MURIEL BOWSER
MAYOR
September 18, 2020
The Honorable Phil Mendelson
Chairman
Councilofthe District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, N.W., Suite 504
Washington, D.C. 20004
Dear Chairman Mendelson:
Pursuantto section 451ofthe District ofColumbia Home Rule Act (D.C. Official Code 1-204.51) and
the Procurement Practice Reform Act (D.C. Official Code 2-351.01 et seq.), enclosed for consideration
and approval by the Councilofthe District of Columbia is proposed Modification M011 to Contract No.
CW61706 with Conduent State Healthcare LLC(Conduent) to exercise option year two in the amount of
$24,363,278.00. The period of performance is from October 1, 2020 through September 30, 2021.
Under the proposed modification, Conduent shall serve as the Districts Operations and Maintenance ofa
federally owned and certifiable Medicaid Management Information System (MMIS). Enhance the MMIS
using current information technology to enable the efficient and responsive operationofthe District's
Medicaid Program.
Per the Funding Certification, the Department of Health Care Finance Agency Fiscal Officer certified that
funds in the required amount are available in the DHCF budget for fiscal year 2021 and are subject to
Congressional appropriation.
As always, I am available to discuss any questions you may have regarding the proposed contract,
modification. In orderto facilitate a response to any questions you may have regarding this proposed
contract modification, please have your staffcontact Mare Scott, Chief Operating Officer, Office of
Contracting and Procurement, on 202-724-8759.
look forward to the Couneils favorable considerationofthis contract.
Sinegrely,
Murib! Bor
Eneldsure
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of Contracting and Procurement
Pursuant to section 202(c) of the Procurement Practices Reform Act of 2010, as amended, D.C.
Official Code 2-352.02(c), the following contract summary is provided:
COUNCIL CONTRACT SUMMARY
(A) Contract Number: CW61706
Proposed Contractor: Conduent State Healthcare LLC (Conduent)
Contract Amount (Option Period 2): $24,363,278.00
Term of Contract: October 1, 2020 to September 30, 2021
Type of Contract: Firm Fixed Unit Price with Cost Reimbursable Component
Source Selection Method: Sole Source
(B) For a contract containing option periods, the contract amount for the base period and for
each option period. If the contract amount for one or more of the option periods differs from
the amount for the base period, provide an explanation of the reason for the difference:
Base Period Amount: $23,052,233.00
Legislation Number: CA22-0615
Option Period 1 Amount: $24,274,156.20
Legislation Number: CA23-0278
Option Period 2 Amount: $24,363,278.00
Explanation of difference from base period (if applicable): This year includes a 1.5 percent cost
of living adjustment and Center for Medicare and Medicaid Services (CMS) mandate.
(C) The goods or services to be provided, the methods of delivering goods or services, and any
significant program changes reflected in the proposed contract:
The purpose of this contract is to provide operations and maintenance for a federally owned and
certifiable Medicaid Management Information System (MMIS). The contractor shall enhance the MMIS
by using current information technology to enable the efficient and responsive operation of the Districts
Medicaid Program, and to provide additional services which are federally mandated updates
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 to the Districts MMIS and the Medicaid Statistical Information System (MSIS) in order to maintain
compliance with the US Department of Health and Human Services Center for the Medicaid and
Medicare Service (CMS).
(D) The date on which a competitive procurement for these goods or services was last conducted,
the date of the resulting award, and a detailed explanation of why a competitive procurement
is not feasible:
The Office of Contracting and Procurement issued a Request for Proposals (RFP), solicitation No.
POTO-2006-R-0077 on June 30, 2006 in the open market to solicit proposals for services to
provide, enhance and implement a federally owned and certified or certifiable Medicaid
Management Information System (MMIS). The District received one proposal from Conduent
(formally known as ACS State Healthcare, LLC). The proposal was evaluated in accordance with
the technical and price evaluation factors as described in the RFP, and Office of Contracting and
Procurement (OCP) awarded a multiyear contract for the period of performance from September
10, 2007 through September 9, 2014. On September 9, 2014, OCP issued a sole source extension of
the contract for the period of September 10, 2014 through September 30, 2016 in the amount of
$37,734,897.00. This extension was for a period of two years and 21 days and allowed for two
additional one-year options. OCP exercised the first option year for the period of October 1, 2016
through September 30, 2017, in the amount of $19,303,820.00. Additionally, OCP exercised a
partial exercise of option period two in the amount of $981,031.63 for the period of October 1,
2017 through October 18, 2017. OCP exercised the remainder of option period two for the period of
October 19, 2017 through September 30, 2018. The total amount for option year two is
$19,893,141.40.
