HomeMy WebLinkAboutItem 7.1 - Funding Agreement and MOU for Axis Community Health Mental Health Urgent Care Pilog ProjectSTAFF REPORT
CITY COUNCIL
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Agenda Item 7.1
DATE:March 2, 2021
TO:Honorable Mayor and City Councilmembers
FROM:Linda Smith, City Manager
SUBJECT:Funding Agreement and Memorandum of Understanding for Axis Community
Health’s Mental Health Urgent Care Pilot Project
Prepared by: Linda Smith, City Manager
EXECUTIVE SUMMARY:
The City Council will consider authorizing the City Manager to enter into a Funding Agreement
with Axis Community Health, as well as a Memorandum of Understanding with the cities of
Pleasanton and Livermore, to provide funding to the proposed Mental Health Urgent Care pilot
project.
STAFF RECOMMENDATION:
By motion, authorize the City Manager to enter into the Funding Agreement with Axis Community
Health and the Memorandum of Understanding with the cities of Pleasanton and Livermore.
FINANCIAL IMPACT:
The cost to fund a one-year pilot project is approximately $277,126. There is also an anticipated
start-up cost of $44,369. The total project cost is $321,495; of this amount, $250,000 is expected
to be offset by a grant from Alameda County Behavioral Health. The cities of Dublin, Pleasanton
and Livermore will split the remainder of costs at $23,831.67 each. The City of Dublin has
adequate funding available in the current operating budget to cover this expense.
DESCRIPTION:
Background
At its November 2020 meeting, the City Council received an overview of mental health resources
available in the Tri-Valley region. The report included a list of providers and their related
services. The report also included information on an opportunity to work with Axis Community
Health on an innovative approach to address more immediate mental health needs, through the
establishment of a regional Mental Health Urgent Care Center.
The COVID pandemic has exacerbated an already-increased need for mental health services in the
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Tri-Valley. Healthcare providers, law enforcement, and schools agree that this issue needs to be
addressed before it reaches a crisis point. And while there are traditional resources available,
these options typically result in a delayed response to the person experiencing mental health
challenges. It can take weeks to get an appointment or to navigate the insurance matters if they
have insurance at all. The inability to conduct a timely assessment and identify a treatment plan
often results in calls to 911, trips to the emergency room and, at times, voluntary or involuntary
holds at John George Psychiatric Hospital. Additionally, the current behavioral health system is
fragmented, affecting the ability to connect patients and their families with resources to help guide
and support them in achieving wellness.
In an effort to address these issues, particularly the impact to law enforcement, the cities of
Dublin, Pleasanton and Livermore began discussing mental health support options and held
virtual meetings with Axis Community Health in the summer of 2020. Axis Community Health has
been a long-standing health partner in the region and has a sizeable behavioral health program.
The discussions were wide ranging and substantive, resulting in the proposal to establish of an
urgent care center model for the region.
Proposal for Mental Health Urgent Care Center
Under the proposal, the Axis Mental Health Urgent Care Center will be available to all members of
the community, regardless of income or insurance status. Individuals and families with urgent
mental health needs will be able to call for same-day appointments via telehealth, and ultimately,
in person subject to COVID conditions. The Center will serve as a central entry point for
assessment, triage, treatment, and care coordination for anyone seeking mental health treatment,
regardless of insurance type or status. Like a medical urgent care setting, the Center will provide
assessment and timely connection to services, in a setting that is less costly to operate than an
emergency department.
In terms of staffing, the Center will include a care coordinator, a licensed therapist, and an on-call
psychiatrist. The service will be under the direction of Axis’s Chief of Behavioral Health Services,
who is a licensed psychologist. Staff will utilize mental health screening tools, conduct bio-
psychosocial diagnostic assessments, and provide brief counseling and trauma treatment.
Psychiatric care will be provided via telehealth for patients that require medication management,
and patients will be connected to an ongoing treatment provider that is appropriate to their needs.
Like medical urgent care, staff will see patients with an immediate need, and assist in coordinating
care that connects patients (and families) to ongoing care with a provider and behavioral health
support resources.
Axis is proposing to utilize a telehealth model as well as at its physical site at W. Las Positas Blvd.
in Pleasanton. In the initial pilot, hours will be 3:00 pm to 8:00 pm, Monday through Friday, but
could be expanded or modified, dependent upon funding availability and community need.
Services would be available for ages 5 and above, and available to individuals, couples, and
families.
It is anticipated that the Center would handle 15 to 20 care coordination visits per week, and an
estimated 15 to 20 counseling visits per week. An estimated 500 unique patients would be served
in year one, based upon 20 patients per week with an average of three to six visits per patient over
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the course of several weeks as they get situated with a provider for longer term care.
Funding Partners
The cost to fund a one-year pilot project is approximately $277,000. There is also an anticipated
start-up cost of approximately $44,000. This will provide Axis with two months of funding to
mobilize for a full year of patient operations.
There are several funding partners for this proposal, including the largest contributor of Alameda
County Behavioral Health (ACBH). ACBH awarded the pilot project with a grant of $250,000. The
cities of Dublin, Pleasanton and Livermore will split the remainder of the cost equally as outlined
in the attached Memorandum of Understanding and summarized below. If the funding from ACBH
does not ultimately materialize, the three cities would split the cost of the Center equally in the
pilot project period. As proposed, the City of Dublin would serve as the fiscal agent and directly
enter into the Funding Agreement with Axis.
