AMENDMENT NO. 1 TO AGREEMENT NO. C2017-063
Maintenance Agreement for Street Sweeping Services
City Budget Code: 10030805-53260
This Amendment No. 1 (“Amendment”) to City Agreement No. C2017-063, entitled Maintenance Agreement for Street Sweeping Services (“Agreement”), by and between the City of Napa, a California charter city (“City”), and SCA of CA, LLC, a Delaware limited liability company (“Contractor”), is effective on the date last signed by the City, which is identified on the signature page as the Effective Date.
RECITALS
City and Contractor’s predecessor in interest, Contract Sweeping Services, Inc., entered into the Agreement, effective February, 21, 2017, for an amount not to exceed $400,000 per fiscal year, pursuant to which Contractor’s predecessor in interest agreed to perform certain services described in the Agreement (“Services”), generally including street sweeping services in residential and commercial areas.
Pursuant to an Assignment of Agreement dated September 22, 2022, Contractor assumed its predecessor in interest’s obligations under the Agreement.
City has determined that amendments to the Agreement are required to ensure compliance with prevailing wage requirements.
NOW, THEREFORE, the City and the Contractor, for the mutual consideration described herein, agree as follows:
INCORPORATION BY REFERENCE. Unless otherwise specified, all subsequent references to the Agreement are deemed to mean the original Agreement as modified by any amendments preceding this Amendment, if any. This Amendment incorporates the Agreement by reference, except and only to the extent that any terms or conditions of the Agreement are specifically modified by this Amendment. All terms and conditions in the Agreement that are not specifically modified by this Amendment remain in full force and effect.
AMENDMENT TO Section 4.16 of EXHIBIT “A.” Section 4.16 of Exhibit “A” of the Agreement is hereby amended by deleting the existing language in its entirety and replacing it with the following:
4.16 Adjustments to Rates using Consumer Price Index (CPI). Beginning on July 1, 2024, and on each July 1st thereafter during the term of this Agreement, the Compensation Rates and Charges set forth in Exhibit “C” shall be adjusted in an amount equal to the lesser of (a) the percentage change between the two most recently published annual index values of the “Consumer Price Index, All Urban Consumers, All Items, Bay Area” (Series ID: CUUS422SA0), as published by the U.S. Bureau of Labor Statistics, or (b) 3%.
AMENDMENT TO EXHIBIT “A.” Exhibit “A” of the Agreement is hereby amended by adding a new Section 4.17 to read as follows:
4.17 PREVAILING WAGE COMPLIANCE. The City hereby determines that the Services are “public works,” as defined by “Prevailing Wage Laws” (as set forth in the California Labor Code, including section 1720 et seq.), and this Agreement is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, and all related regulations, including requirements pertaining to wages, working hours, and workers’ compensation insurance, and the following provisions. Subconsultants performing “public works” under this Agreement are subject to all of the requirements of this Section.
4.17.1. Prevailing Wages. Contractor must comply with the prevailing wage requirements applicable in Napa County for each craft, classification, or type of worker needed to perform the Services, including employer payments for health and welfare, pension, vacation, and apprenticeship. The prevailing wage rates are on file with the City Engineer’s office and are also available online at http://www.dir.ca.gov/DLSR. Pursuant to Labor Code section 1775, Contractor will forfeit to City as a penalty up to $200 for each calendar day, or portion of a day, for each worker paid less than the applicable prevailing wage rate, in addition to paying each such worker the difference between the applicable prevailing wage rate and the amount actual paid to the worker.
4.17.2. Working Hours. Pursuant to Labor Code section 1810, eight hours of labor constitutes a legal day’s work. Pursuant to Labor Code section 1813, Contractor will forfeit to City as a penalty, the sum of $25 for each day during which a worker employed by Contractor is required or permitted to work more than eight hours during any one calendar day, or more than 40 hours per calendar week, unless such worker is paid overtime wages pursuant to Labor Code section 1815. All Services must be performed during City’s regular business days and hours, except as otherwise specified in this Agreement or subject to City’s prior written authorization.
4.17.3. Payroll Records. Contractor must maintain certified payroll records in compliance with Labor Code sections 1776 and 1812, and any implementing regulations promulgated by the Department of Industrial Relations (“DIR”). For each payroll record, Contractor must certify under penalty of perjury that the information in the payroll is true and correct and complies with the requirements of Labor Code sections 1771, 1861, and 1815. Contractor must electronically submit certified payroll records as required by Labor Code section 1771.4(a).
4.17.4. Apprentices. If the total compensation payable under this Agreement is $30,000 or more, Contractor must comply with the apprenticeship requirements in Labor Code section 1777.5.
4.17.5. Compliance. The Agreement is subject to compliance monitoring and enforcement by the DIR. Pursuant to Labor Code section 1725.5, Contractor must be registered with the DIR to perform public works projects, subject to any applicable exceptions, if any. Contractor must post all job site notices required by laws or regulations pursuant to Labor Code section 1771.4. Pursuant to Labor Code section 1861, by executing this Agreement, Contractor certifies as follows: “I am aware of the provisions of Labor Code 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing performance of the work on this contract.” AMENDMENT TO EXHIBIT “C.” Exhibit “C” of the Agreement is hereby amended by deleting the existing Exhibit “C” in its entirety and replacing it with Exhibit “A” attached hereto and incorporated herein by reference.
