Proposed Contract with Conduent State Healthcare, LLC to Contract No. CW91987

MURIEL BOWSER
MAYOR
September 18, 2025
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:
Pursuant to section 451 of the District of Columbia Home Rule Act (D.C. Official Code § 1-
204.51) and section 202 of the Procurement Practices Reform Act of 2010 (D .C. Official Code §
2-352.02), enclosed for consideration and approval by the Council of the District of Columbia is
proposed Modification M016 to Contract No. CW91987 with Conduent State Healthcare, LLC,
(Conduent) to extend the contract in the not-to-exceed amount of $13,121,383.91. The period of
performance is from October 1, 2025, through January 31, 2026.
Under the proposed modification, Conduent will continue 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 District's Medicaid program, and to provide federally mandated
updates to the District's MMIS and the Medicaid Statistical Information System to maintain
compliance with the Center for Medicare and Medicaid Services requirements.
My administration is available to discuss any questions you may have regarding the proposed
modification. In order to facilitate a response to any questions you may have, please have your
staff contact Marc Scott, Chief Operating Officer, Office of Contracting and Procurement, at (202)
724-8759.
I look forward to the Council's favorable consideration of this modification.
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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
(Sole Source)

(A) Contract Number: CW91987

Proposed Contractor: Conduent State Healthcare, LLC (Conduent)

Proposed Contractor’s Principals: Doug Davis
Regional Client Partner

Contract Amount: Not-to-exceed (NTE) $13,121,383.91

Unit and Method of Compensation: Firm Fixed Unit Price with Cost Reimbursable
Component

Term of Contract: October 1, 2025, through January 31, 2026

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:

Sole Source Extension Amount: NTE $13,121,383.91

Sole Source Option Period Amount: NTE $5,369,516.57
Explanation of difference from base period (if applicable):
The amount for the sole source option period is based on a two month period of performance
whereas the sole source extension is based on four months.

(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:

2

The contractor shall provide operations and maintenance for the District’s federally owned and
certifiable Medicaid Management Information System (MMIS). The contractor shall continue to
provide the MMIS by using current information technology to enable the efficient and responsive
operation of the District’s Medicaid program, and to provide federally mandated updates to the
District’s MMIS and the Medicaid Statistical Information System to maintain compliance with the
Center for Medicare and Medicaid Services (CMS) requirements.

(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:

On August 20, 2021, a solicitation was issued to the public to procure a new MMIS. On August 28,
2023, Council approved the proposed contract as result of the solicitation. On September 1, 2023,
the Contracting Officer fully executed the contract, however the contract start date was December
1, 2023. The District and the awarded contractor are still undergoing the design, development and
implementation phase of the new MMIS system. As a result, a sole source extension of the current
contract is requested to ensure continuity and avoid interruption of the fee-for-service delivery
model for the District’s Medicaid enrollees until the new system is live and the transition of the
existing data is transferred from the current to the newly operational MMIS Core System and
Supporting Service solution.

(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) A description of any other contracts the proposed contractor is currently seeking or holds
with the District:

None

(G) 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:

The contractor has performed these services to the satisfaction of the District since 2016.
The proposed contractor has demonstrated through past performance reports that its
organization has the history, organizational and technical experience, including the key
personnel required to successfully meet the requirements of the proposed contract. Likewise, it
has been determined that the proposed contractor maintains the financial resources, accounting
and operational controls to successfully fulfill the District’s requirement. The proposed
contractor has been determined responsible in accordance with the District’s standards for
responsibility.

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(H) 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 Department of Small and Local Business Development (DSLBD) has provided a waiver to
reduce the subcontracting goal to 20%. The contractor provided a subcontracting plan with a set-
aside of 20% for a total dollar amount of $2,616,276.78. The contracting officer has determined that
the plan meets the DSLBD requirements.

