State Commission 06/23/2020 Meeting Minutes

Massachusetts State Lottery Commission 150 Mount Vernon Street, Suite 300 Dorchester, Massachusetts 02125 Tel: (781) 849-5555 Fax: (781) 849-5546 TTY: (781) 849-5678

Official Meeting Minutes

DATE: Tuesday, June 23, 2020

TIME: 10:30 a.m.

All Attendees Participated Remotely through RingCentral Conferencing System

MEMBERS PRESENT: Deborah Goldberg, Treasurer and Receiver General Meghan Liddy, Commissioner William J. McNamara, Comptroller Anthony Salvidio, Commissioner Spencer Lord, Special Counsel, Executive Office of Public Safety and Security, designee of Secretary Thomas A. Turco III

ALSO PRESENT: Michael Sweeney, Executive Director, Lottery Edward Farley, Chief Marketing Officer, Lottery Didier Bertola, Chief Financial Officer, Lottery Judy Moore, Senior Executive Assistant, Lottery Gregory Polin, General Counsel, Lottery Christian Teja, Director of Communications, Lottery

Delwin Dickinson, Senior Consultant Advizex Joshua Fredette, Senior Program Engagement Manager, Overture Partners, LLC Jeffrey Shapiro, Esq., Deputy Comptroller, Chief Operating Officer James MacDonald, First Deputy Treasurer Sarah Kim, General Counsel, Treasury Chandra Bork, Chief of Staff, Treasury Cassandra Chung, Paralegal, Treasury Lizandra Gomes, Deputy Chief of Staff, Treasury Alethea Harney, Communications Director, Treasury Emily Kowtoniuk, Deputy Legislative Director, Treasury Steve Moore, Deputy Legislative Director, Treasury Andrew Napolitano, Deputy Communications Director, Treasury Liz Zelnick, Senior Policy Analyst, Treasury Alicia Wi, Legal Intern, Treasury

Martha Goldsmith, Director, Division of Capital Asset Management and Maintenance (DCAMM)

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Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Debbie Russell, Project Manager, Division of Capital Asset Management and Maintenance (DCAMM) Blaine Applebee, Senior Manager of Merchandising, Cumberland Farms Michelle McGee, Kearney, Donovan & McGee, P.C.

Chelsea Turner, Lottery Corporation Marlene Warner, Executive Director, Massachusetts Council on Compulsive Gambling Brad Thompson, Director Sales & Marketing, Pollard Banknote Jennifer Wankling, Senior Manager, Pollard Banknote Phil Wettengel, O’Neil and Associates Jacqueline Purmort-Labue, Interested Member of the Public

I. Opening of Meeting

Treasurer Deborah Goldberg opened the Commission meeting at 10:31 a.m. Treasurer Goldberg stated, “Pursuant to the Massachusetts Open Meeting Law, Massachusetts General Laws, Chapter 30A, section 20, all of the Commissioners will be participating remotely for this meeting because physical attendance is unreasonably difficult.

Normally, the Commissioners are able to participate remotely only when a quorum of the members are physically present at the meeting location, however, the Commission is relying on Governor Baker’s March 12th Executive Order that allows remote participation by all members of a public body and suspends the requirement that a quorum of the body and the chair be physically present at the specified meeting location.

Commissioners, we are all participating by a conference call. Commissioners, please let us know if you have any sort of technical difficulty. The Commissioners may participate in any votes scheduled to take place at today’s meeting. All votes must be taken by roll call.”

Treasurer Goldberg then made the following statement, “Pursuant to the Commonwealth’s Open Meeting Law, Massachusetts General Laws, Chapter 30A, Section 20, as the Chair of the Massachusetts State Lottery Commission, I would like to advise that any person may make a video or audio recording of this open meeting. However, I am obligated to inform attendees of any recording at the beginning of the meeting, so I ask that those who are making any recording identify themselves now as doing so.” Judy Moore, Senior Executive Assistant, Lottery, identified herself as making a recording to assist in the preparation of the meeting minutes.

II. Approval of the Minutes from May 26, 2020

Treasurer Goldberg asked the Commission to accept the minutes from the Massachusetts State Lottery Commission (“Commission”) meeting held on May 26, 2020. Commissioner William McNamara made a motion to accept the minutes of the meeting and Special Counsel Spencer Lord seconded the motion.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner William McNamara: yes; Commissioner Meghan Liddy: yes;

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Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Commissioner Anthony Salvidio: yes; Special Counsel Spencer Lord: yes; and Treasurer Goldberg: yes.

The minutes were approved at 10:35 a.m.

III. Executive Director’s Report a. Sales Update b. Marketing Update

Virginia Lottery to start selling tickets online this July

Executive Director Michael Sweeney announced that as of July 1st, the Lottery will be launching an iLottery platform. He described Virginia’s Lottery Executive Director Kevin Hall as an excellent administrator whose state will be offering MegaMillions, , , and new instant win games to be available on any phone, tablet or computer. He quoted Executive Director Hall as saying, “[w]e feel it’s important to continue to meet Virginia consumers where they already are, and where they expect to find us – online.” Executive Director Sweeney continued that the new online option offers a friendly remote way to play. Executive Director Hall also stated that, “Online lottery is not just convenience. Updating the way we deliver our products will help support our responsibility to generate additional resources for Virginia’s K-12 public schools.”