AMENDMENT TO SECTION 3. The last sentence of Section 3(A) of the Agreement is hereby amended by deleting the sentence in its entirety and replacing it with the following: “Notwithstanding the above, it is agreed that Contractor shall complete all the services set forth in Exhibit “A” for a total sum not to exceed $483,000 in FY23, $685,000 in FY24, $706,000 in FY25, and $728,000 in FY26.” AMENDMENT TO SECTION 4. Section 4 of the Agreement is hereby amended by deleting the existing language in its entirety and replacing it with the following:
4. TERM. The term of this Agreement shall be from the date of its execution to June 30, 2026 unless terminated earlier as provided herein; except that the obligations of the parties under Paragraph 12 (Indemnification) and Paragraph 13 (Insurance) shall continue in full force and effect after said expiration date or early termination in relation to acts or omissions occurring prior to such dates during the term of this Agreement, and the obligations of Contractor to City shall also continue after said expiration date or early termination in relation to the obligation prescribed in Paragraph 10 (Records of Performance) and Paragraph 22.
ENTIRE AGREEMENT. The Agreement, as modified by this Amendment, constitutes the entire integrated understanding between the parties concerning the subject matter hereof. This Amendment supersedes all prior negotiations, agreements and understandings regarding the subject matter hereof, whether written or oral. The documents incorporated by reference into this Amendment are complementary; what is called for in one is binding as if called for in all, except and only to the extent otherwise specified. If any provision in an exhibit to this Amendment conflicts with or is inconsistent with a provision in the body of this Amendment, the provisions in the body of this Amendment will control over any such conflicting or inconsistent provisions.
8. SIGNATURES; ELECTRONIC SIGNATURES. The individuals executing this Amendment represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Amendment on behalf of the respective legal entities of Contractor and City. The parties agree that this Amendment may be executed and transmitted electronically and that electronic signatures shall have the same force and effect as original signatures in accordance with the Electronic Signatures in Global and National Commerce Act, 15 U.S.C. 7001 et seq.; the California Uniform Electronic Transactions Act, Civil Code Section 1633.1 et seq. and California Government Code Section 16.5.
IN WITNESS WHEREOF, the Parties have executed this Amendment to be effective on the Effective Date set forth below.
CITY: CONTRACTOR:
CITY OF NAPA, a California charter city SCA of CA, LLC, a Delaware Limited Liability Company By: By:
Julie B. Lucido, Public Works Director Matthew Spencer, Manager and CEO Date:
(“Effective Date”)
COUNTERSIGNED:
Joy Riesenberg, City Auditor
APPROVED AS TO FORM:
Michael W. Barrett, City Attorney
EXHIBIT “A”
COMPENSATION RATES AND CHARGES
CITY shall compensate CONTRACTOR for Street Sweeping Services performed in accordance with this Amendment at the following rates.
Table A: Routine Sweeping Services
ITEM
QUANTITY
UNITS
UNIT COST
FREQUENCY
ANNUAL COST
1. Standard Residential and Commercial Sweeping
415
Curb Miles
$80.50
Once Monthly
(February through September)
$267,260.00
2. Enhanced Leaf Season Residential and Commercial Sweeping 415
Curb Miles
$80.50
Twice Monthly
(October through January)
$267,260.00
3. Enhanced Downtown area Sweeping
9 Curb Miles
$80.50
Twice Weekly
$75,348.00
4. City Parking Lots and Corporation Yard
15 Acres
$30.04
Weekly
$23,431.48
Table B: Unit Price Services
CONTRACTOR agrees that for requested and/or required changes in the scope of work, including additions and deletions on work not performed, the Contract Sum shall be adjusted in accordance with the following unit prices, where the City elects to use this method in determining costs.
Unit prices listed below refer to all services and include all costs connected with such services; including but not limited to, materials, labor, overhead, and profit for the contractor.
The unit prices quoted by CONTRACTOR shall be those unit prices that will be charged or credited for labor and materials to be provided regardless of the total number units and/or amount of labor required for added or deleted items of work.
All work shall be performed in accordance with specifications described in the Amendment.
WORK DESCRIPTION
UNITS
UNIT PRICE
(FEBRUARY THROUGH SEPTEMBER)
UNIT PRICE
(OCTOBER THROUGH JANUARY)
1. Routine sweeping of residential and commercial streets (e.g. annexation, new construction, enhanced schedules) Curb Mile
$80.50
$80.50
2. Routine sweeping of City facilities and/or parking lots Acre
$30.04
$30.04
3. Call-out for additional sweeps during normal working hours:
Mobilization & Demobilization (per call-out)
Each
$100.00
$100.00
Sweeping
Curb Mile
$95.00
$95.00
4. Call-out for additional special sweeps outside normal working hours:
Mobilization & Demobilization (per call-out)
Each
$100.00
$100.00
Sweeping
Curb Mile
$105.00
$105.00
3 Amendment to Agreement Page 2 of 3 Form 2.2.1 (2018-01-12) Maintenance Agreement for Street Sweeping Services
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