Ryan White Part B Third Party Administrator (TPA) Implementation

The Mississippi State Department of Health would like to receive responses from organizations interested in becoming the Third-Party Administrator for the Ryan White Part B Program. The successful Third-Party Administrator (TPA) would be responsible for the following key areas: Insurance Benefit Management, Pharmacy Benefit Management, Rebate Administration, Program 340B Administration, Reporting and Analytics, AIDS Drug Assistance Program Review of Domains, Clinical Programs including prior authorization and formulary management, and Ryan White Part B Enrollee Eligibility including Data Management. Key area responsibilities are detailed in the attached Scope of Work.

Background

The Mississippi State Department of Health (MSDH) Ryan White Part B program plays a crucial role in providing medical and support services to individuals living with HIV/AIDS. As the program grows, the complexity of managing insurance benefits, pharmacy claims, rebate administration, clinical programs, and eligibility management increases. Implementing a Third-Party Administrator (TPA) can optimize program efficiency, reduce administrative burden, enhance compliance, and improve health outcomes for our clients. This proposal outlines the benefits of adopting a TPA and the scope of work required for its successful implementation.

The TPA Implementation project is important because a TPA could relieve the program area of burdensome administrative duties. There are, however, challenges to be considered. Timing issues, vendor agreements, and the efficient management of resources. The TPA project also has the potential to be a great success. If the implementation is successfully completed, Mississippi's RWTPA project could realize administrative efficiencies, better reporting outcomes, enhanced quality of services for enrollees, and a higher level of compliance with all rules, regulations and laws related to the overall management of the RWPB program in Mississippi.

Project Details

• Reference ID: 3160008035
• Department: Office of Communicable Disease
• Department Head: Kendra Johnson (Director, Office of Communicable Diseases)

Important Dates

• Questions Due: 2026-05-08T22:00:00.000Z

Evaluation Criteria

• Purpose and Goals —

  The Mississippi State Department of Health (hereinafter “MSDH” or “Agency”) has issued this solicitation for the purpose of soliciting sealed bids from qualified Bidders to provide Ryan White Part B Third Party Administrator (TPA) Implementation.

  The Mississippi State Department of Health would like to receive responses from organizations interested in becoming the Third-Party Administrator for the Ryan White Part B Program. The successful Third-Party Administrator (TPA) would be responsible for the following key areas: Insurance Benefit Management, Pharmacy Benefit Management, Rebate Administration, Program 340B Administration, Reporting and Analytics, AIDS Drug Assistance Program Review of Domains, Clinical Programs including prior authorization and formulary management, and Ryan White Part B Enrollee Eligibility including Data Management. Key area responsibilities are detailed in the attached Scope of Work.

  
  A copy of this IFB, including all appendices and attachments, and any subsequent amendments, including the Question-and-Answer amendment, if issued, will be posted to the MSDH OpenGov Procurement portal at https://procurement.opengov.com/portal/msdh under the “Active ” projects list. It is the responsibility of all interested Bidders to monitor the website for updates regarding this procurement.

  Before the award of any contract, the Bidder will be required to document to MSDH that it has the necessary capabilities to provide the core services specified in this IFB. The Bidder may also be required to provide additional client references, as well as related project experience detail in order to satisfy MSDH that the Bidder is qualified. MSDH may make reasonable investigations, as it deems necessary and proper, to determine the ability of the Bidder to perform the work, and the Bidder shall be required to furnish to MSDH all information that may be requested for this purpose. MSDH reserves the right to reject any bid if the Bidder fails to provide the requested information and/or fails to satisfy MSDH that the Bidder is properly qualified to carry out the obligations of the contract and to complete the work described in this IFB.

• Services to be Performed —

  The Mississippi State Department of Health (MSDH) Ryan White Part B program plays a crucial role in providing medical and support services to individuals living with HIV/AIDS. As the program grows, the complexity of managing insurance benefits, pharmacy claims, rebate administration, clinical programs, and eligibility management increases. Implementing a Third-Party Administrator (TPA) can optimize program efficiency, reduce administrative burden, enhance compliance, and improve health outcomes for our clients. This proposal outlines the benefits of adopting a TPA and the scope of work required for its successful implementation. MSDH reserves the right to change the scope as required.

  (Option 1) Contractor shall perform and complete in a timely and satisfactory manner the services described in the “Scope of Work”, which is and made a part hereof by reference. The scope of work is from the procurement Invitation for Bid-Project 2026-IFB-054, which was issued by the Agency and incorporated herein by reference.

  (Option 2) Contractor shall provide services and otherwise do all things necessary for or incidental to the performance of work, as set forth below:

  Key Benefits of a TPA Implementation

  1. Improved Efficiency and Cost Savings

  · A TPA will simplify insurance benefit management, including premium payments, medical claims processing, and reconciliation.

  · Pharmacy Benefit Management (PBM) services will guarantee accurate adjudication, coordination of benefits, and reimbursement.

  · Automated tracking and processing of rebates will maximize financial returns from drug manufacturers.

  2. Enhanced Compliance and Accountability

  · The TPA will offer expert oversight in regulatory compliance for insurance, pharmacy, and 340B programs.

  · Monthly and quarterly reports on adherence, utilization, and performance will enhance data- driven decision-making.

  · The contractor will oversee all aspects of eligibility verification and documentation to ensure effective service delivery.

  3. Reduction in Administrative Burden

  · Outsourcing complex administrative functions will enable MSDH staff to concentrate on direct client services and program development.

  · A dedicated help desk offered by the TPA will assist clients and healthcare providers with inquiries related to claims, benefits, and pharmacy.

  · The TPA will provide secure remote access to an integrated system for monitoring eligibility and processing claims.

  4. Strengthened Provider and Client Support

  · The TPA will handle provider enrollment, claims payment, and network expansion to ensure comprehensive access to care.

  · Implementing client adherence programs, such as Medication Therapy Management (MTM) and Pre-Exposure Prophylaxis (PrEP) support, will enhance health outcomes.

  · The TPA will distribute and manage client ID cards to ensure streamlined access to covered services.

  To assist with formulating a well-developed Scope of Work, the following may be addressed:

  Scope of Work for the TPA

  The TPA will be responsible for the following key areas:

  5. Insurance Benefit Management (IBM)

  · Facilitate premium payments and claims reconciliation with insurance carriers.

  · Provide secure online access for real-time eligibility tracking and payment monitoring.

  6. Pharmacy Benefit Management (PBM)

  · Manage a statewide pharmacy network, including retail, mail order, and specialty pharmacies.

  · Process and adjudicate claims with participating pharmacies and coordinate benefits.

  · Conduct pharmacy audits and reimbursement tracking to ensure fiscal integrity.

  7. Rebate Administration Services

  · Handle all aspects of drug rebate programs, including invoicing, collections, and dispute resolution.

  · Provide detailed rebate reports to MSDH for financial tracking and forecasting.

  1. Detailed Rebate Report Summaries 
  2. Pending Rebate Reports 
  3. Rebate Forecast Reports 
  4. Rebate Manufacture Dispute Reports 

  8. 340B Administration Services

  · Manage eligibility, inventory, and wholesaler relationships for 340B program compliance.

  · Conduct regular audits to ensure adherence to federal and state regulations.

  9. Reporting and Analytics

  · Maintain CAREWare and support the annual review of ADAP (AIDS Drug Assistance Program) domains.

  · Generate monthly utilization reports, adherence metrics, and annual performance reviews.

  · Assist with required federal and state reporting, including Ryan White Service and Data Reports.

  1. Ryan White HIV/AIDS Program Service Report (RSR)
  2. Ryan White HIV/AIDS Program Report (ADR)
  3. NASTAD ADAP Monitoring Survey
  4. Annual Women Infant and Children Report (WICY 

  · Maintain all records and have available for an Audit as needed.

  10. Clinical Programs

  · Oversee prior authorization and formulary management.

  · Implement adherence support programs such as MTM and chronic disease management.

  11. Eligibility Management

  · Coordinate with MSDH to verify client eligibility and manage data for claims processing.

  · Maintain an integrated data system for real-time eligibility tracking and reporting.

  
  Conclusion & Recommendation

  Implementing a TPA for the Mississippi Ryan White Part B program will improve efficiency, compliance, and client outcomes while decreasing administrative burdens. Support from senior leadership for this initiative will ensure a smooth transition and long-term sustainability of the program’s essential services. We recommend proceeding with a TPA implementation strategy to position MSDH for ongoing success in serving individuals living with HIV/AIDS

  Applicable Laws, Rules, and Directives: 45CFR Part 75 (if applicable)

  Location of Work: The work is to be performed, completed, and managed at the contractor's office. The State will not provide workspace for the contractor. Travel cost and responsibility for such costs as transportation, lodging, per diem, etc. will not be reimburse by MSDH.

   

• Prior Experience —

  Vendor must have been in business and provided goods and/or services similar in requirements and scale to those described in this IFB for a minimum of five (5) years.

