Who We Are ENVIRONMENTAL SOLUTIONS FROM THE WORLD LEADER Veolia Environnement is the only company in the world that offers the full range of services essential to the environment. Our employees are dedicated to providing responsible waste management, quality water and wastewater services, efficient energy and facilities management, and comprehensive public transportation systems. Veolia Environnement offers solutions to the concerns and needs of citizens, governments, local communities and industries. • $33.6 billion in revenues worldwide • 26,567 employees in North America Composed of four complementary business units,Veolia Environnement delivers fully integrated environmental solutions to virtually all industrial, commercial, municipal and residential sectors in North America.These four units provide services such as hazardous and solid waste management and disposal, recycling, industrial maintenance and cleaning services and waste-to-energy. The leading water company in North America and the world, Veolia Water designs, builds, equips and operates water and wastewater facilities and systems for municipalities and industry. Our focus areas include: • Water treatment facilities and distribution systems. • Wastewater treatment facilities and collection systems. • Biosolids and composting facilities and programs. • Customer service and call centers. Veolia Environmental Services’ North American market positions include: • 1st in Total Waste Management. • 1st in Industrial Cleaning. • 2nd in Hazardous Waste. Connex and ATC have come together as Veolia Transportation, North America’s largest private operator of passenger transportation services. We work with public authorities to provide fixed-route bus services, paratransit services, rail, taxi and more across North America. Dalkia is a global leader in energy and facilities services, serving customers from all sectors across 38 countries. Dalkia frees customers from tasks that are not directly related to their core business but are vital for their efficient performance, such as: • Utility management — operating and maintaining utility plants and systems, including boilers and chillers, refrigeration and cogeneration plants, compressors and control systems. • Building services — delivering optimized heating, ventilation, air conditioning and lighting to maintain a comfortable environment. • Facilities management — providing technical and services to support the day-to-day running of customer facilities. Dalkia guarantees the technical and financial results of the services it provides through tailor-made solutions that enhance the competitive position of customers. Veolia Water North America 14950 Heathrow Forest Parkway Suite 200 Houston, Texas 77032 800.522.4774 www.veoliawaterna.com 2006 PARTNERSHIP SUMMARY City Leominster, Mass. Water Treatment Facilities Veolia Water — a Proud and Trusted Water Partner The companies that are now part of Veolia Water North America have proudly served the city of Leominster since 1983 when the city entered into a public-private partnership with us to provide startup and operation, maintenance and management (O&M) services for your newly constructed wastewater treatment plant. In 1996, the city selected Veolia Water to provide additional services, including O&M of the city's water treatment plants, including more than $5 million in engineering and construction services to the city's Notown Water Treatment Plant and the Distributing Reservoir Disinfection Facility. Water Supply Assets We Manage for You Scope of Services > Operate, Maintain and Manage (O&M) Facilities > 4.0-MGD surface water treatment plant > 1.2-MGDsurface water treatment plant > 1.0-MGD disinfection facility > Southeast well field disinfection facility > SUPERIOR WATER QUALITY COMPLIANCE Since Veolia Water assumed full responsibility for the environmental compliance of your facilities, our goal has been 100 percent continuous compliance to ensure safe and reliable water to the citizens of Leominster. > COST-EFFECTIVE EXCELENCE Our successful partnership over the years has allowed the city to provide superior water at affordable rates. To accomplish this, we assisted in implementing capital and process control improvements. > TWENTY-THREE YEARS WITHOUT A LOST-TIME ACCIDENT The safety of our employees is paramount. As a result of our commitment to creating a health and safety conscious culture, we have not had a lost-time accident in over 23 years of operations. > CARING FOR THE COMMUNITY We feel it is good corporate policy to contribute to the communities we serve, after all, these are the communities where we work and live. Our staff takes time and pride in supporting and contributing to events and agencies each year. > COMPANY-WIDE RESOURCES AT YOUR FINGERTIPS make modifications to improve on performance and operating costs. For company-wide resources, we can tap into our company’s extensive and expert departments all across the country. This includes Operations & Maintenance; Technical Services; Environmental, Health, Safety & Security; Laboratory Quality Control; Human Resources and others. Experts in these disciplines help challenge skill sets and solve issues. In addition, our QA/QC program has been developed and maintained with the participation of the highest levels of our corporate structure. As a result, our firm has received numerous awards for operating excellence and safety from federal, state and local governments. As part of each project, we issue a Quality Assurance Manual. This manual reviews the overall company goals, objectives and procedures for maintaining environmental compliance and company quality standards. Our QA/QC