1

UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF COLUMBIA

)

UNITED STATES OF AMERICA ex 

rel. TIEN H. TRAN, 

)

)

)

Plaintiff, )

)

v. ) Civil Action No. 11-cv-0852 (KBJ)

)

COMPUTER SCIENCES 

CORPORATION, et al.

)

)

)

Defendants. )

)

MEMORANDUM OPINION

Relator Tien H. Tran (“Relator” or “Tran”) brings this action under the False 

Claims Act (“FCA”), 31 U.S.C. §§ 3729-33 (2013), seeking to challenge the contracting 

practices of Defendant Computer Sciences Corporation (“CSC”) with respect to a 

particular government contract. Under the contract at issue, CSC agreed to serve as a 

prime contractor with respect to certain information technology (“IT”) work to be 

performed for the United States Citizenship and Immigration Service (“USCIS”), and 

CSC also promised to make a good faith effort to subcontract a certain percentage of 

the IT work to be performed under the contract to qualified small businesses. The 

complaint alleges that, rather than comply with its obligations under the contract, CSC 

set up a scheme in which it would subcontract work to qualified small businesses, such 

as Defendant Sagent Partners, LLC (“Sagent”), and as a condition of the subcontract, 

those small businesses would agree to further subcontract the work to large businesses 

that CSC trusted, such as Defendant Modis, Inc. (“Modis”), in exchange for a small fee. 

(First Amended Complaint (“Compl.”), ECF No. 4, ¶¶ 3-4.) According to the 
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complaint, this “pass-through” scheme violated several provisions of the FCA insofar as 

it permitted CSC to report to the government that the company had met its small 

business subcontracting goals when, in reality, large businesses were performing the 

substantive work under the contract. (Id. ¶¶ 4-6.)

Before this Court at present are three motions to dismiss, one filed by each of the 

three Defendants. Although each Defendant offers a different rationale for dismissing 

the particular charges that pertain to it, all argue that Relator has failed to state a claim 

upon which relief can be granted for the purpose of Federal Rule of Civil Procedure

12(b)(6) and that Relator has failed to plead fraud with the requisite particularity as 

Federal Rule of Civil Procedure 9(b) requires. Because this Court concludes that some 

of the claims that Relator has made against Defendants CSC and Modis are viable and 

properly pled when the complaint is liberally construed, but that none of Relator’s 

claims against Defendant Sagent are sufficiently alleged, the Court will DENY IN 

PART and GRANT IN PART CSC and Modis’s motions to dismiss, and will GRANT 

Sagent’s motion to dismiss in full, as explained further below. What remains of this 

case are Relator’s contentions that (1) CSC has presented false claims for payment to 

the government in connection with the government contract at issue and made material 

false statements in support of those claims; (2) CSC fraudulently induced the 

government into awarding it that contract; (3) Modis caused CSC to present the false 

claims and to make the material false statements; and (4) CSC and Modis conspired to 

commit these violations of the FCA. A separate order consistent with this opinion will 

follow.
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I. BACKGROUND

A. Initial Relationship Between the Parties 

The Department of Homeland Security (“DHS”) maintains a program through 

which the agency identifies “prime contractors” that are qualified to perform specific 

contracts for IT services that DHS and any of its constituent agencies—including 

USCIS—require. (Compl. ¶ 21 (describing DHS’s Enterprise Acquisition Gateway for 

Leading Edge Solutions (“EAGLE”) program).) Defendant CSC is an approved EAGLE 

prime contractor. (Id. at 19.) Each contract awarded under the EAGLE program is 

broken down into a series of “task orders” of limited duration, and at the end of the 

prescribed period for each task order, DHS awards a new task order through a 

competitive bidding process amongst EAGLE-approved prime contractors. (Id. ¶ 19.)

CSC has been the recipient of task orders on a particular USCIS contract (the 

“Prime Contract”) since the early 2000s. (Id.) Under the Prime Contract, CSC is 

required to provide IT personnel to USCIS to work on a variety of technology 

initiatives. (Id. ¶ 52.) In order to provide the necessary personnel to USCIS for each 

task order awarded under the Prime Contract, CSC entered into subcontracting 

relationships with various other companies in the business of providing IT personnel. 

(Id. ¶ 56.) Defendant Modis was one of these companies. (Id. ¶¶ 13, 56.) According 

to the complaint, Modis is a large business (id. ¶ 13) that is the subcontractor CSC most 

heavily relied upon to provide personnel to CSC, which in turn placed those persons 

with USCIS in order to fulfill its obligations under the Prime Contract. (Id. ¶ 57.) 

Significantly, Modis also relied on subcontracting to provide the personnel that 

CSC required from it for the Prime Contract. Infotran, a small business owned by 
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Relator Tran, was one of the companies with which Modis had a subcontracting 

agreement. (Id. ¶ 74.) Modis and Infotran entered into this agreement in April of 2006. 

(Id.) According to the complaint, the subcontracting agreement between Modis and 

Infotran contained a non-compete clause that stated that Infotran could not enter into 

any direct contractual relationship with CSC while it maintained its subcontracting 

agreement with Modis (and for one year thereafter). (Id.)

Thus, initially, CSC operated as the prime contractor placing personnel with 

USCIS under the Prime Contract, Modis was a direct subcontractor of CSC, and 

Infotran was a second-tier subcontractor who had a contractual relationship only with 

Modis, but provided personnel to Modis whom Modis then designated to perform work 

for CSC under the Prime Contract. 1

B. The September 2008 Task Order And CSC’s Small Business 

Subcontracting Plan 

As noted above, the Prime Contract was awarded periodically in the form of task 

orders that were subject to competitive bids that EAGLE-approved prime contractors

submitted. In May of 2008, CSC bid on a task order under the Prime Contract that is 

hereinafter referred to as the “September 2008 Task Order.” (Id. ¶¶ 3, 58.) As a part of 

its bid, CSC included a “Small Business Subcontracting Plan” in which it represented 

that, if it was awarded the task order, a minimum of 40% of the money that it paid out 

to subcontractors for personnel supplied to perform work under the task order would go 

to qualified “small business concerns.” (Id. ¶ 59.)

2 According to the complaint, if CSC 

 1 The complaint does not contain any allegations regarding Defendant Sagent’s relationship with CSC, 

Modis, or Infotran prior to the events described infra.

2 The Small Business Act defines a “small business concern” as “one which is independently owned and 

operated and which is not dominant in its field of operation[.]” 15 U.S.C. § 632(a)(1). Furthermore, 
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had not included the Small Business Subcontracting Plan in its bid, then it would not 

have been eligible to compete for the September 2008 Task Order. (Id. ¶ 62.) CSC was 

eventually awarded the task order—valued at over $200 million—on September 29, 

2008. (Id. ¶ 63.) 

Under the September 2008 Task Order and the applicable federal contracting 

regulations (specifically, 48 C.F.R. § 52.219-9(1)), CSC was also required to submit to 

USCIS semi-annual “Individual Subcontract Reports” (“ISRs”) and “Summary 

Subcontractor Reports” (“SSRs”) detailing CSC’s compliance with its Small Business 

Subcontracting Plan. (Id. ¶ 37.) The complaint alleges that “[i]n order for a particular 

Small Business to count towards the goals set out in [the] Small Business 

Subcontracting Plan, the Small Business must actually perform the work described in 

the subcontracting plan—the work cannot be performed by a second tier subcontractor 

or by an entity that is not a Small Business.” (Id.) Additionally, the complaint alleges 

that the Prime Contract required CSC to submit invoices periodically to USCIS for the 

amounts due to CSC from its work on the Prime Contract. (Id. ¶¶ 185-86.) The 

complaint further states that CSC in fact did submit such invoices, and that those

invoices were paid. (Id.) 

C. The “Pass-Through” Proposal

The complaint alleges that neither CSC nor Modis qualify as “small business 

concerns” under the criteria that the Small Business Administration has set forth. (Id.

¶¶ 12-13.) Thus, the personnel that CSC sourced from Modis could not count towards 

 

the Act allows the Administrator of the Small Business Administration to define additional criteria by 

which business can qualify for status as a “small business concern.” Id. § 632(a)(2)(A). These criteria 

are contained in the regularly-published “Size Standard Table,” available at 

http://www.sba.gov/sites/default/files/files/Size_Standards_Table.pdf (last visited July 3, 2014). At all 

times relevant herein, Infotran qualified as a small business concern. (Compl. ¶ 11.) 
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CSC’s small business subcontracting goals under the September 2008 Task Order. (Id.

¶¶ 6, 10.) According to the complaint, Ken Harvey, CSC’s program manager for the 

Prime Contract, recognized in the run-up to CSC’s bid for the September 2008 Task 

Order that CSC would have to find a way to increase the percentage of its 

subcontracting that went to qualified small business concerns in order to win the task 

order. (Id. ¶ 77.) The complaint asserts that, to remedy this problem, Harvey 

approached Tim Martin, Modis’s sales director, in September of 2007, to discuss CSC’s 

need to increase the amount of subcontracting work it awarded to small businesses. 

(Id.) Martin subsequently approached Tran and proposed that Infotran, which was a 

qualified small business concern, become a direct subcontractor of CSC in order to 

allow CSC to increase the percentage of its subcontracting that was awarded to small 

businesses. (Id. ¶ 78.) In the arrangement Martin proposed to Tran, once Infotran had 

formed a direct subcontracting agreement with CSC, Infotran would use exclusively 

Modis personnel to fulfill its obligations to CSC, and would be paid a small fee per 

each hour of labor performed by personnel sourced from Modis through Infotran. (Id.) 

In other words, the complaint alleges that Modis proposed an arrangement whereby 

Modis and Infotran would essentially switch places vis-à-vis CSC. The purpose of this 

arrangement, according to the complaint, was to allow Modis to pass personnel through 

Infotran to CSC, thereby allowing CSC to report those personnel as coming from a 

small business (Infotran), when in reality they were coming from a large business 

(Modis). 

Tran alleges that he refused to participate in this “pass-through” scheme when it 

was first proposed in September of 2007. (Id. ¶ 79.) Nevertheless, on April 11, 2008, 
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Infotran, allegedly with the consent of Modis, entered into a direct subcontracting

agreement with CSC. (Id. ¶ 80.) The complaint alleges that, by the terms of this 

contract, Infotran agreed to provide personnel to perform certain services for CSC

under the Prime Contract, but never agreed to use Modis personnel in fulfillment of 

those obligations. (Id. ¶¶ 80-82.) 

Apparently, Infotran was not the only small business that Modis approached 

about setting up a pass-through arrangement. According to the complaint, CSC 

preferred to work with larger businesses (such as Modis) for reasons of efficiency, 

despite its contractual commitment to utilizing qualified small business subcontractors. 

(Id. ¶ 83.) For this reason, Modis allegedly formed pass-through relationships with 

several small-businesses, including Defendant Sagent. (Id. ¶¶ 87-91.) The complaint 

claims that the structure of these relationships mirrored the structure that Tim Martin 

had proposed to Infotran in September of 2007; that is, Modis would encourage small 

businesses, such as Sagent, to form a direct relationship with CSC, with the 

understanding that those small businesses would fulfill any of CSC’s requests for 

personnel through subcontracts with a larger company such as Modis. That larger 

company would then provide the personnel, and the small business would keep a small 

fee as a commission for its role as a conduit. (See, e.g., id. ¶¶ 92-100.) According to 

the complaint, this pass-through system permitted CSC effectively to eschew its small 

business subcontracting obligations, but nevertheless report that it had met its goal of 

allocating 40% of its subcontractor spending to small businesses as the Small Business 

Subcontracting Plan directed, despite the fact that employees of large businesses were 
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performing almost all of the actual work under the September 2008 Task Order. (Id. 

¶ 100.) 

D. Modis’s Lawsuit Against Infotran

 

In October of 2008, four months after Infotran entered into its direct 

subcontracting agreement with CSC, CSC first asked Infotran to provide personnel for 

work to be performed under the September 2008 Task Order. (Id. ¶¶ 115, 144.) In 

response, Infotran allegedly submitted two of its own employees to CSC for the open 

positions. (Id.) According to the complaint, Tim Martin of Modis subsequently called 

Tran to complain about Infotran’s actions, including threatening Infotran with legal 

action should it again attempt to place its own employees with CSC, rather than simply 

playing a role as a conduit for Modis employees. (Id. ¶¶ 117, 146.) Martin allegedly 

told Tran that Modis had only agreed to waive enforcement of the non-compete clause

in Infotran’s contract with Modis—the waiver that had enabled Infotran to enter into a 

direct subcontracting agreement with CSC—on the condition that Infotran would

provide personnel to CSC only with the guidance and consent of Modis. (Id. ¶¶ 118-

20.) 