• Restrictions on Communication with MSDH Staff —

  All Bidder communications regarding this IFB must be directed through the MSDH OpenGov Procurement Portal or to the designated Bid Coordinator. Unauthorized contact regarding the IFB with other employees of the agency may result in the Bidder being disqualified.

• I. Recitals —
  1. 1. 1. MSDH is a state agency with a principal place of business at 570 East Woodrow Wilson, Jackson, MS 39215
        2. Business Associate is a corporation qualified to do business in Mississippi that will act to perform business services for MSDH with a principal place of business at ___________________.
        3. This Business Associate Agreement (“Agreement”) is entered into pursuant to the Health Insurance Portability and Accountability Act (“HIPAA”) of 1996, as amended by the Genetic Information Nondiscrimination Act (“GINA”) of 2008 and the Health Information Technology for Economic and Clinical Health Act (“HITECH Act”), Title XIII of Division A, and Title IV of Division B of the American Recovery and Reinvestment Act (“ARRA”) of 2009,and its implementing regulations, including, but not necessarily limited to, 45 C.F.R. Part 160, and 45 C.F.R. Part 164 Subparts A and C (“Security Rule”), and 45 C.F.R. Part 160 Subparts A and E (“Privacy Rule”). These statutes and regulations are hereinafter collectively referred to as HIPAA.MSDH, as a covered entity, is required to enter into this Agreement to obtain satisfactory assurances that Business Associate will comply with and appropriately safeguard all Protected Health Information (“PHI”) Used, Disclosed, created, or received by Business Associate on behalf of MSDH. Certain provisions of HIPAA and its implementing regulations apply to Business Associate in the same manner as they apply to MSDH, and such provisions must be incorporated into this Agreement.
        4. MSDH desires to engage Business Associate to perform certain functions for, or on behalf of, MSDH involving the Disclosure of PHI by MSDH to Business Associate, or the creation or Use of PHI by Business Associate on behalf of MSDH, and Business Associate desires to perform such functions, as set forth in the Underlying Agreement(s) which involve the exchange of information, and wholly incorporated herein.
• Required Certification, Accreditation, and/or Licenses —

  Vendor shall provide notarized copies of all valid licenses and certificates required for performance of the work. The notarized copies shall be delivered to the agency no later than ten days after Vendor receives the Notice of Intent to Award from the agency. Current notarized copies of licenses and certificates shall be provided to the agency within twenty-four hours of demand at any time during the contract term. Vendor must possess and maintain the minimum vendor certifications, accreditations, and/or licensures described in this IFB, by way of illustration and not limitation, the following:

  1. 1. Registered to do business with the State of Mississippi.
     2. A professional license or certificate in the field of ________.
• Deliverables to be Provided —

  The Contractor shall:

  • Assign a Contractor Account Representative to work directly with the Contracting Agency Representative.
  • Ensure all Contractor personnel are well-groomed and in uniform or have visible identification at all times.  Uniforms and/or dress code shall be inclusive of, but not limited to, neat and clean company uniforms with visible company logo appropriately and easily identifiable.  Contractor identification badges as well as personal identification of the individual employee shall be worn and clearly visible while on state property. Contractor personnel may be required to provide photographic identification for inspection upon entering state facilities.
  • All state facilities are non-smoking; the Contractor and its personnel must adhere to this requirement.  The use of tobacco products is prohibited, except within designated smoking areas.
  • It is illegal to have in one’s possession any illegal drug or alcoholic beverage while on state property.
  • The Contractor’s employees should refrain from using foul, abusive, or profane language on state property.
  • The Contracting Agency reserves the right to inspect and search all Contractor personnel and/or vehicles anytime while on facility grounds.
  • Contractors are required to sign-in and sign-out at most state facilities.  Security provisions for all state facilities must be strictly observed.
  • Be responsible for all damages and shall be held responsible for replacing or repairing any damage due to negligence on the part of the Contractor or Contractor personnel to any person(s) and/or property. The Contractor shall replace and repair any damage to any building or property, including but not limited to the replacement of any cracked or broken concrete (sidewalks, curbs, etc.) caused by on-site activities. Contracting Agency may withhold payment or make such deductions as deemed necessary to ensure reimbursement or replacement for loss or damage to property.
  • Exercise precautions at all times for the protection of persons (including employees) and property. The Contractor shall make such investigations to enable them to fully understand the facilities, difficulties, and restrictions attending the execution of the work on-site. The project shall at all times be properly supervised and adequately manned by an experienced crew of appropriate size. All work shall be accomplished by skilled workers familiar with and trained to do this type of work. Workers shall be qualified to operate and/or use the equipment necessary to accomplish this work. The Contractor shall be responsible for the supervision and direction of the work performed by its personnel. The Contractor shall be responsible for instructing its personnel in all safety measures. All equipment used by the Contractor shall be maintained in safe operating condition at all times, and be free from defects or wear that may in any way constitute a hazard to any person or persons on state property. All incidents involving agency property or personnel shall be reported to the designated agency contact immediately upon occurrence.
  • Abide by all State and/or agency policies, procedures, ordinances, and/or laws pertaining to the Contracting Agency’s operation at all times, including but not limited to the items listed above. Deviations from these policies by the Contractor or its personnel will not be tolerated and will be considered grounds for contract termination.
  • Perform all services provided in the contract between the bidder/Vendor and the Contracting Agency in accordance with customary and reasonable industry standards as well as in strict conformance to all laws, statutes, and ordinances and the applicable rules, regulations, methods and procedures of all government boards, bureaus, offices, and other agents.  The Contractor shall be responsible for the complete performance of all work; for the methods, means, and equipment used; and for furnishing all materials, tools, apparatus, and property of every description used in connection therewith.  No statement within this IFB shall negate compliance with any applicable governing regulation.  The absence of detail specifications or the omission of detail description shall be recognized as meaning that only the best commercial practices are to prevail and that only first quality materials and workmanship are to be used.

  Contractors shall also:

  • Administer and maintain all employment and payroll records, payroll processing, and payment of payroll checks and taxes, including the deductions required by state, federal, and local laws such as social security and withholding taxes for their business and employees;
  • Make all unemployment compensation contributions as required by federal and state law(s) and process claims as required for their business and employees;
  • Perform a background check and/or drug screening prior to placement if requested by the Contracting Agency and verify and/or provide the results; and,
  • Replace immediately, at no additional expense to the Contracting Agency, any employee not performing satisfactorily.
• Reconsideration of the Solicitation —

  Any potential Bidder can request that MSDH reconsider the terms of this solicitation. This reconsideration request can be accomplished by reference to Section 5.2.4. of the Public Procurement Review Board Office of Personal Service Contract Review Rules and Regulations. The potential Bidder shall file any such request within three (3) business days following the date of public notice of the solicitation. The potential Bidder must submit the request by email to the following:

  • Bid Coordinator Kristen Conaway, kristen.conaway@msdh.ms.gov
  • Procurement@msdh.ms.gov
  • The Director of the Office of Personal Service Contract Review

  It shall be the sole responsibility of the requesting Bidder to ensure the request is received in a timely manner by all required parties. Failure to request reconsideration in compliance with this Section in a timely manner results in the waiver of any claim regarding the terms of the solicitation.

  The request shall contain the requesting Bidder’s name, a single contact person, all contact information for the contact person, the RFx number of the solicitation, and the date the IFB was issued. The request shall identify which of the Public Procurement Review Board Office of Personal Service Contract Review Rules and Regulations the requesting Bidder believes to have been violated by the solicitation, as written. The request may not be based on anything other than the solicitation document and the applicable rules and regulations. The Bidder shall not include exhibits with the request. Instead, the requesting Bidder shall clearly identify the section(s) of the solicitation document at issue in its request. The request shall not be supplemented.

• Bid Submission Period —

  Bids must be submitted electronically through the MSDH OpenGov Procurement portal no later than 11:00 am Central Standard Time (CST), Friday, May 29, 2026. Timely submission of the bid package is the responsibility of the Bidder. Any bid received after the deadline will be considered late and will be rejected and will not be considered for award. The Bidder shall be notified as soon as practicable if their bid was rejected and the reason for such rejection.

  Failure to submit a bid on the bid form provided will be considered cause for rejection of the bid. Modifications or additions to any portion of the bid document may be cause for rejection of the bid. The MSDH reserves the right to decide, on a case-by-case basis, whether to reject a bid with modifications or additions as non-responsive. MSDH may request the Bidder to withdraw or modify non-responsive portions that do not affect the service’s quality, quantity, price or delivery.