programs are used for sampling, analytical procedures, record keeping and reporting. Our QA/QC program is designed to control quality, as well as validate the accuracy of the operational, maintenance and laboratory procedures and data, while encouraging an environment for continuous improvement. This QA/QC program is reviewed annually by our management team to ensure its conformance with the established regulatory compliance and performance standards. Our overall QA/QC program is an integration of 12 unit operations function consisting of unique in-house programs/initiatives and three industry-standard tracking software packages. The key elements of the program include the following: • Caribou Compliance (tracking software) • Peer Audit Program (formal comprehensive O&M audit) • OPS 32 (process control software) • Process Control Management Plan (process oversight system) • Job Plus (computerized maintenance management software) • Laboratory QA/AC (laboratory management program) • Outside Laboratory QA/QC Program • Safety Program • Triple I Program (incident, injury, and injury-free reporting/tracking program) • Environmental Compliance Action Plan (site-specific plan) • Customer Satisfaction (site-specific plan) • Environmental Compliance and Reporting Veolia Water North America is the nation’s leading water services company, serving approximately 600 communities, ranging from large cities (such as Atlanta, Indianapolis and the Tampa Bay area) to smaller communities (such as Ashburnham, Mass., and Burlingame, Calif.) The company is also expert at managing water and wastewater systems for America’s leading manufacturing companies. With more than 3,000 employees across the country, the city of Leominster has access to Veolia Water's experts for every water issue. How to Reach Us Philippe Laval Sr. Vice President/COO 281-985-5446 Philip Ashcroft President, Veolia Water North America - Northeast, LLC 508-894-0044 Jim Galipeau Area Manager 508-991-6164 City of Leominster Mr. Dean Mazzarella Mayor, City of Leominster Mr. Patrick LaPointe Director, Department of Public Works Bob Chalifoux Mr. Roger Brooks Business Manager, Water and Sewer Project Manager Leominster, MA 978-537-5720 Mr. Christopher Knuth Director, Department of Health Mr. Thomas Hazzard Chairman, Water and Sewer Commission 1. 6. Water rate comparisons with other area communities, from Leominster to Templeton, demonstrate the city’s adept management and practices. We know that our partnership greatly contributes to this community. 23 YEARS WITHOUT A LOST-TIME ACCIDENT In January 2007, the Veolia Water-Leominster staff celebrated 23 years without a lost-time accident. We have accomplished this by staying committed to the health and safety of our employees. We hold monthly safety meetings, optimize operations and maintenance practices and conduct peer audits by our own Environmental, Health, Safety & Security teams to make sure our employees work in a safe environment. Our training programs for our employees ensure that safety and security in the work environment are unsurpassed and time-tested. As a result, employees know how their individual job actions affect utility operations and impact the environment. CARING FOR THE COMMUNITY Veolia Water has a vested interest in Leominster because it is home to members of the Veolia Water team. Over the past 23 years, we have worked to strengthen our community through the sponsorship of meaningful events, programs and associations, including support for the Johny Appleseed Parade and Festival, Leominster Babe Ruth and the Nashua Rivershed Association. We provide facility tours for any interested local residents or groups. COMPANY-WIDE RESOURCES SUPPORT AND ENHANCE THE WTP OPERATION Throughout New England and the Northeast, Veolia Water has more than 40 active O&M contracts supported by more than 450 people to provide water and wastewater treatment and related services to communities and industries large and small.More specifically, the Northeast’s technical services group provides operational, engineering and technical support services for our projects. Our technical group has more than thirty years of experience in troubleshooting plant process control problems, managing maintenance programs, industrial pretreatment programs, sludge management programs,water supply systems and wastewater collection systems. Also, the Northeast’s Capital Program Management (CPM) group provides engineering upgrades, improvements and other capital project work at Veolia Water-operated and managed facilities. The CPM group is composed of senior-level engineering design and construction professionals who are able to effectively manage and implement design and construction projects,drawing on a combination of in-house resources and expertise and local firms (pre-qualified subcontractors) that provide design, construction and related expertise. Our project teams draw on the internal engineering and construction management expertise of our CPM group and then manage the work of the subcontractors to deliver on the design and construction of capital improvements projects as well as new construction. Using creative process design, our engineers and engineering partners can design new facilities complete with the latest technologies or SUPERIOR WATER QUALITY COMPLIANCE We are proud to have served as your water services partner over the past decade, delivering high quality drinking water to the Leominster FALLBROOK AVERAGE TURBIDITY 2000 — 2006 community. Your environmental risks are managed and mitigated by our guarantees of service. We accomplish this through the development and implementation of our Process Control