In March of 2009, Infotran again placed one of its own people with CSC when a 

position became open under the September 2008 Task Order, without consulting Modis. 

(Id. ¶ 150.) The complaint alleges that, in response, Martin sent Tran a long email 

stating in part that “Modis has elected to allow Infotran[] to obtain a subcontract with 

CSC for the sole purpose of acting as a small business conduit for Modis to continue to 

provide resources to CSC while helping them meet their small business quota” and that 
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“[a]t no time did Modis agree to waive its non-compete to allow Infotran[] to provide 

direct staffing services to CSC . . . without Modis participation.” (Id. ¶ 150.)

On June 5, 2009, Modis filed a breach of contract action against Infotran in the 

United States District Court for the District of Columbia, alleging that Infotran had 

violated the non-compete clause in its contract with Modis. (Id. ¶ 152; see also Modis, 

Inc. v. Infotran Systems, Inc., 09-cv-1051-RWR (D.D.C. 2009) (“Modis v. Infotran”).)

3

 

The complaint alleges that Modis brought that lawsuit as retaliation for Infotran’s 

refusal to participate in the pass-through scheme. (Compl. ¶ 159.) Moreover, the 

complaint states that after Modis commenced litigation against Infotran, CSC allegedly 

“froze out” Infotran from receiving new opportunities under its EAGLE contract from 

approximately May 2009 through November 2010, and eventually officially terminated 

its relationship with Infotran. (Id. ¶¶ 153-54.) Relator alleges that these actions were 

also taken in retaliation for Infotran’s refusal to participate in the pass-through scheme. 

(Id. ¶ 160.) 4

 

E. Tran Files The Instant FCA Complaint Against CSC, Modis, And 

Sagent

Tran filed the original complaint in the instant case on May 5, 2011, and 

amended the complaint on October 17, 2011. (ECF Nos. 1, 4.) Tran alleges five counts

under the FCA in relation to the alleged pass-through arrangement: (1) Presentation of 

 3 That action was actively litigated for over 3 years and settled in early 2013. Tran relies in large part 

on the discovery record from Modis v. Infotran (including extensive deposition testimony from the key 

players at CSC and Modis) to support his claims in the instant case.

4 Infotran filed a counterclaim in Modis v. Infotran for tortious interference with business or contractual 

relations, alleging that Modis had improperly pressured CSC to stop working with Infotran. The Court 

granted summary judgment for Modis on the counterclaim, on the grounds that Infotran had adduced no 

evidence that any statements made by Modis to CSC were “slander, libel, knowingly false, or even 

untrue” as required to prove the tortious interference claim. See Modis, Inc. v. InfoTran Systems,

Inc., 893 F. Supp. 2d 237, 242 (D.D.C. 2012).

 
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False Claims in violation of 31 U.S.C. § 3729(a)(1)(A), against all Defendants (the 

“Presentation” count); (2) Fraudulent Inducement in violation of 31 U.S.C. 

§ 3729(a)(2), against CSC only (the “Fraudulent Inducement” count) 5; (3) Making 

Material False Statements in violation of 31 U.S.C. § 3729(a)(1)(B), against all 

Defendants (the “Material False Statements” count); (4) Conspiracy to Present False 

Claims and Make Material False Statements in violation of 31 U.S.C. § 3729(a)(1)(C),

against CSC and Modis (the “Conspiracy” count); and (5) Retaliation in violation of 31 

U.S.C. § 3730(h), against CSC and Modis (the “Retaliation” count). The United States 

declined to intervene in this action on October 4, 2012, and the Court subsequently 

entered an order unsealing the Amended Complaint. (ECF Nos. 9, 10.) 

Defendants were served with the amended complaint on December 11, 2012, and 

on January 11, 2013, Defendants filed the three motions to dismiss pursuant to Federal 

Rules of Civil Procedure 12(b)(6) and 9(b) that are now before this Court. (ECF Nos. 

29, 30, 32.) 6

 

II. LEGAL LANDSCAPE

A. Legal Standard For Motion To Dismiss Under Rule 12(b)(6)

Federal Rule of Civil Procedure 12(b)(6) provides that a party may move to 

dismiss a complaint on the grounds that it “fail[s] to state a claim upon which relief can 

be granted[.]” Fed. R. Civ. P. 12(b)(6). To survive a Rule 12(b)(6) motion, a 

complaint must comply with Rule 8, which requires “a short and plain statement of the 

claim showing that the pleader is entitled to relief[.]” Fed. R. Civ. P. 8(a). This 

 5 Relator’s fraudulent inducement claim arises under the pre-2009 version of the FCA. The relevant 

section in the current version of the statute is section 3729(a)(1)(B). See infra n. 9. 

6 The motions were fully briefed on February 7, 2013, and this Court held a motions hearing on July 16, 

2013, and subsequently took the motion under advisement.
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requirement is meant to “give the defendant fair notice of what the . . . claim is and the 

grounds upon which it rests[.]” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007) 

(internal quotation marks and citation omitted). 

“Although ‘detailed factual allegations’ are not necessary to withstand a Rule 

12(b)(6) motion to dismiss for failure to state a claim, a plaintiff must furnish ‘more 

than labels and conclusions’ or ‘a formulaic recitation of the elements of a cause of 

action.’” Busby v. Capital One, N.A., 932 F. Supp. 2d 114, 133 (D.D.C. 2013) (quoting 

Twombly, 550 U.S. at 555). In other words, the plaintiff must provide “more than an 

unadorned, the-defendant-unlawfully-harmed-me accusation.” Ashcroft v. Iqbal, 556 

U.S. 662, 678 (2009). “Mere conclusory statements” of misconduct are not enough to 

make out a cause of action against a defendant. Id. Rather, a complaint must contain 

sufficient factual allegations that, if true, “state a claim to relief that is plausible on its 

face.” Twombly, 550 U.S. at 570. “A claim has facial plausibility when the plaintiff 

pleads factual content that allows the court to draw the reasonable inference that the 

defendant is liable for the misconduct alleged.” Iqbal, 556 U.S. at 678 (citation 

omitted). 

In deciding whether to grant a motion to dismiss under Rule 12(b)(6), “[t]he 

court must view the complaint in [the] light most favorable to the plaintiff and must 

accept as true all reasonable factual inferences drawn from well-pleaded factual 

allegations.” Busby, 932 F. Supp. 2d at 134 (citation omitted). Even so, the court 

“need not accept inferences drawn by plaintiffs if such inferences are unsupported by 

the facts set out in the complaint[.]” Kowal v. MCI Commc’ns Corp., 16 F.3d 1271, 

1276 (D.C. Cir. 1994). Nor is the court “bound to accept as true a legal conclusion 
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couched as a factual allegation[.]” Twombly, 550 U.S. at 555 (internal quotation marks 

and citation omitted).

B. Legal Standard For Motion To Dismiss Under Rule 9(b) 

Federal Rule of Civil Procedure 9(b) applies to FCA actions. See U.S. ex rel. 

Totten v. Bombardier Corp., 286 F.3d 542, 551-52 (D.C. Cir. 2002) (noting that every 

circuit to consider the issue has held that Rule 9(b) applies to FCA complaints). That 

rule provides that “[i]n alleging fraud or mistake, a party must state with particularity 

the circumstances constituting fraud or mistake[,]” but “[m]alice, intent, knowledge, 

and other conditions of a person’s mind may be alleged generally.” Fed. R. Civ. P. 

9(b). Motions to dismiss for failure to plead fraud with sufficient particularity are 

evaluated in light of the overall purposes of Rule 9(b), which are: to “ensure that 

defendants have adequate notice of the charges against them to prepare a defense[,]” 

U.S. ex rel. McCready v. Columbia/HCA Healthcare Corp., 251 F. Supp. 2d 114, 116 

(D.D.C. 2003); to discourage “suits brought solely for their nuisance value” or as 

“frivolous accusations of moral turpitude[,]” U.S. ex rel. Joseph v. Cannon, 642 F.2d 

1373, 1385 (D.C. Cir. 1981); and to “‘protect reputations of . . . professionals from 

scurrilous and baseless allegations of fraud[.]’” Id. at 1385 n. 103 (alteration in 

original) (quoting Felton v. Walston & Co., Inc., 508 F.2d 577, 581 (2d Cir. 1974)). 

Rule 9(b) does not abrogate Rule 8, and must be read in light of Rule 8’s 

requirement that allegations be simple, concise, and direct, and short and plain 

statements of each claim. Joseph, 642 F.2d at 1386; see also U.S. ex rel. Pogue v. 

Diabetes Treatment Ctrs. of Am., Inc., 238 F. Supp. 2d 258, 269 (D.D.C. 2002) (“While 

. . . Rule 9(b) requires more particularity than Rule 8, . . . Rule 9(b) does not 
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completely vitiate the liberality of Rule 8.”). In an FCA action, Rule 9(b) requires that 

the pleader “‘state the time, place and content of the false misrepresentations, the fact 

misrepresented and what was retained or given up as a consequence of the fraud[,]’ . . . 

[and] individuals allegedly involved in the fraud.” U.S. ex rel. Williams v. Martin–

Baker Aircraft Co., Ltd., 389 F.3d 1251, 1256 (D.C. Cir. 2004) (quoting Kowal, 16 F.3d 

at 1278). “In sum, although Rule 9(b) does not require plaintiffs to allege every fact 

pertaining to every instance of fraud when a scheme spans several years, defendants 

must be able to ‘defend against the charge and not just deny that they have done 

anything wrong.’” Williams, 389 F.3d at 1259 (quoting U.S. ex rel. Lee v. SmithKline 

Beecham, Inc., 245 F.3d 1048, 1052 (9th Cir. 2001)); accord McCready, 251 F. Supp. 

2d at 116 (noting that a court “‘should hesitate to dismiss a complaint under Rule 9(b) 

if the court is satisfied (1) that the defendant has been made aware of the particular 

circumstances for which she will have to prepare a defense at trial, and (2) that plaintiff 

has substantial prediscovery evidence of those facts’” (quoting Harrison v. 

Westinghouse Savannah River Co., 176 F.3d 776, 784 (4th Cir. 1999))).

C. The Small Business Act

The Small Business Act, 15 U.S.C. §§ 631-657s (2013), governs much of the 

federal government’s procurement policy towards small businesses. The very first 

section of that law provides clear insight into the law’s animating purpose and 

Congress’s intent in passing it:

The essence of the American economic system of private 

enterprise is free competition. . . . The preservation and 

expansion of such competition is basic not only to the 

economic well-being but to the security of this Nation. Such 

security and well-being cannot be realized unless the actual 

and potential capacity of small business is encouraged and 
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developed. It is the declared policy of the Congress that the 

Government should aid, counsel, assist, and protect, insofar 

as is possible, the interests of small-business concerns in 

order to preserve free competitive enterprise, to insure that a 

fair proportion of the total purchases and contracts or 

subcontracts for property and services for the Government 

(including but not limited to contracts or subcontracts for 

maintenance, repair, and construction) be placed with smallbusiness enterprises, to insure that a fair proportion of the 

total sales of Government property be made to such 

enterprises, and to maintain and strengthen the overall 

economy of the Nation. 

15 U.S.C. § 631(a) (emphasis added). 

Specifically with respect to contracts that the federal government enters into, 

section 637(d)(1) of Title 15 of the U.S. Code provides that “[i]t is the policy of the 

United States that small business concerns . . . shall have the maximum practicable 

opportunity to participate in the performance of contracts let by any Federal agency[.]” 

In furtherance of this goal, section 637(d)(4) provides that government contractors who 

wish to bid on contracts of more than $500,000 shall “negotiate with the procurement 

authority a subcontracting plan which incorporates” certain contract clauses that relate

to the federal government’s policy towards small business and the contractor’s

obligations with respect to that policy. This plan is a requirement for any large 

government contract, because “[n]o contract shall be awarded to any offeror unless the 

procurement authority determines that the plan . . . provides the maximum practicable 

opportunity for small business concerns . . . to participate in the performance of the 

contract.” 15 U.S.C. § 637(d)(4)(D). 

The implementing regulations of section 637(d)(4), found at 48 C.F.R. § 19.702, 

provide further detail: “Any contractor receiving a contract [meeting the size threshold 

for contracts of its type] must agree in the contract that small business[es] . . . will have 
15

the maximum practicable opportunity to participate in contract performance consistent 

with its efficient performance.” 48 C.F.R. § 19.702. 7

 Moreover, the regulations

explicitly state that the statute requires that any government contractor (whether 

negotiating for or bidding on a contract) must submit a Small Business Subcontracting 

Plan or be deemed ineligible. 48 C.F.R. § 19.702(a). 

