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Massachusetts Clean Energy Center (MassCEC)

Request for Proposals (RFP)

Wastewater Treatment Plant - Innovative Technology Pilots

Solicitation No: FY2017-WIP-WWTP-ITPI

Release Date: August 2nd, 2016

Close of Rolling Application Period: December 16th, 2016

Total Funding Available: $500,000

Maximum Award: $150,000

SUMMARY

The Massachusetts Clean Energy Center (“MassCEC”) seeks proposals for the piloting of innovative

technologies at publicly owned wastewater treatment (“WWT”) facilities in Massachusetts under the

Wastewater Treatment Plant Innovative Technology Pilot Program (the “Program”). WWT facilities in

Massachusetts offer opportunities to pilot new water technologies that (1) increase energy efficiency,

(2) recover resources for reuse, or (3) remove nutrients including nitrogen and phosphorous. In support

these potential technology advancements, MassCEC expects to make awards of up to $150,000 to

Applicant Teams (comprised of a wastewater treatment utility and at least one innovative water

technology provider) that jointly propose meaningful pilots of commercially available (or near-

commercial) innovative technologies.

Successful Applicant Teams will propose projects that address water challenges, help to grow the state’s

water innovation economy, and contribute to Massachusetts’ continued water innovation leadership.

This Request for Proposals (the “RFP”) is comprised of a two-part application process: Applicant Teams

must first submit an application and required documentation (the “Application”) that meets the criteria

outlined below. In the event the Application is selected, the Applicant Team will be invited to interview.

MassCEC will make funding decisions after the interview has been conducted.

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OVERVIEW AND GOALS

In consultation with the Massachusetts Department of Environmental Protection (“MassDEP”), MassCEC

has designed this RFP that is funded from the Water Innovation Trust. The Water Innovation Trust was

established through the 2014 Environmental Bond Bill1 as a vehicle to be held and administered by

MassCEC in order to promote advancements in the water innovation sector in the Commonwealth.

To become a global leader in water innovation, Massachusetts must lead in the advancement of cutting

edge technologies in the WWT sector. For these reasons, this offering from MassCEC will provide grant

funding to help spur pilots and the eventual adoption of technologies that will shape the future of WWT

processes. The primary goal of the RFP is to assist Massachusetts WWT utilities by funding the piloting

of innovative water technologies that can (1) increase facility energy efficiency, (2) recover reusable

resources (i.e., heat, clean water, nutrients, or electricity) and/or (3) remove/remediate nutrients.

MassCEC seeks to leverage ongoing partnerships and resources between utilities and private technology

vendors.

Successful Applicant Teams will propose the piloting of innovative technologies that make measurable

and replicable improvements in the WWT facility’s: 1) energy efficiency (a measurable reduction in

overall plant energy use per unit of flow, measured in kWh/MG treated or kBTU/gpd); 2) resource

recovery for potential reuse (a measureable amount of useful energy recovery, water reuse, or nutrient

recovery if none currently exists, or a measurable increase in recovered materials if already in place),

and/or; 3) nutrient removal (measureable reduction in average nutrient concentration in discharge).

Further, successful Applications will indicate baseline metrics and goals in terms of a percentage

increase for one or more of the technology areas that is proposed for piloting. Over course of the pilot,

grantees will be required to report the stated metrics capturing improvements relating to their specific

technology.

The following table shows a selection of technology areas identified by a broad cross-section of

stakeholders during a series of sessions convened by the National Science Foundation, the U.S. Dept. of

Energy and the U.S. Environmental Protection Agency. While it is not a requirement that Applicant

Teams propose technologies identified in Table A, there will be a strong preference for these categories

during the application review process.

1 AN ACT PROVIDING FOR THE PRESERVATION AND IMPROVEMENT OF LAND, PARKS AND CLEAN ENERGY IN THE COMMONWEALTH, Chapter 286 of the Acts of 2014.

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Table A: A selection of Wastewater Technology priority areas identified by Stakeholders convened by NSF, US

DOE and US EPA2

Shortcut nitrogen removal (anammox) eliminates the need to aerate the sludge, sharply reducing energy use for denitrification. Improved solids deconstruction makes nutrients more accessible in anaerobic digesters, increasing biogas production and reducing solids handling. ‡ Water reuse for targeted potable and non-potable applications could reduce stress on existing drinking water supplies and deliver energy benefits. Using omics as a platform (combining fields such as genomics, proteomics, transcriptomics, and metabolomics) could improve the biological processes associated with water treatment. +

Real-time control systems, process monitoring, and systems integration could provide greater insight into plant operations and improve the reliability and efficiency of Wastewater Treatment facilities. + Anaerobic membrane bioreactors and fluidized bed membrane bioreactors could increase biogas production; reimagining anaerobic digestion as a continuous process (versus traditional batch flow) would give microbes more time to digest the sludge. ‡ Algae-based systems could leverage existing treatment technologies with photosynthetic resource recovery. Hydrothermal processes could be used to convert biomass from wastewater into higher-value products. + Heat recovery from wastewater could be used to offset energy demands at the WRRF and throughout the sewage network.

Modular integrated systems reduce the physical and environmental footprint of wastewater treatment and enable rapid, distributed deployment. Methanogens research could improve the resiliency, yields, and throughput of the microbes that digest organic material and produce methane. ‡ Forward osmosis could be used in bioreactors to recover energy and remove pollutants from wastewater streams. Microbial electrochemical cells can be used to generate hydrogen, electricity, or higher-value biofuel and bio-product precursors. Source separation and decentralization linked to urban planning could enable systems tailored for specific feedstocks or purposes and reduce dependence on major infrastructure.

