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HomeMy WebLinkAboutItem 05 Notification of Name Change and Request to Move Forward with Piggyback Contract with UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC City of Ocoee ▪ 1 N. Bluford Avenue ▪ Ocoee, Florida 34761 Phone: (407) 905-3100 ▪ www.ocoee.org STAFF REPORT Meeting Date: May 19, 2026 Item #: 5 Contact Name: Nick Lepp Department Director: Nick Lepp Contact Number: Ext. 1018 City Manager: Craig Shadrix Subject: Notification of Name Change and Request to Move Forward with Piggyback Contract with UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC. (Development Services Director Lepp) Background Summary: There has been a name change to UES from Universal Engineering Sciences, LLC to UES Professional Solutions, LLC. The piggyback agreement was approved on May 5th by the Commission; however, UES notified the City on May 7th of the name change. The contract between Osceola County and UES Professional Services, LLC (formerly known as Universal Engineering Sciences, LLC or UES) for building inspections and plan review services has been extended one (1) year to March 31, 2027 by the Osceola Board of County Commissioners, and has been updated to reflect the new company name. The Development Services Department has been using a piggyback agreement to contract with UES for the same services and needs to update the agreement for building inspection and plan review on-call services as needed. Issue: Should the Honorable Mayor and City Commission approve staff's request to move forward with the piggyback contract with UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC.? Recommendations: Staff recommends the Honorable Mayor and City Commission approve the request to move forward with the piggyback contract with UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC. Attachments: 1. UES Piggyback Contract Amended Financial Impacts: No changes. The contract will remain the same. Type of Item: Consent Page 45 of 603 1 Agreement to piggyback on Osceola County RFP-23-13476-MM AGREEMENT TO PIGGYBACK ON A CONTRACT FOR CONTRACTUAL SERVICES BID BY ANOTHER GOVERNMENTAL ENTITY FOR CONTRACTED BUILDING INSPECTIONS AND PLAN REVIEW SERVICES THIS AGREEMENT TO PIGGYBACK ON A CONTRACT FOR SERVICES BID BY ANOTHER GOVERNMENTAL ENTITY (hereinafter the "Agreement") is entered into this day of____, 20__, by and between the CITY OF OCOEE, a Florida municipal corporation established under the laws of the State of Florida (hereinafter referred to as the "City) and UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC . (hereinafter referred to as the "Contractor"), a Florida corporation; hereinafter referred to as the "Parties"; WHEREAS, on March l, 2023, Contractor entered into Contract RFP-23-13476-MM with Osceola County, Florida, a charter county and political subdivision of the State of Florida, for Contracted Building Inspections and Plan Review Services (hereinafter the "Contract"); and WHEREAS, the Contract was procured competitively by Osceola County; and WHEREAS, the City has the legal authority under chapter 287, Florida Statutes, and Chapter 21 of the City of Ocoee Code of Ordinances to "piggyback" onto a contract procured pursuant to section 287.057, Florida Statutes, by another governmental entity when seeking to utilize the same or similar commodities or services provided for in said Contract; and WHEREAS, the City desires to piggyback onto the above-referenced Contract between the Contractor and Osceola County for Contracted Building Inspections and Plan Review Services including any Amendments to the piggyback contract (hereinafter the "Work") and Contractor consents to the aforesaid piggybacking; and WHEREAS, the Contract, attached hereto as Exhibit "A"; NOW THEREFORE, in consideration of the above recitals and the provisions set forth in this Agreement, the receipt and sufficiency of which is acknowledged and agreed to by the parties, the Parties agree as follows: 1.Recitals. The foregoing Recitals are true and correct and are incorporated herein as material provisions of this Settlement Agreement by this reference. 2.Scope of Services. The Contractor affirms and ratifies the terms and conditions of the above- referenced Contract with Osceola County, and agrees to perform the services set forth therein, and in accordance with Contractor's Proposals, attached hereto as Exhibit "A" for the City in accordance with the terms of said Contract until the Work is completed, the general duties include, but is not limited to the following: •The Contractor shall perform residential and/or commercial building code inspections and plan reviews services and provide permit technicians and Page 46 of 603 2 Agreement to piggyback on Osceola County RFP-23-13476-MM Building Official Services for the CITY on an as-needed basis, Services shall be provided in accordance with, and pursuant to, the Florida Building Codes and other applicable federal, state, and local law, rules, regulations