Table 1: Fair Share Contributions by Cities
Staff at the three cities and at Axis are also in preliminary discussions with local health care
providers, such as Stanford, Sutter, and Kaiser to provide future financial assistance to the Center
and to potentially work in partnership with Axis during and beyond the initial project year.
Staff is recommending that the City Council authorize the City Manager to enter into the Funding
Agreement with Axis and sign the Memorandum of Understanding with the other two cities to share
in the funding of this effort.
STRATEGIC PLAN INITIATIVE:
None.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
The City Council Agenda was posted.
ATTACHMENTS:
1) Funding Agreement between the City of Dublin and Axis Community Health
2) Memorandum of Understanding between The City of Dublin, The City of Livermore, and the
City of Pleasanton
City Fair Share Contribution
(without grant approval)
Fair Share Contribution
(with grant approval)
Dublin $107,165 $23,831.67
Livermore $107,165 $23,831.67
Pleasanton $107,165 $23,831.67
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FUNDING AGREEMENT BETWEEN
THE CITY OF DUBLIN AND
AXIS COMMUNITY HEALTH FOR
MENTAL HEALTH URGENT CARE SERVICES PILOT PROGRAM
THIS AGREEMENT is made by and between the City of Dublin (“City”) and Axis Community Health
(“Axis”) (together sometimes referred to as the “Parties”) as of _________________ 2021 (the “Effective
Date”).
RECITALS
This Agreement is made with respect to the following facts and purposes which each of the parties
acknowledge and agree are true and correct:
a. The need for mental health services in the Tri-Valley has increased dramatically over the last
decade and has been further exacerbated by the COVID-19 Pandemic.
b. Residents of the Tri-Valley have limited access to immediate mental health services, often resulting
in individuals and families calling 911, utilizing an emergency room for immediate treatment,
navigating a complicated delivery system, or waiting until an appointment with their provider is
available.
c. To address this growing need and lack of access, Axis has proposed the innovative solution of
creating a Mental Health Urgent Care Center which will be available to all members of the
community, regardless of income or insurance status.
d. The City of Dublin along with the Cities of Livermore and Pleasanton, want to support this solution
by contributing to the financial cost of the Mental Health Urgent Care Center, and have entered into
a Memorandum of Understanding clarifying the funding responsibilities of each entity, with the City
of Dublin serving as the fiduciary agent and contracting agency with Axis.
Section 1.SERVICES. Subject to the terms and conditions set forth in this Agreement, Axis shall
provide services described in the Scope of Work attached as Exhibit A at the time and place and in the
manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement
and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on June 30, 2022. Axis shall provide the work described in Exhibit A on or before that
date, unless the term of the Agreement is otherwise terminated or extended, as provided
for in Section 8.
1.2 Standard of Performance. Axis shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Axis is engaged.
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1.3 Assignment of Personnel. Axis shall assign only competent personnel to perform
services pursuant to this Agreement.
1.4 Time. Axis shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Subsection 1.2 above and to satisfy Axis’s obligations hereunder.
1.5 Reporting Requirements.Axis shall provide quarterly reports to City including the data
and information identified in Exhibit C.
Section 2.COMPENSATION.
City hereby agrees to pay Axis a sum of $44,369 for “Project Budget Start Up Costs” as further described in
Exhibit A. City hereby agrees to pay Axis a sum of $27,126 for “Project Budget Year 1 Costs” as further
described in Exhibit A, which assumes Alameda County Department of Behavioral Health Services
(“County”) provides first year funding in the amount of $250,000. If the County does not provide such
compensation, the City hereby agrees to pay a total amount of $277,126 for “Project Budget Year 1 Costs.”
The total maximum amount payable under this Agreement shall not exceed $321,495 notwithstanding any
contrary indications that may be contained in Axis’s proposal, for services to be performed and
reimbursable costs incurred under this Agreement.
In the event of a conflict between this Agreement and Axis’s proposal, attached as Exhibit A, regarding the
amount of compensation, the Agreement shall prevail. City shall pay Axis for services rendered pursuant to
this Agreement at the time and in the manner set forth herein. The payments specified below shall be the
only payments from City to Axis for services rendered pursuant to this Agreement. Axis shall submit all
invoices to City in the manner specified herein. Except as specifically authorized by City in writing, Axis
shall not bill City for duplicate services performed by more than one person.
Axis and City acknowledge and agree that compensation paid by City to Axis under this Agreement is
based upon Axis’s estimated costs of providing the services required hereunder, including salaries and
benefits of employees and subcontractors of Axis. Consequently, the Parties further agree that
compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities
to which Axis and its employees, agents, and subcontractors may be eligible. City therefore has no
responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Axis shall submit invoices, not more often than quarterly during the term of this
Agreement, for a sum that is equal to or not more than one-fourth of the not to exceed
amount.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed. City shall have 30 days from the receipt of an invoice
that complies with all of the requirements above to pay Axis.
2.3 Total Payment. City shall pay for the services to be rendered by Axis pursuant to this
Agreement. City shall not pay any additional sum for any expense or cost whatsoever
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incurred by Axis in rendering services pursuant to this Agreement. City shall make no
payment for any extra, further, or additional service pursuant to this Agreement.
In no event shall Axis submit any invoice for an amount in excess of the maximum amount
of compensation provided above either for a task or for the entire Agreement, unless the
Agreement is modified prior to the submission of such an invoice by a properly executed
change order or amendment.
2.4 Payment of Taxes. Axis is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
2.5 Payment upon Termination. In the event that the City or Axis terminates this Agreement
pursuant to Section 8, the City shall compensate the Axis for all outstanding costs and
reimbursable expenses incurred for work satisfactorily completed as of the date of written
notice of termination. Axis shall maintain adequate logs and timesheets to verify costs
incurred to that date.
