GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General
ATTORNEY GENERAL
KARL A. RACINE
March 31, 2021
The Honorable Phil Mendelson, Chairman
Council of the District of Columbia
John A. Wilson Building
1350 Pennsylvania Avenue, NW, Suite 504
Washington, DC 20004
Dear Chairman Mendelson:
Enclosed for consideration and approval by the Council of the District of Columbia is proposed
emergency legislation, the Contract No. DCCB-2021-F-0008 with Motley Rice LLC Approval and
Payment Authorization Emergency Act of 2021 and accompanying emergency declaration
resolution (legislation) to approve the award of the proposed definitive multiyear Contract
Number DCCB-2021-F-0008 to Motley Rice LLC.
The not-to-exceed contract amount is fifty-five million dollars ($55,000,000). The base period of
performance is from date of award through five years thereafter.
This contract will definitize the letter contract awarded on December 1, 2020. OAG requires outside
legal counsel to assist the Public Advocacy Division with an investigation and potential litigation
against Pharmacy Benefits Managers for violations of District law
I am available to discuss any questions you may have regarding the proposed definitive contract. To
facilitate a response to any questions you may have, please have your staff contact Aurlie Mathieu,
Assistant Attorney General for Policy and Legislative Affairs, at 202-230-2342 or Gena Johnson,
Contracting Officer, at 202-247-6448. I look forward to favorable consideration of this contract.
Sincerely,
KARL A. RACINE
Attorney General
Enclosures
________________________________________________________________________________________
400 Sixth Street, NW, 10th Floor, Washington, DC 20001, (202) 727-3400, Fax (202) 730-0484
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General
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
(Letter Contract)
(A) Contract Number: DCCB-2021-F-0008
Proposed Contractor: Motley Rice LLC
Contract Amount: $55,000,000 Not-to-Exceed (5-Year) Total
Unit and Method of Compensation: Percentage of net recovery. Direct costs are
reimbursed as authorized and approved by the
District.
Term of Contract: Date of award through five (5) years thereafter
with two (2) two-year option periods
Type of Contract: Contingency Fee with a cost reimbursable
component
Source Selection Method: Exempt from Competition
(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: Not-to-Exceed $55,000,000.00
Option Period 1 Amount: Not-to-Exceed $55,000,000.00
Option Period 2 Amount: Not-to-Exceed $55,000,000.00
* There is a single contingency fee, if any, regardless of whether recovery occurs in
the base period or the option periods, if exercised.
Council Summary - Contract No. DCCB-2021-F-0008 Page 2 of 5
(C) The date on which the letter contract or emergency contract was executed:
The letter contract was executed on December 1, 2020.
(D) The number of times the letter contract or emergency contract has been extended:
The letter contract has not been extended.
(E) The value of the goods and services provided to date under the letter contract or
emergency contract, including under each extension of the letter contract or
emergency contract:
No recovery has been obtained yet, therefore there is no obligation to the contractor.
(F) 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 contractor will provide outside legal counsel to assist the Public Advocacy Division
with consumer protection investigation and potential litigation against Pharmacy Benefit
Managers for violations of the District law.
This contract represents the exercise of authority granted to the Attorney General to award
contracts on a contingency fee basis by D.C. Law 19-168, 3012, 59 DCR 8025, as added
September. 20, 2012.
(G) The selection process, including the number of offerors, the evaluation criteria, and
the evaluation results, including price, technical or quality, and past performance
components:
Under D.C. Code 2-354.13(3), the procurement of legal services is exempt from the
competitive procurement process. Motley Rice LLC considering its qualifications and
demonstrated experience.
(H) 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:
No protest was filed.
Council Summary - Contract No. DCCB-2021-F-0008 Page 3 of 5
(I) 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:
Motley Rice LLC is one of the nations largest plaintiffs litigation firms who advocates for
the rights of workers, consumers, families and investors. Motley Rice has a strong track
record of landmark action for consumer and worker protection, beginning with asbestos
and tobacco and including lead contamination, medical drugs and the opioid crisis. The
attorneys of Motley Rice have been lead or co-lead negotiators for major cases.