Significantly, Congress has also expressly provided that “the failure of any 

contractor or subcontractor to comply in good faith with [the terms of a Small Business 

Subcontracting Plan] shall be a material breach of such contract or subcontract[.]” 

15 U.S.C. § 637(d)(9) (emphasis added); see also 48 C.F.R. § 52.219-9(k) (same).

Elaborating on the “good faith” standard found in the statute, the applicable regulations

provide that “[f]ailure to make a good faith effort to comply with the subcontracting 

plan means willful or intentional failure to perform in accordance with the requirements 

of the subcontracting plan, or willful or intentional action to frustrate the plan.” 

48 C.F.R. § 19.701.

D. The False Claims Act

The FCA was originally enacted in 1863 and has been amended several times 

over the past 150 years, including as a part of the Fraud Enforcement and Recovery Act 

of 2009 (“FERA”), which was enacted on May 20, 2009. The current, post-FERA

version of the FCA provides a cause of action for private parties, known as “relators,”

to bring suits on behalf of the federal government for false or fraudulent statements 

made to the government. Specifically, and in relevant part, the FCA establishes 

 7 The bulk of Title 48 of the Code of Federal Regulations (also known as the Federal Acquisition 

Regulation or “FAR”), which is found in Part 52, codifies specific contractual clauses that must be 

included in various circumstances in government procurement contracts. Section 52.219-9 of Title 48 

of the CFR provides the required contractual language regarding Small Business Subcontracting Plans. 
16

liability for any person who “(A) knowingly presents, or causes to be presented, a false 

or fraudulent claim for payment or approval; (B) knowingly makes, uses, or causes to 

be made or used, a false record or statement material to a false or fraudulent claim; [or] 

(C) conspires to commit a violation” of, inter alia, paragraphs (A) or (B). 31 U.S.C 

§ 3729(a)(1)(A)-(C). 8 

Claims brought under prong (a)(1)(A) of section 3729 are commonly referred to 

as “presentment” claims, and “allow[] a court to impose liability on a defendant for 

presenting a direct false claim or a false certification to the government.” Joel M. 

Androphy, Federal False Claims Act and Qui Tam Litigation, § 4.03[1] (2013). 

Moreover, it is well established that prong (a)(1)(B) of section 3729 not only permits 

legal action for making or causing material false statements, but also encompasses a 

cause of action based on a theory of fraudulent inducement. See U.S. ex rel. Bettis v. 

Odebrecht Contractors of Cal., Inc., 393 F.3d 1321, 1326 (D.C. Cir. 2005). This theory 

prescribes liability “for each claim submitted to the Government under a contract which 

was procured by fraud, even in the absence of evidence that the claims were fraudulent 

in themselves.” Id.; see also S. Rep. No. 99–345, at 9 (1986), reprinted in 1986 

U.S.C.C.A.N. 5266, 5274 (“[E]ach and every claim submitted under a contract, loan 

guarantee, or other agreement which was originally obtained by means of false 

 8 As defined in the FCA, the term “claim”

(A) means any request or demand, whether under a contract or otherwise, for money or property . . . 

that—

(i) is presented to an officer, employee, or agent of the United States; or 

(ii) is made to a contractor, grantee, or other recipient, if the money or property is to be spent or 

used on the Government’s behalf or to advance a Government program or interest, and if the United 

States Government—

(I) provides or has provided any portion of the money or property requested or demanded; or 

(II) will reimburse such contractor, grantee, or other recipient for any portion of the money or 

property which is requested or demanded[.] 

31 U.S.C. § 3729(b)(2).
17

statements or other corrupt or fraudulent conduct, or in violation of any statute or 

applicable regulation, constitutes a false claim.”).

In addition to establishing a cause of action against individuals who submit false 

claims and/or make or cause false statements that are material to false claims (including 

fraudulent inducement), the FCA also provides some measure of protection for 

retaliation against relators who choose to bring charges against their employers or 

business partners on behalf of the government. Section 3730(h) provides that 

Any employee, contractor, or agent shall be entitled to all 

relief necessary to make that employee, contractor, or agent 

whole, if that employee, contractor, or agent is discharged, 

demoted, suspended, threatened, harassed, or in any other 

manner discriminated against in the terms and conditions of 

employment because of lawful acts done by the employee, 

contractor, agent or associated others in furtherance of an 

action under [the FCA].

31 U.S.C. § 3730(h). 9

III. ANALYSIS

The instant complaint alleges five different FCA-related counts that concern the 

establishment and maintenance of a pass-through scheme to facilitate CSC’s allegedly

fraudulent representation to the government that the small business requirements of the 

 9 Notably, due to the timing of the relevant allegations of fact in this case, three of the five counts in 

Relator’s complaint arise wholly or in part under the pre-FERA version of the FCA. The Fraudulent 

Inducement count (Count II) alleges that CSC made material false statements in May of 2008 in 

connection with its submission of the Small Business Subcontracting Plan required to obtain the 

September 2008 Task Order. (See Compl. ¶¶ 201-209.) This count therefore arises under a version of 

the statute that was in effect prior to May 20, 2009, and that established liability for “any person who . 

. . knowingly makes, uses, or causes to be made or used, a false record or statement to get a false or 

fraudulent claim paid or approved.” 31 U.S.C. § 3729(a)(2) (2008). Additionally, some of the 

allegations germane to Tran’s Presentment and Conspiracy counts (Counts I and IV) also arise under 

the pre-FERA version of the FCA due to the fact that the actions described in the complaint occurred 

both before and after that amendment. However, because the Court’s analysis of the Presentation and 

Conspiracy counts is not affected by the changes that the FERA amendment wrought, see, e.g., U.S. ex 

rel. Folliard v. CDW Tech. Servs., Inc., 722 F. Supp. 2d 20, 26 (D.D.C. 2010), the timing of the FERA 

amendment is relevant only to the analysis of Relator’s Fraudulent Inducement claim. (See infra, Part 

III.A.3.) 
18

September 2008 Task Order had been fulfilled, and these counts generally fall into three 

categories. First, there are the counts that maintain that Defendants submitted false 

claims or made false statements, or caused such false claims or statements to be made, 

in violation of subparagraphs (A) and (B) of section 3729(a)(1) of the FCA—these are 

Relator’s Presentment, Material False Statements, and Fraudulent Inducement counts

(Counts I, II, and III). Second, there is Relator’s Conspiracy count (Count IV), which

alleges a violation of section 3729(a)(1)(C) and is based upon the alleged agreement 

between CSC and Modis to implement the pass-through scheme. And third, there is 

Relator’s Retaliation count (Count V), which alleges that CSC and Modis violated 

section 3730(h) of the FCA. In assessing the adequacy of the complaint in light of

Defendants’ motions to dismiss, the Court will analyze each of these three categories of 

allegations in turn. Moreover, because certain of the counts are applicable only to 

certain of the Defendants, and because there are significant differences in the roles that 

each Defendant allegedly played with respect to the pass-through scheme, the Court 

will, where applicable, examine the allegations within each of these broader categories 

separately for each Defendant. 

A. Relator’s Core FCA Counts: Presentment, Material False 

Statements, and Fraudulent Inducement 

The first category of counts includes those counts that are directly based on the 

allegedly false submissions that CSC made to the government in connection with the 

September 2008 Task Order. According to the complaint, these false submissions 

include (a) the invoices that CSC submitted to the government in order to get paid 

under the task order; (b) the various reports (ISRs and SSRs) that CSC submitted to the 

government certifying that it was in compliance with the Small Business Subcontracting 
19

Plan; and (c) the allegedly fraudulent Small Business Subcontracting Plan itself. 

Defendants make numerous specific arguments for dismissal of each Relator’s fraud 

counts under Rules 12(b)(6) and (9)(b); however, the briefing reveals that CSC’s 

overarching contention is that all of Relator’s fraud claims fail as a matter of law 

because the pass-through scheme as alleged in the complaint is perfectly legal. (See

CSC’s Mem. in Supp. of Mot. to Dismiss (“CSC Br.”), ECF No. 30-1, at 10-14.) This 

Court has considered CSC’s repeated assertion that nothing about the situation 

described in the complaint is in any way fraudulent and will address that argument 

before turning to Relator’s specific allegations concerning each of the core FCA 

violations. As explained below, the Court does not accept CSC’s contention that the 

entire case must be dismissed simply and solely because the legality of the alleged passthrough scheme is indisputable. 

1. The Alleged Pass-Through Scheme Is Not Unquestionably 

Authorized

CSC insists that Tran has failed to state a claim upon which relief can be granted 

because federal law and regulations condone the very behavior that Tran contends is 

fraudulent. (See CSC Br. at 10-14.) In support of this assertion, CSC points to section 

52.219-14 of Title 48 of the C.F.R., which is a regulation mandating that the recipients 

of certain government contracts—namely, small business “set-aside” service 

contracts—must abide by the following contractual provision: “At least 50 percent of 

the cost of contract performance incurred for personnel shall be expended for 

employees of the [small business].” (CSC Br. at 12 (quoting 48 C.F.R. § 52-219-14

(“Limitations on Subcontracting”)).) CSC reasons that the regulatory requirement that 

small businesses fulfilling set-aside service contracts spend at least 50% of the cost of 
20

contract performance on small business personnel must mean that “small business 

subcontractors are not prohibited from further subcontracting to large businesses.” 

(CSC Br. at 9 (emphasis added).) And, by this logic, if small businesses that receive 

set-aside service contracts from the government are allowed to subcontract up to 50% of 

the work performed on those contracts to large businesses without losing their status as 

small business subcontractors, then pass-through arrangements such as the one alleged 

in Relator’s complaint are perfectly acceptable under the regulations governing federal 

contracting. (CSC Br. at 12.) 

CSC’s logic requires far too many leaps to be persuasive. First of all, a 

regulatory requirement that small businesses that have won set-aside contracts must

spend at least 50% of their payroll expenses on their own employees says nothing about 

how the other 50% of the cost of contract performance is to be fulfilled, much less that 

the small business concern can appropriately subcontract that work to a single large 

business, as CSC assumes. Moreover, and even more significantly, CSC concedes that 

the contracts at issue here are not “set-aside” service contracts at all, and thus do not 

even contain the vaunted 50% requirement upon which CSC relies. It would be one 

thing for CSC to infer that the government has blessed the challenged pass-through 

scheme if the 50% requirement applied in the instant context. But CSC is effectively 

asking this Court to draw supportive conclusions from a double negative: not only 

regulatory silence regarding the applicability of any 50% requirement to non-set aside 

contracts, but also the policymakers’ failure to include any more restrictive requirement 

related to subcontracting in the statutes and regulations that do apply to the instant 

circumstances. (See CSC Br. at 12 (heralding the 50% requirement in the set-aside 
21

context, and noting that “there is no more stringent limitation applicable when Federal 

prime contractors like CSC are subcontracting to small businesses”). CSC does not 

explain why—as a matter of pure statutory interpretation—total silence in a regulation 

or statute regarding the manner in which small businesses are permitted fulfill their 

contracting needs in the circumstances at bar should be interpreted as evidence of an 

intent to bless the pass-through arrangement. (See, e.g., id. (asserting without support 

that “[t]he ability of small businesses to subcontract to large businesses under ‘set 

aside’ contracts is conclusive that CSC has not made any false claims or statements as 

alleged”).) And, indeed, the opposite inference is ordinarily drawn in similar 

circumstances. See, e.g., Keene Corp. v. United States, 508 U.S. 200, 208 (1993) 

(“‘[W]here Congress includes particular language in one section of a statute but omits it 

in another . . . , it is generally presumed that Congress acts intentionally and purposely 

in the disparate inclusion or exclusion.’” (quoting Russello v. United States, 464 U.S. 

16, 23 (1983)). 

CSC’s argument that the required “set-aside” contract provisions demonstrate 

lawful action here is also belied by Congress’s clear purpose in establishing the 50% 

requirement in the small business set-aside context. Small business “set-aside” 

contracts are government contracts that are reserved exclusively for small businesses. 