+Directly reduces need for aeration ‡Directly reduces costs associated with sludge treatment and disposal.

2 ENERGY-POSITIVE WATER RESOURCE RECOVERY WORKSHOP REPORT. Convened April 29-29, 2015 by National

Science Foundation (NSF); US Environmental Protection Agency (EPA); and, US Department of Energy (DOE). View

at: http://www.energy.gov/eere/bioenergy/energy-positive-water-resource-recovery-workshop-report

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HIGHLIGHTS – WASTEWATER TREATMENT PLANT – INNOVATIVE TECHNOLOGY PILOTS RFP

WWT pilot duration Duration of pilots should range from 8-12 months

Maximum Grant Up to $150,000 with payments made on a deliverable basis

Required Cost Share At least 50% (combination of in-kind and cash)

Anticipated Total Awards 3-6 awards

ELIGIBLE APPLICANT TEAMS & MINIMUM QUALIFICATIONS

Applicant Teams must be comprised of a publicly owned Massachusetts Municipal WWT facility, district

or authority as the lead applicant (“Lead Applicant”) and at least one water technology provider able to

deploy a water innovation technology as a partner (the “Partner Applicant”) (together the “Applicant

Team”). Applicant Teams must demonstrate a commitment and capability to carry out a technology

pilot. As discussed in the Overview and Goals section above, Applicant Teams must provide baseline

information and indicate proposed improvement.

Applications must be submitted by the Lead Applicant and clearly identify the relevant Applicant Team

members and the technology vendor(s) roles and responsibilities. Applicant Teams must collectively

possess the experience as outlined below. MassCEC, in its sole discretion, shall determine the eligibility

of Applicant Teams based on the requirements set forth herein.

At a minimum, the successful Applicant Team to this RFP must:

1. Demonstrate a willingness and ability to carry out a technology pilot of the nature described in

the Application and within the proposed timeframe. This includes identifying experienced

personnel and adequate physical location and equipment;

2. Identify a Lead Applicant that is a public wastewater treatment facility, district or authority.

3. Identify at least one Partner Applicant that is a water technology provider offering innovation

solutions that address at least one of the three focus areas in the Overview and goals above;

4. Identify qualified staff having ability to manage a water technology pilot to a successful

completion;

5. Demonstrate a strong track record of conducting previous pilots by providing project close-out

reports showing proven experience completing similar projects;

6. Demonstrate that the Applicant Team has secured the required cost-share of at least 50% (in-

kind and cash) of the total grant request;

7. Demonstrate the ability to carry out a pilot on time and on budget;

8. Provide a statement explaining the potential impact of this technology;

9. Provide a baseline metric highlighting where a facility currently stands and the percent change

that should be expected through the proposed pilot;

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10. Provide a statement explaining why the proposed technology is innovative and if the technology

is pre-commercial, please use the NYSERDA Technology Readiness Calculator3 to provide a TRL

score for the technology that will be piloted.

11. Submit an Application to this RFP that meets all of the proposal requirements outlined below in

a timely fashion. Applications will be accepted on a rolling basis until December 16th 2016 at

4:00 pm ET.

WATER INNOVATION AND “TECHNOLOGY READINESS LEVEL”

For the purposes of this RFP, the term “water innovation” includes technology innovation related to

water, and does not include innovative policy, business plan, regulation, etc. Applicant Teams must

describe how the proposed technology is innovative and represents an advancement from current

industry standards. Although technological innovation can come in a variety of ways, it is incumbent

upon the Applicant Team to demonstrate the improvements and benefits of the proposed technology

when compared to the status quo.

Eligible water innovation technologies may be either commercially available or in advanced pre-

commercial development; however, these technologies must address energy reduction, resource

recovery and/or nutrient removal. For those Applicant Teams wishing to demonstrate a technology not

already commercialized, please indicate the Technology Readiness Level using the NYSERDA technology

readiness scoring calculator and provide the scoring results in your Application. Only technologies with a

Technology Readiness Level of 8 and above will be considered under this RFP.

ESTIMATED TIMELINE OF RFP PROCESS

Release of Request for Proposals August 2nd, 2016

MassCEC Webinar to Discuss RFP Wednesday, August 24th, 2016, 1-2pm EST

MassCEC begins accepting Proposals` August 16th 2016

Interviews of top Applicant Teams* Rolling

Projects Selected* Rolling

Pilot projects begin By* No more than one month from execution of contract with MassCEC

Pilot projects Complete By* No more than 12 months after pilot project begins

Final Date for written questions December 2nd, 2016

Final Date for Submittal of Applications December 16th, 2016

3 http://www.nyserda.ny.gov/-/media/Files/FO/Current-Funding-Opportunities/PON-2606/2606attac2.xlsm

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*Dates after RFP Response Due Date are anticipated dates. All dates are subject to change. Please refer

to the MassCEC website for any changes at: http://www.masscec.com/water-innovation

BUDGET AND COST-SHARE REQUIREMENTS

Applicant Teams must provide an anticipated budget with the Application, using the Project Work Plan

and Budget Template (Attachment C) provided in the Appendices of this RFP. Budget evaluation will be

a factor in the selection criteria. Please note that the selected Applicant Team will be paid based on

agreed upon milestones achieved & deliverables provided. In order to evaluate the overall budget at the

time of Application, however, Applicant Teams should still specify in the Application staff time and

expected expenses, including but not limited to, any use of third parties, expected purchases of data

and/or market intelligence, and design and printing when creating the budget for their Proposed Work

Plan. The final contract, however, shall only reflect payment based on milestones achieved &

deliverables provided.

