company, whether occurring at or subsequent to loan/investment 

closing, and whether funded or unfunded. It encompasses equity 

investments, written commitments of future equity investments, 

term loans, lines of credit, and any new infusions of cash by 

the borrower. 

Total Cumulative SSBCI Funds Used by all Approved State 

Programs. “Total Cumulative SSBCI Funds Used by all Approved 

State Programs” shall mean the sum of those SSBCI funds which 

are, to date of the reporting,(a) deposited with a lender to 

cover the federal SSBCI contributions to a CAP reserve fund, (b) 

disbursed or committed to a specific borrower as part of a loan 

participation, collateral support, or direct lending program, 

(c) set aside to cover obligations arising from individual loan 

guarantees, loan participations, or collateral support 

agreements to specific borrowers, or (d) invested or committed 

to be invested in specific businesses, pursuant to a venture 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 3

 

capital investment. In the event that the sum of (a) plus (b) 

plus (c) plus (d) exceeds the Participating State’s original 

total allocation (because some of the funds invested have 

generated program income that has been added to allocated 

funds), the “Total SSBCI Funds Used by all Approved State 

Programs” shall be the Participating State’s requested total 

allocation. 

Total SSBCI Funds Used by the Individual Approved State 

OCSP Program. “SSBCI Funds Used by the Individual Approved State 

OCSP Program” shall mean the sum of those SSBCI funds which are, 

to date of the reporting (a) disbursed or committed to a 

specific borrower as part of a loan participation, collateral 

support, or direct lending program, and (b) set aside to cover 

obligations arising from individual loan guarantees, loan 

participations, or collateral support agreements to specific 

borrowers, and (c) invested or committed to be invested in 

specific businesses, pursuant to a venture capital investment. 

In the event that the sum of (a) plus (b) plus (c) exceeds the 

amount that the Participating State’s sub-allocation for that 

particular Approved State OCSP Program(because some of the funds 

invested have generated program income that has been added to 

allocated funds), the “Total SSBCI Funds Used by all Approved 

State Programs” shall be the Participating State sub-allocation 

for that particular Approved State OCSP Program. 

II. Formulas for calculating leverage. 

A. Calculating 10:1 Expectation.

Participating States calculate their leveraging for purposes of 

demonstrating a 10 to 1 ratio across all of their Approved State 

Programs according to the following formula: 

Cumulative Private Leverage Ratio for all Approved State 

Programs = [Total Cumulative Private Financing Generated by 

all Approved State Programs]/[Total Cumulative SSBCI Funds 

Used by all Approved State Programs] 

B. Calculating 1:1 Requirement for OCSPs. 

Section 3006(c) also requires that each OCSP of a Participating 

State demonstrate that, at a minimum, $1 of public investment by 

the State program will cause and result in $1 of new private 

credit. Participating States calculate their leveraging for 

purposes of demonstrating the statutorily required 1 to 1 ratio 

within an individual OCSP according to the following formula: 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 4

 

Cumulative Private Leverage Ratio for Individual Approved 

State OCSP Program = [Total Cumulative Private Financing 

Generated by the Individual Approved State OCSP 

Program]/[SSBCI Funds Used by the Individual Approved State 

OCSP Program] 

III. When Must a Participating State Report Subsequent 

External Financing?

Generally, Participating States shall include in each year’s 

annual report transaction-level data only on loans and 

investments closed in the reporting period year. CAP loans will 

be reported only once because the design of CAPs is such that 

they exceed the 10 to 1 private leverage ratio in the same 

reporting period as their closing. 

However, Participating States must also include in its annual 

report the amount of subsequent private financing (that is 

caused by or resulting from the initial OCSP loan or investment) 

for every previously closed OCSP loan or investment if Total 

Cumulative Private Financing Generated by all Approved State 

Programs, as reflected in its annual report, is less than 10 

to 1. (Please see Section IV of this Annex to determine if the 

subsequent private financing obtained by a company receiving an 

earlier loan or investment from an Approved State Program can be 

considered “caused by or resulting from the initial OCSP loan or 

investment.”) 

Even if the Participating State has achieved the 10 to 1 

private leverage ratio in a given reporting year, if the 

Participating State operates an Approved State OCSP Program that 

has not met the 1 to 1 private leverage ratio required of 

individual OCSPs, the Participating State must also include in 

its annual the amount of subsequent private financing (that is 

caused by or resulting for the initial OCSP loan or investment) 

for every previously closed loan or investment enrolled in the 

non-compliant Approved OCSP State Program. This reporting on 

subsequent private investment associated with prior loans or 

investments must continue until that OCSP program has achieved 

the 1 to 1 private leverage ratio. (Please see Section IV of 

this Annex to determine if the subsequent private financing 

obtained by a company receiving an earlier loan or investment 

from an Approved State Program can be considered “caused by or 

resulting from the initial OCSP loan or investment.”) 

The Participating State has the option to report subsequent 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 5

 

financing for previously closed OCSP loans or investments if 

their Total Cumulative Private Financing Generated by all 

Approved State Programs has already exceeded 10 to 1. Under 

these circumstances, reporting is not mandatory. 

Please see Exhibit 7-1 for a flowchart summarizing how to 

determine whether a Participating State must report subsequent 

private financing for OCSP loans and investments. 

IV. When Is Subsequent Financing Caused by, or Resulting 

from, the Initial SSBCI-supported OCSP Financing?

Subsequent financing may be considered to be caused by, or 

resulting from, the initial SSBCI-supported OCSP financing when 

the initial SSBCI-supported OCSP financing increases the current 

and future creditworthiness of a company. If the Participating 

State is required to report subsequent private financing, either 

for all OCSP programs or for a particular OCSP program, the 

Participating State should record an amount greater than $0 only 

when the subsequent private financing is caused by, or resulting 

from, the initial SSBCI-supported OCSP financing, based on the 

guidance provided below. 

For example, some loans or investments made under venture 

capital programs, or direct loan or loan participation programs, 

satisfy this condition. By investing equity or subordinated 

debt, their financing can directly strengthen a company’s 

balance sheet and allow it to (a) acquire assets that can 

collateralize a bank loan or (b) increase the cash available to 

service bank debt. The direct nexus between the initial SSBCI–

supported loan/investment and subsequent private financing 

occurs only when the initial loan/investment is a form of 

subordinate, mezzanine or equity financing — in other words a 

form of financing that actually strengthens the company’s 

balance sheet or that can be used to secure or repay debt. 

Therefore, Participating States should record subsequent private 

financing for venture capital investments, direct loans, or 

loans enrolled in loan participation programs only when the 

initial loan/investment involves subordinate, mezzanine, or 

equity financing. 

Loan guarantee and collateral support programs, in contrast, 

are designed to reduce the current risk associated with funding 

a company with weaker collateral or cash flow projections. 

Generally, these types of programs do not directly add assets to 

a company’s balance sheet that improve its creditworthiness for 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 page 6

 

further loans or investments. For this reason, the Participating 

State should record subsequent private financing for these types 

of investments as $0, unless the Participating State has 

received explicit permission from Treasury, based on Treasury’s 

review of the structure of the Participating State’s program(s). 

Superseded by 2021 Program Documents
(STATE SMALL BUSINESS CREDIT INITIATIVE ACT OF 2010) 

TD F 103.1.O (1/2011) Annex 7 – Exhibit 7-1 page 1

 

Exhibit 7-1 — Is my State required to report on subsequent 

private financing?

 

Superseded by 2021 Program Documents