See 48 C.F.R. § 19.501(a). As noted above, Congress has expressed a clear intent to 

“aid, counsel, assist, and protect, insofar as is possible, the interests of small-business 

concerns[,]” 15 U.S.C. § 631(a), and permitting small businesses to obtain and fulfill 

government contracts in a flexible manner furthers this ultimate goal. CSC apparently 

assumes that there is an equivalence between, on the one hand, a small business that has 
22

won a contract exclusively reserved for small businesses and seeks out additional help 

in fulfilling that contract through further subcontracting, and, on the other, a large 

business that has won a contract in part by promising to utilize small businesses to 

fulfill that contract, but then fulfills those commitments by utilizing the services of 

another large business through the application of a pass-through scheme. But there is a 

significant difference: in the former example, it is reasonable to conclude that the 

policy goals of the Small Business Act would be furthered if small businesses are 

afforded the opportunity to be the “prime” contractors on certain government contracts, 

even if those businesses did not have the capacity to fulfill more than 50% of such 

contracts; while in the latter example, small businesses serve as little more than fronts 

used to construct a façade of compliance in a manner that arguably undermines, rather 

than furthers, the goals of the Small Business Act. Thus, to the extent that CSC’s 

central defense in the instant litigation (i.e., that the pass-through scheme is lawful) 

rests on the contention that policymakers must have intended to permit pass-through 

schemes such as the one at issue here as evidenced by the 50% requirement that applies 

to set-aside subcontracting, CSC has constructed its primary bulwark on a shaky 

foundation. Moreover, and in any event, this argument—which flies in the face of the 

Small Business Act and its purpose—is manifestly insufficient to demonstrate 

conclusively that the instant pass-through scheme has congressional imprimatur and 

thus that Relator here has failed to state a claim upon which relief can be granted as a 

matter of law. 

 Notably, CSC’s only additional linchpin for its pass-throughs-are-clearlypermissible point—the assertion that regulations permit second-tier subcontracting 
23

arrangements (see CSC Br. at 13)—does little to bolster its argument. Section 52.215–

222 of FAR requires subcontractors to disclose any additional fees charged for the use 

of second-tier subcontractors provided that the subcontractor intends to transfer at least 

70% of the work awarded to it to a second-tier subcontractor. CSC argues that this 

provision proves that the government is fully aware that second-tier subcontracting 

occurs and that it often includes additional expenses. (CSC Br. at 13.) But the clause 

CSC points to is a general contracting provision that is unrelated to any small business 

requirements and has no application to the charges Relator brings against CSC. 

Insisting that this Court read a regulation that appears to countenance general secondtier subcontracting to authorize a practice that arguably undermines the clear goals 

Congress announced in the Small Business Act is a bridge too far under the 

circumstances presented here. Cf. SEC v. C.M. Joiner Leasing Corp., 320 U.S. 344, 

350 (1943) (“[C]ourts will construe the details of an act in conformity with its 

dominating general purpose[.]”; see also Griffin v. Oceanic Contractors, Inc., 458 U.S. 

564, 575 (1982) (“[I]nterpretations of a statute which would produce absurd results are 

to be avoided if alternative interpretations consistent with the legislative purpose are 

available.”).

This Court concludes, then, that nothing in CSC’s motion to dismiss establishes 

that the challenged pass-through scheme is unquestionably proper such that Relator’s 

complaint, which alleges that the pass-through scheme improperly facilitated the 

submission of false claims to the government, must necessarily be dismissed.
24

2. Relator Has Adequately Alleged Presentment And Material 

False Statements Counts Against CSC And Modis, But Not 

Against Sagent

Relator’s Presentment and Material False Statements counts (Counts I and III of 

the complaint) are subject to similar legal standards, and therefore, the Court will

consider them together in its analysis of whether these counts have been adequately 

alleged. These counts are alleged against all three Defendants, and while the factual 

basis of the counts (that is, the allegedly fraudulent submission of invoices or reports to 

the government) is the same for each Defendant, there are significant differences in the 

roles that each Defendant played with respect to the various submissions. As the party 

that had actual contractual commitments to the government and the corresponding 

obligation to certify its compliance with the Small Business Subcontracting Plan, CSC 

is the primary defendant in this case, and the defendant that was directly responsible for 

the submissions that form the basis of the Presentment and Material False Statements 

counts. Modis and Sagent, by contrast, are, according to the complaint, liable only for 

“causing” the submission of these allegedly false documents through their exceedingly 

different levels of involvement with the pass-through scheme. The Court has 

considered Relator’s Presentment and Material False Statements counts against each of 

these Defendants separately, and, for the reasons explained below, it concludes that the 

counts against CSC and Modis survive, but the counts against Sagent must be 

dismissed.
25

a. The Presentment And Material False Statements Counts 

Against CSC 

i. Presentment

Relator’s Presentment count against CSC (Count I) is grounded in Relator’s 

allegations that, under the IT contracts at issue here, CSC regularly presented claims for 

payment to the government that were knowingly false insofar as CSC was implicitly 

representing that it had complied with the terms of the Small Business Subcontracting 

Plan when, due to the nature of the pass-through scheme, CSC had not in fact done so. 

(Compl. ¶¶ 194-95.) The presentment provision of the FCA forbids any person from 

“knowingly present[ing], or caus[ing] to be presented, a false or fraudulent claim for 

payment or approval” to the federal government. 31 U.S.C. § 3729(a)(1)(A). “The 

elements of a presentment claim are that ‘(1) the defendant submitted [or caused to be 

submitted] a claim to the government, (2) the claim was false, and (3) the defendant 

knew the claim was false.’” U.S. ex rel. Head v. Kane Co., 798 F. Supp. 2d 186, 196 

(D.D.C. 2011) (quoting U.S. ex rel. Folliard v. CDW Tech. Servs., Inc., 722 F. Supp. 2d 

20, 26 (D.D.C. 2010)). 

Presentment claims under the FCA “take a variety of forms” and do not 

necessarily require any affirmatively false statement. United States v. Sci. Applications 

Int’l Corp., 626 F.3d 1257, 1266 (D.C. Cir. 2010) (“SAIC”). Rather, a presentment 

claim can also rest upon a “false certification” theory. This type of presentment claim 

arises when a claim for payment that is submitted to the government “rests on a false 

representation of compliance with an applicable federal statute, federal regulation, or 

contractual term.” Id. Such false certifications can be either “express” or “implied”; 

that is, the claim need not necessarily affirmatively state that the submitter has 
26

complied with the relevant requirement, but can also arise from “silence where 

certification was a prerequisite to the government action sought.” Id. In order to state 

a claim for false certification, a plaintiff must not only show the elements listed above, 

but also that the alleged false representation was “material to the government’s decision 

to pay.” Id. at 1271. 

On their face, Relator’s presentment allegations contain all of the elements of a 

presentment claim based on a theory of implied false certification. First, the complaint 

clearly and adequately identifies the specific claims that were submitted to the 

government and states why those claims are alleged to be false. In particular, the 

complaint states that “CSC submitted claims for payment to the United States 

periodically” pursuant to the September 2008 Task Order “from November 1, 2008 

onward,” and that “[e]ach such invoice as submitted by CSC was a false claim” due to 

the fact that CSC had failed to adhere to a contractual term—i.e., the requirement that a 

certain percentage of its contracting be parceled out to small businesses. (Compl. 

¶¶ 190, 194.) Moreover, the Complaint clearly alleges that CSC “knowingly concealed 

its failure to comply” with the Subcontracting Plan. (Id. ¶ 192 (emphasis added).) 

Finally, Relator has sufficiently alleged that the false certifications were material to the 

Government’s decision to pay the claims. (See, e.g., Compl. ¶ 197 (alleging that the 

pass-through scheme caused the Government to pay claims it “would not otherwise have 

paid”).)

Relator has also alleged the details of its presentment claim with enough 

specificity to satisfy Rule 9(b). As explained above, “where an FCA claim is based on 

a fraudulent ‘scheme,’ Rule 9(b) mandates only that the details of that scheme be stated 
27

with particularity.” Kane, 798 F. Supp. 2d at 203. Here, the complaint describes the 

nature of the allegedly fraudulent scheme in substantial detail, including identifying the 

CSC employees who participated in it, the mechanics of the scheme itself, and the 

reasons why it allegedly constituted a failure to comply with the terms of CSC’s 

contract with the government. (See, e.g., Compl. ¶¶ 47-49, 130 (identifying CSC 

management involved in the pass through scheme); ¶¶ 56, 133, 166 (describing the 

details of the alleged pass-through scheme); ¶ 100 (alleging that large businesses 

actually performed “the vast majority” of the work ostensibly subcontracted to small 

businesses).) Put differently, by identifying the relevant individuals involved in the 

scheme, the specific claims (i.e., the invoices) that were allegedly false, the time period 

during which such claims were submitted, the details of how the scheme was structured,

and why it constituted non-compliance with the requirements of the September 2008 

Task Order, Relator has adequately “provide[d] [CSC] with notice of the who, what, 

when, where, and how with respect to the circumstances of the fraud” as Rule 9(b) 

requires. Stevens v. InPhonic, Inc., 662 F. Supp. 2d 105, 114 (D.D.C. 2009). 

To be sure, the complaint does not relate the specific dates on which CSC 

submitted each of the invoices, but Rule 9(b) does not require as much. See, e.g., U.S.

ex rel. Barrett v. Columbia/HCA Healthcare Corp., 251 F. Supp. 2d 28, 35 (D.D.C. 

2003) (noting that, while “some information on the false claims must be included[,]” 

Rule 9(b) does not require “a detailed allegation of all facts supporting each and every 

instance of submission of a false claim”); U.S. ex rel. Landsberg v. Argentis Med., P.C., 

03-cv-1263, 2006 WL 1788381, at * 4 (W.D. Pa. June 27, 2006) (explaining that “Rule 

9(b) was not intended to require a plaintiff to know every detail before he or she could 
28

plead fraud” and that, especially “in the context of federal FCA cases, the courts have 

recognized the impracticality of requiring the plaintiff to plead the facts of each 

individual claim, particularly where the claims are numerous and extend over the course 

of several years”). Relator has alleged both that the September 2008 Task Order 

required CSC to submit invoices at regular intervals to the Government, and that CSC 

did so. (Compl. ¶¶ 184, 186, 194.) These allegations provide Defendants with adequate 

notice of the time and place of the false claims they are accused of submitting. See, 

e.g., U.S. ex rel. Lusby v. Rolls-Royce Corp., 570 F.3d 849, 854 (7th Cir. 2009) 

(Easterbrook, J.) (explaining that a relator need not identify specific false invoices at 

the outset of an FCA action to satisfy Rule 9(b) if the relator has alleged sufficient facts 

to allow the court to infer that such invoices were submitted to the United States).

ii. Material False Statements

The same analysis that compels the Court to conclude that the Presentment count

is adequately alleged is also applicable to the Material False Statements count against 

CSC (Count III), and that count survives CSC’s motion to dismiss for the same reasons. 

In order to state a claim under FCA section 3729(a)(1)(B), “a plaintiff must allege that 

(1) the defendant made or used a ‘record or statement;’ (2) the record or statement was 

false; (3) the defendant knew it was false; and (4) the record or statement was ‘material’ 

to a false or fraudulent claim.” U.S. ex rel. Hood v. Satory Global, Inc., 946 F. Supp. 

2d 69, 85 (D.D.C. 2013). As defined in the statute, “the term ‘material’ means having a 

natural tendency to influence, or be capable of influencing, the payment or receipt of 

money or property.” 31 U.S.C § 3729(b)(4). Relator’s Material False Statements count 

against CSC, which is based on CSC’s alleged submission of false reports regarding its 
29

compliance with the small business subcontracting requirements, is thus subject to 

essentially the same legal analysis as the Presentment count; and indeed, CSC itself 

appears to acknowledge as much by referencing the complaint’s allegations of false 

“claims” and false “statements” interchangeably throughout its brief. (See, e.g., CSC 

Br. at 14 (“Relator Does Not Identify Any False Claims or Statements”).) 

Relator’s Material False Statements count survives CSC’s motion to dismiss 

because the complaint alleges, with adequate specificity, that CSC made material false 

statements to the government in the form of its submission of semi-annual reports (ISRs 

and SSRs) pursuant to 48 C.F.R. § 52.219-9(d)(10)(iii). (Compl. ¶¶ 211-12.) As with 

the Presentment count, the complaint identifies the specific statements at issue, the 

reason that they were allegedly false, and CSC’s knowledge of their falsity. (See, e.g., 

Compl. ¶¶ 165-168.) The complaint also states that these allegedly false statements 

were material to the Government’s decision to pay CSC’s invoices. (See id. ¶¶ 216-

217.) Accordingly, Relator has adequately alleged that the submission of the ISRs and 

SSRs violated the FCA. See, e.g., U.S. ex rel. Westrick v. Second Chance Body Armor, 

Inc., 685 F. Supp. 2d 129, 140 (D.D.C. 2010). 