• II. Definitions —
  1. 1. 1. “Breach” shall mean the acquisition, access, Use or Disclosure of PHI in a manner not permitted by the Privacy Rule which compromises the security or privacy of the PHI, and subject to the exceptions set forth in 45 C.F.R. § 164.402.
        2. “Business Associate” shall mean _____________,including all workforce members, representatives, agents, successors, heirs, and permitted assigns.
        3. “Covered Entity” shall mean the Mississippi State Department of Health, an agency of the State of Mississippi.
        4. "Data Aggregation” shall have the same meaning as the term “Data aggregation” in 45 C.F.R. §164.501.
        5. “Designated Record Set” shall have the same meaning as the term “Designated Record Set” in 45 C.F.R. §164.501.
        6. “Disclosure” shall have the same meaning as the term “Disclosure” in 45 C.F.R. § 160.103.
        7. “MSDH” shall mean the Mississippi State Department of Health, an agency of the State of Mississippi.
        8. “Individual” shall have the same meaning as the term “Individual” in 45 C.F.R. § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g).
        9. “Privacy Officer” shall mean the person designated by MSDH to oversee its implementation of and compliance with HIPAA.
        10. "Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 C.F.R. Parts 160 and 164, Subparts A and E.
        11. “Protected Health Information” or “PHI” shall have the same meaning as the term “Protected health information” in 45 C.F.R. § 160.103, limited to the information created or received by Business Associate from or on behalf of MSDH.
        12. “Reproductive health care services. "Reproductive health care services" means all supplies, care and services of a medical, behavioral health, mental health, surgical, psychiatric, therapeutic, diagnostic, preventive, rehabilitative or supportive nature, including medication, relating to pregnancy, contraception, assisted reproduction, pregnancy loss management or the termination of a pregnancy in accordance with the applicable standard of care as defined by major medical professional organizations and agencies with expertise in the field of reproductive health care.”
        13. “Secretary” shall mean the Secretary of the Department of Health and Human Services or his/her designee
        14. “Security Incident” shall have the same meaning as the term “Security incident” in 45 C.F.R. §164.304.
        15. “Security Rule” shall mean the Security Standards for the Protection of Electronic Protected Health Information at 45 C.F.R. Parts 160 and 164, Subparts A and C.
        16. “Standard” shall have the same meaning as the term “Standard” in 45 C.F.R. § 160.103.
        17. “Underlying Agreement” shall mean any applicable Memorandum of Understanding (“MOU”),agreement, contract, or any other similar device, and any proposal or Request for Proposal (“RFP”) related thereto and agreed upon between the Parties, entered into between MSDH and Business Associate. Under this Business Associate Agreement, “Underlying Agreement” shall refer to the following: ___________________.
        18. “Unsecured Protected Health Information” shall have the same meaning as the term “Unsecured protected health information” in 45 C.F.R. § 164.402.
        19. “Use” shall have the same meaning as the term “Use” in 45 C.F.R. § 160.103
        20. “Violation” or “Violate” shall have the same meaning as the terms “Violation” or “Violate” in 45 C.F.R. § 160.103.

  All other terms not defined herein shall have the meanings assigned in HIPAA and its implementing regulations.

• Acceptance of Bids —

  After receiving the bids, MSDH reserves the right to award the contract based on the terms, conditions, and premises of the IFB and the bid of the selected company without negotiation.

  MSDH reserves the right to decide, on a case-by-case basis, whether to reject a bid with modifications or additions as non-responsive. As a precondition to bid acceptance, MSDH may request the bidder to withdraw or modify those portions of the bid deemed non-responsive that do not affect quality, quantity, price, or delivery of the service.

• Important Dates —

  Invitation for Bid Issue Date:	April 28, 2026
  Request for Reconsideration of the Terms of the Solicitation:	May 1, 2026
  Questions Submission Deadline:	May 8, 2026, 5:00pm
  Anticipated Posting of Written Answers to Questions:	May 13, 2026, 5:00pm
  Bid Package Submission Deadline:	May 29, 2026, 11:00am
  Anticipated Bid Opening:	May 29, 2026, 1:00pm
  Anticipated Date of Notice of Intent to Award:	June 3, 2026
  Request for Reconsideration of the Intent to Award:	June 8, 2026

  NOTE: Adjustments to the schedule may be made as deemed necessary by MSDH.

• III. Obligations and Activities of Business Associate —
  1. 1. 1. Business Associate agrees to not Use or Disclose PHI other than as permitted or required by this Agreement and the Underlying Agreement(s), or as Required by Law.
        2. Business Associate agrees to utilize appropriate safeguards and comply, where applicable, with the HIPAA Privacy and Security Rules, to prevent Use or Disclosure of the PHI other than as permitted or provided for by this Agreement and shall: (i) implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of Protected Health Information and Electronic Protected Health Information that Business Associate creates, receives, maintains, or transmits on behalf of MSDH; (ii) ensure that any subcontractor to whom Business Associate provides such information agrees to implement reasonable and appropriate safeguards to protect it; and (iii) report to MSDH any Security Incident of which Business Associate becomes aware.
        3. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a Use or Disclosure of PHI by Business Associate in Violation of the requirements of this Agreement and/or state or federal laws and regulations.
        4. Breaches and Security Incidents. During the term of this Agreement, Business Associate agrees to implement reasonable systems for the discovery and prompt reporting of any actual or suspected Breach or Security Incident. Business Associate agrees to take the following steps:
           
           Notice to MSDH. (1) To notify their MSDH Point-of-Contact, MSDH IT Security Officer and MSDH Privacy Officer without unreasonable delay, and no later than five (5) days after discovery, by telephone call and email or registered or certified mail upon the discovery of an actual or suspected Breach of Unsecured PHI in electronic media or in any other media. (2) To notify their MSDH Point-of-Contact, MSDH IT Security Officer and MSDH Privacy Officer without unreasonable delay, and no later than five (5) days after discovery, by telephone call and email or registered or certified mail of any actual or suspected Security Incident affecting this Agreement, including but not limited to an actual or suspected Security Incident that involves data provided to MSDH by the Social Security Administration. A Breach or Security Incident shall be treated as discovered by Business Associate as of the first day on which the Breach or Security Incident is known, or by exercising reasonable diligence would have been known, to any person (other than the person committing the Breach or Security Incident) who is a workforce member, officer, or other agent of Business Associate.
           
           The notification shall include, to the extent possible and subsequently as the information becomes available, a reasonably detailed description of the actual or suspected Breach or Security Incident, the identification of all Individuals whose Unsecured PHI is reasonably believed by Business Associate to have been affected by the Breach or Security Incident along with any other available information that is required to be included in the notification to the Individual, HHS and/or the media, all in accordance with the data breach notification requirements set forth in 42 U.S.C. § 17932 and 45 C.F.R. Parts 160 and 164, Subparts A, D, and E, or any other applicable notification requirements.
           
           Upon discovery of an actual or suspected Breach or Security Incident, Business Associate shall take:
           • Prompt corrective action to mitigate any risks or damages involved with the Breach or Security Incident and to protect the operating environment; and
           • Any action pertaining to such unauthorized Disclosure required by applicable Federal and State laws and regulations.
             
             
           Investigation. To immediately investigate any such actual or suspected Breach or Security Incident upon discovery in order to determine if the actual or suspected Breach or Security Incident is a Violation of any applicable federal or state laws or regulations, and to submit updated information by email or registered or certified mail, as it becomes available, to the MSDH IT Security Officer and MSDH Privacy Officer.
           
           Complete Report. To provide a complete written report by email or registered or certified mail of the investigation to the MSDH IT Security Officer and MSDH Privacy Officer within ten (10) working days of the discovery of any actual or suspected Breach or Security Incident. The report shall include:
           • the identification of each Individual whose PHI was or is believed to have been involved;
           • a reasonably detailed description of the types of PHI involved; and
           • a full, detailed corrective action plan, including information on measures that were taken to halt and/or contain any suspected or actual Breach of security, intrusion or unauthorized Use or Disclosure.
             
             
           If MSDH requests information in addition to that provided in the written report, Business Associate shall make reasonable efforts to provide MSDH with such information. If necessary, a supplemental report may be utilized to submit revised or additional information after the completed report is submitted.
           
           Notification of Individuals. If the cause of an actual Breach of PHI is attributable to Business Associate or its subcontractors, agents or vendors, Business Associate shall notify each Individual of the Breach when notification is required under state or federal law and shall pay any costs of such notifications, as well as any costs associated with the Breach. The notifications shall comply with the requirements set forth in 42 U.S.C. § 17932 and its implementing regulations. The MSDH IT Security Officer and MSDH Privacy Officer shall approve the time, manner, and content of any such notifications and their review and approval must be obtained before the notifications are made.
           