2.6 Authorization to Perform Services. The Axis is not authorized to perform any services
or incur any costs whatsoever under the terms of this Agreement until execution of this
agreement by the City of Dublin.
Section 3.FACILITIES AND EQUIPMENT. Except as set forth herein, Axis shall, at its sole cost and
expense, provide all facilities and equipment that may be necessary to perform the services required by this
Agreement.
Section 4.INSURANCE REQUIREMENTS. Before fully executing this Agreement, Axis, at its own
cost and expense, unless otherwise specified below, shall procure the types and amounts of insurance
listed below against claims for injuries to persons or damages to property that may arise from or in
connection with the performance of the work hereunder by the Axis and its agents, representatives,
employees, and subcontractors. Consistent with the following provisions, Axis shall provide proof
satisfactory to City of such insurance that meets the requirements of this section and under forms of
insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work. Axis shall
maintain the insurance policies required by this section throughout the term of this Agreement. The cost of
such insurance shall be included in the Axis's bid or proposal. Axis shall not allow any subcontractor to
commence work on any subcontract until Axis has obtained all insurance required herein for the
subcontractor(s) and provided evidence to City that such insurance is in effect. VERIFICATION OF THE
REQUIRED INSURANCE SHALL BE SUBMITTED AND MADE PART OF THIS AGREEMENT PRIOR TO
EXECUTION. Axis shall maintain all required insurance listed herein for the duration of this Agreement.
4.1 Workers’ Compensation.
4.1.1 General Requirements. Axis shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for
any and all persons employed directly or indirectly by Axis. The Statutory
Workers’ Compensation Insurance and Employer’s Liability Insurance shall be
provided with limits of not less than $1,000,000 per accident. In the alternative,
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Axis may rely on a self-insurance program to meet these requirements, but only if
the program of self-insurance complies fully with the provisions of the California
Labor Code. Determination of whether a self-insurance program meets the
standards of the California Labor Code shall be solely in the discretion of the
Contract Administrator.
The Workers’ Compensation policy shall be endorsed with a waiver of subrogation
in favor of the entity for all work performed by the Axis, its employees, agents, and
subcontractors.
4.1.2 Submittal Requirements. To comply with Subsection 4.1, Axis shall submit the
following:
a.Certificate of Liability Insurance in the amounts specified in the section;
and
b.Waiver of Subrogation Endorsement as required by the section.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General Requirements. Axis, at its own cost and expense, shall maintain
commercial general liability insurance for the term of this Agreement in an amount
not less than $1,000,000 and automobile liability insurance for the term of this
Agreement in an amount not less than $1,000,000 per occurrence, combined
single limit coverage for risks associated with the work contemplated by this
Agreement. If a Commercial General Liability Insurance or an Automobile Liability
form or other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed under this
Agreement or the general aggregate limit shall be at least twice the required
occurrence limit. Such coverage shall include but shall not be limited to, protection
against claims arising from bodily and personal injury, including death resulting
therefrom, and damage to property resulting from activities contemplated under
this Agreement, including the use of owned and non-owned automobiles.
4.2.2 Minimum Scope of Coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 (most recent edition) covering comprehensive General Liability on an
“occurrence” basis. Automobile coverage shall be at least as broad as Insurance
Services Office Automobile Liability form CA 0001, Code 1 (any auto). No
endorsement shall be attached limiting the coverage.
4.2.3 Additional Requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a.The Insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
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b.City, its officers, officials, employees, and volunteers are to be covered as
additional insureds as respects: liability arising out of work or operations
performed by or on behalf of the Axis; or automobiles owned, leased,
hired, or borrowed by the Axis.
c.Axis hereby agrees to waive subrogation which any insurer or contractor
may require from vendor by virtue of the payment of any loss. Axis
agrees to obtain any endorsements that may be necessary to effect this
waiver of subrogation.
d.For any claims related to this Agreement or the work hereunder, the Axis’s
insurance coverage shall be primary insurance as respects the City, its
officers, officials, employees, and volunteers. Any insurance or self-
insurance maintained by the City, its officers, officials, employees, or
volunteers shall be excess of the Axis’s insurance and shall not contribute
with it.
4.2.4 Submittal Requirements. To comply with Subsection 4.2, Axis shall submit the
following:
a.Certificate of Liability Insurance in the amounts specified in the section;
b.Additional Insured Endorsement as required by the section;
c.Waiver of Subrogation Endorsement as required by the section; and
d.Primary Insurance Endorsement as required by the section.
4.3 Professional Liability Insurance.
4.3.1 General Requirements. Axis, at its own cost and expense, shall maintain for the
period covered by this Agreement professional liability insurance for licensed
professionals performing work pursuant to this Agreement in an amount not less
than $2,000,000 covering the licensed professionals’ errors and omissions. Any
deductible or self-insured retention shall not exceed $150,000 per claim.
4.3.2 Claims-Made Limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a.The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b.Insurance must be maintained and evidence of insurance must be
provided for at least 5 years after completion of the Agreement or the
work, so long as commercially available at reasonable rates.
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c.If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Axis shall purchase an extended period coverage for a
minimum of 5 years after completion of work under this Agreement.
d.A copy of the claim reporting requirements must be submitted to the City
for review prior to the commencement of any work under this Agreement.
4.3.3 Additional Requirements. A certified endorsement to include contractual liability
shall be included in the policy.