Motley Rice is an award-winning firm and has indicated its financial ability to sustain itself
during this matter by accepting this contingency fee agreement.
(J) 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:
A subcontracting plan was not required for this competition-exempt procurement.
(K) Performance standards and the expected outcome of the proposed contract:
The contractor is required to perform legal services, advice, and consultation to OAG in
a manner consistent with accepted standards of practice in the legal profession.
(L) 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:
No District funds have been expended or will be expended since this is a contingency fee
contract the contractor will be paid only from the proceeds of any recovery won by the
contractor according to the contingency fee agreement.
(M) 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:
The certification that the proposed contract is within the appropriated budget authority for
the agency for the fiscal year(s) is not applicable since funding will come from the
proceeds of any recovery won by the contractor according to the contingency fee
agreement as authorized by D.C. Law 18-160, 106a; as amended September 20, 2012 by
D.C. Law 19-168, 3012, 59 DCR 8025, Contingency fee contracts.
(N) A certification that the contract is legally sufficient, including whether the proposed
contractor has any pending legal claims against the District:
Council Summary - Contract No. DCCB-2021-F-0008 Page 4 of 5
Legal Sufficiency Memo is attached.
(O) A certification that Citywide Clean Hands database indicates that the proposed
contractor is current with its District taxes.
Citywide clean hands certificates dated March 12, 2021 indicates that Motely Rice LLC
is current with District taxes.
(P) 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 proposed contractor certified that it is current with its federal taxes.
(Q) 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.:
The proposed contractor is not certified by DSLBD as a local, small, or disadvantaged
business enterprise.
(R) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:
None.
(S) 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:
The proposed contractor is not currently debarred from providing services or goods to the
District or federal government.
(T) 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):
There are no issues relating to the contracts formation.
(U) Where the contract, and any amendments or modifications, if executed, will be made
available online:
The contract award, if executed, will be made available on the Office of Attorney General
website, https://oag.dc.gov/notice-contract-awards-over-100000.
Council Summary - Contract No. DCCB-2021-F-0008 Page 5 of 5
(V) Where the original solicitation, and any amendments or modifications, will be made
available online:
The market survey and any amendments will be made available online on the Office of
Attorney Generals website, https://oag.dc.gov/jobs-partner-opportunities/doing-business-
oag.
 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: March 12, 2021 Notice Number: L0005371457
MOTLEY RICE LLC FEIN: **-***1732
PO BOX 1792 Case ID: 731224
MT PLEASANT SC 29465-1792
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 DC homepage, click the
Validate a Certificate of Clean Hands hyperlink under the Clean Hands section.
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General
ATTORNEY GENERAL
KARL A. RACINE
Commercial Division
Government Contract Section
MEMORANDUM
TO: Karl A. Racine
Attorney General for the District of Columbia
FROM: Robert Schildkraut
Section Chief P.P.
DATE: March 26, 2021
SUBJECT: Approval of Contract Action for Legal Services on a Contingency Fee Basis
Contract No.: DCCB-2021-F-0008
Contractor: Motley Rice, LLC
Proposed Contract Not-to-Exceed Amount: $55,000,000.00
__________________________________________________________________________
1. Description of Proposed Contract
The District of Columbia (District) intends on definitizing Letter Contract No. DCCB-2021-F-
0008 (Contract) with Motley Rice, LLC (Contractor) for outside legal counsel services for
investigation and potential litigation against Pharmacy Benefit Managers for violations of
District law. This is an exempt from competition procurement.
This is a multi-year contingency contract with a cost reimbursement component. The definitized
Contract will be in the not-to-exceed (NTE) amount of $55,000,000.00 which includes up to
$5,000,000.00 in reimbursable costs. The Contractor will receive a percentage of any net
recovery awarded to the District from the successful prosecution of cost-recovery litigation or
through settlement.