and requirements, Any such additional work shall be performed in accordance with the terms and conditions in this Contract and for the negotiated price established in Contractor's Proposal. Contractor further agrees that for the purpose of interpretation and enforcement this Agreement, the term "City of Ocoee" shall be substituted for the term, "Osceola County" throughout the Contract. The Contractor ls required to be familiar with and shall be responsible for complying with all federal, state and local laws, ordinances, rules and regulations that in any manner affect the work. The City agrees to utilize the services of the Contractor in a manner and upon the terms and conditions as set forth in Exhibit "A" Osceola County Contract until the Work is completed. Osceola County is not a party to this Contract. 3. Compensation, Contractor shall perform services in accordance with a Scope of Work attached hereto as Exhibit "A", and the terms of which are incorporated herein by reference. The total expenditures shall not exceed $49,500.00 without an amendment to this contract. 4, Term, The term of this Agreement shall be in accordance with the terms of Osceola County Contract for Contracted Building Inspections and Plan Review Services to include renewal terms, and until the City's Work is completed. Any renewal term is with the condition that the City's obligation to pay under this Agreement for each year is contingent upon the City in its good faith judgment having sufficient funds to make an annual appropriation for the work to be provided under this agreement. 5, Amendment. This Agreement may be amended or modified only by a change order or addendum, and as duly authorized and executed by the patties. 6. Termination Without Cause. This Agreement, or any change order or addendum issued under this Agreement, may be terminated by the CITY without cause by delivering thirty (30) days' written notice to the CONTRACTOR. In the event of the termination of this Agreement, any liability of one party to the other arising out of any services rendered, or any act or event occurring prior to termination, shall not be deemed to be terminated or released. The CONTRACTOR shall be paid for Services completed prior to receipt of the termination notice and for reasonable costs relating to commitments for the benefit of the City prior to the termination; however, final payment to the CONTRACTOR will exclude any and all anticipated supplemental costs, administrative expenses, overhead, and profit on uncompleted Services, 7. Termination for Cause, In addition to any other termination provisions that may be provided in this Agreement, the CITY may terminate this Agreement, or any change order or addendum issued under this Agreement, in whole or in part, if the CONTRACTOR: (I) submits Page 47 of 603 Agreement to piggyback on Osceola County RFP-23-13476-MM 3 a willfully false invoice or (2) substantially fails to perform any obligation under this Agreement and does not remedy the failure within fifteen (15) calendar days after receipt by the CONTRACTOR of written demand from the CITY to do so, unless the nature of the failure is such that it cannot, in the exercise of reasonable diligence, be remedied within fifteen (15) calendar days, in which case the CONTRACTOR shall have such time as is reasonably necessary to remedy the failure, provided the CONTRACTOR promptly takes and diligently pursues such actions as are necessary therefor. The CONTRACTOR may terminate this Agreement if the CITY substantially fails to perform any obligation under this Agreement, other than responding to a demand for payment, and does not remedy the failure within fifteen (15) calendar days after receipt by the CITY of written demand from the CONTRACTOR to do so, unless, however, the nature of the failure is such that it cannot, in the exercise of reasonable diligence, be remedied within fifteen (I 5) calendar days, in which case the CITY shall have such time as is reasonably necessary to remedy the failure, provided it promptly takes and diligently pursues such actions as are necessary therefor. Upon termination of this Agreement for cause by the CITY, the CITY may pay the CONTRACTOR for the services actually rendered and the reasonable and provable expenses required by and actually incurred by the CONTRACTOR for services prior to the effective date of termination. Such payments, however, shall be reduced by an amount equal to any additional costs and damages incurred by the CITY as a result of the default(s) of the CONTRACTOR including all incidental and consequential fees and expenses. 