OCP Sole Source Contract No. CW61706 was awarded for the base period of October 1, 2018
through September 30, 2019 in the amount of $23,052,233.00 to provide operations and
maintenance for the Districts (MMIS) system. The award of this Sole Source Procurement is
required to ensure continuity and avoid interruption of the fee-for-service delivery model for the
Districts Medicaid Enrollees until a long-term contract can be competitively awarded. The current
system in place Omnicaide is proprietary to Conduent. The interruption of these vital services
would pose a major threat to the District and jeopardize the health, welfare and safety of
approximately 276,000 clients and 9,000 service providers who utilize the Medicaid program for
DC residents.
(E) A description of any bid protest related to the award of the contract, including whether the
protest was resolved through litigation, withdrawal of the protest by the protestor, or
voluntary corrective action by the District. Include the identity of the protestor, the grounds
alleged in the protest, and any deficiencies identified by the District as a result of the protest:
None
(F) The background and qualifications of the proposed contractor, including its organization,
financial stability, personnel, and performance on past or current government or private
sector contracts with requirements similar to those of the proposed contract:
Conduent State Healthcare, LLC currently provides MMIS systems to a number of states and the
District of Columbia and has demonstrated through its performance under the contract that the
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 Contractor maintains the organization, financial stability, and personnel to perform the required
services.
Conduent State Healthcare, LLC has adequate financial resources to perform the contract or the
ability to obtain those resources, based on its Bidder/Offeror Certification Form, Dun and
Bradstreet report and the Certificate of Insurance.
Conduent State Healthcare, LLC has, or has the ability to obtain, the necessary organization,
experience, accounting, operational control, and technical skills, based on the contractor currently
providing the required services, and on the positive performance evaluations;
Conduent State Healthcare, LLC has held a number of contracts with the District over the past ten
(10) years including serving as the Districts enrollment broker for the DC Healthy Families
Program (POHC-2004-R-9390), providing HIPAA Security implementation for the Districts
MMIS System (POHC-2006-C-0022). The program office provided past performance evaluations
that were satisfactory.
The Department of Small and Local Business Development (DSLBD) approved a waiver for 20%
CBE subcontracting requirement for this contract.
The Contractor has been determined responsible based on the Districts standard of responsibility as
described in D.C. Official Code 2-353.01.
(G) A summary of the subcontracting plan required under section 2346 of the Small, Local, and
Disadvantaged Business Enterprise Development and Assistance Act of 2005, as amended,
D.C. Official Code 2-218.01 et seq. (Act), including a certification that the subcontracting
plan meets the minimum requirements of the Act and the dollar volume of the portion of the
contract to be subcontracted, expressed both in total dollars and as a percentage of the total
contract amount:
The contractor provided a Subcontracting Plan with a Set Aside of 20 % with a total dollar amount of
$4,855,855.60. The amount of the contract that can be subcontracted is $24,279,278.00. DSLBD
provided a waiver for 15%. The Contracting Officer has determined that the plan meets the DSLBD
requirements.
(H) Performance standards and the expected outcome of the proposed contract:
The purpose of this contract is to obtain operations and maintenance required for the Districts
MMIS system to continue to be in compliance with CMS requirements.
The District requires Conduent to continue operating its federally certified MMIS. This system
supports the traditional fee-for-services delivery model for the Districts Medicaid enrollees and is
essential to ensure timely payment to health care providers treating a wide portfolio of medical
needs. The contractor will perform in accordance with the performance standards set forth in the
contract.
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(I) The amount and date of any expenditure of funds by the District pursuant to the contract
prior to its submission to the Council for approval:
None
(J) A certification that the proposed contract is within the appropriated budget authority for the
agency for the fiscal year and is consistent with the financial plan and budget adopted in
accordance with D.C. Official Code 47-392.01 and 47-392.02:
Agency Fiscal Officer certified that funds are available in FY 2021 to support the contract.
(K) A certification that the contract is legally sufficient, including whether the proposed
contractor has any pending legal claims against the District:
The proposed contract has been reviewed by the Office of the Attorney General and found to be
legally sufficient. There are no pending legal claims against the District.
(L) A certification that Citywide Clean Hands database indicates that the proposed contractor is
current with its District taxes. If the Citywide Clean Hands Database indicates that the
proposed contractor is not current with its District taxes, either: (1) a certification that the
contractor has worked out and is current with a payment schedule approved by the District;
or (2) a certification that the contractor will be current with its District taxes after the District
recovers any outstanding debt as provided under D.C. Official Code 2-353.01(b):
On August 5, 2020, the Citywide Clean Hands database certified that the Contractor is current with
its District taxes.
(M) A certification from the proposed contractor that it is current with its federal taxes, or has
worked out and is current with a payment schedule approved by the federal government:
The Contractor has certified via the Bidder/Certification form that it is current with its federal taxes.
(N) The status of the proposed contractor as a certified local, small, or disadvantaged business
enterprise as defined in the Small, Local, and Disadvantaged Business Enterprise
Development and Assistance Act of 2005, as amended, D.C. Official Code 2-218.01 et seq.:
Conduent State Healthcare, LLC is not a certified local, small, or disadvantaged business enterprise.
