HomeMy WebLinkAboutFerguson Enterprises, LLC Piggyback rider for utility Department Inventory Parts 2026 07 28Maria-Luisa Guevara
From: Shellee Tingle
Sent: Monday, July 20, 2026 8:19 AM
To: Maria-Luisa Guevara
Subject: FW: Piggyback Ridger Agreement
Attachments: Piggyback Rider _ Ferguson _ Utility Department Inventory Parts.pdf
Good morning Maria,
I'm forwarding this email for another piggyback rider agreement for Kevin to sign. I have a printed copy
that I will being by your office.
Thankyou,
Shellee Tingle
Procurement and Compliance Administrator
° P: (407) 327-7581 F: (407) 327-4753
A:1126 East State Road 434
Incorporated Winter Springs, Florida 32708
I959 0000
i
From: Amelia Ulmer <aulmer@orlandolaw.net>
Sent: Thursday, July 16, 2026 3:00 PM
To: Shellee Tingle <stingle@winterspringsfl.org>
Subject: RE: Piggyback Ridger Agreement
EXTERNAL EMAIL:
[Caution: Do not click on links or open any attachments unless you trust the sender and know the
content is safe.]
Good afternoon, Shellee,
Please find attached hereto a Piggyback Agreement with Ferguson Enterprises LLC (dba Ferguson Waterworks) for
Utility Department inventory purchases.
Please feel free to call any time if you would like to discuss, and just let me know if there is anything else our office
can assist you with.
Best,
Amelia
PIGGYBACK RIDER FOR UTILITY DEPARTMENT INVENTORY PARTS
(FERGUSON ENTERPRISES, LLC)
THIS "PIGGYBACK" RIDER AGREEMENT FOR UTILITY DEPARTMENT
INVENTORY PARTS ("Agreement") is made and entered into this day of
, 2026, by and between the CITY OF WINTER SPRINGS, a Florida
municipal corporation whose address is 1126 E. State Road 434, Winter Springs, Florida 32708
("City"), and FERGUSON ENTERPRISES, LLC (d/b/a FERGUSON WATERWORKS), a
foreign limited liability company duly authorized to conduct business in the state of Florida with
a principal address at 751 Lakefront Commons, Newport News, Virginia 23606, and a local
address at 801 Thorpe Road, Orlando, Florida 32824 ("Contractor"). The City and Contractor
agree as follows:
1. The Purchasing Policies of the City of Winter Springs allow for "piggybacking" contracts.
Pursuant to this procedure, the City is allowed to "piggyback" an existing government contract,
without the need to obtain formal or informal quotations, proposals, or bids. The parties agree that
the Contractor has entered into a contract with Seminole County, Florida, (the "Original
Government Agency") said contract being identified as TERM CONTRACT FOR
INVENTORY PARTS FOR UTILITIES OPERATIONS DIVISION (IFB-605032-25/LTT)
(said original contract being referred to as the "Original Government Contract").
2. The Original Government Contract, including all associated Contract Documents, Exhibits,
and Attachments as defined in the Original Government Contract, is incorporated herein by
reference and is attached as Exhibit "A" to this Agreement. The Invitation for bid associated with
the Original Government Contract, for Bid No. IFB-605032-25/LTT, is incorporated herein by
reference and is attached as Exhibit "B" to this Agreement. The Contractor's Response to Bid No
IFB-605032-25/LTT is incorporated herein by this reference and is attached as Exhibit "C" to
this Agreement. All terms and conditions set forth in the Original Government Contract (Exhibit
"A"), Invitation for bid (Exhibit "B"), and Contractor's Response to the Invitation for bid (Exhibit
"C") are fully binding on the parties, and said terms and conditions are incorporated herein except
to the extent expressly modified herein.
3. Notwithstanding the requirements that the Original Government Contract, Solicitation, and
Contractor's Response to the Solicitation (collectively the "Contract Documents"), are fully
binding on the parties, the parties have agreed to modify certain provisions of the aforementioned
Contract Documents as applied to this Agreement between the Contractor and the City of Winter
Springs, as follows:
a. Notwithstanding anything in Exhibit "A," Exhibit "B," or Exhibit "C" to the
contrary, the following terms shall be substituted throughout the Original Government
Contract: all references to "Seminole County" shall be substituted with references to the
"City of Winter Springs;" all references to the "County" shall refer to the City of Winter
Springs.