Management Plan (PCMP). The operation of your water plant involves a tremendous amount of information. Our OPS 32™ computer software is used to organize this data, which is then disseminated.PCMPs help operators and management track compliance. The intent of the PCMP is to provide a tool the management and operations staff can use to monitor the performance of the plants by efficiently reviewing key control parameters that are specifically chosen to indicate trends that will mitigate the risk of noncompliance and/or inefficient operations. These PCMPs ensure that the water treatment plant is operated in the intended “as designed” mode and in accordance with system specifications and treatment performance criteria. The PCMP also serves as an early alert mechanism for a potential pending operating condition or process problem,so that proactive steps can be taken to NOTOWN AVERAGE TURBIDITY 2000 — 2006 avoid noncompliance or inadequate treatment. The safety and security of the water treatment facilities has been demonstrated by our compliance with thousands of annual laboratory tests of the drinking water produced. Since 1996, we have treated over 12.8 billion gallons of drinking water for the city. In 2005 and 2006, the water filtration plants produced almost 2.2 billion gallons of water and averaged 0.10 nephelometric turbidity units (NTU) for turbidity. The Notown and Fallbrook treatment plants and Distributing Reservoir maintained zero positive samples for total coliform counts. Turbidity is a measure of the cloudiness of water and is a good indicator of the effectiveness of the filtration system. Total coliform is the primary method of judging a water treatment plant’s performance regarding microbiological contamination. The presence of coliform bacteria indicates the possible presence of fecal and diseasecausing bacteria. The Leominster facilities boast the outstanding record of having no positive samples since we assumed operations. Since the events of September 11th, we have implemented and assisted the city with new security policies and equipment to ensure city water is safe. We conducted a Security Vulnerability Assessment. Based on the results of that effort, we developed security measures that include a review of secured fencing and gates, door alarms, and accountability, protocol and monitoring of all visitors and contractors. Our emergency response plans include protection of staff, notification to local emergency response agencies, accountability of all persons, employee responsibilities and the coordination of all emergency activities. COST-EFFECTIVE EXCELLENCE The charge we keep is to manage assets at the most cost-effective level, as if they were our assets. To accomplish this, we have assisted the city in implementing capital and process control improvements. The Notown Water Treatment Plant was originally built by the Works Progress Administration in 1936-38 and was completely rehabilitated by Veolia Water at a cost of $5 million in 1999. This DBO project saved the city $3.5 million — nearly 45 percent — compared with original engineering estimates. Additional improvements in operations have included chemical addition to retard corrosion in the water lines, which resulted in a reduction of sampling requirements for lead and copper. Of special note is the city’s commitment to the preservation of its assets. Over the last eight years, the city has spent $4.5 million on the reconstruction of the Good Fellows and Simmons Pond dams (2006) and $590,000 cleaning and painting the water system’s three steel storage tanks (1998-2000). This is clear indication of the importance the city’s places on water matters. Continued on page 5 5. 2. AREA WATER BILL COMPARISON The Water Treatment Plant in Today’s World This is quick “walk-through” of Leominster’s water treatment plants outlines some of the technological processes involved and the expertise required to operate and manage such facilities. As a result, operators and technicians are required to be certified in their disciplines. Water Supply. Reservoir water must undergo a treatment process at the Leominster facilities before it is ready for consumption. Water from the Notown, Fallbrook and Distributing reservoirs is pumped or fed by gravity to the treatment plants for filtration and disinfection. Storage & Disinfection. Finished water is sent to the city’s water storage tanks, like the Sunrise Ave. tank. Final Treatment. After passing through the filters, water is disinfected with sodium hypochlorite and flows to clearwells for disinfection contact time and storage. After proper time for disinfection, sodium carbonate is added to raise the pH and help prevent corrosion to the piping system. Distributing Reservoir pilot studies are scheduled for summer and winter 2007. This testing will ensure that the best technology is engineered and built at the site to provide safe drinking water for decades to come. Mixing. Before filtration, sodium carbonate (soda ash) is added for pH adjustment. Aluminum sulfate and cationic polymer are then added and mixed into the flow as it proceeds through to the filters. 3. Filtering. Following flocculation and clarification, the conditioned water runs over a trough into the second stage of the plant — the mixed-media filter — which consists of anthracite coal, granular activated carbon, silica sand and garnet. Leominster’s water is continually monitored for compliance and federal drinking water standards. Water quality testing is conducted daily at the plants and weekly at 15 sites throughout the city’s distribution system. Testing is done internally and by an independent, state-certified laboratory. 4.