MassCEC anticipates making 3-5 awards under the Program. The maximum award will be $150,000 and

the requirement for Cost Share is 50% (max $75,000) of the total MassCEC grant. The Cost Share must

include at least 20% cash (max $15,000) and not exceed 80% of in-kind contributions. The Cost Share

must be used directly for the project during the selected Applicant Team’s contract period. MassCEC

considers cash Cost Share is where an actual cash transaction occurs which can be documented in the

accounting system. Examples of acceptable forms of cash cost share for the purposes of this RFP include,

but are not limited to:

• Payment for a site for the pilot project, where the use of that site requires a fee

• Payment for materials or the use of equipment directly related to the pilot project

• Payment for services provided by contractors and consultants on the pilot project (for

monitoring or to assist in installation/maintenance for example)

The following items are ineligible to count towards Cost Share:

• Cash cost share may NOT be contributed by another federal or state government entity

• Administrative expenses

• Overhead (including, but not limited to, telephone, electricity, rent for office/lab space)

• Postage

• Printing

• Fringe benefits (including but not limited to health insurance, 401K plans or similar or other staff

benefits)

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TERM OF CONTRACT AND REQUIREMENTS

A final contract is subject to successful negotiation of a final budget and scope of services. For the

avoidance of doubt, the Lead Applicant shall enter into the grant agreement with MassCEC. MassCEC

recommends that the Lead Applicant determine the appropriate contractual relationship among it and

its Applicant Team. MassCEC’s selection of a pilot project is pursuant to this RFP does not mean that

MassCEC accepts all aspects of the proposal, modifications to which may be requested and agreed to

during contract negotiations. It should be understood that contracts for awarded pilot projects will be

negotiated, signed and executed on a rolling basis. Contracts will be reviewed during the course of the

project and may be extended at the sole discretion of MassCEC.

A template grant agreement has been attached to this RFP as Attachment D. Applicant Teams are

encouraged to thoroughly review this template contract in order to significantly expedite the

contracting process if the Applicant Team is awarded. If the Applicant Team identifies any material

exceptions to the services agreement, these should be clearly and completely detailed with the

Application. Applicant Teams must provide rationale for each proposed change. MassCEC reserves the

right to reject any application without further review if it seeks exceptions but does not detail and justify

proposed changes.

PROPOSAL SUBMISSION INSTRUCTIONS AND REQUIREMENTS

The Application must demonstrate a firm commitment from all Applicant Team members involved in the

project. MassCEC recommends that Applicant Teams carefully review and follow instructions in the

preparation of a complete, clear and concise application. It is the sole responsibility of the Applicant

Team to ensure that its Application is complete, meets minimum threshold requirements and is properly

submitted to MassCEC. MassCEC reserves the right to only consider applications that in its sole

judgment, meet the minimum threshold and submission requirements.

It is strongly preferred that the Application, including the Executive Summary, Statement of

Qualifications, Proposed Work Plan and Budget together are a maximum of 15 pages in length, single

spaced. Additional pages beyond the preferred 15-page maximum should be used as appropriate.

Information required for the Proposal will include the following:

Executive Summary: Applicant Teams should provide a summary of their utility, facility, district or

authority, their team qualifications of both the Lead Applicant and that of the Partner Applicant(s), the

proposed WWT technology pilot project plan and short budget summary.

Statement of Qualifications: All responses must include a statement of qualifications, experience and

description of the Applicant Team. The response should specifically indicate the Applicant Team’s

current and historical expertise in conducting a WWT pilot as requested by this RFP.

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Staff Qualifications: All Applications must include one-page resumes of each individual who will be

working on this WWT technology pilot, including their qualifications and experience. Resumes may be

attached to the Applications and do not count towards the 15 page limit.

Proposed Work Plan & Budget: Using the Project Work Plan and Budget Template provided in this RFP,

submit a proposed work plan (the “Proposed Work Plan”) including the proposed tasks, methods,

timeline and deliverables, as depicted in the Project Work Plan Template. Provide a budget that

illustrates total payment amounts proposed for each milestone and/or deliverable.

Statement of Innovative technology and impact: Using both the NYSERDA TRL calculator and a short

description, please explain why the proposed technology is innovative and whether it is commercially

available or in advanced pre-commercial development.

Further, describe the potential impact of the WWT technology pilot project. Successful Applicant Teams

will propose the piloting of innovative technologies that make meaningful and replicable improvements

in the Lead Applicant’s: 1) energy efficiency (a measurable reduction in overall plant energy use per unit

of flow, measured in kWh/MG treated or kBTU/gpd); AND/OR 2) resource recovery for potential reuse

(any measureable amount of energy recovery, water reuse, or nutrient recovery if none currently exists,

or a measurable increase in recovered materials if already in place); AND/OR 3) nutrient removal

(measureable reduction in average nutrient concentration in discharge). Provide the baseline metric

from which your facility will improve upon.

MassCEC reserves the right to research and review the background of any or all personnel assigned to

work under the agreement for services and, based on such research, to reject the use of any persons

within MassCEC’s discretion.

Applicant Teams must also review and/or include the following completed attachments:

Attachment A: Project Proposal Cover Sheet

Attachment B: Authorized Applicant Team’s Signature and Acceptance Form

Attachment C: Project Workplan and Budget template

Attachment D: Template Grant Agreement (Marked up as applicable)

It is the sole responsibility of the Applicant Team to ensure that its Application is complete and is

properly submitted to MassCEC. MassCEC reserves the right to only consider applications that in its sole

judgment, meet the minimum qualifications and submission requirements.