4.3.4 Submittal Requirements. To comply with Subsection 4.3, Axis shall submit the
Certificate of Liability Insurance in the amounts specified in the section.
4.4 All Policies Requirements.
4.4.1 Acceptability of Insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of Coverage. Prior to beginning any work under this Agreement,
Axis shall furnish City with complete copies of all Certificates of Liability Insurance
delivered to Axis by the insurer, including complete copies of all endorsements
attached to the policies. All copies of Certificates of Liability Insurance and
certified endorsements shall show the signature of a person authorized by that
insurer to bind coverage on its behalf. If the City does not receive the required
insurance documents prior to the Axis beginning work, it shall not waive the Axis’s
obligation to provide them. The City reserves the right to require complete copies
of all required insurance policies at any time.
4.4.3 Deductibles and Self-Insured Retentions. Axis shall disclose to and obtain the
written approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement. At
the option of the City, either: the insurer shall reduce or eliminate such deductibles
or self-insured retentions as respects the City, its officers, employees, and
volunteers; or the Axis shall provide a financial guarantee satisfactory to the City
guaranteeing payment of losses and related investigations, claim administration
and defense expenses.
4.4.4 Wasting Policies. No policy required by this Section 4 shall include a “wasting”
policy limit (i.e. limit that is eroded by the cost of defense).
4.4.5 Endorsement Requirements. Each insurance policy required by Section 4 shall
be endorsed to state that coverage shall not be canceled by either party, except
after 30 days’ prior written notice has been provided to the City.
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4.4.6 Subcontractors. Axis shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.5 Remedies. In addition to any other remedies City may have if Axis fails to provide or
maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Axis’s breach:
Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
Order Axis to stop work under this Agreement or withhold any payment that becomes
due to Axis hereunder, or both stop work and withhold any payment, until Axis
demonstrates compliance with the requirements hereof; and/or
Terminate this Agreement.
Section 5.INDEMNIFICATION AND AXIS’S RESPONSIBILITIES. Refer to the attached Exhibit B,
which is incorporated herein and made a part of this Agreement.
Section 6.STATUS OF AXIS.
6.1 Relationship of Parties. Nothing contained in this Agreement shall be construed as
creating the relationship of employer and employee or principal and agent between City
and Axis or Axis’s agents or employees, and Axis shall at all times be wholly responsible
for the manner in which it or its agents, or both, perform under this Agreement. .
6.2 Axis Not an Agent. Except as City may specify in writing, Axis shall have no authority,
express or implied, to act on behalf of City in any capacity whatsoever as an agent. Axis
shall have no authority, express or implied, pursuant to this Agreement to bind City to any
obligation whatsoever.
Section 7.LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Axis and any subcontractors shall comply with all
laws and regulations applicable to the performance of the work hereunder, including but
not limited to, the California Building Code, the Americans with Disabilities Act, and any
copyright, patent or trademark law. Axis’s failure to comply with any law(s) or regulation(s)
applicable to the performance of the work hereunder shall constitute a breach of contract.
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7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Axis and any subcontractors shall
comply with all applicable rules and regulations to which City is bound by the terms of such
fiscal assistance program.
7.4 Licenses and Permits. Axis represents and warrants to City that Axis and its employees,
agents, and any subcontractors have all licenses, permits, qualifications, and approvals of
whatsoever nature that are legally required to practice their respective professions. Axis
represents and warrants to City that Axis and its employees, agents, any subcontractors
shall, at their sole cost and expense, keep in effect at all times during the term of this
Agreement any licenses, permits, and approvals that are legally required to practice their
respective professions. In addition to the foregoing, Axis and any subcontractors shall
obtain and maintain during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Axis shall not discriminate, on the basis of a
person’s race, sex, gender, religion (including religious dress and grooming practices),
national origin, ancestry, physical or mental disability, medical condition (including cancer
and genetic characteristics), marital status, age, sexual orientation, color, creed,
pregnancy, genetic information, gender identity or expression, political affiliation or belief,
military/veteran status, or any other classification protected by applicable local, state, or
federal laws (each a “Protected Characteristic”), against any employee, applicant for
employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or
applicant for any services or programs provided by Axis under this Agreement.
Axis shall include the provisions of this Subsection in any subcontract approved by the
Contract Administrator or this Agreement.
Section 8.TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement upon 30 days’ notice and without cause
upon written notification to Axis.
Axis may cancel this Agreement upon 30 days’ written notice to City and shall include in
such notice the reasons for cancellation.
In the event of termination, Axis shall be entitled to compensation for services performed to
the effective date of termination; City, however, may condition payment of such
compensation upon Axis delivering to City any or all documents that are specific to this
program and agreement.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Axis understands and
agrees that, if City grants such an extension, City shall have no obligation to provide Axis
with compensation beyond the maximum amount provided for in this Agreement.
Similarly, unless authorized by the Contract Administrator, City shall have no obligation to
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reimburse Axis for any otherwise reimbursable expenses incurred during the extension
period.
8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the
Parties.
8.4 Assignment and Subcontracting. City and Axis recognize and agree that this
Agreement contemplates personal performance by Axis and is based upon a
determination of Axis’s unique personal competence, experience, and specialized personal
knowledge. Moreover, a substantial inducement to City for entering into this Agreement
was and is the professional reputation and competence of Axis. Axis may not assign this
Agreement or any interest therein without the prior written approval of the Contract
Administrator. Axis shall not subcontract any portion of the performance contemplated and
provided for herein, other than to the subcontractors noted in the proposal, without prior
written approval of the Contract Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Axis shall survive the
termination of this Agreement.