           Responsibility for Reporting of Breaches. If the cause of a Breach of PHI is attributable to Business Associate or its agents, subcontractors, or vendors, and Business Associate is a covered entity as defined under HIPAA and the HIPAA regulations, Business Associate is responsible for
           all required reporting of the Breach as specified in 42 U.S.C. § 17932 and its implementing regulations, including notification to media outlets and to the Secretary of the U.S. Department of Health and Human Services. If Business Associate has reason to believe that duplicate reporting of the same Breach or Security Incident may occur because its subcontractors, agents or vendors may report the Breach or Security Incident to MSDH in addition to Business Associate, Business Associate shall notify MSDH, and MSDH and Business Associate may take appropriate action to prevent duplicate reporting. The Breach reporting requirements of this paragraph are in addition to the reporting requirements set forth above.
        5. Business Associate agrees to ensure that any subcontractors that create, receive, maintain, or transmit PHI on behalf of the Business Associate agree to the same restrictions and conditions that apply to the Business Associate with respect to such information, all in accordance with 45 C.F.R. §§ 164.308 and 164.502
        6. Business Associate agrees to ensure that any subcontractors that create, receive, maintain, or transmit electronic PHI on behalf of Business Associate agree to comply with the applicable requirements of the Security Rule and Privacy Rule by entering into a Business Associate Agreement, in accordance with 45 C.F.R. §§ 164.308, 164.314, 164.502, and 164.504, and Business Associate shall provide MSDH with a copy of all such executed agreements between Business Associate and Business Associate’s subcontractors. Business Associate understands that submission of their subcontractors’ Business Associate Agreement(s) to MSDH does not constitute MSDH approval of any kind, including of the utilization of such subcontractors or of the adequacy of such agreements.
        7. Business Associate agrees that nothing in this Agreement is meant to take the place of any HIPAA-mandated reporting duties that apply directly to the Business Associate as a covered entity under HIPAA and its implementing regulations.
        8. Business Associate agrees to provide access, at the request of MSDH, and in the time and manner designated by MSDH, to PHI in a Designated Record Set, to MSDH or, as directed by MSDH, to an Individual in order to meet the requirements under 45 C.F.R. § 164.524.
        9. Business Associate agrees to document such Disclosures of PHI and information related to such Disclosures as would be required for MSDH to respond to a request by an Individual for an accounting of Disclosures of PHI in accordance with 45 C.F.R. § 164.528. Business Associate agrees to retain such documentation for at least six (6) years after the date of Disclosure; the provisions of this Section shall survive termination of this Agreement for any reason.
        10. Where applicable, Business Associate agrees to retain and securely store all data and documents falling under this Agreement and the Underlying Agreement(s) in accordance with HIPAA, the HITECH Act, and their implementing regulations.
        11. Business Associate agrees to make any amendment(s) to PHI in a Designated Record Set that MSDH directs or agrees to pursuant to 45 C.F.R. § 164.526 at the request of MSDH or an Individual, and in the time and manner designated by MSDH.
        12. Business Associate agrees to provide to MSDH or an Individual, in a time and manner designated by MSDH, information collected in accordance with Section (III) of this Agreement, to permit MSDH to respond to a request by an Individual for an accounting of Disclosures of PHI in accordance with 45 C.F.R. § 164.528.
        13. Business Associate agrees that it shall only Use or Disclose the minimum PHI necessary to perform functions, activities, or services for, or on behalf of, MSDH as specified in the Underlying Agreement(s). Business Associate agrees to comply with any guidance issued by the Secretary on what constitutes “minimum necessary” for purposes of the Privacy Rule, and any minimum necessary policies and procedures communicated to Business Associate by MSDH.
        14. Routine transmission of PHI by fax is not recommended. If information must be faxed, Business Associate agrees PHI shall be limited to those recipients who have a need to gain access to the information. The information to be faxed shall be limited to the “minimum necessary” to accomplish the proposed function. A cover sheet must be utilized which includes a required confidential statement prohibiting unlawful redisclosure. In the event a fax is received by an unintended recipient, Business Associate should obtain the recipient’s contact information, attempt to identify the misdirected document, and then contact MSDH Privacy Officer. Generally, Business Associate should instruct the recipient of the misdirected fax to await further instructions from the Business Associate. Recipients should not be told to throw away a misdirected fax. MSDH may instruct the recipient to return or destroy the document, depending on the facts.
        15. Business Associate agrees that to the extent that Business Associate carries out MSDH’s obligations under the Privacy Rule, Business Associate will comply with the requirements of the Privacy Rule that apply to MSDH in the performance of such obligation.
        16. Business Associate agrees to make internal practices, books, and records, including policies and procedures and PHI, relating to the Use and Disclosure of PHI received from, or created or received by Business Associate on behalf of, MSDH available to the Secretary for purposes of determining MSDH's compliance with the Privacy Rule.
        17. Business Associate agrees that nothing in this Agreement shall permit Business Associate to access, store, share, maintain, transmit or Use or Disclose PHI in any form via any medium with any third party, including Business Associate’s subcontractors, beyond the boundaries and jurisdiction of the United States without express written authorization from MSDH.
        18. Business Associate agrees that all MSDH data will be encrypted using industry standard algorithms, preferably AES256 or Triple DES and/or SSL/TLS 1.2+.
        19. Business Associate agrees to comply with the State of Mississippi ITS Enterprise Security Policy, which will be provided by MSDH upon request.
        20. Business Associate agrees to make an executive summary of its most recent information security audit available to MSDH upon request by MSDH.
        21. The provisions of the HITECH Act that apply to Business Associate and are required to be incorporated by reference in a business associate agreement are hereby incorporated into this Agreement, including, without limitation, 42 U.S.C. §§ 17935(b), (c), (d) and(e), and 17936(a) and (b), and their implementing regulations.
        22. 42 U.S.C. §§ 17931(b) and 17934(c), and their implementing regulations, each apply to Business Associate with respect to its status as a business associate to the extent set forth in each such section.
        23. Business Associate shall be responsible for, and shall reimburse MSDH for costs and expenses associated with steps reasonably implemented by MSDH to mitigate any Breach or other non‐ permitted Use or Disclosure of PHI or medical, health or personal information protected by other federal or state law, including, without limitation, the following: data analysis to determine appropriate mitigation steps in the event of a Breach, including assistance from Business Associate in the investigation of the Breach and, as needed, access to Business Associate’s systems and records for purposes of Breach data analysis; preparation and mailing of notification(s) about the Breach to impacted Individuals, the media and regulators; costs associated with proper handling of inquiries from Individuals and other entities about the Breach (such as the establishment of toll‐free numbers, maintenance of call centers for intake, preparation of scripts, questions/answers, and other communicative information about the Breach); credit monitoring and account monitoring services for impacted Individuals for a reasonable period (which shall be no less than 12 months); other mitigation action steps required of MSDH by federal or state regulators; and other reasonable mitigation steps required by MSDH.
        24. Business Associate shall not, without written authorization from MSDH, perform marketing or fundraising on behalf of MSDH, or engage in the types of communications on behalf of MSDH that are excepted from the definition of “marketing” established at 45 C.F.R. §164.501. If MSDH requests and authorizes Business Associate to engage in these activities, Business Associate shall comply with the applicable provisions of the HITECH Act and the HIPAA Rules.
        25. Business Associate shall not directly or indirectly receive remuneration in exchange for an Individual's PHI unless it is pursuant to specific written authorization by the Individual or subject to an exception established in the HIPAA Rules.
        26. Without prior written approval from MSDH, Business Associate shall not publicly release any report, article, paper, graph, chart, or other product created, in whole or in part, using data provided or developed under this Agreement.
        27. Business Associate agrees to utilize reasonable measures (including training) to ensure compliance with the requirements of this Agreement by employees who assist in the performance of functions or activities under this Agreement and Use or Disclose MSDH data, and to discipline such employees who intentionally violate any provisions of this Agreement.
• Financial Stability or Solvency —

  Vendor must be financially stable or solvent.

• IV. Permitted Uses and Disclosures by Business Associate —
  1. 1. 1. General Use and Disclosure Provisions: Subject to the terms of this Agreement, Business Associate may Use or Disclose PHI to perform functions, activities, or services for, or on behalf of, MSDH as specified in the Underlying Agreement(s), provided that such Use or Disclosure would not Violate what is Required by Law or the Privacy Rule if done by MSDH, except for the specific Uses and Disclosures set forth below, for the purpose of performing the Underlying Agreement(s).
        2. Specific Use and Disclosure Provisions:
           1. Business Associate may Use PHI, if necessary, for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate under the Underlying Agreement(s) entered into between MSDH and Business Associate.
           2. Business Associate may Disclose PHI for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate, provided that Disclosures are Required by Law and the person to whom the PHI was Disclosed notifies the Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached.
           3. If Business Associate must Disclose PHI pursuant to law or legal process, Business Associate shall notify MSDH by phone and in writing without unreasonable delay and at least five (5) days in advance of any Disclosure so that MSDH may take appropriate steps to address the Disclosure, if needed.
           4. In the event that Business Associate works for more than one covered entity, Business Associate may Use and Disclose PHI for Data Aggregation purposes, however, only in order to analyze data for permitted health care operations, and only to the extent that such is permitted under the Privacy Rule.
           5. Business Associate may Use and Disclose de‐identified health information if (a) the Use is communicated to MSDH and (b) the de‐identified health information meets the implementation specifications for de‐identification under the Privacy Rule.
• Financial Stability or Solvency —

  Vendor must be financially stable or solvent, if required. Each vendor shall submit copies of the most recent years independently audited financial statements as well as financial statements for the preceding three years, if they exist.  The submission must include the audit opinion, the balance sheet, and statements of income, retained earnings, cash flows, and the notes to the financial statements.  If independently audited financial statements do not exist, Vendor must state the reason and, instead submit sufficient information to enable the Agency to access the financial stability or solvency of the vendor, such as financial statements, credit ratings, a line of credit, or other financial arrangements sufficient to enable the vendor to be capable of meeting the requirements of this IFB.