The Districts liability for payment to the Contractor occurs only when the Contractor obtains
monetary recovery during contract performance. Under the terms of the Contract, if no recovery
is realized and deposited in the Districts account, the Contractor will receive no fee
compensation or reimbursement of costs and expense from the District.
The Contract will have a base period of five years from date of award and 2 two-year option
periods.
400 6th Street NW, Suite 9100, Washington, DC 20001 (202) 727-3400 -1-
2. Procurement Process
This is an exempt from competition procurement. On October 26, 2020, the Attorney General for
the District of Columbia executed a Determination and Finding for entering into a Contingency
Fee Contract with the Contractors for legal services supporting the Districts investigation and
potential litigation against Amazon.com. The District found that the selection was in the best
interests of the District based on the law firm groups extensive relevant experience. The District
awarded a letter contract to the Contractor on December 1, 2020. The District on intends on
definitizing the Contract in the NTE amount of $55,000,000.00 for the base period of five years
from date of award.
The Contractor has certified that it is current with federal and District taxes. A search in the
ProLaw database indicated that the Contractor does not have any current disputes with the District.
3. Legal Review
On January 4, 2021, you requested that this office review for legal sufficiency a proposed
contract package. We have reviewed and approve the current contract package for legal
sufficiency.
In accordance with Section 202 of the Procurement Practices Reform Act of 2010, D.C. Law 18-
371, D.C. Official Code 2-352.02, effective April 8, 2011, the Mayor must submit to the
Council for approval this proposed contract, which is over one million dollars.
If you have any questions, please contact the Assistant Attorney General.
RSS
400 6th Street NW, Suite 9100, Washington, DC 20001 (202) 727-3400 -2-
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General
ATTORNEY GENERAL
KARL A. RACINE
Commercial Division
Government Contract Section
MEMORANDUM
TO: Ronan Gulstone
Director
Office of Policy and Legislative Affairs
FROM: Robert Schildkraut
Section Chief
DATE: March 26, 2021
SUBJECT: Approval of Contract Action for Legal Services on a Contingency Fee Basis
Contract No.: DCCB-2021-F-0008
Contractor: Motley Rice, LLC
Proposed Contract Not-to-Exceed Amount: $55,000,000.00
This is to Certify that this Office has reviewed the above-referenced Contract and that we have
found it to be legally sufficient. If you have any questions in this regard, please do not hesitate to
call me at (202) 724-4018.
P.P.
______________________________
Robert Schildkraut
400 6th Street NW, Suite 9100, Washington, DC 20001 (202) 727-3400
 GOVERNMENT OF THE DISTRICT OF COLUMBIA
Office of the Attorney General
ATTORNEY GENERAL
KARL A. RACINE
MEMORANDUM
TO: Gena Johnson
Contracting Officer
FROM: Shilonda Wiggins
Agency Fiscal Officer
DATE: March 30, 2021
SUBJECT: Funding Certificate
Proposed Contract DCCB-2021-F-0008 with Motley Rice LLC
The certification that the proposed contract is within the appropriated budget authority for
the agency is not applicable since funding will come from the proceeds of any recovery won
by the contractor according to the contingency fee agreement as authorized by D.C. Law 18-
160, 106a; as amended September 20, 2012 by D.C. Law 19-168, 3012, 59 DCR 8025,
Contingency fee contracts. If you have any questions, please feel free to contact me at 724-
5570.
________________________________________________________________________________________
400 Sixth Street NW, 10th Floor, Washington, DC 20001-5790, (202) 727-3400, Fax (202) 730-0484
 1. Letter Contract Page of Pages
Number
AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT
DCCB-2021-F- 1 1
0008
2. Amendment/Modification Number 3. Effective Date 4. Requisition/Purchase Request 5. Solicitation Caption
No.
M01 04/01/21 Outside Counsel Pharmacy