(O) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:
None.
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(P) A statement indicating whether the proposed contractor is currently debarred from providing
services or goods to the District or federal government, the dates of the debarment, and the
reasons for debarment:
As of August 8, 2020, the Contractor does not appear on the Federal Excluded Parties List or the
Districts list of Debarred and Suspended Contractors.
(Q) Any determination and findings issues relating to the contracts formation, including any
determination and findings made under D.C. Official Code 2-352.05 (privatization
contracts):
Determination and Findings for Contractors Responsibility.
Determination and Findings for Price Reasonableness.
(R) Where the contract, and any amendments or modifications, if executed, will be made
available online:
http://ocp.dc.gov
(S) Where the original solicitation, and any amendments or modifications, will be made available
online:
http://ocp.dc.gov
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 Government of the District of Columbia
Office of the Chief Financial Officer 1101 4th Street, SW
Office of Tax and Revenue Washington, DC 20024
Date of Notice: August 5, 2020 Notice Number: L0004251247
CONDUENT STATE HEALTHCARE, LLC FEIN: **-***9287
100 CAMPUS DRIVE SUITE 200 EAST Case ID: 529706
FLORHAM PARK NJ 07932
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
CO
liability with the District of Columbia Office of Tax and Revenue or the Department of Employment
Services. As of the date above, the individual/entity has complied with DC Code 47-2862, therefore
this Certificate of Clean Hands is issued.
TITLE 47. TAXATION, LICENSING, PERMITS, ASSESSMENTS, AND FEES
CHAPTER 28 GENERAL LICENSE
SUBCHAPTER II. CLEAN HANDS BEFORE RECEIVING A LICENSE OR PERMIT
D.C. CODE 47-2862 (2006)
PY
47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
Authorized By Marc Aronin
Chief, Collection Division
To validate this certificate, please visit MyTax.DC.gov. On the MyTax homepage, click Clean Hands
and then the Validate a Certificate of Clean Hands hyperlink.
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Health Care Finance
Office of the Chief Financial Officer
MEMORANDUM
TO: George A. Schutter
Chief Procurement Officer
Office of Contracting and Procurement
THRU: Delicia V. Moore
Associate Chief Financial Officer
Human Support Services Cluster
FROM: Darrin Shaffer
For Agency Fiscal Officer
Department of Health Care Finance
DATE: August 27, 2020
SUBJECT: MMIS Contract - (Conduent State Healthcare LLC) CW61706
The Office of the Chief Financial Officer hereby certifies that the sum of $24,363,278.00 is included in the Districts
Local Budget and Financial Plan submitted to Congress by the Chairman of the Council to the Speaker of the House
of Representatives for Fiscal Year 2021 to fund the costs associated with the payment method development consulting
work for the District of Columbia Medicaid Program. This certification supports the Conduent State Healthcare
LLC CW61706 for Option Period two during the period from October 1, 2020 through September 30, 2021.
This allocation is as follows:
Vendor: Conduent State Healthcare LLC Contract Number: CW61706
Fiscal Year 2021 Funding: 10/01/20-09/30/21
Agency Fund Program PCA Index CSG Grant/Ph Amount
HT0 0100 6000 O3100 LO310 0409 $5,958,246.75
HT0 8250 6000 O3100 O31A1 0409 MMAD21/21 $17,874,740.25
HT0 0100 6000 O3100 LO310 0409 $291,660.05
HT0 8250 6000 O3100 O31A1 0409 MMAD21/21 $238,630.95
FY 21 Contract Total: $24,363,278.00
Upon approval by Congress of the Districts Local Budget and Financial Plan funds will be sufficient to pay for
fees and costs associated with the contract. There is no fiscal impact associated with the contract.
Should you have any questions, please contact me at (202) 442-9079.
441 4th Street, N.W., Suite 960N, Washington, D.C. 20001 (202) 442-5988 FAX (202) 478-1373
 1. Contract Number Page of Pages
CW61706 1 2
AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT
2. Amendment/Modification Number 3. Effective Date 4. Requisition/Purchase Request No. 5. Solicitation Caption
CW61706-M011 October 1, 2020 MMIS
6. Issued by: Code 7. Administered by (If other than line 6)
Office of Contracting and Procurement Department of Health Care Finance
441 4th Street NW, Suite 700S 441 4th Street Suite 900 South
Washington, DC 20001 Washington, DC 20001
8. Name and Address of Contractor (No. street, city, county, 9A. Amendment of Solicitation No.
state and zip code)
9B. Dated (See Item 11)
10A. Modification of Contract/Order No.
Conduent State Healthcare LLC
100 Campus Drive Suite 200E X CW61706
Florham Park NJ 07932-1020
10B. Dated (See Item 13)
Code Facility 10/1/18