• Minor Informalities and Irregularities —

  MSDH has the right to waive minor defects or variations of a bid from the exact requirements of the specifications that do not affect the price, quality, quantity, delivery, or performance of the services being procured and if doing so does not create an unfair advantage for any Bidder. If insufficient information is submitted by a Bidder for MSDH to properly evaluate the offer, MSDH has the right to require such additional information as it may deem necessary after the submission deadline, provided that the information requested does not change the price, quality, quantity, delivery, or performance time of the services being procured and such a request does not create an unfair advantage for any Bidder. (Information requested may include, for example, a copy of business or professional licenses, or a work schedule.)

• Disposition of Bid —

  The bid submitted by the successful Bidder shall be incorporated into and become part of the resulting contract. All bids received by MSDH shall upon receipt become and remain the property of MSDH. MSDH shall have the right to use all nonproprietary concepts contained in any bid and this right shall not affect the solicitation or rejection of the bid.

• V. Obligations of MSDH —
  1. 1. 1. MSDH shall provide Business Associate with the Notice of Privacy Practices that MSDH produces in accordance with 45 C.F.R. § 164.520, as well as any changes to such Notice of Privacy Practices, upon request.
        2. MSDH shall notify Business Associate of any limitation(s) in its Notice of Privacy Practices to the extent that such limitation may affect Business Associate's Use or Disclosure of PHI.
        3. MSDH shall notify Business Associate of any changes in, or revocation of, permission by an Individual to Use or Disclose PHI, to the extent that such changes may affect Business Associate's Use or Disclosure of PHI.
        4. MSDH shall notify Business Associate of any restriction to the Use or Disclosure of PHI that MSDH has agreed to in accordance with 45 C.F.R. § 164.522, to the extent that such restriction may affect Business Associate’s Use or Disclosure of PHI.
        5. Permissible Requests by MSDH: MSDH shall not request Business Associate to Use or Disclose PHI in any manner that would not be permissible under the Privacy Rule if done by MSDH, except as provided for in Section (IV) of this Agreement.
• Ability to Perform —

  The vendor may be required before the award of any contract to show to the complete satisfaction of the agency that it has the necessary facilities, ability, and financial resources to provide the service specified therein in a satisfactory manner. The vendor may also be required to give a past history and references in order to satisfy the agency in regard to the vendor’s qualifications. The agency may make reasonable investigations deemed necessary and proper to determine the ability of the vendor to perform the work, and the vendor shall furnish to the agency all information for this purpose that may be requested. The agency reserves the right to reject any quote if the evidence submitted by, or investigation of, the vendor fails to satisfy the agency that the vendor is properly qualified to carry out the obligations of the contract and to complete the work described therein. Evaluation of the vendor’s qualifications shall include:

  1. 1. the ability, capacity, skill, and financial resources to perform the work or provide the service required;
     2. the ability of the bidder to perform the work or provide the service promptly or within the time specified, without delay or interference;
     3. the character, integrity, reputation, judgment, experience, and efficiency of the vendor; and,
     4. the quality of performance of previous contracts or services.
• Questions and Answers —

  Questions must be submitted electronically through the MSDH OpenGov Procurement portal through the "Question & Answer" tab of this project, (RFX3160008035) - Ryan White Part B Third Party Administrator (TPA) Implementation. Questions must be submitted before 5:00 pm, on Friday, May 8, 2026, to ensure a response by MSDH. Responses to questions will be posted to the project page on the MSDH OpenGov Procurement portal at https://procurement.opengov.com/portal/msdh. Questions received after the due date and time of questions may be considered for response, although there is no guarantee as to if or when a response will be provided. It is the Bidder’s sole responsibility to regularly monitor the website for amendments and/or announcements concerning this IFB.

• VI. Terms and Termination —
  1. 1. 1. Term. For any new Underlying Agreement(s) entered into between MSDH and Business Associate, the effective date of this Agreement is the effective date of the Underlying Agreement(s) entered into between MSDH and Business Associate. For any ongoing Underlying Agreement(s) entered into between MSDH and Business Associate, the effective date of this Agreement is the date first herein written. This Agreement shall terminate when all of the PHI provided by MSDH to Business Associate or created or received by Business Associate on behalf of MSDH, is destroyed or returned to MSDH, or, if it is infeasible to return or destroy PHI, protections are extended to such information in accordance with the termination provisions in this Section. Termination of this Agreement shall automatically terminate the Underlying Agreement(s).
        2. Termination for Cause. Upon MSDH's knowledge of a material Violation by Business Associate, MSDH shall, at its discretion, either:
           1. provide an opportunity for Business Associate to cure or end the Violation within a time specified by MSDH, after which MSDH may in its discretion terminate this Agreement and the Underlying Agreement(s) if Business Associate does not cure or end the Violation within the time specified by MSDH; or
           2. immediately terminate this Agreement and the associated Underlying Agreement(s) if Business Associate has broken a material term of this Agreement and cure is not possible.
        3. Effect of Termination.
           1. Upon termination of this Agreement and the Underlying Agreement(s) for any reason, Business Associate shall return or destroy all PHI received from or created or received by Business Associate on behalf of, MSDH in accordance with State and Federal retention guidelines. This provision shall also apply to PHI that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the PHI.
           2. In the event that Business Associate determines that returning or destroying the PHI is infeasible, Business Associate shall provide to MSDH notification of the conditions that make return or destruction infeasible. Upon notification in writing that return or destruction of PHI is infeasible, Business Associate shall extend the protections of this Agreement to such PHI and limit further Uses and Disclosures to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such PHI.
           3. Reproductive Health Care Disclosure Prohibited: Business Associate shall not disclose or respond to any request or demand for PHI that is actually or potentially related to reproductive health care where the request or demand is for the purpose of health oversight activities, law enforcement activities, judicial or administrative proceedings, or disclosures to coroners and medical examiners. Business Associate agrees that it will not use, disclose, transmit, or otherwise provide PHI for the purpose(s) of a) identifying an individual, conducting a criminal, civil or administrative investigation about an individual, or imposing criminal, civil or administrative liability upon an individual, for the mere act of seeking, obtaining, providing or facilitating lawful reproductive health care services.
           4. Business Associate will require that any request or demand for PHI under this section be accompanied by a signed and valid attestation ensuring that the PHI sought is not for a prohibited purpose. Any request or demand for such PHI must be forwarded to the Department for review, together with the signed attestation from the requesting party.
• Modification or Withdrawal of a Bid —

  Prior to the bid due date, a submitted bid may be withdrawn by submitting a written request for its withdrawal to MSDH, signed by the Bidder. If submitted electronically through the MSDH OpenGov Procurement portal, Bidder may "unsubmit" their bid until the due date and time for bids has passed.

  An Bidder may submit an amended bid before the due date for receipt of bids. Such amended bids shall be a complete replacement for a previously submitted bid and shall be clearly identified as such. MSDH shall not merge, collate, or assemble bid materials.

  Unless requested by MSDH, no other amendments, revisions, or alterations to bids shall be accepted after the bid due date.

  Any submitted bid shall remain a valid bid for one hundred eighty (180) calendar days from the bid due date.

• Acknowledgment of Amendments —

  Should an amendment to the IFB be issued, it will be posted on the Procurement Portal and the MSDH OpenGov Procurement Portal in a manner that all bidders will be able to view. Bidders shall acknowledge receipt of any amendment to the IFB by electronically signing the amendment in the MSDH OpenGov Procurement Portal, or by email.

  Should any bidder fail to submit all necessary acknowledgement(s) with its bid, the Agency shall have the sole discretion as to whether to request a bidder to submit the required acknowledgement(s) after the bid submission deadline but prior to issuance of the Notice of Intent to Award. The Agency shall exercise that discretion in a manner that is fair to all bidders. Any bidder who does not provide the Agency acknowledgement(s) of every amendment issued may be deemed non-responsive and not eligible for award. Bidders are responsible for monitoring both websites for any updates or amendments to the IFB. Each Bidder shall submit a written acknowledgment of every amendment to the MSDH on or before the submission deadline.

• Insurance —

  The Vendor shall ensure that the professional staff and other decision-making staff shall be required to carry professional liability insurance in an amount commensurate with the professional responsibilities and liabilities under the terms of this Solicitation.

  The Vendor shall obtain, pay for and keep in force during the Contract period general liability insurance against bodily injury or death in an amount commensurate with the responsibilities and liabilities under the terms of this Solicitation.

• Rejection of Bids —

  A bid response that includes terms and conditions that do not conform to the terms and conditions specified within this IFB document is subject to rejection as non-responsive. Further, submission of a bid that is not complete and/or unsigned is subject to rejection as non-responsive. MSDH staff reserves the right to permit the Bidder to withdraw nonconforming terms and conditions from its bid response prior to a determination by MSDH staff of non-responsiveness based on the submission of nonconforming terms and conditions. Any bid which is conditioned upon receiving award of both the particular contract being solicited and another Mississippi contract shall be deemed non-responsive and will be rejected.