8. Delivery of Materials Upon Termination. In the event of termination of this Agreement by the CITY prior to the CONTRACTOR 's satisfactory completion of all the services described to herein, the CONTRACTOR shall promptly furnish the CITY, at no additional cost or expense, with one (1) copy of the following items (Documents), any or all of which may have been produced prior to and including the date of termination: data, specifications, calculations, estimates, plans, drawings, construction documents, photographs, summaries, reports, memoranda, and any and all other documents, instruments, information, and materials (whether or not completed) that were generated or prepared by the CONTRACTOR, or by any sub-Contractor, in rendering the services described herein and not previously furnished to the CITY by the CONTRACTOR pursuant to this Agreement. The Documents shall be the sole property of the CITY, and the CITY shall be vested with all rights provided therein of whatever kind and however created. The CONTRACTOR shall also require that all sub-Contractors agree in writing to be bound by the provisions of this subsection. This provision is supplemental to the language in this Agreement relating to public records. Any reuse of the Work Product described above without written verification or adaptation by CONTRACTOR, as appropriate, for the specific purpose intended, will be at CITY's sole risk and without liability or legal exposure to CONTRACTOR. 9. Indemnification. The CONTRACTOR to the extent permitted in Section 725.08, Florida Statutes agrees to Indemnify and hold harmless the City, its representatives, employees, and elected and appointed officials from liabilities, damages, losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness, or Page 48 of 603 Agreement to piggyback on Osceola County RFP-23-13476-MM 4 intentional wrongful misconduct of the Contractor and persons employed or utilized by the CONTRACTOR in the performance of any professional services rendered under this Agreement. For purposes of compliance with Florida Jaw, CONTRACTOR acknowledges that this provision shall be deemed a part of the project specifications or the bid documents. 10. Insurance. General. The CONTRACTOR shall purchase, maintain, and keep in full force, effect, and good standing, such insurance as described below and any other insurance necessary to fully protect it from claims of the nature that are detailed herein, that may arise out of, or result from, the CONTRACTOR 's operations, performance, or services, or all of these things, or any of these things in combination (CONTRACTOR 's Operations), whether the CONTRACTOR's Operations are by the CONTRACTOR, any of its agents or sub-Contractors, or anyone for whose act or acts it may be liable. The CONTRACTOR's insurance carrier shall be licensed to do business in the State of Florida and shall have an A.M. Best Rating of A or better. The insurance required by this subsection shall be written for not less than the limits of liability specified in Exhibit "A" or required by law, whicheve1· is greater, and shall include contractual liability insurance, as applicable to the CONTRACTOR 's obligations under this Agreement. The City shall be named additional insured on all such policies, Coverage Amounts. The CONTRACTOR shall provide evidence of insurance as stated below, the City's standard insurance requirements, and the form of a certificate of insurance issued on behalf of the CITY by companies acceptable to the CITY at the minimum limits and coverage's with deductible amounts acceptable to the CITY. 1. Loss Deductible Clause: The City shall be exempt from, and in no way liable for, any sums of money which may represent a deductible in any insurance policy. The payment of such deductible shall be the sole responsibility of the General Contractor and/or Sub- Contractor providing such insurance. 2. Workers' Compensation Insurance: The Contractor shall obtain during the life of this Agreement, Worker's Compensation Insurance with Employer's Liability Limits of $500,000/$500,000/$500,000 for all the Contractor's employees connected with the work of this project and, in the event any work is sublet, the Contractor shall require the Sub-Contractor similarly to provide Workers' Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the Contractor. Such insurance shall comply fully with the Florida Workers' Compensation Law. In case any class of employees engaged in hazardous work under this contract for the City is not protected under the Workers' Compensation statute, the Contractor shall provide, and cause each Sub-Contractor to provide adequate insurance, satisfactory to the City, for the protection of the Contractor's employees not otherwise protected. Include Waiver of Subrogation in favor of the City of Ocoee. 