CSC’s arguments to the contrary are unavailing. CSC argues that Relator’s 

Presentment and Material False Statements counts must fail because Relator has not

alleged that any particular false claim or statement was actually made, and that the best 

Relator can do regarding the specifics that Rule 9(b) requires is to offer arguments “on 

information and belief.” (CSC Br. at 14-17.) This position appears to be predicated on 

CSC’s overarching belief that, under federal contracting law, a small business may 

subcontract out to large businesses up to 50% of the cost of a contract without losing its 
30

status as a small business entity under the SBA. See supra Part III.A.1. Thus, argues 

CSC, in order to pass muster under Rule 9(b), Relator’s complaint must at the very least 

allege that the small businesses to whom CSC assigned work under the September 2008 

Task Order further subcontracted more than 50% of that work to large businesses. 

(CSC Br. at 14 (“The Relator does not specifically allege that Sagent, or any other 

small business subcontractor, subcontracted 50% or more of its services from large 

businesses.”).) In CSC’s view, without such an allegation, Relator has failed to allege 

that any claim or statement submitted to the government was actually false, because 

nothing in the complaint establishes that CSC misrepresented the extent of its

compliance with the terms of the Small Business Subcontracting Plan. Of course, this 

argument fails for the exact same reason that CSC’s primary argument fails—that is, the 

50% threshold that CSC invokes is not relevant to the contract at issue here because the 

September 2008 Task Order is not a “set-aside” contract under the terms of the Small 

Business Act. See supra Part III.A.1. In other words, because non-compliance with the 

50% requirement is not necessarily the harbinger of wrongful conduct that CSC makes 

it out to be, this Court concludes that Relator was not specifically required to allege that 

CSC passed-through more than 50% of the work it assigned to small business 

subcontractors under the September 2008 Task Order in order to allege a false claim or 

false statement adequately.

CSC’s argument that Relator’s “information and belief” allegations are 

insufficient to satisfy the Rule 9(b) standard is similarly flawed. (CSC Br. at 15-17.) 

CSC argues only that these statements fail to allege with the requisite specificity “when 

any specific small business subcontracted work to a large business to a greater extent 
31

than permitted” under the federal guidelines (CSC Br. at 16 (emphasis added))—again,

this Court has already considered, and rejected, the argument that the federal 

regulations applicable to small business set-aside contracts must be read to sanction the 

pass-through scheme at issue here. See supra Part III.A.1. Moreover, CSC is mistaken

to assert that “Relator provides absolutely no facts to establish the basis for his alleged 

belief that ‘the vast majority of subcontracting dollars’ actually went to large 

businesses[,]” and therefore has “failed to plead the how or when of the fraud with any 

particularity.” (CSC Br. at 15-16.) To the contrary, Relator has plead numerous facts 

from which an inference can be drawn that passing through the vast majority of the 

work allegedly performed by small businesses was standard operating procedure for 

CSC and its small business subcontractors. These facts include references in the 

complaint to sworn prior testimony from CSC executives that, at times, 99% of CSC’s 

subcontracting dollars went to large businesses (Compl. ¶ 56), and that engaging in 

such pass-through schemes is “not an uncommon thing” (id. ¶ 163). Additionally, the 

complaint cites emails from CSC that make it clear that operating in this manner was a 

common practice that CSC adopted in order to enable it to comply with the smallbusiness threshold requirements of the September 2008 Task Order. (See id. ¶ 91.) Cf.

Kowal, 16 F.3d at 1279 n. 3 (information and belief pleadings require only “a statement 

of the facts upon which the allegations are based”). 

CSC also argues that Relator fails to allege adequately the “materiality” aspect 

of its Presentment and Material False Statements counts, because its “materiality 

allegations are nothing but conclusions that merely parrot the FCA materiality 

requirement” and lack any “specific factual basis to support those contentions.” (CSC 
32

Br. at 30.) But this assertion ignores the language of section 52.219-9(k) of Title 48 of 

the C.F.R., a provision of the FAR that was expressly incorporated into the September 

2008 Task Order and that specifically provides: “[t]he failure of the Contractor or 

subcontractor to comply in good faith with (1) the clause of this contract entitled 

‘Utilization Of Small Business Concerns,’ or (2) an approved plan required by this 

clause, shall be a material breach of the contract.” 48 C.F.R. § 52.219-9(k) (emphasis 

added). This regulation is cited in the complaint. (See Compl. ¶ 42.) The complaint 

also contains several allegations of fact that attest to the materiality of the small 

business provisions of the pertinent task order. In particular, the complaint asserts that 

CSC executives testified that CSC was “obligated to meet [the small business 

subcontracting requirement] from the day [CSC] started work until the day [CSC] 

finish[ed] work on this task order” (Compl. ¶ 86); that those same executives 

“monitored [compliance with the subcontracting plan] closely” (id. ¶ 166); and that the 

small business subcontracting goals were “important to” CSC because failing to meet 

its goals under the plan could result in “loss of the [task order]” (id. ¶ 109). These 

statements must be accepted as true at this stage of the litigation, and they provide an

ample basis for drawing an inference that the small business provisions were material to 

the September 2008 Task Order, and by extension, to the government’s decision to pay 

CSC’s claims. In light of these statements and the express contractual language 

attesting to the materiality of the Small Business Subcontracting Plan, the Court 

concludes that Relator has adequately alleged the materiality of the provisions at issue 

based both on the language of the contract itself and the understanding of the parties 

that entered into it. See SAIC, 626 F.3d at 1269 (“The existence of express contractual
33

language specifically linking compliance to eligibility for payment may well constitute 

dispositive evidence of materiality[.]” 10

In the end, this Court is convinced that the specificity with which Relator has 

identified the allegedly false claims and statements at issue and the scheme that 

underlies them is sufficient to “ensure that defendants have adequate notice of the 

charges against them to prepare a defense.” McCready, 251 F. Supp. 2d at 116. In 

addition, the complaint also adequately alleges that CSC’s false certification of 

compliance with the Small Business Subcontracting Plan was material to the 

government’s decision to pay the claims. Accordingly, the Court will deny CSC’s 

motion to dismiss the Presentment and Material False Statements counts that have been 

brought against CSC. 

b. The Presentment and Material False Statements 

Counts Against Modis 

Although Relator has sufficiently stated valid Presentment and Material False 

Statements counts against CSC, the same is not necessarily true for these counts as 

brought against Modis because Modis played a substantially different role with respect 

to the allegedly fraudulent activity at issue here. Relator’s presentment and false 

statement claims against Modis are premised on the allegation that Modis was generally

involved in devising and maintaining the pass-through scheme along with CSC, and 

 10 CSC also urges the Court to find that compliance with the Small Business Subcontracting Plan was 

not material to the government’s decision to pay the claims because “small business subcontracting 

plans are a nearly universal ancillary element of large U.S. Government procurement contracts” and 

constitute only “minor contractual provisions” in those contracts. (CSC Br. at 31.) That may be so, but 

the applicable statutes make clear that having a Small Business Subcontracting Plan was a significant 

requirement of bidding on the government contracts at issue, see 15 U.S.C. § 637(d)(4), and at this 

early stage of the case, this Court will not assume that Congress actually intended otherwise. It may

well be that the evidence will ultimately show that compliance with the small business requirements 

was not material to the government’s decision to pay the invoices related to the September 2008 Task 

Order. But the complaint has adequately alleged facts that permit the inference that compliance with 

the small business provisions was material to the government’s payments. 
34

therefore Modis is liable for having “cause[d CSC’s false claims] to be presented” as 

well as for having “cause[d CSC’s false statements] to be made.” 31 U.S.C. 

§ 3729(a)(1)(A), (B). (See Compl. ¶ 193 (“By knowingly participating in the ‘passthrough’ scheme with CSC, Modis . . . knowingly caused each of these false claims to 

be presented and is likewise liable for the resulting damages.”); ¶ 215 (“Modis . . .

knowingly caused the submission of these false statements in order that CSC get paid 

for false claims under the USCIS Contract.”).)

“For a plaintiff to allege a cause of action under § 3729(a)(1)’s ‘causes to be 

presented’ prong, it must [also] allege that the defendant’s conduct was ‘at least a 

substantial factor in causing, if not the but-for cause of, submission of false claims.’” 

United States v. Toyobo Co. Ltd., 811 F. Supp. 2d 37, 48 (D.D.C. 2011) (quoting Miller 

v. Holzmann, 563 F. Supp. 2d 54, 119 n. 95 (D.D.C. 2008)). Put differently, “[t]he 

False Claims Act extends beyond the person making a false claim to one who engages 

in a fraudulent course of conduct that induces payment by the government.” McCready,

251 F. Supp. 2d at 120 (internal quotation marks and citations omitted); see also U. S. 

ex rel. Marcus v. Hess, 317 U.S. 537, 544 (1943) (noting that the “causes to be 

presented” and conspiracy provisions of the FCA “indicate a purpose to reach any 

person who knowingly assisted in causing the government to pay claims which were 

grounded in fraud”).

Courts have addressed the question of whether or not a party that did not actually

submit false claims or make false statements to the government can be held liable on a 

“causes to be presented” theory in a variety of contexts. The paradigmatic case occurs 

when the non-submitting party takes advantage of an unwitting intermediary, thereby 
35

causing that party to submit a false claim. For example, a subcontractor may be liable 

for causing false claims to be submitted under the FCA “if the subcontractor submits a 

false statement to the prime contractor intending for the statement to be used by the 

prime contractor to get the government to pay its claim.” United States v. Honeywell 

Intern. Inc., 798 F.Supp.2d 12, 24 (D.D.C. 2011); see also United States v. Bornstein, 

423 U.S. 303, 309 (1976) (“It is settled that the [False Claims] Act . . . gives the United 

States a cause of action against a subcontractor who causes a prime contractor to submit 

a false claim to the Government.”). Courts have also credited allegations that a nonsubmitting party caused false claims to be submitted in a variety of contexts where the 

non-submitter was the driving force behind an allegedly fraudulent scheme. See, e.g., 

Toyobo, 811 F. Supp. 2d at 48 (bullet-proof material manufacturer’s obfuscation of 

product defects caused vest manufacturers to submit false claims); U.S. ex rel. 

Hutcheson v. Blackstone Med., Inc., 647 F.3d 377, 395 (1st Cir. 2011) (medical device 

manufacturer’s kickback scheme caused doctors to submit false claims); U.S. ex rel. 

Schmidt v. Zimmer, Inc., 386 F.3d 235, 242 (3d Cir. 2004) (medical device 

manufacturer’s illegal marketing scheme caused medical service provider to submit 

false claims); United States v. Raymond & Whitcomb Co., 53 F. Supp. 2d 436, 445 

(S.D.N.Y. 1999) (travel agency’s illegal use of non-profit bulk mailing rate caused its 

mailing agent to submit false claims to the U.S. Postal Service).

Moreover, even where the non-submitting entity was not the prime mover of the

alleged fraud, courts have found such entities potentially liable on the theory that they 

caused the presentation of false claims where they had agreed to take certain critical

actions in furtherance of the fraud. See, e.g., U.S. ex rel. Sikkenga v. Regence 
36

Bluecross Blueshield of Utah, 472 F.3d 702, 715 (10th Cir. 2006) (complaint adequately 

stated a claim against private Medicare provider for “agreeing to circumvent contractual 

and statutory requirements, and assuring [laboratory] that [it] would continue to accept” 

the allegedly false claims). In fact, some courts have concluded that even allegations 

that a non-submitter continued to do business with an entity upon becoming aware that 

that entity was submitting false claims were sufficient to show that the non-submitter 

had “caused” the claims’ submission. See, e.g., U.S. ex rel. Long v. SCS Bus. & 

Technical Inst., 999 F. Supp. 78, 91 (D.D.C. 1998) rev’d on other grounds sub nom. 

U.S. ex rel. Long v. SCS Bus. & Technical Inst., Inc., 173 F.3d 870 (D.C. Cir. 1999)

(complaint adequately alleged that state officials caused false claims to be submitted by 

failing to act on knowledge of fraudulent conduct); United States v. President & 

Fellows of Harvard Coll., 323 F. Supp. 2d 151, 187 (D. Mass. 2004) (“Where a 

defendant has an ongoing business relationship with a repeated false claimant, and the 

defendant knows of the false claims, yet does not cease doing business with the 

claimant or disclose the false claims to the United States, the defendant’s ostrich-like 

behavior itself becomes a course of conduct that allowed fraudulent claims to be 

presented to the government.” (internal quotation marks and citations omitted)); but see 

Sikkenga, 472 F.3d at 714-15 (holding that liability under a causation theory “requir[es]

more than mere passive acquiescence”). As a whole, these cases indicate that, in 

examining whether a non-submitting party has “caused” the submission of a false claim 

or false statement, a court must look at the degree to which that party was involved in 

the scheme that results in the actual submission. 
37

In the instant case, while the allegations in the complaint indicate that it was 

CSC, not Modis, that was the primary architect and beneficiary of the pass-through 

scheme, it is abundantly clear that Modis’s participation in the scheme was sufficient to 

constitute a “substantial factor in causing” CSC’s submission of the false claims. 