• VII. Miscellaneous —
  1. 1. 1. Statutory and Regulatory References. A reference in this Agreement to a section in HIPAA, its implementing regulations, or other applicable law means the section as in effect or as amended, and for which compliance is required.
        2. Amendments/Changes in Law.
           1. General. Modifications or amendments to this Agreement may be made upon mutual agreement of the Parties, in writing signed by the Parties hereto and approved as required by law. No oral statement of any person shall modify or otherwise affect the terms, conditions, or specifications stated in this Agreement. Such modifications or amendments signed by the Parties shall be attached to and become part of this Agreement.
           2. Amendments as a Result of Changes in the Law. The Parties agree to take such action as is necessary to amend this Agreement as is necessary to effectively comply with any subsequent changes or clarifications of statutes, regulations, or rules related to this Agreement. The Parties further agree to take such action as is necessary to comply with the requirements of HIPAA, its implementing regulations, and other applicable law relating to the security and privacy of PHI.
           3. Procedure for Implementing Amendments as a Result of Changes in Law. In the event that there are subsequent changes or clarifications of statutes, regulations or rules relating to this Agreement, or the Parties’ compliance with the laws referenced in Section (VII)(b) of this Agreement necessitates an amendment, the requesting party shall notify the other party of any actions it reasonably deems are necessary to comply with such changes or to ensure compliance, and the Parties promptly shall take such actions. In the event that there shall be a change in the federal or state laws, rules or regulations, or any interpretation of any such law, rule, regulation, or general instructions which may render any of the material terms of this Agreement unlawful or unenforceable, or materially affects the financial arrangement contained in this Agreement, the Parties may, by providing advanced written notice, propose an amendment to this Agreement addressing such issues.
        3. Survival. The respective rights and obligations of Business Associate provided for in Sections (III)(j) and (VI)(c) of this Agreement shall survive the termination of this Agreement.
        4. Interpretation. Any ambiguity in this Agreement shall be resolved to permit MSDH to comply with HIPAA, its implementing regulations, and other applicable law relating to the security and privacy of PHI.
        5. Indemnification. To the fullest extent allowed by law, Business Associate shall indemnify, defend, save and hold harmless, protect, and exonerate MSDH, its employees, agents, and representatives, and the State of Mississippi from and against all claims, demands, liabilities, suits, actions, damages, losses, and costs of every kind and nature whatsoever including, without limitation, court costs, investigative fees and expenses, and attorney’s fees, arising out of or caused by Business Associate and/or its partners, principals, agents, and employees in the performance of or failure to perform this Agreement. In MSDH’s sole discretion, Business Associate may be allowed to control the defense of any such claim, suit, etc. In the event Business Associate defends said claim, suit, etc., Business Associate shall utilize legal counsel acceptable to MSDH. Business Associate shall be solely responsible for all costs and/or expenses associated with such defense, and MSDH shall be entitled to participate in said defense. Business Associate shall not settle any claim, suit, etc. without MSDH’s concurrence, which MSDH shall not unreasonably withhold.
           
           MSDH’s liability, as an entity of the State of Mississippi, is determined and controlled in accordance with Mississippi Code Annotated § 11‐46‐1 et seq., including all defenses and exceptions contained therein. Nothing in this Agreement shall have the effect of changing or altering the liability or of eliminating any defense available to the State under statute.
        6. Disclaimer. MSDH makes no warranty or representation that compliance by Business Associate with this Agreement, HIPAA, its implementing regulations, or other applicable law will be adequate or satisfactory for Business Associate’s own purposes or that any information in Business Associate’s possession or control, or transmitted or received by Business Associate, is or will be secure from unauthorized Use or Disclosure. Business Associate is solely responsible for all decisions made by Business Associate regarding the safeguarding of PHI.
        7. Notices. Any notice from one party to the other under this Agreement shall be in writing and may be either personally delivered, emailed, or sent by registered or certified mail in the United States Postal Service, Return Receipt Requested, postage prepaid, addressed to each party at the addresses which follow or to such other addresses provided for in this Agreement or as the Parties may hereinafter designate in writing:
           
           MSDH: (Covered Entity)
           
           Privacy Officer
           Mississippi State Department of Health
           570 East Woodrow Wilson
           Suite O-150
           P.O. Box 1700
           Jackson, MS 39215
           601-576-7874
           
           IT Security Officer
           Mississippi State Department of Health
           570 East Woodrow Wilson
           Suite O-450
           P.O. Box 1700
           Jackson, MS 39215
           601-576-7821
           
           Business Associate:
           
           Name of Business: _____________
           Attn: ________________________
           Title: ________________________
           Address: _____________________
           Phone: ______________________
           Email: _______________________
           
           Any such notice shall be deemed to have been given as of the date transmitted.
        8. Severability. It is understood and agreed by the Parties hereto that if any part, term, or provision of this Agreement is by the courts or other judicial body held to be illegal or in conflict with any law of the State of Mississippi or any federal law, the validity of the remaining portions or provisions shall not be affected and the obligations of the parties shall be construed in full force as if this Agreement did not contain that particular part, term, or provision held to be invalid.
        9. Applicable Law. This Agreement shall be construed broadly to implement and comply with the requirements relating to HIPAA and its implementing regulations. All other aspects of this Agreement shall be governed by and construed in accordance with the laws of the State of Mississippi, excluding its conflicts of laws provisions, and any litigation with respect thereto shall be brought in the courts of the State. Business Associate shall comply with applicable federal, state, and local laws, regulations, policies, and procedures as now existing and as may be amended or modified. Where provisions of this Agreement differ from those mandated by such laws and regulations, but are nonetheless permitted by such laws and regulations, the provisions of this Agreement shall control.
        10. Non‐Assignment and Subcontracting. Business Associate shall not assign, subcontract, or otherwise transfer this Agreement, in whole or in part, without the prior written consent of MSDH. Any attempted assignment or transfer of its obligations without such consent shall be null and void. No such approval by MSDH of any subcontract shall be deemed in any way to provide for the incurrence of any obligation of MSDH in addition to the total compensation agreed upon in this Agreement. Subcontracts shall be subject to the terms and conditions of this Agreement and to any conditions of approval that MSDH may deem necessary. Subject to the foregoing, this Agreement shall be binding upon the respective successors and assigns of the parties. MSDH may assign its rights and obligations under this Agreement to any successor or affiliated entity.
        11. Entire Agreement. This Agreement contains the entire agreement between the Parties and supersedes all prior discussions, instructions, directions, understandings, negotiations, agreements, and services for like services.
        12. No Third Party Beneficiaries. Nothing express or implied in this Agreement is intended to confer, nor shall anything herein confer, upon any person other than the Parties and their respective successors, heirs, or permitted assigns, any rights, remedies, obligations, or liabilities whatsoever.
        13. Assistance in Litigation or Administrative Proceedings. Business Associate shall make itself and any workforce members, contractors, subcontractors, representatives, agents, affiliates, or subsidiaries assisting Business Associate in the fulfillment of its obligations under this Agreement, available to MSDH, at no cost to MSDH, to testify as witnesses, or otherwise, in the event of litigation or administrative proceedings being commenced against MSDH, its directors, officers, or any other workforce member based upon claimed Violation of HIPAA, its implementing regulations, or other applicable law, except where Business Associate or its workforce members, contractors, subcontractors, representatives, agents, affiliates, or subsidiaries are a named adverse party.

   

  [Signature Page Follows]

   

  Business Associate:

  __________________________________________

  By:

  _____________________________________

  By:

  _____________________________________

  (Authorized Signature)

  (Authorized Signature)

  Print Name:

  _______________________________

  Print Name:

  ______________________________

  Title:

  ____________________________________

  Title:

  ____________________________________

  Address:

  _________________________________

  Address:

  _________________________________

  Phone Number:

  ___________________________

  Phone Number:

  ____________________________

  Date:

  ___________________________________

  Date:

  ____________________________________

  Mississippi State Department of Health

  By:

  _____________________________________

  (Authorized Signature)

  Print Name:

  _______________________________

  Title:

  ___________________________________

  Address:

  _________________________________

  Phone Number:

  ___________________________

  Date:

  ___________________________________

• Expenses Incurred in the Procurement Process —

  All parties participating in the procurement process in regard to this IFB shall bear their own costs of participation, pursuant to Section 1.4.4 of the OPSCR Rules and Regulations. All costs incurred by the Bidder in preparing and delivering its bid, making presentations, and any subsequent time and travel to meet with MSDH regarding its bid shall be borne exclusively at the Bidder’s expense.

• Corrections and Clarifications —

  MSDH reserves the right to request clarifications or corrections to bids. Any bid received which does not meet any of the requirements of this IFB, including clarification or correction requests, may be considered non-responsive and eliminated from further consideration.

• Cancellation of Solicitation or Rejection of Individual Bids —

  At MSDH’s sole discretion, an IFB may be canceled or any or all responses to the solicitation may be rejected, in whole or in part, when MSDH determines that it is in the Agency’s best interest to do so. 