(I) Performance standards and the expected outcome of the proposed contract:

The expected outcome of this contract is to obtain operations and maintenance required for the
District’s 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 District’s 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.

(J) 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.

(K) 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 Department of Health Care Finance Agency Fiscal Officer certified that funding in the amount
of $13,121,383.91 is available to support the contract for MMIS.

(L) A certification that the contract is legally sufficient, including whether the proposed
contractor has any pending legal claims against the District:

The contract has been reviewed by the Office of the Attorney General and found to be legally
sufficient. The contractor has no pending legal claim against the District.

(M) A certification that the 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;
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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):

The Citywide Clean Hands database certified that the contractor is current with its District taxes.

(N) 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 self-certified, via the Bidder/Offeror Certification form, that it is current with its
federal taxes.

(O) A certification that the proposed contractor has been determined not to violate section 334a of
the Board of Ethics and Government Accountability Establishment and Comprehensive
Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a; and (2) A
certification from the proposed contractor that it currently is not and will not be in violation
of section 334a of the Board of Ethics and Government Accountability Establishment and
Comprehensive Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a:

The contractor has certified, via the Bidder/Offeror Certification form, that it is (1) not in violation
of section 334a of the Board of Ethics and Government Accountability Establishment and
Comprehensive Ethics Reform Amendment Act of 2011, D.C. Official Code § 1-1163.34a; and (2)
currently is not and will not be in violation of section 334a of the Board of Ethics and Government
Accountability Establishment and Comprehensive Ethics Reform Amendment Act of 2011, D.C.
Official Code § 1-1163.34a.

(P) 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 contractor is not a certified local, small, or disadvantaged business enterprise.

(Q) Other aspects of the proposed contract that the Chief Procurement Officer considers
significant:

None

(R) 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 27, 2025, the contractor does not appear on the Office of Inspector General
Exclusions Database, the Federal Excluded Parties List or the District’s list of Debarred and
Suspended Contractors.

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(S) Any determination and findings issued relating to the contract’s formation, including any
determination and findings made under D.C. Official Code § 2-352.05 (privatization
contracts):

Determination and Findings for a Sole Source Procurement
Determination and Findings for Contractor Responsibility
Determination and Findings for Price Reasonableness
Determination and Findings for Use of a Cost Reimbursement Contract

(T) Where the contract, and any amendments or modifications, if executed, will be made
available online:

www.ocp.dc.gov

(U) Where the original solicitation, and any amendments or modifications, will be made available
online:

Not applicable.
1101 4th Street, SW
Washington, DC 20024
Date of Notice: July 7, 2025 L0014354273Notice Number:
FEIN: **-***9287
Case ID: 18645570

Government of the District of Columbia
Office of the Chief Financial Officer
Office of Tax and Revenue
CONDUENT STATE HEALTHCARE, LLC
100 CAMPUS DRIVE SUITE 200 EAST
FLORHAM PARK NJ 07932

Branch Chief, Collection and Enforcement Administration
Authorized By Melinda Jenkins
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.
CERTIFICATE OF CLEAN HANDS
As reported in the Clean Hands system, the above referenced individual/entity has no outstanding
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)
§ 47-2862 PROHIBITION AGAINST ISSUANCE OF LICENSE OR PERMIT
1101 4th Street SW, Suite W270, Washington, DC 20024/Phone: (202) 724-5045/MyTax.DC.gov

COPY
441 4th Street, N.W., Suite 960N, Washington, D.C. 20001 (202) 442-5988 FAX (202) 478-1373
GOVERNMENT OF THE DISTRICT OF COLUMBIA
Department of Health Care Finance

Office of the Chief Financial Officer

MEMORANDUM

TO: Nancy Hapeman
Chief Procurement Officer
Office of Contracting and Procurement

Digitally signed by Delicia V.
THRU: Delicia V. Moore Delicia V. Moore
Moore
Associate Chief Financial Officer
Human Support Services Cluster
Date: 2025.09.08 14:51:34
-04'00'