Toyobo, 811 F. Supp. 2d at 48. As detailed at length above, the complaint is replete 

with allegations regarding Modis’s role in the pass-through scheme, such that there is 

no doubt that Modis was fully aware of, and an active participant in, the arrangement 

that facilitated CSC’s eventual submission of allegedly false claims and false 

statements. For example, the complaint repeatedly quotes Modis’s sales director Tim 

Martin as stating that Modis’s goal in implementing the pass-through scheme was to 

“support [CSC’s] needs to increase its small business spend within its subcontract 

community” (Compl. ¶ 107), and that he “worked with other small business vendors . . . 

to assist CSC in obtaining it small business spend” (id. ¶ 156). Additionally, according 

to the complaint, it was Martin who had suggested using Infotran as “a conduit for 

Modis in the provision of services to CSC for the purpose of expanding its small 

business spend[.]” (Id. ¶ 111.) If proven, these allegations would be sufficient to 

establish that Modis was well aware that its actions in implementing the pass-through 

scheme would cause CSC’s eventual submission of allegedly false claims and false 

statements about its compliance with the small-business subcontracting requirements, 

and that Modis’s actions were in fact a substantial factor in causing those submissions. 

Indeed, Modis offers no argument to the contrary; instead, it retreats to the 

contention that Relator has failed to state a claim against Modis with the requisite 

particularity required by Rule 9(b), because the complaint does not contain any 
38

“specific instance of fraud linking Modis to a fraudulent scheme with . . . CSC in a 

concrete way[.]” (Modis’s Mem. in Supp. of Mot. to Dismiss (“Modis Br.”), ECF No. 

29, at 19.) However, as explained above, such specificity is more than Rule 9(b) 

requires. The complaint sufficiently identifies the details of CSC’s alleged submission 

of false claims and false statements for Rule 9(b) purposes. More to the point, the 

complaint specifies in great detail the nature of the scheme put into place to enable 

those false claims, and it relates specifically Modis’s pervasive involvement in that 

scheme. (See, e.g., Compl. ¶¶ 77-78, 111.) Having already concluded that Relator has 

adequately pled his Presentment and Material False Statements counts against CSC for 

its direct submissions to the government, this Court has no trouble finding sufficient 

allegations in the complaint to support Relator’s assertion that Modis caused those 

submissions under the standards relevant to the FCA. Accordingly, the Court will deny 

Modis’s request to have the Presentment and Material False Statements counts against it 

dismissed. 

c. The Presentment and Material False Statements Counts 

Against Sagent

Relator has alleged his Presentment and Material False Statements counts against 

Sagent as well as against CSC and Modis, but the complaint contains only a few

allegations of fact that relate to Sagent specifically. In particular, the complaint quotes 

emails between Modis and CSC indicating that Sagent played the role of a conduit

under the pass-through scheme (Compl. ¶ 89), as well as internal CSC emails to the

same effect (id. ¶ 91). The complaint also alleges that four employees of a different 

large business called Compuware were funneled through Sagent to CSC (id. ¶¶ 92-99), 

and that, in total, approximately 15 employees were funneled to CSC through Sagent 
39

from various large businesses (id. ¶ 101). This is the sum total of the allegations 

involving Sagent.

These allegations are insufficient to state a claim against Sagent for causing false 

claims to be presented or causing material false statements to be made. In particular, 

the complaint is devoid of any allegations concerning Sagent’s knowledge of the small 

business requirements under the September 2008 Task Order and the Small Business 

Subcontracting Plan imposed on CSC, nor are there any allegations of fact that would 

support any inference that Sagent knew there was a link between those contract 

requirements and the pass-through dynamic. Such knowledge is the linchpin of 

establishing fraud under the circumstances presented, and thus it is a necessary element 

of Relator’s allegation that Sagent wrongfully participated in a pass-through scheme 

that was designed and administered to enable CSC to certify falsely that it was in 

compliance with its Small Business Contracting Plan. See 31 U.S.C. § 3729(a)(1)(A) 

(imposing liability on any person who “knowingly presents, or causes to be presented, a 

false or fraudulent claim for payment”) (emphasis added); see also Kane, 798 F. Supp. 

2d at 196 (“The elements of a presentment claim are that (1) the defendant submitted 

[or caused to be submitted] a claim to the government, (2) the claim was false, and (3) 

the defendant knew the claim was false.” (emphasis added)). 

The FCA provides a specific definition for the requisite knowledge element of a 

viable FCA claim:

(1) the terms “knowing” and “knowingly”—

 (A) mean that a person, with respect to information—

(i) has actual knowledge of the information;

(ii) acts in deliberate ignorance of the truth or falsity of the 

information; or
40

 (iii) acts in reckless disregard of the truth or falsity of the 

information . . . .

31 U.S.C. § 3729(b). In contrast to the allegations against CSC and Modis, the 

complaint lacks allegations from which the Court can infer Sagent’s knowledge of the 

alleged false claims under any of these standards. For example, while Relator provides 

myriad instances of communications between CSC and Modis regarding the purpose, 

structure, and mechanics of the pass-through scheme (and thus their knowledge of it), 

the complaint contains no allegations regarding the substance of any communications 

between Sagent and any of the other relevant parties. Moreover, the complaint lacks 

any suggestion that Sagent was even aware that its business relationship with CSC was 

part of a broader plan related to CSC’s purported fulfillment of its small business 

obligations. 

Relator contends that such allegations are not needed, because otherwise Sagent 

would be permitted to escape liability on the basis that it was a “uniquely obtuse ostrich 

with its head in the sand[,]” and that such “deliberate ignorance” is specifically covered 

under the definition set forth in 31 U.S.C. § 3729(b)(1)(A)(ii). (Relator’s Mem. in 

Opp’n to Defs.’ Mots. to Dismiss (“Relator’s Opp’n”), ECF No. 33, at 29.) But 

Relator’s argument here puts the cart before the horse—before Sagent can be accused of 

ignoring information, it must be aware that such information exists. In this case, the 

relevant information is that CSC was submitting false claims to the government, and 

that the submitted claims were rendered false largely because of a pass-through scheme 

that Modis and CSC devised. Unlike Infotran, Sagent may have been a willing conduit, 

but unwitting voluntary participants do exist, and Relator does not make any allegations 

regarding the extent of Sagent’s knowledge that the pass-through business arrangement 
41

was established and maintained for the purpose of permitting CSC to represent falsely 

that it satisfied the requisite small business contracting requirements. The disconnect 

between what Relator alleges with respect to Sagent and the requisite knowledge Sagent 

must have possessed in order to violate the FCA leads the Court to conclude that 

Relator has failed to state a claim against Sagent. 

3. Relator Has Adequately Alleged Fraudulent Inducement

Against CSC

Relator’s Fraudulent Inducement count (Count II)—which is styled as “Making 

Material False Statements to Obtain the September 2008 Task Order” (Compl. at 48)—

is alleged against CSC only, and is the only count in the complaint that arises wholly

under a version of the FCA that has since been amended. See supra n. 9. Relator

alleges a violation of the former section 3729(a)(2) of Title 31, which prohibited any 

person from “knowingly mak[ing], us[ing], or caus[ing] to be made or used, a false 

record or statement to get a false or fraudulent claim paid or approved by the 

government.” See 31 U.S.C. § 3729(a)(2) (2008). The factual basis of this count in the 

complaint is Relator’s allegation that “the Small Business Subcontracting Plan that CSC 

submitted on or about May 16, 2008[,] contained material false statements and 

certifications regarding CSC’s intent to actually utilize Small Business resources.” 

(Compl. ¶ 202.) Relator further alleges that, but for CSC’s representations that it would 

employ small businesses in the manner set out in the Small Business Subcontracting 

Plan, the government would not have awarded the September 2008 Task Order to CSC, 

nor would it have subsequently paid any of the invoices that CSC submitted under that 

contract. (Id. ¶¶ 205-6.) 
42

The viability of an allegation of fraudulent inducement in violation of the FCA is 

well-established. Indeed, “[e]ven in the absence of allegations that the claims [for 

payment] themselves were false, . . . [payment] claims alleged to have been submitted 

under a contract procured by fraud can be actionable.” Toyobo, 811 F. Supp. 2d at 46; 

see also Kane, 798 F. Supp. 2d at 196 (same). When the FCA was amended in 1986, 

Congress specifically recognized the “fraudulent inducement” theory of FCA liability, 

noting that “‘each and every claim submitted under a contract . . . or other agreement 

which was originally obtained by means of false statements or other corrupt or 

fraudulent conduct . . . constitutes a false claim’” under section 3729(a). Bettis, 393 

F.3d at 1326 (quoting S.Rep. No. 99–345, at 9 (1986), reprinted in 1986 U.S.C.C.A.N. 

5266, 5274). Thus, in Relator’s view, regardless of the falsity of any particular 

(express or implied) statement made when CSC submitted the actual claims for 

payment, all such invoices were false claims because CSC procured the September 2008 

Task Order by fraudulently representing its intention to comply with the Small Business 

Subcontracting Plan. 

It is clear on the face of the complaint that Relator has adequately alleged a 

fraudulent inducement claim. Specifically, the complaint alleges that “[o]n or about 

May 16, 2008, CSC submitted a bid to the United States” for the September 2008 Task 

Order, and that “[a]long with its bid, CSC presented a ‘Small Business Subcontracting 

Plan’ in which it represented that a minimum of forty percent (40%) of its subcontractor 

spending” would go to small business subcontractors. (Compl. ¶ 3.) The complaint 

further alleges that “[t]his representation was false, as CSC never had any intention of 

complying with its subcontracting plan.” (Id.; see also id. ¶ 66 (“CSC had no intention 
43

of actually utilizing Small Businesses. Instead, CSC” used small businesses merely as 

fronts “to pass through [work to] its Large Business” employees.)) And to support this 

allegation, the complaint provides myriad details of exactly how CSC adopted a passthrough scheme to shroud its allegedly willful misrepresentations regarding its intention

to comply with the terms of the Small Business Subcontracting Plan. For example, the 

complaint alleges that, on October 10, 2008—less than one month after the September 

2008 Task Order was awarded to CSC—Jim Pizzola, CSC’s Applications Program 

Manager for that contract, told his boss, CSC Program Manager Ken Harvey, in writing 

that Pizzola had “talked to [Modis’s sales director] Tim Martin this afternoon,” and 

told Tim that our small sub, large sub mix needed adjusting 

and MODIS must work-thru small subs for future candidates. 

Tim said you talked to him about it and Tim would workthru Infotran. . . . Finally, I told him we needed to start 

thinking about running existing MODIS personnel thru 

Infotran.

(Compl. ¶ 130.) Similarly, according to the complaint, Tim Martin made sure that Tran 

was aware of the pass-through arrangement and emphasized that implementing the passthrough scheme was the reason why Modis agreed to the changed business relationships 

that occurred after the September 2008 Task Order was awarded to CSC. (See id. 

¶ 150.) 11 The complaint also maintains that Martin testified in prior litigation that

 11 Indeed, the complaint states that Martin sent an email to Tran at Infotran on March 20, 2009, that 

stated, in relevant part:

Let me be perfectly clear. Infotransys is a subcontractor to Modis on 

the CSC USCIS EAGLE contract. Modis has elected to allow 

Infotransys to obtain a subcontract [directly] with CSC for the sole 

purpose of acting as a small business conduit for Modis to continue to 

provide resources to CSC while helping them meet their small business 

quota and at the same time creating additional (pass-through) revenues 

for Infotransys for its services. 

(Id. ¶ 150 (emphasis added).)
44

[CSC’s] Ken Harvey was aware of the agreement to allow 

Infotran to act as a conduit for Modis to support CSC’s 

needs to grow its small business spend[ing] from day one. It 

was he who suggested that additional subcontract small 

business spend[ing] was necessary and that -- and applauded 

my suggestion that Infotran be allowed to act as a passthrough, an administrator, a conduit for Modis in the 

provision of services to CSC for the purpose of expanding 

its small business spend[ing] from day one.

(Id. ¶ 128; see also id. ¶ 129 (“Mr. Harvey confirmed his knowledge of the passthrough agreement at his own deposition, testifying on October 27, 2010 that he 

understood that Modis would place personnel on the USCIS Contract ‘through 

Infotran.’”) These allegations are more than sufficient to raise an inference that the 

September 2008 Task Order was fraudulently induced because CSC had intended to 

utilize a pass-through scheme “from day one” (id. ¶ 128), despite the fact that CSC 

represented to the government that it would engage in 40% small business 

subcontracting pursuant to its Small Business Subcontracting Plan. 