3. Contractor's Public Liability and Property Damage Insurance: The Contractor shall obtain during the life of this Agreement COMMERCIAL AUTOMOBILE COVERAGE, Page 49 of 603 5 5 Agreement to piggyback on Osceola County RFP-23-13476-MM this policy should name the City of Ocoee as an additional insured, and shall protect the Contractor and the City from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operations under this Agreement whether such operations be by the Contractor or by anyone directly or indirectly employed by the Contractor, and the amounts of such insurance shall be the minimum limits as follows: 4. Automobile Bodily injury Liability & Properly Damage Liability • $1,000,000 Combined single limit per occurrence (each person, each accident) • All covered automobile will be covered via symbol I • Liability coverage will include hired & non-owned automobile liability • Include Waiver of Subrogation in favor of The City of Ocoee 5. Comprehensive General Liability (Occurrence Form) - This policy should name the City of Ocoee as an additional insured and should indicate that the insurance of the Contractor is primary and non-contributory. • $2,000,000 GENERAL AGGREGATE • $2,000,000 PRODUCTS-COMPLETED OPERATIONS AGGREGATE • $1,000,000 PER OCCURRENCE • $1,000,000 PERSONAL & ADVERTISING INJURY • Include Waiver of Subrogation In favor of the City of Ocoee • $1,000,000 Professional Liability (Design Errors & Omissions) 6. Sub-Contractor’s Comprehensive General Liability, Automobile Liability and Worker's Compensation Insurance: The Contractor shall require each Sub-Contractor to procure and maintain during the life of this subcontract, insurance of the type specified above or insure the activities of these Sub-Contractors in the Contractor's policy, as specified above. 7. Contractual Liability: If the project is not bonded, the Contractor's insurance shall also include contractual liability coverage to insure the fulfillment of the contract. NOTE: PUBLIC LIABILITY INSURANCE AND AUTOMOBILE LIABILITY INSURANCE, THE CITY SHALL BE NAMED AS ADDITIONAL INSURED. • $1,000,000 PER OCCURRENCE • $2,000,000 AGGREGATE Commercial Umbrella: • $1,000,000 PER OCCURRENCE • $2,000,000 Aggregate • Including Employer's Liability and Contractual Liability The CONTRACTOR shall not commence any work in connection with this Agreement until all insurance has been obtained and approved by the CITY, nor shall the CONTRACTOR Page 50 of 603 6 6 Agreement to piggyback on Osceola County RFP-23-13476-MM allow any sub-Contractor to commence work on a subcontract until all similar insurance required of the sub-Contractor has been so obtained and approved. Policies other than Workers' Compensation shall be issued only by companies authorized by subsisting certificates of authority issued to the companies by the Department of Insurance of Florida which maintain a Best's Rating of "A" or better and a Financial Size Category of "VU" or better according to the A.M. Best Company, except for Professional Liability insurance which is size category of V. Policies for Workers' Compensation may be issued by companies authorized as a group self-insurer under section 440, Florida Statutes. CITY's Right to Inspect Policies. In the event of a claim, the CONTRACTOR shall, upon ten (10) days' written request from the CITY, deliver copies to the CITY of any or all insurance policies that are required in this Agreement. 11. Public Records Compliance. The City is a public agency subject to Chapter 119, Florida Statutes. The Contractor agrees to comply with Florida's Public Records Law. Specifically, the Contractor shall: A. Keep and maintain public records required by the City to perform the service. B. Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in chapter 119, Florida Statutes, or as otherwise provided bylaw. C, Ensure that public records that are exempt or confidential and exempt from the public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the City. D. Upon completion of the contract, Contractor agrees to transfer at no cost to the City all public records in possession of the Contractor or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public record to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. E. A Contractor who fails to provide the public records to City within a reasonable time may be subject to penalties under section 119.10, Florida Statutes. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 1l9, FLORIDA STATUTES, TO THE CONTRACTOR 'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE Page 51 of 603 7 7 Agreement to piggyback on Osceola County RFP-23-13476-MM CUSTODIAN OF PUBLIC RECORDS AT 407-905-3105, cctll@ococc.org, WITH AN OFFICE LOCATED AT 1 NORTH BLUFORD AVENUE, OCOEE, FLORIDA 34761. 12. E-Verify. By entering into the Contract, the awarded Contractor is obligated to comply with the provisions of§ 448.095, Fla. Stat., "Employment Eligibility." This includes, but is not limited to utilization of the E-Verify System to verify the work authorization status of ail newly hired employees, and requiring all subcontractors to provide an affidavit attesting that the subcontractor does not employ, contract with, or subcontract with, an alien unauthorized to wo1·k in the USA. Failure to comply will lead to termination of this contract, or if a subcontractor knowingly violates the statute, the subcontractor must be terminated immediately. If the Contract is terminated pursuant to Section 448.095, Fla, Stat., such termination is not a breach of contract and may not be considered as such. Any challenge to