The completed Application and all documentation should be submitted to Patricia Burke at

pburke@masscec.com. Please send the minimum number of files possible. “Wastewater Treatment

Plant- Innovative Technology Pilots” must appear in the email subject line.

Proposals will be accepted on a rolling basis via email until December 16th, 2016 at 4:00pm ET.

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SELECTION CRITERIA

All Applications must be responsive to the proposal requirements outlined above and will be evaluated

on the general criteria below:

Overall

Is the Application timely?

Is the Applicant Team eligible for selection?

Does the Application provide all information requested in this RFP?

Does the Applicant Team plan to carry out a pilot project commensurate with the three focus areas identified by MassCEC?

Has the Applicant Team demonstrated sufficient time resources and flexibility to conduct the technology pilot?

What have MassCEC’s experiences been in working with the Applicant Team (if applicable): o Is the Applicant Team in good standing with any other awards received through

MassCEC, other state agencies or instrumentalities?

o Was the work under previous contracts carried out within the required timeline and

budget?

o Were deliverables of the required standard?

Qualifications

Does the Applicant Team have the minimum qualifications described in the Eligible Applicant

Teams and Minimum Criteria section (see above)?

Innovation, Technology Readiness and Impact

Is the technology innovative?

What is the potential impact of the technology pilot, particularly with respect to (1) energy efficiency; (2) resource recovery and/or (3) nutrient removal/remediation?

Does the Application clearly provide the baseline metric from which the proposed technology pilot will attempt to improve upon?

Does the description of the technology adequately explain the innovative element(s) and commercial readiness using the NYSERDA calculator previously provided?

Proposed Work Plan

Does the Applicant Team demonstrate an understanding of the concepts and motivators

underlying this program?

Is the proposed work plan clear?

Will the proposed work plan fulfil the goals of each of the tasks?

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Budget

Are the project components reflected in the Applicant Team’s quote commensurate with the

proposed budget?

Does the Applicant Team provide for the required 50% cost-share?

Is the Applicant Team’s project budget feasible?

It is the sole responsibility of the Applicant Team to ensure that the Application is complete and

properly submitted. At its discretion, MassCEC may request supplemental materials from the

Applicant Team and such materials must be submitted within ten (10) days of the request or the

Application may be rejected without further review.

PROPOSAL REVIEW PROCESS AND INTERVIEWS

MassCEC will accept proposals on a rolling basis until December 16th or until MassCEC exhausts the

funding allocation for the Program, whichever occurs first. Upon receipt of proposals on a rolling basis

MassCEC will conduct an initial threshold review to determine whether each is complete and meets

basic eligibility requirements. Proposals deemed eligible will undergo an external merit review process

managed by MassCEC with participation by other state agencies and selected industry experts.

Proposals will be evaluated against the selection criteria and selected project proposal teams will be

invited to interview in a timely manner once MassCEC begins accepting and reviewing proposals. During

interviews MassCEC and an external review panel will have an opportunity to interview the invited

project team. After the completion of the interview, MassCEC staff, with input from the external review

team will make recommendations to the MassCEC CEO. After an award has been made, MassCEC will

then move forward with a contract phase with the selected Applicant Team and the pilot can commence

after contract is fully executed.

WRITTEN QUESTIONS

Those entities considering responding to this solicitation and having questions are encouraged to submit

written questions to Patricia Burke at pburke@MassCEC.com until December 2nd, 2016. “Wastewater

Treatment Plant - Innovative Technology Pilots” must appear in the email subject line. Questions and

responses will be posted online at www.masscec.com

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GENERAL REQUEST FOR PROPOSALS CONDITIONS

ABOUT MASSCEC

MassCEC is dedicated to accelerating the success of water innovation and clean energy technologies,

companies and projects in Massachusetts—while creating high-quality jobs and long-term economic

growth for the people of Massachusetts.

MassCEC provides seed investments to startup companies, funds renewable energy rebates for

residents and businesses, and supports the development of a local clean energy workforce. Since its

inception in 2009, MassCEC has helped clean energy companies grow, supported municipal clean energy

projects, and invested in residential and commercial renewable energy installations creating a robust

marketplace for innovative clean technology companies and service providers.

NOTICE OF PUBLIC DISCLOSURE AND OPEN CHECKBOOK

As a public entity, MassCEC is subject to Massachusetts’ Public Records Law, codified at Chapter 66 of

the Massachusetts General Laws. Thus, any documentary material, data, or other information received

by MassCEC from an Applicant Team is a public record subject to disclosure.

By submission of an Application, the Applicant Team acknowledges and agrees that MassCEC, in its sole

discretion, shall determine whether any particular document, material, data or other information is

exempt from or subject to public disclosure. Thus, MassCEC urges the Applicant Team to carefully

consider what documents, materials, data and other information is submitted to MassCEC in

connection with this RFP. The Applicant Team agrees and acknowledges that it shall not send

MassCEC any confidential or sensitive information in connection with its Application under this RFP.

Please further note that consultant rates and fees are considered as part of the public record.

The Applicant Team agrees and acknowledges that MassCEC shall have the right to disclose the name of

the grantee, the amount of the payment under the agreement for services, and any other information it

may deem reasonably necessary on Open Checkbook, the Commonwealth of Massachusetts’ online

database of state spending.

WAIVER AUTHORITY

MassCEC reserves the right, at its sole discretion, to waive minor irregularities in submittal

requirements, to request modifications of the Application, to accept or reject any or all applications

received, and/or to cancel or modify all or part of this RFP at any time prior to awards.