FROM: Darrin Shaffer
Agency Fiscal Officer
Digitally signed by Darrin A Shaffer
Date: 2025.09.05 16:45:14 -04'00'
Department of Health Care Finance

DATE: September 5, 2025
SUBJECT: MMIS Contract - (Conduent State Healthcare LLC) – CW91987

The Office of the Chief Financial Officer hereby certifies that the sum of $13,121,383.91 is included in the
District’s Local Budget and Financial Plan for Fiscal Year 2026 to fund the costs associated with the Department
of Health Care Finance’s (DHCF) contract with Conduent State Healthcare LLC for the Medicaid Management
Information Systems (MMIS) for the District of Columbia Medicaid Program. This certification supports the
Conduent State Healthcare LLC contract from October 1, 2025 through January 31, 2026. The fund allocation
is as follows:

Vendor: Conduent State Healthcare LLC Contract Number: 91987
Fiscal Year 2026 Funding: Conduent 10/01/2025 – 01/31/2026
Agency DIFS
Fund
DIFS Cost
Center
DIFS
Program
DIFS
Account Project Sub Task Award Allocation Total
HT0 4025002 70261 100203 7132001 200881 25.16 2002472 75% $9,841,037.93
HT0 1010001 70261 100203 7132001 25% $3,280,345.98
FY26 Total $13,121,383.91

Upon approval of the District’s Local Budget and Financial Plan by the Council and the Mayor and
completion of the thirty-day Congressional layover, 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.
Darrin A Shaffer
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
BRIAN L. SCHWALB

Commercial Division

MEMORANDUM

TO: Tomás Talamante
Director
Office of Policy and Legislative Affairs

FROM: Robert Schildkraut
Section Chief
Government Contracts Section

DATE: September 12, 2025

SUBJECT: Approval of Contract Action for Medicaid Management Information System
Contract Number: CW91987
Contractor: Conduent State Healthcare, LLC
Contract Amount: NTE $ 13,121,383.91

This is to Certify that this Office has reviewed the above- referenced Contract and that we have
found it to be legally sufficient subject to the following conditions: (1) the contractor provide the
District with a legally sufficient offer/bidder certification before the District Council reviews the
proposed contract extension; and (2) the contractor sign the last version of proposed Modification
#16 that was reviewed by the OAG. If you have any questions in this regard, please do not hesitate
to call me at (202) 724-4018.

______________________________
Robert Schildkraut

AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT 1. Contract Number Page of Pages
CW91987 1 6
2. Amendment/Modification Number 3. Effective Date 4. Requisition/Purchase Request No. 5. Solicitation Caption
M016 October 1, 2025 MMIS Core
6. Issued by: Code 7. Administered by (If other than line 6)

OFFICE OF CONTRACTING AND PROCUREMENT
441 4th Street NW, Suite 330S
Washington, DC 20001

DEPARTMENT OF HEALTH CARE FINANCE
441 4th Street, NW, Suite 900S
Washington, DC 20001
8. Name and Address of Contractor (No. street, city, county,
state and zip code)

Conduent State Healthcare LLC
100 Campus Drive
Suite 200E
Florham Park, NJ 07932-1020

9A. Amendment of Solicitation No.

9B. Dated (See Item 11)

X
10A. Modification of Contract/Order No.