Section 9.KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Axis’s Performance. During the term of this Agreement,
Axis shall permit representatives of City, at all reasonable times, to have access to,
examine, and make copies, at City's expense, of Grantee’s books, records, and
documents relating to this Agreement, in accordance with applicable law.
9.2 Axis’s Books and Records. Axis shall maintain any and all ledgers, books of account,
invoices, vouchers, canceled checks, and other records or documents evidencing or
relating to charges for services or expenditures and disbursements charged to the City
under this Agreement for a minimum of 3 years, or for any longer period required by law,
from the date of final payment to the Axis to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Subsection 9.2 of this
Agreement requires Axis to maintain shall be made available for inspection, audit, and/or
copying at any time during regular business hours, upon oral or written request of the City.
Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds $10,000.00, the Agreement shall be subject to
the examination and audit of the State Auditor, at the request of City or as part of any audit
of the City, for a period of 3 years after final payment under the Agreement.
Section 10.MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a party to this Agreement brings any action, including an action for
declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing
party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which
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that party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the Parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County of Alameda or in the United States District Court for
the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns.The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the Parties.
10.6 Use of Recycled Products. Axis shall prepare and submit all reports, written studies and
other printed material on recycled paper to the extent it is available at equal or less cost
than virgin paper.
10.7 Conflict of Interest. Axis may serve other clients, but none whose activities within the
corporate limits of City or whose business, regardless of location, would place Axis in a
“conflict of interest,” as that term is defined in the Political Reform Act, codified at California
Government Code Section 81000 et seq.
Axis shall not employ any City official in the work performed pursuant to this Agreement.
No officer or employee of City shall have any financial interest in this Agreement that
would violate California Government Code Section 1090 et seq.
Axis hereby warrants that it is not now, nor has it been in the previous 12 months, an
employee, agent, appointee, or official of the City. If Axis was an employee, agent,
appointee, or official of the City in the previous 12 months, Axis warrants that it did not
participate in any manner in the forming of this Agreement. Axis understands that, if this
Agreement is made in violation of California Government Code Section 1090 et seq., the
entire Agreement is void and Axis will not be entitled to any compensation for services
performed pursuant to this Agreement, including reimbursement of expenses, and Axis will
be required to reimburse the City for any sums paid to the Axis. Axis understands that, in
addition to the foregoing, it may be subject to criminal prosecution for a violation of
California Government Code Section 1090 et seq., and, if applicable, will be disqualified
from holding public office in the State of California.
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At City’s sole discretion, Axis may be required to file with the City a Form 700 to identify
and document Axis’s economic interests, as defined and regulated by the California Fair
Political Practices Commission. If Axis is required to file a Form 700, Axis is hereby
advised to contact the Dublin City Clerk for the Form 700 and directions on how to prepare
it.
10.8 Solicitation. Axis agrees not to solicit business at any meeting, focus group, or interview
related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by the City Manager
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
10.10 Notices. Any written notice to Axis shall be sent to:
Axis Community Health
Attn: Sue Compton, CEO
5925 W. Las Positas Blvd. Ste. 100
Pleasanton, CA 94588
Any written notice to City shall be sent to:
City of Dublin
Attn: Linda Smith, City Manager
100 Civic Plaza
Dublin, CA 94568
10.11 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibits A, B, and C represents the entire and integrated
agreement between City and Axis and supersedes all prior negotiations, representations,
or agreements, either written or oral.
Exhibit A Scope of Services
Exhibit B Indemnification
Exhibit C Reporting Requirements
10.12 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
10.13 Certification per Iran Contracting Act of 2010. In the event that this contract is for
one million dollars ($1,000,000.00) or more, by Axis’s signature below Axis certifies that
Axis, and any parent entities, subsidiaries, successors or subunits of Axis are not identified
on a list created pursuant to subdivision (b) of Section 2203 of the California Public
Contract Code as a person engaging in investment activities in Iran as described in
subdivision (a) of Section 2202.5, or as a person described in subdivision (b) of Section
2202.5 of the California Public Contract Code, as applicable.
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SIGNATURES ON FOLLOWING PAGE
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The Parties have executed this Agreement as of the Effective Date. The persons whose signatures appear
below certify that they are authorized to sign on behalf of the respective Party.
CITY OF DUBLIN AXIS COMMUNITY HEALTH
Linda Smith, City Manager Sue Compton, CEO
Attest:
Marsha Moore, City Clerk
Approved as to Form:
City Attorney
3695844.1
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Axis Community Health for Mental Health Urgent Care Services Pilot Program Exhibit A – Page 1 of 5
EXHIBIT A
SCOPE OF SERVICES
PROJECT PROPOSAL: Mental Health Urgent Care Services for Tri-Valley Residents
Prepared by:
Sue Compton, CEO
Dr. Jennifer Penney, Chief of Behavioral Health Services
Valerie Jonas, Chief Development Officer
A Growing Need in Our Community
The need for mental health services in the Tri-Valley has increased dramatically in the last decade and has
been further exacerbated by the COVID pandemic. A growing number of people are experiencing
depression and anxiety, and the number of involuntary detentions for 72-hour psychiatric hospitalizations
(5150s) continues to increase. Stanford HealthCare-ValleyCare’s 2019 Community Health Needs
Assessments identified behavioral health/mental health as the number one priority out of eleven health
needs in the Tri-Valley. All three Tri-Valley school districts indicate growing concerns regarding student
mental health issues, and local law enforcement agencies are recording growing numbers of psychiatric
calls, which involve all ages, from children to seniors.