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DISCLAIMER

This RFP does not commit MassCEC to award any funds, pay any costs incurred in preparing an

application, or procure or contract for services or supplies. MassCEC reserves the right to accept or

reject any or all applications received, negotiate with all qualified Applicant Teams, cancel or modify the

RFP in part or in its entirety, or change the Application guidelines, when it is in its best interests.

This RFP has been distributed electronically using MassCEC’s website. It is the responsibility of Applicant

Teams to check the website for any addenda or modifications to a RFP to which they intend to respond.

MassCEC accept no liability and will provide no accommodation to Applicant Teams who submit an

application based on an out-of-date RFP document.

PROPOSAL REVIEW PROCESS AND INTERVIEWS

Final contracts are subject to successful negotiation of a final budget and scope of services. It is

expected that contracts will commence in date and last for a period of up to 12 months. MassCEC may

award part or all of a proposal.

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ATTACHMENT A – PROJECT PROPOSAL COVER SHEET

Short Title of the WWT Pilot Project:

Lead Applicant Name (as shown on your income tax return)

Lead Applicant Business Name, if different than above

Lead Applicant Address (number, street, apt. or suite no., city, state and ZIP)

Lead Applicant Main Contact/s for the purpose of this Proposal (name, title, phone, email and website

address. Include address if different than above)

Partner/s Applicant Name & Address (number, street, apt. or suite no., city, state and ZIP)

Partner Applicant Main Contact/s for the purpose of this Proposal (name, title, phone, email and

website address. Include address if different than above)

Total Cost of WWT Technology Pilot Project:

Total Cost share amount provided (cash / in-kind):

Total amount sought from MassCEC:

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ATTACHMENT B – AUTHORIZED APPLICANT TEAM SIGNATURE AND ACCEPTANCE FORM

MassCEC Wastewater Treatment - Innovative Technology Pilots:

RFO Number: FY2017-WIP-WWTP-ITPI

The undersigned are duly authorized representatives of the Lead Applicant and Partner Applicant(s) of the Applicant Team listed below (please include additional pages if there is more than one Partner Applicant). Both the Lead Applicant and Partner Applicant for themselves individually have read and understand the RFP requirements and acknowledge that the Applicant Team has read and understands the RFP Requirements. The undersigned acknowledge that all of the terms and conditions of the RFP are mandatory.

The Applicant Team understands that all materials submitted as part of the Application are subject to disclosure under the Massachusetts Public Records Law, as explained in the RFP, and acknowledges and agrees that MassCEC has no obligation, and retains the sole discretion to fund or choose not to fund the Application set forth herein, and that MassCEC’s receipt of the Application does not imply any promise of funding at any time.

The Applicant Team understands that, if the Application is selected by MassCEC pursuant to this RFP, the Lead Applicant will execute a contract that outlines the respective roles and responsibilities of the Applicant Team and MassCEC.

We certify that the statements made in this Application, including all attachments and exhibits, are true and correct to the best of our knowledge.

Lead Applicant: ___________________________________________ (Printed Name of Applicant)

By: ________________________________________________

(Signature of LEAD Applicant or Authorized Representative)

Partner Applicant: ___________________________________________

(Printed Name of Applicant)

By: ________________________________________________

(Signature of PARTNER Applicant or Authorized Representative)

Date: _______________________________________________

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ATTACHMENT C – PROJECT WORKPLAN AND BUDGET TEMPLATE

Fill in the below proposed project workplan and budget template based on the WWT Technology pilot project that is being proposed. Add/Delete additional rows as needed. In order to evaluate the overall budget at the time of the Application, please specify staff time, expected expenses and detailed calculations for each milestone, including but not limited to, any use of third parties, expected purchases of data and/or market intelligence, and design and printing when creating the budget for the proposed Work Plan. This will form the basis for the negotiated contract scope for selected projects. It is expected that the selected Applicant Team will be paid on a milestone achieved and deliverable provided basis. If selected, this proposed project plan may be modified by MassCEC.

Upon completion of the Task, the achieved Milestones should support the Deliverable provided. Ensure

that each task and milestone is clear and broken down thoroughly as to avoid the Applicant Team

requesting payment for partially completed milestones.

Deliverable – A tangible object produced as a result of the completion of the Task. Each Deliverable

should be directly related to a Task or Milestone. The invoice for the Task will be paid based on

MassCEC’s receipt and approval of the Task’s Deliverable.

A deliverable must have some component that may be subject to a public records request.

Unless otherwise noted in the contract, invoices shall be paid upon the receipt of a deliverable.

Milestones/Deliverables to MassCEC Completion

Date

Estimated

Budget

Grantee

Cost Share

amount

MassCEC

Payment

Amount

Task 1: e.g. Kick-off meeting

Milestone Achieved

Calculation of line item*

Milestone Achieved

Calculation of line item*

Deliverable Provided

Task 2: _____________

Milestone Achieved

Calculation of line item*

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Milestone Achieved

Calculation of line item*

Deliverable Provided

Task 3: _____________

Milestone Achieved

Calculation of line item*

Milestone Achieved

Calculation of line item*

Deliverable Provided

Total $XXX,XXX $XXX,XXX $XXX,XXX

*For evaluation purposes only and will not be included in final executed contract

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ATTACHMENT D: TEMPLATE GRANT AGREEMENT

Grant Agreement

This Grant Agreement (the “Agreement”) is effective as of [fill in date] (the “Effective Date”) by and between the

Massachusetts Clean Energy Technology Center (“MassCEC”) an independent public instrumentality of the

Commonwealth of Massachusetts with a principal office and place of business at 63 Franklin Street, 3rd Floor,

Boston, MA 02110, and [fill in counterparty] with a principal office and place of business at [fill in address]

(“Grantee”) (each a “Party,” together the “Parties”).