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b. The term of this Agreement with the City of Winter Springs shall take effect on the
date of execution by the City and Contractor ("Effective Date") and shall continue for an
initial term of three (3) years. Upon the mutual written consent of both parties, the
Agreement may be renewed for two (2) additional terms of one (1) year each, irrespective
of the Original Government Agency's decision to renew the Original Government
Contract. The Agreement shall continue until all outstanding Purchase Orders issued prior
to the expiration of this Agreement have been either completed or terminated.
C. The pricing under the Original Government Contract — as reflected on the Bid Form
attached to the Original Government Contract as Exhibit C — shall remain firm throughout
the duration of this Agreement. Price increases agreed to by the Original Government
Agency after the Effective Date of this Agreement shall not be binding upon the City of
Winter Springs unless an Amendment to this Agreement is properly executed by an
authorized representative of the City of Winter Springs.
d. Order of Precedence.
The Original Government Contract shall be amended to provide that the Contract
Documents shall consist of: (1) this Rider; (2) the Original Government Contract, together
with all exhibits, attachments, and duly executed amendments; and (3) Bid No. IFB-
605032-25/LTT documents together with all addenda thereto issued by the Original
Government Agency; (4) the Contractor's Response to Bid No. IFB-605032-25/LTT; and
(5) any and all Specifications, Amendments, Purchase Orders, Change Orders, and/or Field
Orders issued after the Effective Date of this Agreement by the City of Winter Springs.
The order of precedence will be as follows in the event of a conflict among the Contract
Documents: properly executed Purchase Orders, Change Orders, Field Orders, and
Amendments issued after the Effective Date of this Agreement; this Rider; the Original
Government Contract; Invitation for Bid for Original Bid No. IFB-605032-25/LTT
documents, with all addenda thereto; and the Contractor's Response to Bid No. IFB-
605032-25/LTT.
e. Insurance.
The City shall be named an additional insured under the Contractor's Employers' Liability,
Commercial General Liability, and Business Automobile Liability policies as required by
the Original Government Contract.
The City's Certificate Holder address shall read:
City of Winter Springs
Attn: Finance Department
1126 East State Road 434
Winter Springs, FL 32708
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The remainder of the insurance requirements presented in Exhibits "A," "B," and "C" shall
be unchanged.
f. Public Records.
Section 25 of Exhibit "A" is amended to provide as follows.
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC
RECORDS RELATING TO THIS AGREEMENT, CONTACT
THE CUSTODIAN OF PUBLIC RECORDS AT: City Clerk, City
of Winter Springs, 1126 East State Road 434, Winter Springs, FL
32708, or cityclerkdepartment@winterspringsfl.org, or (407) 327-
4753.
Section 25 h is further amended to provide as follows.
If Contractor fails to comply with this Section, and the City must enforce this
Section, or the City suffers a third party award of attorney's fees and/or damages
for violating Chapter 119, Florida Statutes, due to Contractor's failure to comply
with this Section, the City shall collect from Contractor prevailing parry attorney's
fees and costs, and any damages incurred by the City, for enforcing this Section
against Contractor. And, if applicable, the City shall also be entitled to
reimbursement of all attorneys' fees and damages which the City had to pay a third
parry because of the Contractor's failure to comply with this Article.
The remainder of the Section shall be unchanged.
g. Project Price.
The amount set forth in any individual Purchase Order entered into under this Agreement
shall not exceed fifty thousand dollars ($50,000) without the prior authorization of the
Winter Springs City Commission. The remainder of the Original Government Contract's
price terms shall remain unchanged.
h. Miscellaneous. The following provisions are hereby added to or modified
from the Original Government Contract. To the extent the terms and conditions below may
conflict with terms and conditions contained in Exhibit "A," "B," or "C" the terms and
conditions as set forth below shall control.
i. . Notices to the City shall be delivered to:
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City of Winter Springs and Ferguson Enterprises LLC
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City Manager
City of Winter Springs, Florida
1126 East State Road 434
Winter Springs, FL 32708
Any Notice given as provided herein shall be deemed received' as follows: if
delivered by personal service, on the date so delivered; if delivered to an overnight
courier service, on the business day immediately following delivery to such service;
and if mailed, on the third business day after mailing.