Limited Access to Immediate Treatment
Tri-Valley providers, including Axis Community Health, have responded to the increasing need for mental
health services by expanding capacity for ongoing treatment. Yet, even with increased capacity, patients--
particularly those who have not yet established care with a provider—frequently wait weeks for an
appointment with a licensed therapist or psychiatrist. Families that have health insurance face a confusing
array of options for services that requires an intake process and often results in placement on a waiting list
for services. Uninsured patients have limited choices for services and, because service providers are
overburdened, often face delays in accessing care. Patients and families are left with the choice of calling
911, utilizing an emergency room for immediate treatment, navigating a complicated delivery system, or
waiting until an appointment with their provider is available. All of these choices are especially difficult in a
crisis situation.
The inability to access assessment and treatment in a timely manner negatively impacts patients and those
who care about them, including families and friends. The waiting period for assessment and treatment
prolongs patient suffering and can exacerbate symptoms, leading to a more acute situation. Patients in
distress arrive with increasing frequency at emergency rooms at Stanford Health Care – ValleyCare, Sutter
Health, John Muir, Kaiser Permanente or Alameda County’s John George Psychiatric Hospital—either
voluntarily or involuntary (5150). Local law enforcement agencies are often involved as well, both in
situations that could be handled effectively with a mental health professional or in more concerning
situations in which the patient is combative or potentially a risk to others.
Once assessed in an emergency department setting, a lack of community-based resources often results in
a challenge in connecting the patient and family with non-emergency room assessment, treatment and care
coordination. The result is a significant gap in accessing continuing behavioral health care services. Those
who reach out for assistance from law enforcement face the difficult choice of being 5150’d or having to
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Axis Community Health for Mental Health Urgent Care Services Pilot Program Exhibit A – Page 2 of 5
seek help via local medical and social service entities – which can be especially problematic for issues that
arise outside of standard business hours. Families are often left with the difficult choice of having their
loved one sent to John George Hospital in San Leandro for a 72-hour hold or trying to manage the situation
on their own. This type of situation is especially concerning for youth that are experiencing a psychiatric
emergency, as parents must choose to have their child placed on a psychiatric hold at a site in Oakland –
which can be additional trauma for the child – or they must try to handle the situation with little or no
professional assistance.
As these scenarios demonstrate, the behavioral health care system is fragmented and siloed, and services
are not interconnected. Patients arrive at care entry points that may not have the capability of coordinating
with other available resources. This makes transitions from provider-to-provider and/or care level-to-care
level difficult for patients and their families. This is especially challenging when patients are released from
72-hour holds and are not given resources for continuing care. Additionally, there is not an effective system
for connecting patients and their families to resources to help guide and support them in achieving
wellness.
Current resources in the Tri-Valley include an array of private providers who are affiliated with local
hospitals and health plans. Axis Community Health is the predominant provider of counseling services for
low income and uninsured Tri-Valley residents. There are also several smaller nonprofit agencies that
provide limited services. Most providers – both private as well as nonprofit – have full caseloads. There
are three additional nonprofit organizations that provide some support services, however, they are not
providers of direct services.
Proposal: Establishment of a Mental Health Urgent Care Center
In response to these substantial gaps in access to care and coordinated support, Axis proposes an
innovative solution: the creation of a Mental Health Urgent Care Center. This center will be available to all
members of the community, regardless of income or insurance status. Individuals and families with urgent
mental health needs will be able to call for same-day appointments. During the COVID pandemic, services
will be provided via telehealth; long term plans would include a walk-in access point as well. The center will
serve as a central entry point for assessment, triage, treatment, and care coordination for anyone seeking
mental health treatment, regardless of insurance type or status. Like a medical urgent care setting, Axis
MH Urgent Care will provide assessment and timely connection to services--in a setting that is less costly
than an emergency department.
The MH Urgent Care staff will include a care coordinator, a licensed therapist, and an on-call psychiatrist.
The service will be under the direction of Axis’s Chief of Behavioral Health Services, who is a licensed
psychologist. Staff will utilize mental health screening tools, conduct bio-psychosocial diagnostic
assessments and provide brief counseling and trauma treatment. Psychiatric care will be provided via
telehealth for patients that require medication management, and patients will be connected to an ongoing
treatment provider that is appropriate to their needs. Like medical urgent care, staff will see patients with
an immediate need, and assist in coordinating care that connects patients (and families) to ongoing care
with a provider and behavioral health support resources.
Patients visiting the MH Urgent Care Center will be assessed to determine where their condition falls in the
diagnostic range that includes: 1) mild to moderate, 2) moderate, or 3) severe. Typically, the majority of
patients in a community setting are in the mild to moderate range. We anticipate that the majority of the
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patients that use the MH Urgent Care Center will be treatable at the site and/or via telehealth services. A
small percentage (estimated at 5%) will require medication prior to being able to benefit from treatment.
Under the guidance of the program’s psychiatrist, these patients will be referred to higher levels of care.
Staff will have the ability to conduct assessments for patients presenting with suicidal ideation and will
deescalate and avert 5150s when possible. Axis’s behavioral health providers are experienced at
intervening when suicidal thoughts are presented, and most often, following careful assessment and
development of a safety plan, a 5150 can be avoided.
Many patients will require medication either right away or eventually. The psychiatrist will prescribe for
patients enrolled in Medi-Cal plans; patients with other insurances will be referred to their providers for
medication. Even for patients who are medication-resistant, which is frequently the case, a visit to the MH
Urgent Care Center will help pave for the way for such intervention in the future.