• Registration with Mississippi Secretary of State —

  By submitting a bid, the Bidder certifies that it is registered to do business in the State of Mississippi as prescribed by Mississippi law and the Mississippi Secretary of State or, if not already registered, that it will do so within five (5) business days of being offered an award. Sole proprietors are not required to register with the Secretary of State.

• Bid Evaluation —

  All bids received in response to this IFB by the stated deadline will receive a comprehensive, fair, and impartial evaluation based on the requirements outlined in this IFB. No criteria other than those outlined in this IFB will be used in an evaluation. Only Bidders who are found responsive and responsible will have their bids considered. The Contract shall be awarded to the Bidder who is responsible and responsive and submitted the lowest cost bid.

  All bids will be evaluated based on: (1) whether each bidder was responsive and provided all required information in the format required by the IFB; (2) whether each bidder is responsible and objectively meets the minimum qualifications or other criteria listed in the IFB; and (3) which of the responsive and responsible bidders submitted the lowest overall price.

  Responsive Bidder
  Bidder must submit its bid, including all required attachments and other documents, in a manner that conforms in all material aspects to this IFB as determined by MSDH.

• Debarment —

  By submitting a bid, the Bidder certifies that it is not currently debarred from submitting bids for contracts issued by any political subdivision or agency of the State of Mississippi or Federal government and that it is not an agent of a person or entity that is currently debarred from submitting bids for contracts issued by any political subdivision or agency of the State of Mississippi.

• Basis for Award —

  The agency intends to award one contract to provide the services described in this IFB to the lowest responsible and responsive bidder.

• Notice of Intent to Award —

  The Notice of Intent to Award for this procurement will be made available to the public through posting on the MSDH OpenGov Procurement Portal. All participating Bidders will be notified of MSDH's intent to award a contract and identify the selected Bidder.

  The successful vendor is instructed not to begin work, purchase materials, or enter into subcontracts relating to the project or services until execution of the contract.

• Right to Consider Historical Information —

  MSDH reserves the right to consider historical information regarding the Bidder, whether gained from the Bidder’s bid, conferences with the Bidder, references, or any other source during the evaluation process. This may include, but is not limited to, information from any state or federal regulatory entity.

• State Approval —

  It is understood that this contract may require approval by the PPRB. If required and if this contract is not approved by PPRB and/or OPSCR, it is void and no payment shall be made hereunder.

• Request for Reconsideration of the Intent to Award —

  An Bidder who responded to an IFB has an opportunity to request that MSDH reconsider its intent to award the contract to specific Bidder(s). Any such request shall be filed with MSDH within three (3) business days following issuance of the Notice of Intent to Award in compliance with Sections 5.6.1, 5.6.1.1, 5.6.1.2 of the OPSCR Rules and Regulations. It shall be the sole responsibility of the requesting Bidder to ensure the request is timely received by all required parties. Failure to timely request reconsideration in compliance with this Section results in waiver of any claim a Bidder may have as to MSDH’s decision to award the contract.

  The request shall contain the requesting vendor’s name, a single contact person, all contact information for the contact person, the RFx number of the solicitation, the date the IFB was issued, and the date the Notice of Intent to Award was issued. The request shall identify which of the OPSCR Rules and Regulations and/or the terms of the IFB the requesting Bidder believes were violated by MSDH during the evaluation process, explain the factual basis for the alleged violation(s), and specify how the alleged violation(s) affected the outcome of the procurement. The request shall not be based on anything other than the MSDH Procurement File, the OPSCR Rules and Regulations, and the terms of the IFB. The request shall not be supplemented.

  MSDH shall consider the alleged violation and review the Procurement File to determine if such alleged allegation is supported. MSDH shall issue a written determination regarding the alleged violation. This decision shall become part of the Procurement File.

• Property Rights —

  Property rights do not inure to any Bidder until such time as services have been provided under a legally executed contract. No party responding to this IFB has a legitimate claim of entitlement to be awarded a contract or to the provision of work thereunder. MSDH is under no obligation to award a contract and may terminate a legally executed contract at any time.

• Notice of Contract Award —

  Following issuance of the Notice of Intent to Award, successful negotiation of the contract, and approval of the contract by the PPRB and any other required entities, MSDH will make a Notice of Contract Award available to the public.

• Contract Rights —

  Contract rights do not vest in any party until a contract is legally executed. MSDH is under no obligation to award a contract following issuance of this IFB.

• Bids as Public Record —

  If a redacted copy is not submitted, MSDH shall consider the entire Bid to be public record. The redacted copy should identify which section or information has been redacted and the Bidder should provide the specific statutory authority for the exemption. Per Mississippi Code Annotated §25-61-9(7), the type of service to be provided, the price to be paid and the term of the contract cannot be deemed confidential.
  The redacted copy shall be considered public record and immediately released, without notification of the Bidder, pursuant to any request under the Mississippi Public Records Act, Miss. Code Ann. §§25-61-1 et seq. and Miss. Code Ann. §79-23-1. Redacted copies shall also be used/released for any reason deemed necessary by MSDH, including, but not limited to, submission to the PPRB, posting to the Transparency Mississippi website, etc.

  All documentation submitted in response to this IFB and any subsequent requests for information pertaining to this IFB shall become the property of MSDH and will not be returned to the Bidder.

  All information requested is considered important. Failure to provide all requested information and in the required format may result in disqualification of the Bid. MSDH has no obligation to locate or acknowledge any information in the bid that is not presented under the appropriate outline and in the proper location according to the instructions herein.

• Certification of Independent Price Determination —

  By submitting a bid, the Bidder certifies that the prices submitted in response to the solicitation have been arrived at independently and without any consultation, communication, or agreement with any other Bidder or competitor for the purpose of restricting competition.

• Applicable Law —

  The contract shall be governed by and construed in accordance with the laws of the State of Mississippi, excluding its conflicts of laws provisions, and any litigation with respect thereto shall be brought in the courts of Mississippi.

• Approval —

  It is understood that if this contract requires approval by the Public Procurement Review Board (“PPRB”) and/or the Department of Finance and Administration Office of Personal Service Contract Review (“OPSCR”), and this contract is not approved by PPRB and/or OPSCR, it is void and no payment shall be made hereunder.

• Availability of Funds —

  It is expressly understood and agreed that the obligation of MSDH to proceed under this agreement is conditioned upon the appropriation of funds by the Mississippi State Legislature and the receipt of the appropriated funds. If the funds anticipated for the continuing time fulfillment of the agreement are, at any time, not forthcoming or insufficient, regardless of the source of funding, MSDH shall have the right upon ten (10) business days written notice to Contractor, to terminate this agreement without damage, penalty, cost or expense to the MSDH of any kind whatsoever. The effective date of termination shall be as specified in the notice of termination.

• Compliance with Equal Opportunity in Employment Policy —

  Contractor understands that the MSDH is an equal opportunity employer and therefore, maintains a policy which prohibits unlawful discrimination based on race, color, creed, sex, age, national origin, physical handicap, disability, genetic information, or any other consideration made unlawful by federal, state, or local laws. All such discrimination is unlawful, and Contractor agrees during the term of the agreement that Contractor will strictly adhere to this policy in its employment practices and provision of services.

• Compliance with Laws —

  Contractor shall comply with, and all activities under this agreement shall be subject to, all applicable federal, state, and local laws and regulations, as now existing and as may be amended or modified.

• E-Payment —

  Contractor agrees to accept all payments in United States currency via the State of Mississippi’s electronic payment and remittance vehicle. The Agency agrees to make payment in accordance with Mississippi “Timely Payments for Purchases by Public Bodies” laws, which generally provide for payment of undisputed amounts by the Agency within forty-five (45) calendar days of receipt of invoice. Mississippi Code Annotated § 31-7-301, et seq.

• E-Verification —

  If applicable, Contractor represents and warrants that it will ensure its compliance with the Mississippi Employment Protection Act and will register and participate in the status verification system for all newly hired employees. Mississippi Code Annotated §§ 71-11-1 and 71-11-3. Contractor agrees to provide a copy of each verification upon request of the MSDH subject to approval by any agencies of the United States Government. Contractor further represents and warrants that any person assigned to perform services hereafter meets the employment eligibility requirements of all immigration laws. The breach of this clause may subject Contractor to the following: (1) termination of this contract and exclusion pursuant to Chapter 15 of the Public Procurement Review Board Office of Personal Service Contract Review Rules and Regulations; (2) the loss of any license, permit, certification or other document granted to Contractor by an agency, department, or governmental entity for the right to do business in Mississippi; or (3) both. In the event of such termination, Contractor would also be liable for any additional costs incurred by the Agency due to Contract cancellation or loss of license or permit to do business in the state.

• Offeror's Representation Regarding Contingent Fees —

  By executing the contract, the Contractor represents that it has not retained any person or agency on a percentage, commission, or other contingent arrangement to secure this contract. If the contractor cannot make such a representation, a full and complete explanation shall be submitted in writing to the Agency prior to contract execution.