CW91987

Code

Facility

10B. Dated (See Item 13)

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS
The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers is extended. is not extended.
Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods:
(a) By completing Items 8 and 15, and returning __________ copies of the amendment: (b) By acknowledging receipt of this amendment on each copy of the offer
submitted; or (c) BY separate letter or fax which includes a reference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGMENT TO
BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION
OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such may be made by letter or fax, provided each letter or
telegram makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.
12. Accounting and Appropriation Data (If Required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACT/ORDERS,
IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14
A. This change order is issued pursuant to (Specify Authority): 27 DCMR, Chapter 36, Contract Modifications
The changes set forth in Item 14 are made in the contract/order no. in item 10A. X
B. The above numbered contract/order is modified to reflect the administrative changes (such as changes in paying office, app ropriation data
etc.) set forth in item 14, pursuant to the authority of 27 DCMR, Chapter 36, Section 3601.2.
C. This supplemental agreement is entered into pursuant to authority of:
D. Other (Specify type of modification and authority)
E. IMPORTANT: Contractor is not is required to sign this document.
14. Description of Amendment/Modification (Organized by UCF Section headings, including solicitation/contract subject matter where feasible.)

Contract No. CW91987 is hereby modified as follows:

1. In accordance with the 27 DC Municipal Regulations § 2005.2(b), the District hereby extends the period of
performance beginning October 01, 2025, through January 31, 2026 in the amount not-to-exceed $13,121,383.91.
The District may extend the term of this contract for a period of two months beginning February 1, 2026 through
March 31, 2026 in the not-to-exceed amount of $5,389,516.57.

2. Attachment A: Price Schedule

All other terms and conditions remain unchanged

Except as provided herein, all terms and conditions of the document is referenced in Item 9A or 10A remain unchanged and in f ull force and effect.
15A. Name and Title of Signer (Type or print) 16A. Name of Contracting Officer

Jarad Dorsey
15B. Name of Contractor

(Signature of person authorized to sign)
15C. Date Signed 16B. District of Columbia

(Signature of Contracting Officer)
16C. Date Signed

Anna K Sever
9/12/25
President

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3. Section B
a) “Delete” Section B.2.1 in its entirety and “Replace” with Section B.2.1:
B.2.1 Fixed-priced component with payment based on fixed unit prices for
Operations (CLIN 4001-4004). The claim volume for the sole source
extension will not exceed 12,000,000. In the event the claim volume
exceeds 12,000,000, the District will pay the Contractor $1.50 per claim for
the sole source extension period.

4. Section C
a) “Delete” Section C.5.66 in its entirety and “Replace” with Section C.5.66:
C.5.66 Turnover Activities

C.5.66.1 Turnover Management Resources

C.5.66.1.1 The Contractor shall:

C.5.66.1.1.1 Perform the below Turnover Activities necessary for any successor
vendor to establish MMIS operations throughout the duration of
this contract;

C.5.66.1.1.2 Deputy Account Manager. This existing position is the primary
point of contact for all Turnover efforts, and submits the
deliverables required under C.5.66.2.1(a)(b)(d) with the assistance
of other Contractor personnel; and

C.5.66.1.1.3 Turnover Project Management Professional. This is a remote
position and work hours will vary over the course of the Turnover
period. Duties include, but are not limited to the following:

a. Oversee all Turnover workplan activities; and
b. Prepare and submit the deliverable required under
C.5.66.2.1(c). with the assistance of other Contractor
personnel.

C.5.66.2 Turnover Preparation

C.5.66.2.1 The Parties expressly acknowledge the following:

a. DHCF may submit one request for Contractor to deliver
work-in-progress documentation prior to the expiration of the
contract. DHCF’s notice shall be delivered, in writing, to
Conduent at least 30 days prior to the expiration of the
contract. If this request is received, Contractor shall deliver
the information no later than the expiration of the contract.

C.5.66.2.2 The Contractor shall respond within five business days, to any
questions from DHCF with an initial assessment of required

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timeline for final response regarding, but not limited to, the
following:

a. System changes;
b. Interface control documents;
c. TMSIS coding;
d. Initial and subsequent data extracts; and
e. Copybooks and data dictionaries.