CSC nevertheless argues that the complaint fails to state a fraudulent inducement 

claim because it contains no allegations that CSC’s allegedly fraudulent and intentional 

noncompliance with its own Small Business Subcontracting Plan constituted “prompt, 

substantial nonperformance.” (CSC Br. at 18 (quoting U.S. ex rel. Wilson v. Kellogg 

Brown & Root, Inc., 525 F.3d 370, 380 (4th Cir. 2008).) The “prompt, substantial 

nonperformance” requirement means that the party’s alleged failure to perform in 

accordance with its representations must have been a substantial breach of the 

agreement that occurred swiftly after the representation was made, see Wilson, 525 F.3d 

at 380, and is premised on the reasoning that a party should not be held liable if it does,

in fact, perform the agreement consistent with its obligations, despite its original 
45

fraudulent intentions. See U.S. ex rel. Willard v. Humana Health Plan of Texas Inc., 

336 F.3d 375, 386 (5th Cir. 2003) (“It would be illogical to find fraud where a party 

secretly did not intend to perform the contract when it was signed, but in actuality did 

perform[.]”). In this regard, CSC relies on a Fourth Circuit case that is not binding 

authority in this jurisdiction and is of questionable value, given that recent FCA 

fraudulent inducement cases from this district make no mention of any requirement that 

non-performance be “prompt” or “substantial.” See, e.g., Kane, 798 F. Supp. 2d at 198 

(allegation that defendant made false representations regarding its compliance with the 

Small Business Act sufficient to state a claim for fraudulent inducement under the 

FCA); Honeywell, 798 F. Supp. 2d at 22 (allegations that United States would not have 

entered into contracts absent defendant’s false statements were sufficient to state a 

claim for fraudulent inducement under the FCA). 

Even if the requirement of “prompt” and “substantial” non-compliance for the 

purpose of sustaining a fraudulent inducement allegation applies, this Court is satisfied 

that the instant complaint alleges sufficient facts to meet that standard. Specifically, 

Relator alleges that “CSC relied heavily on subcontracts with Modis and other Large 

Businesses for the human resources it needed to perform” its obligations under the task 

order “[f]rom the beginning[.]” (Compl. ¶ 56; see also id. (quoting CSC’s program 

manager as testifying that 99% of CSC’s subcontracting was with large businesses).) 

Moreover, the complaint makes numerous allegations regarding Defendants’ actions 

with respect to their obligations under the Small Business Subcontracting Plan and

events that occurred mere months after the September 2008 Task Order went into effect

(see, e.g., id. ¶¶ 130, 132, 167-68), and it repeatedly maintains that the nonperformance 
46

was a material breach of the task order contract (see, e.g., id. ¶¶ 42, 61, 64, 135). When 

viewed in light of Relator’s contention that CSC and Modis devised the pass-through 

scheme for the purpose of being able to make the (fraudulent) representation that CSC 

would rely on small businesses as necessary to win the September 2008 Task Order bid, 

the complaint’s allegations regarding the early steps that were taken to implement that 

scheme are sufficient to show that CSC’s alleged fraudulent failure to comply with its 

own Small Business Contracting Plan was both prompt and substantial. 12

B. Relator’s Conspiracy Count 

Relator’s Conspiracy count alleges that CSC and Modis engaged in a conspiracy 

to present false claims in violation of FCA section 3729(a)(1)(C). As noted previously, 

that section specifically provides that anyone who “conspires to defraud the 

Government by getting a false or fraudulent claim allowed or paid” is subject 

to liability. Toyobo, 811 F. Supp. 2d at 50. Although “[t]he FCA does not define a 

conspiracy[,] . . . courts have held that general civil conspiracy principles apply to FCA 

conspiracy claims.” Id. Therefore, to state a claim under the FCA for conspiracy, a 

plaintiff must plead that (1) the defendant “conspired with one or more persons to have 

a fraudulent claim paid by the United States”; (2) “one or more of the conspirators 

performed any act to have such a claim paid by the United States”; and (3) “the United 

 12 This Court strongly suspects that CSC’s argument about “prompt” and “substantial” non-compliance

is really not about the timing or extent of the alleged non-compliance at all, but instead marks the 

return of CSC’s misguided contention that there was no non-compliance here in any event because the 

pass-through scheme was an entirely appropriate means of satisfying its obligation to comply with the 

Small Business Subcontracting Plan and Relator fails to state facts that establish otherwise. This Court 

has repeatedly rebuffed the many other iterations of this assertion that CSC makes in other contexts, 

see supra Parts III.A.1; III.A.2.a.ii, but it keeps on coming back in other guises. To the extent that it 

arises here again, the Court sincerely hopes it has done enough to finally put that dreaded claim to 

rest. Cf. Zombie Killing, Zombiepedia, http://zombie.wikia.com/wiki/Zombie_Killing (last visited July 

2, 2014) (noting that “[i]t will rarely take only one swing” to kill a zombie).
47

States suffered damages as a result of the claim.” United States v. Bouchey, 860 F.

Supp. 890, 893 (D.D.C. 1994); see also Exec. Sandwich Shoppe, Inc. v. Carr Realty 

Corp., 749 A.2d 724, 738 (D.C. 2000) (“The elements of civil conspiracy are: (1) an 

agreement between two or more persons; (2) to participate in an unlawful act, or in a 

lawful act in an unlawful manner; and (3) an injury caused by an unlawful overt act 

performed by one of the parties to the agreement (4) pursuant to, and in furtherance of, 

the common scheme.” (internal quotation marks and citation omitted)).

Given the complaint’s description of the relationship between CSC and Modis 

that has already been described at length (and in particular, in the prior discussion of 

Relator’s fraudulent inducement claim, see supra Part III.A.3), this Court concludes 

that Relator’s conspiracy claim is adequately pled. In short, the complaint contains 

numerous allegations regarding the agreement between CSC and Modis as it relates to 

the development and maintenance of the pass-through scheme. CSC executives were in 

frequent contact with at least one Modis representative who allegedly agreed that Modis 

“must work-thru small subs” to assist CSC in fulfilling its obligations under the 

September 2008 Task Order because CSC’s “small sub, large sub mix needed 

adjusting[.]” (Compl. ¶ 223.) Moreover, the complaint is replete with allegations 

concerning actions that these two parties took in furtherance of that agreement. (See, 

e.g., id. ¶ 78 (describing Modis’s proposal that Infotran become a direct subcontractor 

to CSC); ¶ 150 (describing Modis’s admonishment of Infotran for placing its own 

people with CSC, rather than Modis’s).) What is more, according to the complaint, the

agreement between CSC and Modis to implement the pass-through scheme resulted in 

“the creation and submission to the United States of false statements consistent with the 
48

fraudulent nature of the pass-through scheme” (id. ¶ 224), which caused harm to the 

government because the government allegedly would not have paid the allegedly 

fraudulent claims had it known of the pass-through scheme (id. ¶¶ 174-176). Thus, the 

established elements of an FCA conspiracy claim—that there was an agreement between 

two or more actors to have a false claim paid; that the conspirators committed at least 

one act in furtherance of that aim; and that the United States suffered damages as a 

result—are easily satisfied. 

CSC and Modis offer two arguments to the contrary. First, these Defendants

contend that they cannot be held liable for engaging in an illegal conspiracy because 

there has been no illegal action alleged. (See CSC Br. at 20-21); see also Exec. 

Sandwich Shoppe, 749 A.2d at 738 (under D.C. law, civil conspiracy is not an 

independent tort but rather “depends on performance of some underlying tortious act”)

(internal quotation marks and citations omitted). This argument once again harkens 

back to CSC’s surprisingly resilient contention that federal contracting law permits the 

type of pass-through scheme that Relator challenges—a claim that the Court has 

repeatedly rejected. See supra Part III.A.1; see also Part III.A.3 & n. 12.

These Defendants’ second retort is that the complaint fails to allege specific facts 

supporting an inference that there was an actual agreement and that the agreement was 

for the purpose of accomplishing an unlawful act—here, the submission of false claims. 

But it is well-established that a plaintiff need not allege that an express or formal 

agreement was entered into in order to establish that the parties were in agreement for 

the purpose of a conspiracy claim. Cf. Halberstam v. Welch, 705 F.2d 472, 486 (D.C. 

Cir. 1983) (noting that “courts have to infer an agreement from indirect evidence in 
49

most civil conspiracy cases”); U.S. ex rel. Wilkins v. N. Am. Const. Corp., 173 F. Supp. 

2d 601, 641 (S.D. Tex. 2001) (finding circumstantial evidence sufficient to support an 

FCA conspiracy claim). And in this case, the allegations cited above provide sufficient

grounds to support an inference that CSC and Modis had an agreement to implement the 

allegedly illegal pass-through scheme. To take just the most obvious example, the 

complaint alleges that Ken Harvey of CSC spoke directly with Modis’s sales director 

and “applauded [Modis’s] suggestion that Infotran be allowed to act as a pass-through, 

an administrator, a conduit for Modis in the provision of services to CSC for the 

purpose of expanding its small business spend[.]” (Compl. ¶ 129.) In addition, the 

factual allegations in the complaint also support an inference that the purpose of the

concerted pass-through scheme was to enable CSC to certify falsely to the government 

that it was in compliance with the small-business subcontracting goals contained in the 

September 2008 Task Order. (See, e.g., id. ¶¶ 111, 128.) Despite the fact that there is 

no particular allegation in the complaint to the effect that CSC and Modis agreed to 

present any particular false invoice under the September 2008 Task Order, Modis was 

undoubtedly aware that CSC would be submitting invoices to the government under the 

task order, and the complaint alleges that CSC and Modis restructured the manner in 

which Modis served CSC in order to accomplish the arrangement that facilitated the

fraudulent procurement of the task order itself. (See, e.g., id. ¶ 133.) This Court 

concludes that an agreement to restructure business relationships so as to facilitate false 

representations to the government fits comfortably within the category of compacts that 

qualify as agreements to submit false claims for the purpose of an FCA conspiracy 

allegation. Accordingly, Relator’s complaint alleges facts that are sufficient to support 
50

its conspiracy count, and this Court rejects all of CSC’s unpersuasive arguments to the 

contrary.

13

C. Relator’s Retaliation Count

The complaint’s final count (Count V) is brought against CSC and Modis on the 

grounds that these Defendants allegedly retaliated against Relator in violation of the 

anti-retaliation provision of the FCA, 31 U.S.C. § 3730(h). (Compl. ¶¶ 235-242.) 

Section 3730(h) provides that

[a]ny employee, contractor, or agent shall be entitled to all 

relief necessary to make that employee, contractor, or agent 

whole, if that employee, contractor, or agent is discharged, 

demoted, suspended, threatened, harassed, or in any other 

manner discriminated against in the terms and conditions of 

employment because of lawful acts done by the employee, 

contractor, agent or associated others in furtherance of an 

action under this section or other efforts to stop 1 or more 

violations of this subchapter.

The retaliation provision of the FCA “was designed to protect persons who assist the 

discovery and prosecution of fraud and thus to improve the federal government’s 

prospects of deterring and redressing crime.” U.S. ex rel. Schweizer v. Oce N.V., 677 

F.3d 1228, 1237 (D.C. Cir. 2012) (internal quotation marks and citation omitted). In 

order to state a claim for retaliation, a relator “must demonstrate that: (1) he engaged in 

protected activity, that is, ‘acts done . . . in furtherance of an action under this section’; 

 13 Among the additional arguments that CSC puts forward is its assertion that, in an email quoted in the 

complaint, Tim Martin specifically asked Tran to “[p]lease refrain from discussing [the pass-through 

scheme] with our client (CSC) as that would breach confidentiality agreements, and likely cause future 

damage to all parties[,]” which according to CSC, proves that there was no agreement between CSC and 

Modis. (CSC Br. at 22 (citing Compl. ¶ 150).) But the allegations in the complaint must be viewed in 

the light most favorable to Plaintiff. Given Tran’s alleged resistance to the pass-through proposal, this

email statement could just as easily be viewed as evidence of Modis’s attempt to limit Tran’s 

discussions relating to what he apparently believed was unlawful conspiracy, rather than evidence that

no such conspiracy existed. 
51

and (2) he was discriminated against ‘because of’ that activity.” U.S. ex rel. Yesudian 

v. Howard Univ., 153 F.3d 731, 736 (D.C. Cir. 1998) (quoting 31 U.S.C. § 3730(h)). 

