CSP027090_Contract.pdf

State of Ohio Department of Administrative Services Marketing Services – RFP #SRC0000022122 On behalf of the Ohio Lottery Commission RFP Version 03/01/24

A CONTRACT BETWEEN

THE OHIO DEPARTMENT OF ADMINISTRATIVE SERVICES

ON BEHALF OF THE

OHIO LOTTERY COMMISSION

AND

MARCUS THOMAS LLC

This Contract#CSP027090, which results from Request for Proposals #SRC0000022122 titled Marketing Services (the “RFP”), is between the State of Ohio, through the Department of Administrative Services, on behalf of the Ohio Lottery Commission, and Marcus Thomas LLC (the "Contractor").

This Contract is the result of agreed upon changes to the RFP including all exhibits and written amendments to this RFP and the Contractor's negotiated and accepted Proposal. It will also include any materials incorporated by reference in the above documents. The terms and conditions for this Contract are contained in Parts 2-4 of the RFP. If there are conflicting provisions between the documents that make up the Contract, the order of precedence for the documents is as follows:

This Contract consists of the following in this order of precedence:

1. This one-page Contract;

2. Contract Part 6,

3. This RFP, as amended; and

4. The Proposal, as negotiated, clarified, and accepted by the State.

Once awarded, the term of the Contract will be from the date of the State’s signature through June 30, 2029. The State may solely renew this Contract at its discretion for a period of one month. Any further renewals will be by mutual agreement between the Contractor and the State. The parties may renew this Contract for up to four years. Any such renewal of all or part of the Contract is also subject to the satisfactory performance of the Contractor and the needs of the State of Ohio.

This Contract has an effective date of the later of July 1, 2025 or the occurrence of all conditions precedent specified in the terms and conditions of Parts 2-4.

To show their agreement, the parties have executed this Contract as of the dates below.

MARCUS THOMAS LLC STATE OF OHIO,

DEPARTMENT OF ADMINISTRATIVE SERVICES

By: _________________________________ By: ____________________________________

Name: ______________________________ Name: __________________________________

Title: CEO Title: Director

Date: ________________________________ Date: ___________________________________

State of Ohio Department of Administrative Services Marketing Services – RFP #SRC0000022122 On behalf of the Ohio Lottery Commission RFP Version 03/01/24

Part 6 – Mutually Agreed Upon Changes

1. Contractor confirmed that work for this contract will not be completed outside of the United States.

2. Part 2, Item F. - Termination Assistance Services, 2.c.: The State and the Contractor agree to the following:

Contractor must use commercially reasonable efforts to obtain on behalf of the State or the Successor, pursuant to agreed terms and conditions, any third-party services then being utilized by Contractor in the performance of the Work, including services being provided through third-party service or maintenance contracts on equipment and software used to provide the Work. Contractor is entitled to retain the right to utilize any such third-party services in connection with the performance of services for any other Contractor customer.