• Procurement Regulations —

  This contract shall be governed by the applicable provisions of the Public Procurement Review Board Office of Personal Service Contract Review Rules and Regulations, a copy of which is available on the Mississippi Department of Finance and Administration’s website (www.dfa.ms.gov). Any bidder or offeror responding to a solicitation for personal and professional services and any contractor doing business with a state Agency is deemed to be on notice of all requirements therein.

• Representation Regarding Gratuties —

  Contractor represents that it has not, is not, and will not offer, give, or agree to give any employee or former employee of MSDH a gratuity or offer of employment in connection with any approval, disapproval, recommendation, development, or any other action or decision related to the solicitation and resulting contract. Contractor further represents that no employee or former employee of MSDH has or is soliciting, demanding, accepting, or agreeing to accept a gratuity or offer of employment for the reasons previously stated; any such action by an employee or former employee in the future, if any, will be rejected by contractor. Contractor further represents that it is in compliance with the Mississippi Ethics in Government laws, codified at Mississippi Code Annotated §§ 25-4-101 through 25-4-121, and has not solicited any employee or former employee to act in violation of said law.

• Required Public Records and Transparency —

  Upon execution of a contract, the provisions of the contract which contain the personal or professional services provided, the unit prices, the overall price to be paid, and the term of the contract shall not be deemed to be a trade secret or confidential commercial or financial information pursuant to Mississippi Code Annotated § 25- 61-9(7). The contract shall be posted publicly on www.transparency.ms.gov and shall be available for at the Agency for examination, inspection, or reproduction by the public. The Contractor acknowledges and agrees that the MSDH and this contract are subject to the Mississippi Public Records Act of 1983 codified at Mississippi Code Annotated §§ 25-61-1, et seq. and its exceptions, Mississippi Code Annotated § 79-23-1, and the Mississippi Accountability and Transparency Act of 2008, codified at Mississippi Code Annotated §§ 27-104-151, et seq.

• Stop Work Order —

  The MSDH may, by written order to Contractor at any time, require Contractor to stop all or any part of the work called for by this contract. This order shall be for a period of time specified by the MSDH. Upon receipt of such an order, Contractor shall forthwith comply with its terms and take all reasonable steps to minimize any further cost to the MSDH. Upon expiration of the stop work order, Contractor shall resume providing the services which were subject to the stop work order, unless the MSDH has terminated that part of the agreement or terminated the agreement in its entirety. The MSDH is not liable for payment for services which were not rendered due to the stop work order.

• Termination —

  Termination for Convenience. The MSDH may, when the interests of the Agency so require, terminate this contract in whole or in part, for the convenience of the Agency. The MSDH shall give written notice of the termination to Contractor specifying the part of the contract terminated and when termination becomes effective. Contractor shall incur no further obligations in connection with the terminated work and on the date set in the notice of termination Contractor will stop work to the extent specified. Contractor shall complete the work not terminated by the notice of termination and may incur obligations as are necessary to do so.

  Termination for Default. If the MSDH gives the Contractor a notice that the personal or professional services are being provided in a manner that is deficient, the Contractor shall have thirty (30) days to cure the deficiency. If the Contractor fails to cure the deficiency, the MSDH may terminate the contract for default and the Contractor will be liable for the additional cost to the MSDH to procure the personal and professional services from another source. Termination under this paragraph could result in Contractor being excluded from future contract awards pursuant to Chapter 15 of the Public Procurement Review Board Office of Personal Service Contract Review Rules and Regulations. Any termination wrongly labelled termination for default shall be deemed a termination for convenience.

Submission Requirements

• Bidder Representative - Name (required)
• Bidder Representative - Title (required)
• Bidder Representative - Complete Mailing Address (required)
• Bidder Representative - Telephone Number (required)
• Bidder Representative - Email Address (required)
• MAGIC Vendor ID Number (required) —

  Enter your MAGIC Vendor Number here. This is a ten (10) digit number that begins with 310. This information must be submitted accurately.

  Please see below for additional guidance:

  • If you ARE registered with the MAGIC eProcurement system and do not know your MAGIC Vendor number, you may contact the MAGIC helpdesk by calling (601) 359-1343 or by emailing mash@dfa.gov for assistance. Webpage Call Center.                  (Do NOT create a new vendor number)
  • If you are NOT registered, please visit the registration page here: MAGIC eProcurement system. If you require assistance, you may access the Call Center page for both a phone number and email as well as business hours for assistance.
• Paymode (required) —

  Is Offeror currently registered with PayMode?

• Authorized Business in Mississippi (required) —

  Is Offeror in compliance with Mississippi Code Annotated § 79-4-15.01 regarding authorization to transact business in Mississippi?

• References (required) —

  Please submit a minimum of three (3) references.

  For each reference, please provide the following:

  • Client Name
  • Contact Name and Title
  • Contact Address
  • Contact Telephone Number
  • Email Address
  • Type of work provided
  • Contract effective dates for performance of work
• Release of the Bid as Public Record (required) —

  Bidders shall acknowledge which of the following statements is applicable regarding release of its bid document as a public record. A bidder may be deemed non-responsive if the bidder does not acknowledge either statement, acknowledges both statements, or fails to comply with the requirements of the statement acknowledged.

  Choose one:

• Confirmation of Non-Collusion (required) —

  Offeror hereby certifies that the fees submitted in response to this IFB have been arrived at independently and without, for the purpose of restricting competition, any consultation, communication, or agreement with any other Offeror or competitor relating to those fees, the intention to submit a bid, or the methods or factors used to calculate the fees proposed. In submitting a bid, we certifies that the price submitted was independently arrived at without collusion.

• Contingent Arrangements (required) —

  Offeror hereby certifies that they _____ retained any person or agency on a percentage, commission, or other contingent arrangement to secure this contract.

• Audited Financial Statements (required) —

  Please submit Independently Audited Financial Statements as part of your submittal to this IFB.

• Additional Information —

  For any additional information requested or required by any of your previously provided answers or as stated within this IFB please upload the additional documentation here.

  This includes but is not limited to a redacted copy (if applicable) of the Offeror's submittal in which all information deemed to be confidential commercial and financial and/or trade secrets is redacted in black.

• IFB Confirmation (required) —

  Offeror confirms and acknowledges that they have read this IFB in its entirety and fully understands all requirements. Submitting party further confirms that they are authorized on behalf of the vendor to submit such a bid.

• Basis for Award (required) —

  What do you intend to be the basis for determining your low bidder for this IFB?

• Minimum Qualifications? —

  Are there minimum requirements or prerequisites for vendors submitting a quote for this IFB?

  If so, which of the following apply?

  If there are no prerequisites or minimum requirements for this IFB then you may skip this question.

• Number of Years (required) —

  What is the minimum number of years of experience required by the vendor?

  Your answer should be structured as if filling in the highlighted area below:

  Contractor must have been in business and provided services similar in requirements and scale to those described in this IFB for a minimum of ____ years.

• Independently Audited Financial Statements? (required) —

  Will the vendor be required to submit Independently Audited Financial Statements as part of their submittal to this IFB?

• Period of Performance - Start (required) —

  What is the estimated calendar date on which the period of performance for services obtained through this IFB shall begin?

  EXAMPLE:
  July 1, 2025

• Period of Performance - End (required) —

  What is the estimated calendar date on which the period of performance for services obtained through this IFB shall end?

  EXAMPLE:
  July 1, 2025

• Registration with Secretary of State (required) —

  How many business days after the offer will the successful Bidder have to register with the Mississippi Secretary of State if they are not already registered?

  Be sure to state in both written and numeric value.

  NOTE: Sole proprietors are not required to register with the Secretary of State.

• Duration of Valid Bid (required) —

  For how many calendar days will a bid remain valid after the bid due date?

  Be sure to state in both written and numeric value.

  NOTE: You are filling in the highlighted section below:

  Any submitted bid shall remain a valid bid for ______ calendar days from the bid due date.

• References Required? (required) —

  Select if you want to require references to minimum qualifications.

  (This will add minimum of 5 business days before a vendor may be selected)

• Number of References Required (required) —

  What is the minimum number of references that Offerors are required to submit?

  Please specify using the following format:

  three (3)

• Federal Grant? (required) —

  Is there any federal grant money being used with this procurement?

• Business Associate Agreement? (required) —

  Will the business associate agreement be used?

• Funding Information
• Cost Center (required) —

  Please specify the cost center information. Be sure to include the % of each cost center. If there are multiple cost centers, please separate each with a comma and be sure they add up to 100% or your posting will not be approved.

  EXAMPLE 1
  1301010707  100%

• Functional Area (required) —

  Please specify the functional area information. Be sure to include the % of each functional area. If there are multiple functional areas, please separate each with a comma and be sure they add up to 100% or your posting will not be approved.

  EXAMPLE 1
  13010101000000DV  100%

• Internal Order (required) —

  Please specify the internal order information. Be sure to include the % of each internal order. If there are multiple internal orders, please separate each with a comma and be sure they add up to 100% or your posting will not be approved.

  EXAMPLE 1
  30000035771  100%