Axis proposes piloting the MH Urgent Care model utilizing a telehealth model as well as at its site at W. Las
Positas Blvd. in Pleasanton. In the initial pilot, hours will be 3:00 pm to 8:00 pm, Monday – Friday, but
could be expanded, dependent upon funding availability and community need. Services would be available
for ages 5 and above, and available to individuals, couples and families. This service would be available to
anyone in the community, regardless of insurance type or lack of insurance. The MH Urgent Care Center
would provide an estimated 15 - 20 care coordination visits per week, and an estimated 15 - 20 counseling
visits per week. An estimated 500 unique patients would be served in year one, based upon 20 patients
per week with an average of 3 – 6 visits per patient over the course of several weeks as they get situated
with a provider for longer term care.
A New Community Resource
During the planning phase, Axis will engage with key community agencies and organizations to get their
input on developing and launching the MH Urgent Care Center. Once opened, Axis will publicize the MH
Urgent Care Center throughout the community. In particular, Axis will outreach to community agencies and
organizations that are frequently the first place a person having a mental or behavioral health difficulty
contacts. These include: health providers, safety-net organizations, the faith community, NAMI, police
departments, school personnel, and city personnel. Axis routinely receives calls from many of these
entities seeking information on how to best assist individuals who contact them for help. An Axis MH
Urgent Care Center would be the appropriate resource for all such inquiries.
Key Benefits of the MH Urgent Care Center
Axis believes strongly that this new model of access could have significant benefits for patients and the
health care system. Positive outcomes will include:
Reducing the number of emergency room visits for mental health needs
Reducing the number of calls for assistance from law enforcement
Reducing the number of involuntary psychiatric holds (5150s)
Increasing willingness of individuals to access treatment because the burden of cost will be
removed
Increasing willingness of individuals to access treatment because the Care Coordinator will assist
with connections to other needed resources
Decreasing the amount of time individuals with a mental health need wait to access treatment
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Reducing stigma associated with accessing mental health care by providing mental health urgent
care in a model that is similar to the medical urgent care model
Reducing stigma by integrating MH Urgent Care Center services alongside other services at the
Axis health center
Axis welcomes the opportunity to bring this bold, innovative MH Urgent Care Center service to our
community. Given our mission of providing community health care and our non-profit status, Axis is
uniquely positioned to address this gap in access to treatment. We believe partnering with Tri-Valley health
entities seeking to effectuate a true advancement in access to mental health services by utilizing
community benefit and other resources is a forward-thinking approach to the problem of immediate
treatment for urgent mental health needs.
Proposed Project Timeline
Months 1 – 3
Meet with key community agencies/organizations for input
Recruit and hire staff for the MH Urgent Care Center Pilot Project (Licensed Therapist, Care
Coordinator)
Engage telehealth psychiatric services
Prepare policies and procedures for MH Urgent Care
Prepare facility space for MH Urgent Care (Axis has existing space at its W. Las Positas Blvd. site
which would be activated once COVID restrictions allow))
Prepare and disseminate outreach materials for the MH Urgent Care Center in the community
Month 4
Open MH Urgent Care Center (telehealth services only pending re-opening of site based services,
estimated late 2021)
Month 10 – 11
Complete pilot evaluation, to include analysis of patient data, patient outcomes and demand for
services)
Month 12
Explore option to increase service availability via additional staff and/or hours
Space Intentionally Left Blank
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Axis Community Health for Mental Health Urgent Care Services Pilot Program Exhibit A – Page 5 of 5
Project Budget - Start-Up (5/1/21 - 6/30/21)
Personnel Rate FTE Total
Clinical Supervision/Project oversight 88.00 0.30 $9,152
Licensed therapist (MFT/LCSW/PsyD)48.00 0.75 $12,480
Care coordinator 30.00 0.75 $7,800
Subtotal personnel $29,432
Fringe benefits @ 24%$7,064
Total personnel $36,496
Operating
Contractor: Psychiatrist 168.00
5
hours $840
Marketing development/materials/printing $3,000
Project administration @ 10%$4,033
Total operating $7,873
Start-up total $44,369
Project Budget Year 1 (7/1/21 – 6/30/22)
Personnel
Licensed therapist (LCSW/PsyD) 0.75 FTE @ $48.00/hour $74,880
Care coordinator (1.0 FTE @ 30.00/hour)$62,400
Clinical supervision (0.05 FTE @ 52.00/hour)$5,408
Subtotal personnel $142,688
Fringe benefits @ 24%$34,245
Total personnel $176,933
Operating expenses
Psychiatrist (on call consultant/ 8 hours/week)$70,000
Marketing activities and materials $5,000
Project administration/overhead (10% of project costs)$25,193
Total project/year 1 $277,126*
* Alameda County Department of Behavioral Health Services has provided indication of intent to provide
first year funding in the amount of $250,000. Pending approval, the remaining sum of $27,126 would be
requested per terms of this agreement.
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Axis Community Health for Mental Health Urgent Care Services Pilot Program Exhibit B – Page 1 of 1
EXHIBIT B
INDEMNIFICATION
Axis shall indemnify, defend with counsel acceptable to City, and hold harmless City and its officers,
elected officials, employees, agents and volunteers from and against any and all liability, loss, damage,
claims, expenses, and costs (including without limitation, attorney’s fees and costs and fees of litigation)
(collectively, “Liability”) of every nature arising out of or in connection with Axis’s performance of the
services called for or its failure to comply with any of its obligations contained in this Agreement, except
such Liability caused by the sole negligence or willful misconduct of City.