Whereas, innovate technology pilots at publicly-owned wastewater treatment districts and

authorities in Massachusetts will enable the local water technology industry to grow and more

efficiently bring new technologies to market thereby benefiting the Massachusetts economy;

Whereas, MassCEC wishes to accelerate the path to market for innovative water technologies,

and increase the success of water technology companies and projects in Massachusetts while creating

high quality jobs and long-term economic growth for the people of Massachusetts;

Whereas, MassCEC is collaborating on an overall effort to help grow and advance the

Massachusetts water technology industry;

Whereas, through the Wastewater Treatment Plant Innovative Technology Pilot Program,

MassCEC is making awards to publicly-owned wastewater treatment districts and authorities to conduct

pilots of innovative technologies as described more fully herein; and

Whereas, Grantee has been selected by MassCEC to undertake such a pilot project.

Now therefore, in consideration of the recitals, the mutual promises and covenants contained in this

Agreement, and other good and valuable considerations, the receipt, adequacy, and sufficiency of which

are hereby acknowledged, MassCEC and Grantee agree as follows:

1. Performance of the Work

a. The Grantee shall conduct the project (“the Project”) and provide the deliverables (the “Deliverables”) described in the Scope of Work set forth in Attachment 1 (the “Scope of Work”).

b. The Grantee is solely responsible for all Project decisions, the preparation of all plans and specifications, and performing the Project in accordance with the Scope of Work.

2. Term

The term of this Agreement shall commence on the Effective Date, and shall expire on [fill in date].

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3. Grant Amount and Payment

a. Total Funds. In consideration of the various obligations to be undertaken by Grantee pursuant to this Agreement, MassCEC agrees to provide Grantee with funds in an amount not to exceed [fill in amount] (the “Grant”). The Parties agree that this is a maximum authorization, and MassCEC is under no obligation to transfer the full amount to Grantee, or any amount, in the event Grantee does not satisfy any requirements upon it to be completed prior to disbursement. Grantee acknowledges and agrees that this receipt of the Grant does not create any rights of preferences to receive subsequent funding from MassCEC.

b. Payment of Funds. Grant funds will be paid in [fill in amount] installments as per the payment amount schedule described in Attachment 1 by MassCEC to Grantee (each installment a “Grant Installment”) within forty-five (45) days after achieving the required milestone or approval of the corresponding deliverable and receipt of a written invoice describing the work performed with Grant funds during the invoice period. Upon satisfying the foregoing, MassCEC will transfer a Grant Installment to Grantee equal to the payment amount described in the Scope of Work.

4. Project Personnel

a. Both MassCEC and Grantee have designated the following Persons to serve as Project Manager to support effective communication between MassCEC and the Grantee and to report on the Project progress. For MassCEC: For Grantee:

b. Each Party will endeavor to maintain the continuity of its Project Personnel, and Grantee shall be required to obtain prior written approval from MassCEC in order to make any change to its Project Personnel. For the avoidance of doubt, MassCEC may update the Project Personnel listed without the need to amend this Agreement, if done in writing to the Grantee and in compliance with the notice provisions of Section 5.

5. Notice

Any notice hereunder shall be in writing and shall be sent either (i) by facsimile, email, or other electronic transmission, (ii) by courier, or (iii) by first class mail, postage prepaid, addressed to the Project Manager listed in Section 4(a) at the address indicated in the preamble of this Agreement (or to such other address as a Party may provide by notice to the Party pursuant to this Section 5 and shall be effective (i) at dispatch, if sent by facsimile, email, or other electronic transmission, (ii) if sent by courier, upon receipt as recorded by courier, (iii) if sent by first class mail, five days after its date of posting.

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6. Publicity; Use of Name

a. Grantee shall collaborate directly with MassCEC to prepare any public statement, media strategy or announcement relating to or bearing on the work performed or data collected under this Agreement or to prepare any press release or for any news conference in which MassCEC is concerned or discussed (each, a “Public Statement”) and shall in no event be permitted to publish, release, or otherwise disseminate any such Public Statement without MassCEC’s prior written consent. In addition to the foregoing, Public Statement includes, but is not limited to, any media pitches, interviews, embargoed materials, photo opportunities, blogs, guest columns, media events or editorial boards which relates to this Agreement or MassCEC.

b. Grantee agrees that MassCEC shall have the right to make use of and disseminate, in whole or in part, all work products, reports, and other information produced in the course of the Project, and to use the information therein contained to produce summaries, case studies, or similar information resources.

7. Other Requirements

a. Program Evaluation. Grantee agrees to support MassCEC’s Project evaluation activities, and MassCEC’s goal to disseminate information regarding Grantee’s experiences. To this end, the Grantee agrees that its key personnel and contractors working on the Project will be available at reasonable times with advance notice to be interviewed by MassCEC or its authorized representatives for purposes of Project evaluation or case study development.

b. Grant Administration. Grantee shall use the Grant only for the activities described in the

approved Scope of Work. Grantee shall maintain financial records relating to the receipt and expenditure of all funds received as Grant Installments in accordance with the terms set forth under this Agreement.

c. Grant Expenditure. All costs incurred by Grantee before the Effective Date of this Agreement are incurred voluntarily, at the Grantee’s risk and upon its own credit and expense, and Grantee’s authority to be reimbursed from the Grant funds shall be governed by the provisions of this Agreement. Grantee may not incur any costs to be charged against Grant Installments prior to the Effective Date of this Agreement.

d. Cost Share Requirement. Funds awarded to Grantee shall be paid by MassCEC only upon

Grantee providing at least fifty percent Cost Share from sources specified in the Project Plan, Deliverables, and Schedule (the “Cost Share”). Grantee agrees that, in the absence of such Cost Share, MassCEC shall not be bound by this Agreement. Cost Share shall mean funds or in-kind contributions provided by Grantee. MassCEC shall determine, in its sole discretion, whether any funds that Grantee seeks to categorize as Cost Share for purposes of this Agreement satisfy the requirements hereof.