ii. The City intends to avail itself of the benefits of Section 769.28, Florida
Statutes, and any other statutes and common law governing sovereign immunity to
the fullest extent possible. Neither this provision nor any other provision of this
Agreement shall be construed as a waiver of the City's right to sovereign immunity
under Section 768.28, Florida Statutes, or other limitations imposed on the City's
potential liability under state or federal law, and the cap on the amount and liability
of the City for damages, regardless of the number or nature of claims in tort, equity,
or contract, may not exceed the dollar amount set by the legislature for tort.
Contractor agrees that City shall not be liable under this Agreement for punitive
damages or interest for the period before judgment. Further, City shall not be liable
for any claim or judgment, or portion thereof, to any one person over two hundred
thousand dollars ($200,000.00), or any claim or judgment or portion thereof, which,
when totaled with all other claims or judgments paid by the State or its agencies
and subdivisions arising out of the same incident or occurrence, exceeds three
hundred thousand dollars ($300,000.00). Nothing in this Agreement is intended to
inure to the benefit of any third party for the purpose of allowing any claim which
would otherwise be barred under the doctrine of sovereign immunity or by
operation of law. This paragraph shall survive termination of this Agreement.
iii. Should either party bring an action to enforce any of the terms of this
Agreement, each party shall bear its own costs and expenses of such action
including, but not limited to, reasonable attorney's fees, whether at settlement, trial
or on appeal.
iv. The parties agree that should any dispute arise between them regarding the
terms or performance of this Agreement, both parties will participate in mediation.
Venue for mediation shall be in Seminole County, Florida. The parties agree to
equally share the cost of the mediator. Should the parties fail to resolve their
differences through mediation, any cause of action filed hereunder shall be filed in
Seminole County, Florida, for State actions and Orlando, Florida, for Federal
actions.
V. Any delay or failure of either party in the performance of its required
obligations hereunder shall be excused if and to the extent caused by acts of God,
fire, flood, windstorm, explosion, riot, war, sabotage, strike (except involving
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Contractor's labor force), extraordinary breakdown of or damage to City's
facilities, court injunction or order, federal and/or state law and/or regulation, or
order by any other regulatory agency, provided that the prompt notice of such delay
is given by such party to the other and each of the parties hereto shall be diligent in
attempting to remove such cause or causes. If any circumstance of Force Majeure
remains in effect for sixty (60) days or longer, either party may terminate this
Agreement. Monetary damages will not be awarded to Vendor in the event of Force
Maj eure.
vi. The Contract shall be governed by the laws of the State of Florida.
vii. In addition to any indemnity obligation required in the Original Government
Contract and for purposes of Contractor's indemnification obligation only,
Contractor shall indemnify the City for claims made by the employees of
Contractor against the City, and Vendor hereby waives its entitlement, if any, to
immunity under Section 440.11, Florida Statutes. This waiver has been specifically
and mutually negotiated by the parties.
viii. Itemized invoices shall be provided to the City of Winter Springs, Attn:
Finance Department, 1126 E. State Road 434, Winter Springs, Florida 32708.
Payments shall be due and payable pursuant to the Florida Local Government
Prompt Payment Act, s. 218.70 eq. seq., Florida Statutes.
ix. Section 18 of the Original Government Contract is hereby stricken in its
entirety.
IN WITNESS WHEREOF, authorized representatives of the CITY and the CONTRACTOR
have executed this Piggyback Rider to the Original Government Contract on the date noted below.
Kevin Sweet,
City Manager
Date: 730 a�o�(7
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City Clerk / l
FERGUSON ENTERPRISES LLC
ge�`Ynz�e�
Print Name: Justin Montandon
Print Title: Municipal sales
Date: 7/28/26
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City of Winter Springs and Ferguson Enterprises LLC
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EXHIBIT A
ORIGINAL GOVERNMENT CONTRACT
Piggyback Rider
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i
ITB BID NO. IFB-605032-25/LTT
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EXHIBIT C
CONTRACTOR'S RESPONSE TO ITB BID NO. IFB-605032-25/LTT
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City of Winter Springs and Ferguson Enterprises LLC
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