Notwithstanding the forgoing, to the extent this Agreement is a “construction contract” as defined by
California Civil Code Section 2782, as may be amended from time to time, such duties of Axis to indemnify
shall not apply when to do so would be prohibited by California Civil Code Section 2782.
The Axis’s obligation to defend and indemnify shall not be excused because of the Axis’s inability to
evaluate Liability or because the Axis evaluates Liability and determines that the Axis is not liable to the
claimant. The Axis must respond within 30 days to the tender of any claim for defense and indemnity by
the City. If the Axis fails to accept or reject a tender of defense and indemnity within 30 days, in addition to
any other remedy authorized by law, so much of the money due the Axis under and by virtue of this
Agreement as shall reasonably be considered necessary by the City, may be retained by the City until
disposition has been made of the claim or suit for damages, or until the Axis accepts or rejects the tender of
defense, whichever occurs first.
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EXHIBIT C
REPORTING REQUIREMENTS
Axis shall provide to City a Quarterly Update Report by each of the following dates:
Reporting Period: Due to City by:
April 1 through June 30, 2021 July 20, 2021
July 1 through September 30, 2021 October 20, 2021
October 1 through December 30, 2021 January 20, 2022
January 1, through March 30, 2021 April 20, 2022
Each Quarterly Update Report shall include the following information:
1. Number of visits provided
2. Number of referrals provided
3. Number of referrals to emergency departments
4. Number of referrals to PD/5150’s
5. Patient demographic date (inclusive of zip code, ethnicity, gender, age)
6. Payer type (insurance/Medi-Cal/Medicare/other)
7. Number of patients using psychiatry services
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MEMORANDUM OF UNDERSTANDING BETWEEN
THE CITY OF DUBLIN, THE CITY OF LIVERMORE, AND THE CITY OF PLEASANTON
FOR MENTAL HEALTH URGENT CARE SERVICES PILOT PROGRAM FUNDING
This Memorandum of Understanding (MOU) is entered into as of ___________________ 2021, by and
between the City of Dublin, The City of Livermore, and the City of Pleasanton (Cities or Parties).
RECITALS
a. Axis Community Health has proposed the creation of a Mental Health Urgent Care Center Pilot Program to
provide residents with access to urgent mental health services.
b. The Cities want to supplement the mental health services provided to residents of the Cities by participating
in this proposed pilot program.
c. The Cities desire to enter into this MOU to clarify the responsibilities of all parties in regard to funding the
Mental Health Urgent Care Services Pilot Program.
NOW, THEREFORE, in consideration of the promises herein, the parties agree as follows:
1. Contractor.The Cities agree to fund Axis Community Health (Contractor) for the operations and management
of the Mental Health Urgent Care Center Pilot Program.
2. Fiduciary Agent.The City of Dublin will act as the fiduciary agent and engage the Contractor in a Funding
Agreement with a term of 14 months, not to exceed $321,495 for Project Start Up Costs and Project Budget
Year 1 Costs as defined in the Funding Agreement attached as Exhibit A to this MOU.
3. Term.This Agreementshall commence onMay 1, 2021 and shall remain and continue in effect until June 30,
2022, unless amended or sooner terminated pursuant to the provisions of this MOU. Notwithstanding the
foregoing this MOU may be extended on a month-to-month basis for up to 3 months upon the written consent
of the Cities.
4. Compensation.Cities hereby agree to pay Contractor a sum not-to-exceed $321,495 for Project Start Up
and for Project Budget Year 1 Costs. The amount to be paid by each City shall be equal to one-third of the
above not-to-exceed amount. It should be noted that Contractor is expected to receive grant approval from
Alameda County Behavioral Health in the amount of $250,000 for Project Budget Year 1 Costs, which would
dramatically decrease the fair share contribution from each of the Cities as further shown below:
The City of Dublin will bill the City of Livermore and the City of Pleasanton their fair share contributionby May
1, 2021, or as soon as practicable thereafter. The City of Livermore and the City of Pleasanton agree to pay
the City of Dublin within 30 days of receiving an invoice from the City of Dublin.
5. Additional Parties.In the event that an additional party wishes to provide funding for this program, the Cities
shall cause this MOU to be amended to include the additional party and funding amount. Such additional
City Fair Share Contribution
(without grant approval)
Fair Share Contribution
(with grant approval)
Dublin $107,165 $23,831.67
Livermore $107,165 $23,831.67
Pleasanton $107,165 $23,831.67
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amount shall be deducted from the not-to-exceed amount and the residual balance paid for by Cities in equal
one-third portions. Amounts paid by the Cities above this amount will be refunded to the Cities within 30 days
of receiving payment from an Additional Party.
6. Termination.In the event that the Contractor’s Service Agreement is terminated, or the City of Dublin no
longer wises to serve as the fiduciary agent, the City of Dublin may cancel this MOU and any unspent funds
will be returned to the Parties proportionally based upon the amounts paid as reflected in Section 4.
7. Amendments.The Parties may amend this MOU only by a writing signed by all the Parties.
THIS AGREEMENT is executed the date and year first above written.
CITY OF DUBLIN CITY OF LIVERMORE
__________________________________________
Linda Smith, City Manager Marc Roberts, City Manager
Attest:Attest:
__________________________________________
City Clerk City Clerk
Approved as to Form:Approved as to Form:
__________________________________________
City Attorney City Attorney
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CITY OF PLEASANTON
Nelson Fialho, City Manager
Attest:
City Clerk
Approved as to Form:
City Attorney
3696772.1
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