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8. Termination

a. This Agreement may be terminated by either MassCEC or Grantee at any time for a material breach of any term of the Agreement. In the event of such termination, compensation shall be paid to the Grantee for the actual costs of allowable expenses incurred for work performed and the reasonable and necessary actual direct costs incurred in the performance of the work made pursuant to this Agreement prior to the effective date of the termination.

MassCEC may terminate this Agreement in the event of loss of availability of sufficient funds for the purposes of this Agreement or in the event of an unforeseen public emergency or other change of law mandating immediate MassCEC action inconsistent with performing its obligations under this agreement.

9. Tax Forms and Grant Taxability

a. Grantee shall provide MassCEC with a properly completed United States Internal Revenue Service Tax Form W-9 (the “W-9”) and returned to MassCEC’s finance department. Failure to provide the W-9 shall be grounds for withholding grant payments until such W-9 is received. W-9s should be emailed to the email address finance@masscec.com.

b. Grants may be considered taxable income by the U.S. Internal Revenue Service and the Massachusetts Department of Revenue. All parties are strongly urged to consult with a tax professional to determine the federal and/or state implications of a receipt of a grant. MassCEC will issue a Form 1099 to each Grantee. For all tax-exempt entities (including government entities), a tax-exemption certificate or IRS tax-exemption determination letter must be emailed to finance@masscec.com.

10. Access and Use

Grantee agrees to license or otherwise make available to MassCEC in perpetuity, without charge, the Grantee’s interest in and copyright (if any) to all non-confidential materials prepared and produced for the Project, including, without limitation, all plans, specifications, and analyses developed in connection with the Project and specified as being for MassCEC’s use and public dissemination, provided, however, that any and all inventions that are conceived or first reduced to use during the course of the Project shall be the sole property of Grantee (except that if jointly invented, title shall flow in accordance with US patent law), and any licensing requests for such inventions shall be subject to good faith negotiations between the parties hereto.

11. Audit

At any time prior to the completion of the Project and as otherwise provided in this Section, MassCEC will have the right to audit Grantee’s or its other agents’ records to confirm the use of the Grant awarded under this Agreement. If such audit reveals that any portion of such funds was utilized for purposes not permitted under the Agreement (a “Nonconformance Event”), then Grantee shall refund to MassCEC the amount determined by such audit to have been improperly used within thirty (30) days of Grantee’s receipt of such audit and demand. In the event such audit reveals a “Nonconformance Event”, MassCEC shall be permitted to immediately terminate this Agreement and discontinue disbursing Grant Installments to Grantee effective as of the date the audit is completed, subject to any

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limitations set forth by Section 8.Grantee shall maintain books, records, and other compilations of data pertaining to the funds paid under the Agreement to the extent and in such detail as shall properly substantiate use of such payments. All such records shall be kept for a period of seven (7) years, starting on the first day after final payment under the Agreement (the “Retention Period”). If any litigation, claim, negotiation, audit, or other action involving the records is commenced prior to the expiration of the Retention Period, all records shall be retained until completion of the audit or other action and resolution of all issues resulting therefrom, or until the end of the Retention Period, whichever is later. MassCEC or the Commonwealth or any of their duly authorized representatives shall have the right at reasonable times and upon reasonable notice, to examine and copy at reasonable expense, the books, records, and other compilations of data of the Grantee which pertain to the provisions and requirements of this Agreement. Such access may include on-site audits, review, and copying of records.

12. Assignment and Subcontracting

Grantee shall not assign or in any way transfer any interest in funds awarded by this Agreement or in the Agreement without the prior written consent of MassCEC, including subcontracting any services except as otherwise included in the Project Plan.

13. Compliance with Laws

Grantee agrees to comply, in the performance of the Project, with all applicable Federal and State statutes, rules, and regulations, including, but not limited to, all laws promoting fair employment practices or prohibiting employment discrimination and unfair labor practices and shall not discriminate in the hiring of any applicant team for employment nor shall any qualified employee be demoted, discharged, or otherwise subject to discrimination in the tenure, position, promotional opportunities, wages, benefits, or terms and conditions of their employment because of race, color, national origin, ancestry, age, sex, religion, disability, handicap, sexual orientation, or for exercising any rights afforded by law.

14. Indemnification

a. To the fullest extent permitted by law, Grantee shall indemnify and hold harmless the Commonwealth, MassCEC, and each of their respective agents, officers, directors and employees (together with the Commonwealth and MassCEC, the "Covered Persons") from and against any and all liability, loss, claims, damages, fines, penalties, costs and expenses (including reasonable attorney's fees), judgments and awards (collectively, "Damages") sustained, incurred or suffered by or imposed upon any Covered Person resulting from (i) any breach of this Agreement or false representation of Grantee, its employees, agents, or assigns (together, the “Participant”) under this Agreement, or (ii) any negligent acts or omissions or reckless misconduct of Grantee. Without limiting the foregoing, Grantee shall indemnify and hold harmless each Covered Person against any and all Damages that may arise out of or are imposed because of the failure to comply with the provisions of applicable law by Grantee or any of its agents, officers, directors, employees or subcontractors.

b. In no event shall either Party be liable for any indirect, incidental, special, punitive, or consequential damages whatsoever (including but not limited to lost profits or interruption of business) arising out of or related to Participant’s performance of the Project under this Agreement.