C.5.66.2.3 The Contractor shall begin preparation of systems and operations
documentation listed below for eventual turnover:

a. A listing with explanations of system changes, as described
in existing system documentation, that have been
implemented since the MMIS was certified by CMS;
b. The current interface control documents for all the MMIS
interfaces;
c. The current versions of the External MMIS copybooks and
data dictionaries;
e. Provider Training Materials;
f. General Systems Operational Information; and
g. Provide the TMSIS coding currently used to generate the
TMSIS files from the current MMIS.

C.5.66.2.4 Rebate Program

C.5.66.2.4.1 The Contractor shall begin preparation of the rebate data for
eventual turnover.

C.5.66.2.4.2 The Contractor shall supply drug rebate transition data in the
Contractor’s standardized file formats along with documentation of
the transition file formats which includes field names, sizes and
description of the field’s use.

C.5.66.2.4.3 For the avoidance of any doubt, the Contractor is not required to
deliver:
a. System documentation of the Contractor's Rebate System,
including but not limited to user manuals, table structures,
algorithms, etc...; and
b. Operations policies, procedures, and documentation related
to the Contractor's Rebate System.

C.5.66.2.5 The Contractor shall provide a Turnover Plan Report every other
week which details the status of all requested work products for
DHCF.

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5. Section I
a) “Delete” Section I.5 in its entirety and “Replace” with Section I.5:
I.5 Indemnification and Limitation of Liability

Notwithstanding any contrary provision or the failure of essential purpose of
any limited remedy, and except for gross negligence, fraud, willful
misconduct, or intellectual property infringement, (i) Conduent’s total,
maximum, aggregate liability to Client whether in contract, tort (including
negligence), products liability, strict liability, or otherwise, shall not exceed
the cost of the four (4) months of this sole source extension period, and (ii)
Conduent shall not be liable to Client for any indirect, incidental, special,
consequential, exemplary or punitive damages or losses, including but not
limited to lost profits, lost revenue, and lost opportunity, even if Conduent
has been advised of the possibility of such damages or losses or such
damages or losses were reasonably foreseeable.

ATTACHMENT A
Price Schedule

Contract No.: CW91987
Contractor: Conduent State Healthcare, LLC
Caption: Medicaid Management Information System (MMIS)

BASE PERIOD
B.3.5 October 1, 2025 – January 31, 2026
CLIN Item Description Fixed Price
4001 MMIS Operations and Maintenance (C.5.21) $11,967,217.19
4002 Payment Method Development (PMD) Services (C.3.14.1) $118,844.72
4003 1095B Individual $285,222.00
4004 1095B System Updates $298,100.00
4005 Turnover Activities $412,000.00

Sub-total $13,081,383.91

B.3.5.1 Cost Reimbursement
CLIN Item Description Not to Exceed
Cost (NTE)
4006
Postage – not-to-exceed monthly amount is $10,000. The monthly
production charge for original and/or corrected 1095B is 0.289 each.
Postage cost is $0.69 and subject to increases. Funds not used within the
fiscal year shall be de-obligated by DHCF on or before September 30th
each fiscal year.
$40,000.00
Sub-total NTE $40,000.00
Grand Total for Extension NTE $13,121,383.91

OPTION PERIOD ONE
B.3.6 February 1, 2026 – March 31, 2026
CLIN Item Description Fixed Price
5001 MMIS Operations and Maintenance (C.5.21) $5,163,516.57
5002 Payment Method Development (PMD) Services (C.3.14.1) $0
5003 1095B Individual $0
5004 1095B System Updates $0
5005 Turnover Activities $206,000.00

Sub-total $5,369,516.57

B.3.5.1 Cost Reimbursement
CLIN Item Description Not to Exceed
Cost (NTE)
5006
Postage – not-to-exceed monthly amount is $10,000. The monthly
production charge for original and/or corrected 1095B is 0.289 each.
Postage cost is $0.69 and subject to increases. Funds not used within the
fiscal year shall be de-obligated by DHCF on or before September 30th
each fiscal year.
$20,000.00
Sub-total NTE $20,000.00
Grand Total for Extension NTE $5,389,516.57