1. The Complaint Contains No Allegations Of “Protected Activity” 

To satisfy the first requirement of a retaliation claim, Relator primarily relies on 

the fact that he allegedly refused to participate in the pass-through scheme, which he 

argues qualifies as “protected activity” to the extent that it evidences his “attempt[] to 

prevent CSC from making false statements and presenting false claims to the United 

States.” (Compl. ¶¶ 157, 237.) Relator argues that his refusal to participate constitutes 

an “effort[] to stop [one] or more violations” of the FCA within the meaning of section

3730(h) (Relator’s Opp’n at 43), but Relator has identified no case in which any court 

has concluded that mere refusal to participate in an allegedly fraudulent scheme 

constituted “protected activity” sufficient to trigger the protections of the FCA 

retaliation provision. Rather, Relator appears to be relying on the legislative history of 

the FERA amendments to the FCA to support his contention that a refusal to participate 

amounts to protected activity under the FCA—a position that CSC does not contest. 

(See CSC Br. at 24 (acknowledging based on a reading of the legislative history that 

“refusals to participate” constitute protected activity under the FERA amendments). 

Prior to the enactment of FERA, the retaliation provision of the FCA specifically 

listed the “lawful acts” for which an employee was entitled to protection, and this list

“include[d] investigation for, initiation of, testimony for, or assistance in an action to 

be filed” under the FCA. 31 U.S.C. § 3730(h) (2003). The FERA amendments both 

removed this list and added the more general statement that, not only acts done “in 

furtherance of” an FCA action, but also “other efforts to stop 1 or more violations of 
52

this subchapter” are protected under the retaliation provision. This change was

presumably intended to broaden the scope of the activities that a relator might have

engaged in for the purpose of statutory protection from retaliation, and at least one 

piece of the legislative history appears to indicate that the revised provision was 

sufficiently broadened that it included refusals to participate in the scope of protected 

activity. See 155 Cong. Rec. E1295-03 (Statement of Rep. Berman) (“This language is 

intended to make clear that this subsection protects not only steps taken in furtherance 

of a potential or actual qui tam action, but also steps taken to remedy the misconduct 

through methods such as internal reporting to a supervisor or company compliance 

department and refusals to participate in the misconduct that leads to the false claims, 

whether or not such steps are clearly in furtherance of a potential or actual qui tam 

action.”). 

As reasonable as this reading of the history of the FCA might seem, it is wellestablished that legislative history cannot be used to demonstrate that a statute means 

something that is manifestly inconsistent with its text, see, e.g., United States v. Fisher, 

6 U.S. 358, 399 (1805) (Marshall, C.J.), and the text of the FCA tells a far different 

story regarding the scope of the retaliation provision. The amended FCA states 

unequivocally that a relator is protected from retaliation only insofar as he has been 

retaliated against for engaging in two categories of conduct: (1) “lawful acts done . . . 

in furtherance of an action under this section[,]” or (2) “other efforts to stop 1 or more 

violations of this subchapter[.]” With rare exception, the mere refusal to participate in 

an allegedly unlawful scheme is neither an “act[] done” nor an “effort[]” taken, and 

such forbearance certainly does not equate with the kind of affirmative activity that the 
53

text of the statute conveys. Relator has not cited, and this Court has not found, a single 

case in which a court decided that the refusal to participate in allegedly fraudulent 

conduct, standing alone, was “protected activity” for the purpose of an FCA retaliation 

claim, and even when courts assessing FCA retaliation claims have mentioned with 

some approval a relator’s refusal to participate in a fraudulent scheme, that fact is 

inevitably coupled with actual actions that the relator took either to promote its FCA 

suit, or to stop the alleged fraud. See, e.g., U.S. ex rel. Meyer v. Kempf Surgical 

Appliances, Inc., 11-cv-00111, 2013 WL 1438025, at *1 (S.D. Ohio Apr. 9, 2013)

(finding that a relator had identified protected activity based on allegations that he 

“raised questions about Defendants’ billing practices and refused to participate in the 

alleged fraud”); Layman v. MET Labs., Inc., 12-cv-2860, 2013 WL 2237689, at *7 (D. 

Md. May 20, 2013) (finding that a relator could proceed with a retaliation claim where 

he both refused to sign an allegedly fraudulent report and also conducted an 

investigation into the circumstances under which the report was created). Indeed, the 

weight of authority regarding what counts as “protected activity” within the meaning of 

the FCA’s retaliation provision confirms that, ordinarily, something more than mere 

refusal to participate in the fraudulent activity is required. See, e.g., Hood, 946 F. 

Supp. 2d at 87 (relator complained to supervisors and questioned alleged unethical 

activity in face-to-face meetings and e-mails); Sharma v. District of Columbia, 791 F. 

Supp. 2d 207, 218-19 (D.D.C. 2011) (relator repeatedly complained about fraud and 

corruption); Elkharwily v. Mayo Holding Co., 955 F. Supp. 2d 988, 994 (D. Minn. 

2013) (relator reported violations to supervisors and took notes of observations); 

Bechtel v. St. Joseph Medical Ctr., Inc., 10-cv-3381, 2012 WL 1476079, at *6 (D. Md. 
54

April 26, 2012) (plaintiff passed relevant information to a qui tam relator); U.S. ex rel. 

George v. Boston Scientific Corp., 864 F. Supp.2d 597, 607 (S.D. Tex. 2012) (relator 

asked if a product “could be promoted legally” at a company meeting). 

Perhaps sensing the weakness of his argument that a mere refusal to participate is 

“protected activity” for the purpose of the FCA’s retaliation provision, Relator here also 

suggests that his discovery efforts in support of his counterclaim in the Modis v.

Infotran action constitute “protected activity.” (See Compl. ¶ 158 (“By pursuing its 

claims against Modis, [Relator] investigated the fraudulent pass-through scheme, which 

led to the filing of this action.”).) But this argument fares no better because Relator has 

not shown that he initiated any “act” or “effort” with respect to that litigation. In 

contrast to the many cases in which a plaintiff states a separate retaliation claim for 

having initiated a lawsuit, Relator cites no authority for the proposition that bringing a

counterclaim in a lawsuit that was filed against him falls within the scope of “lawful 

acts” protected by the FCA’s retaliation provision. And when one considers that 

unlawful retaliation typically occurs in reaction to activity that has been undertaken for 

the purpose of exposing or halting illegal conduct, the conclusion that a counterclaim

qualifies as protected activity is implausible on its face. 

2. The Complaint Does Not Contain Facts That Establish The Requisite 

Causal Connection

Even if Relator was correct that his refusal to participate in the allegedly illegal 

pass-through scheme and/or his counterclaim against Modis constitutes protected 

activity, his retaliation claim would still fail because the allegations of the complaint do 

not compel the conclusion that CSC terminated Infotran because of the prior lawsuit or 

in retaliation for Relator’s allegedly righteous refusal to participate in the pass-through 
55

scheme. The “causation” element of a retaliation claim requires a relator to show both 

that “(a) ‘the employer had knowledge the employee was engaged in protected activity’; 

and (b) ‘the retaliation was motivated, at least in part, by the employee’s engaging in 

[that] protected activity.’” Yesudian, 153 F.3d at 736 (quoting S. Rep. No. 99–345, at 

35, reprinted in 1986 U.S.C.C.A.N. at 5300.)

Here, the complaint leaves no doubt that CSC was aware that Infotran had 

refused to serve as a conduit for Modis and that the two companies were engaged in a 

legal dispute about that situation. (See Compl. ¶¶ 144-45.) In order to establish the 

requisite causation, Relator relies mainly on a March 20, 2009, email from Tim Martin 

of Modis to Tran, in which Martin asserts that “Modis has elected to allow Infotransys 

to obtain a subcontract with CSC for the sole purpose of acting as a small business 

conduit for Modis to continue to provide resources to CSC,” and that Modis did not 

“agree to waive its non-compete to allow Infotran[] to provide direct staffing services to 

CSC at USCIS without Modis participation.” (Compl. ¶ 150.) Relator contends that 

this email amounts to clear evidence that CSC terminated its relationship with Infotran 

because of the dispute over Tran’s refusal to participate in the pass-through scheme. 

(Relator Opp’n at 43.) But this email demonstrates no such thing; indeed, it suggests 

precisely the opposite: that CSC’s direct business relationship with Infotran was 

established originally “for the sole purpose” of facilitating the allegedly fraudulent 

scheme, such that once Infotran refused to do the job for which it was hired, CSC’s 

motivation for terminating the relationship was likely futility, rather than retaliation. In 

other words, rather than improperly ending a business relationship that had previously 

existed for legitimate purposes in retaliation for Infotran’s refusal to participate in the 
56

fraud, the allegations of the complaint indicate that CSC’s termination of the direct 

supplier relationship between CSC and Infotran was the reasoned result of Infotran’s 

dogged refusal to fulfill the very function that the business relationship was created to 

achieve. Relator provides no other allegations that connect his refusal to participate 

with his company’s termination by CSC; consequently, Relator has failed to allege 

adequately facts from which an inference of retaliation could properly be drawn.

3. The Complaint Does Not Contain Facts To Support The Contention 

That Modis Committed A Retaliatory Act 

Finally, Relator’s contention that Modis violated the FCA’s retaliation provision 

because it filed a breach of contract lawsuit against him in direct response to his refusal 

to participate in the pass-through scheme (Compl. ¶¶ 236-238) also fails. The 

complaint alleges that, in October of 2008, “Martin telephoned Relator Tran and 

threatened him and Infotran with legal action if Infotran attempted to place any future 

resources” with CSC under the September 2008 Task Order “without the involvement of 

Modis.” (Id. ¶ 117; see also id. ¶ 150 (Modis allegedly warned that “[a]ny further 

violation of the Modis Independent Contractor Agreement with Infotransys has a clear 

and indesputable [sic] recourse”); id. ¶ 152 (“[W]hen it was clear that Modis would be 

unable to force Infotran to participate in the pass-through scheme, Modis retaliated by 

filing a single count breach of contract Complaint” against Relator).) Even if it is 

assumed that refusal to participate in the pass-through scheme was “protected activity” 

and thus a sufficient trigger for a retaliation claim under the FCA (it is not, see supra

Part III.C.1), an allegedly retaliatory lawsuit does not meet the statutory requirement 

that a relator alleging retaliation must have been “discharged, demoted, suspended, 

threatened, harassed, or in any other manner discriminated against in the terms and 
57

conditions of employment[.]” 31 U.S.C. § 3730(h) (emphasis added). Modis’s filing of 

a civil lawsuit alleging breach of contract has nothing to do with the “terms and 

conditions of employment,” and Relator offers no authority that would lead the Court to 

believe that the statute should be interpreted so broadly as to include such a claim. See, 

e.g., Kane, 798 F. Supp. 2d at 208 (“The plain language of th[e] phrase [‘terms and 

conditions of employment’] clearly establishes that section 3730(h) applies only to the 

employment context[.]”)

Accordingly, Relator has failed to allege a plausible claim that either CSC or 

Modis retaliated against him in violation of the FCA, and Count V must be dismissed. 

IV. CONCLUSION

For the reasons explained above, Relator has pled plausible claims against CSC 

for the presentation of false claims, fraudulent inducement, and the making of material 

false statements, and has plead each of these counts with the particularity Rule 9(b) 

requires. Likewise, Relator’s claims that Modis caused CSC to present false claims and 

to make material false statements are also plausible, as is Relator’s claim that CSC and 

Modis conspired to commit each of these violations of the FCA. But Relator has not

satisfied the requisite pleading standards with respect to its retaliation count against

CSC and Modis, nor are there sufficient allegations in the complaint to support the

presentation and material false statements counts against Sagent, so those counts must 

be dismissed. 

It may well be that, once discovery in this case proceeds, all of Relator’s claims 

will be proven unfounded, either because the pass-through scheme did not operate in 

the way Relator has alleged, or was immaterial to the payment of CSC’s claims, or for 
58

some other reason. But based on the facts alleged in the complaint, and taking all of the 

allegations therein at face value, Relator has stated certain plausible claims against CSC 

and Modis based on their alleged agreement to implement a pass-through scheme in 

order to sidestep the promised small business requirements in a manner that rendered 

false CSC’s submissions and representations to the government regarding its fulfillment 

of those requirements. Consequently, this Court will GRANT IN PART and DENY IN 

PART CSC’s Motion to Dismiss; GRANT IN PART and DENY IN PART Modis’s 

Motion to Dismiss; and GRANT in full Sagent’s Motion to Dismiss, as set forth in the 

accompanying order. 

Date: July 3, 2014 Ketanji Brown Jackson

KETANJI BROWN JACKSON

United States District Judge