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15. Public Records and Open Checkbook

As a public entity, MassCEC is subject to Massachusetts' Public Records Law, codified at Chapter 66 of the Massachusetts General Laws ("Public Records Law"). Grantee acknowledges and agrees that any documentary material, data, or other information submitted to MassCEC are presumed to be public records. An exemption to the Public Records Law may apply to certain records, including materials that fall under certain categories under a statutory or common law exemption, including the limited exemption at Massachusetts General Laws Chapter 23J, Section 2(k) regarding certain types of confidential information submitted to MassCEC by an applicant team for any form of assistance. Thus, MassCEC urges Grantee to carefully consider what documents, materials, data and other information are submitted to MassCEC in connection with this Agreement.

In line with Public Records Law requirements, MassCEC generally considers the following types of information as confidential:

[Fill in as necessary] [TO BE COMPLETED AT TIME OF CONTRACT DISCUSSION]

Grantee agrees and acknowledges that MassCEC shall have the right to disclose the name of Grantee and/or payee, the amount of the payment under the Agreement, and any other information it may deem reasonably necessary on Open Checkbook, the Commonwealth of Massachusetts’ online database of state spending.

16. Insurance

Grantee shall obtain and maintain in effect through the term of this Agreement appropriate insurance coverage for its activities under this Agreement. GRANTEE ACKNOWLEDGES THE SUFFICIENCY OF THE TYPES AND AMOUNTS OF INSURANCE COVERAGE MAINTAINED AND THE APPROPRIATENESS OF THOSE COVERAGES FOR THE DURATION OF THE TERM. At MassCEC’s request, Grantee will provide MassCEC with copies of the certificates of insurance evidencing such coverage. The carrying of any of the insurance required hereunder shall not be interpreted as relieving the Grantee of any responsibility to MassCEC.

17. Conflict of Interest

Grantee acknowledges that all MassCEC employees are subject to the Massachusetts Conflict of Interest statute, codified at Chapter 268A if the Massachusetts General Laws.

18. Lobbying

No funds awarded by this Agreement may be used to pay for or otherwise support any activities intended to influence any matter pending before the Massachusetts General Court or for activities covered by the law and regulations governing “legislative agents” or “executive agents” set forth in the Massachusetts Lobbying Law, M.G.L. c.3, § 39.

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19. Choice of Law and Forum; Arbitration; Equitable Relief

a. This Agreement and the rights and obligations of the parties hereunder shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without giving effect to the conflict of laws principles thereof. Any dispute arising out of or relating to this Agreement or the breach, termination or invalidity hereof, whether before or after termination hereof, if not resolved by negotiation among the parties within thirty (30) days after such dispute is raised by either Party in writing, will be settled by binding arbitration by a single arbitrator in accordance with the Commercial Arbitration Rules of the American Arbitration Association then in effect, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction over this Agreement. Any such arbitration will be conducted in or near Boston, Massachusetts. The prevailing Party shall be entitled to receive from the other Party its reasonable attorney’s fees and costs incurred in connection with any action, proceeding or arbitration hereunder.

b. This Section 19 shall not be construed to limit any other legal rights of the parties. Each Party acknowledges and agrees that any breach or threatened breach of this Agreement by the other Party may result in substantial, continuing and irreparable damage to the first Party. Therefore, before or during any arbitration, either Party may apply to a court having jurisdiction for a temporary restraining order or preliminary injunction, where such relief is necessary to protect its interests pending completion of the arbitration proceedings.

20. Force Majeure

Neither Party shall be liable to the other, or be deemed to be in breach of this Agreement, for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such causes may include, but are not limited to, acts of God or of a public enemy, fires, floods, epidemics, quarantine restrictions, strikes, freight embargoes, or unusually severe weather. Dates or times of performance including the Term of this Agreement may be extended to account for delays excused by this Section, provided that the Party whose performance is affected notifies the other promptly in accordance with the requirements of Section 5 of the existence and nature of such delay.

21. Independent Status

Nothing in this Agreement will be construed or deemed to create a relationship of employer and employee, partner, joint venture, or principal and agent between MassCEC and Grantee, its employees, agents, or officers.

22. Waivers

Conditions, covenants, duties, and obligations contained in this Agreement may be waived only by written agreement between the Parties. Forbearance or indulgence in any form or manner by a Party shall not be construed as a waiver, nor in any way limit the remedies available to that Party.

23. Counterparts

This Agreement may be executed in two or more counterparts, and by different parties hereto on separate counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument.

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24. Amendments, Entire Agreement, and Attachments

All conditions, covenants, duties, and obligations contained in this Agreement may be amended only through a written amendment signed by the Grantee and MassCEC. The Parties understand and agree that this Agreement supersedes all other verbal and written agreements and negotiations by the Parties regarding the Project set forth herein. The following are attached and incorporated to this Agreement:

a. Attachment 1—Scope of Work

In witness whereof, the Parties have caused this Agreement to be executed as a document under seal as of the Effective Date set forth in the first paragraph hereof.

Massachusetts Clean Energy Technology Center [Name of counterparty] By: By: Name: Name: Title: Title: Date: Date:

Federal Tax ID No.:

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