termination under this provision must be filed in the Ninth Judicial Circuit Court of Florida no later than 20 calendar days after the date of termination. If the Contract is terminated for a violation of Section 448.095 Fla. Stat., by the Contractor, the Contractor shall be liable for any additional costs incurred by the City as a result of the termination of the Contract. Nothing in the E-Verify Certification shall be construed to allow intentional discrimination of any class protected by law, A. Pursuant to section 448.095, Florida Statutes, Contractor shall register with and use the U.S. Department of Homeland Security's E-Verify system, https://e- verify.uscis.gov/emp, to verify the work authorization status of all Contractor employees hired on and after January 1, 2021. B. Subcontractors (i) Contractor shall also require all subcontractors performing work under this Agreement to use the E-Verify system for any employees they may hire during the term of this Agreement. (ii) Contractor shall obtain from all such subcontractors an affidavit stating the subcontractor does not employ, contract with, or subcontract with an unauthorized alien, as defined in section 448.095, Florida Statutes. (Iii) Contractor shall maintain a copy of all subcontractor aft1davits for the duration of the Agreement. C. Contractor must provide evidence of compliance with section 448.095, Florida Statutes. Evidence shall consist of an affidavit from the Contractor stating all employees hired on and after January 1, 2021, have had their work authorization status verified through the E-Verify system and a copy of their proof of registration in the E-Verify system. D. Failure to comply with this provision is a material breach of the Agreement, and shall 1·esuit in the immediate termination of the Agreement without penalty to the City, Contractor shall be liable for all costs incurred by the City to secure a replacement Agreement, including but not limited to, any increased costs for the same services, any costs due to delay, and rebidding costs, if applicable. Page 52 of 603 8 Agreement to piggyback on Osceola County RFP-23-13476-MM 13. Counterparts: This Ag1·eement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. 14. Notices. All notices required under this Agreement shall be sent by certified mail or overnight carrier, return receipt requested, to the parties as follows: TO THE CITY: With a Copy to: City of Ocoee 1 North Bluford Avenue Ocoee, Florida 34761 Attention: Procurement Manager Phone: (407) 905-3100 City of Ocoee I North Bluford Avenue Ocoee, Florida 34761 Attention: Acting Development Services Director & CRA Administrator Phone: (407) 554-7126 TOTHECONTRACTOR: __________________ , __________________ (Name) (Title) UES Professional Solutions, LLC f/k/a Universal Engineering Sciences, LLC . 3532 Maggie Boulevard Orlando, Florida 32811 Phone: 407-423-0504 (Signature page follows) Page 53 of 603 Agreement to piggyback on Osceola County RFP-23-13476-MM 9 IN WITNESS WHEREOF, this Agreement has been fully executed on behalf of the Parties hereto, and by its duly authorized Representatives, as of the date first written above. UES Professional Solutions, LLC PIK/A Universal Engineering Sciences, LLC __________________________ By: ____________________________________ Witness: Name: __________________________________ Title: ___________________________________ CITY OF OCOEE, a Florida municipal corporation By: ____________________________________ Rusty Johnson, Mayor Attest: ____________________________________ Melanie Sibbitt,, City Clerk Page 54 of 603 Agreement to piggyback on Osceola County RFP-23-13476-MM 10 CITY OF OCOEE SIGNATURE PAGE FOR COMMODITIES/SERVICES (UNDER $50,000) For Contracted Building Inspections and Plan Review Services With UES Professional Solutions, LLC F/K/A Universal Engineering Sciences, LLC REVIEWED: CITY OF OCOEE, FLORIDA __________________________ Craig Shadrix, City Manager APPROVED: ATTEST: CITY OF OCOEE, FLORIDA ___________________________ ___________________________ Melanie Sibbitt, City Clerk Rusty Johnson, Mayor Date: _____________________ (SEAL) Pursuant to City of Ocoee Ordinance No. 2017-021, Section 21.7. Purchase Order No. or City Purchasing Card Department Name Page 55 of 603 Agreement to piggyback on Osceola County RFP-23-13476-MM 11 EXHIBIT "A" PIGGYBACK CONTRACT OSCEOLA COUNTY CONTRACT RFP-23-13476-MM WITH UES PROFESSIONAL SOLUTIONS, LLC FOR AS NEEDED RESIDENTIAL AND/OR COMMERCIAL BUILDING CODE INSPECTIONS Page 56 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 57 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 58 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 59 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 60 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 61 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 2/19/2026 Page 62 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 63 of 603 Docusign Envelope ID: 56FCC3F8-6D0D-4DF7-9E0F-8B563F812DE1 Page 64 of 603