Weekly Sales – Since March 1, 2020

Executive Director Sweeney provided an overview on the effects that the COVID-19 State of Emergency has had on Lottery sales. Referring to a “Weekly Sales Since March 1” chart, Executive Director Sweeney provided a recap on the weekly sales for instant tickets and Keno, as well as total sales from all games beginning March 7th, which was the last full normal week for Lottery sales. Executive Director Sweeney highlighted the figures from the height of the pandemic as well as the height of the shutdown and the public’s compliance. He also noted the parallel dip between both instant tickets as well as all games sales through the month of April. He reported on a slight uptick towards the end of April for instant tickets and into the first week of May. He stated that he believed these upticks reflect the adjustments made by both the retailers, the Lottery, and by consumers across the country. Executive Director Sweeney stated that Keno sales are heavily reliant on restaurants and bars, which were appropriately closed during the course of the pandemic and impacted sales significantly.

Mega Millions Sales Comparison

Executive Director Sweeney revealed an uptick with the jackpot. He stated however, that because of the pandemic, and the lack of normal activity by consumers, there was a significant difference in sales at the various jackpot levels in comparison to 2019 of last year. As an example, during 2019, when the jackpot reached $252 million, sales totaled over $1 million. In 2020 it wasn’t until the jackpot reached $298 million before a similar sales level was attained. He added that there are about three or four weeks of potential sales activity of rolling jackpots where sales expectations are not being met for that level of jackpot. This is a result of consumer’s movements during the pandemic as well as the amount of businesses that have been allowed to remain open. He concluded that this shows the impact of the Lottery’s inability to offset decreases by not being allowed to offer the public the alternative to make purchases from the comfort of their home or other locations through a mobile device. 3

Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Current Lottery Operations

Executive Director Sweeney provided a brief overview of current Lottery operations. He stated that beginning on Wednesday, June 24th, the Lottery’s claim centers in Dorchester, New Bedford, Braintree, and Worcester would be trying to focus in particular on prize claims above the $5,000 level. Prize claims for individuals have been broken up by alphabetical order in order to keep crowds to an attainable level. He stated that the Lottery would not be opening the Springfield and Woburn offices for general cashing purposes at this time but the Lottery would utilize those locations internally to continue to process claims by appointment only for the larger prizes or to help handle mail-in claims. He stated that because of the size and layout, it is almost impossible to utilize these locations in a proper manner for general cashing purposes due to the current health requirements of social distancing. The Lottery is currently working with the Division of Capital Asset Management and Maintenance (DCAMM) to obtain a leasing arrangement that will provide alternative space within the North Shore area and the Springfield area which will enable the Lottery to fully open up to the public.

The Lottery is continuing to process mail-in claims of up to $50,000, and also extending the expiration date for tickets that are due to expire between March 19 and September 29, 2020 to September 30, 2020.

The Lottery is also continuing to have its employees work remotely whenever possible. Personnel from areas such as distribution, drawing studio, budget, legal, and finance report to the office on an as needed basis.

Executive Director Sweeney complimented the union as being great and easy to work with as distribution transitioned to split shifts in order to comply with public health guidelines and to keep team members safe by having appropriate distancing within the distribution line.

He stated that the Lottery has been utilizing telecommuting for all employees who are able to work from home.

Processing Prize Claims

Executive Director Sweeney provided an example of the work that is being done and the hurdles that the Lottery is facing. He explained that before the pandemic, during a normal week, the Lottery would process about 4,000 claims with ninety-plus percent being done in-person at various lottery locations. Around the time that the Commonwealth shut down, Executive Director Sweeney stated that almost zero number of claims were processed in-person and there was an upsurge in mail-in claims. The Lottery set up a cashing system by appointment for prizes initially of $20,000 and above, which was moved to $10,000 and above, and after about a week, began to receive mail-in claims. There was a steady increase in general with over a thousand claims processed per week, and as of the drafting of this report, Executive Director Sweeney announced that $72 million in claims were processed, which was more than 8,600 individual claims. The Lottery is now opening up to in-person claims for $5,000 and above however, although there is no ticket prize level that an individual cannot have cashed, as of now, any prize below that amount is limited to a mail-in process.

Warehouse / Distribution

Executive Director Sweeney took time to compliment the warehouse and distribution team at the Lottery. He stated that similar to other private businesses and governmental agencies, the 4

Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Lottery has had to reengineer almost every process in order to continue a level of normalcy. He credited the warehouse and distribution team as being on the forefront of these changes. He presented current visuals of the warehouse during each shift and stated that normally a shift would have anywhere from twelve to fifteen people working on the line at one time but because of public health guidelines, the Lottery could not continue with this practice and maintain the safety of these employees. This number has now been scaled back and in working with the union and the human resource department, the Lottery was able to engage split shifts as well as working on weekends. He reported on the large number of instant ticket books that were shipped during April and May. He stated that the number did not include the manual processing of orders that many of the regional managers have managed, which could be upwards of tens of thousands of books.

Executive Director Sweeney was happy to announce that there have been no reported cases of any employee testing positive as a result of being in the Lottery workplace. In comparison to other businesses who deal with warehouse settings, Executive Director Sweeney declared that this is a record to be proud of and he noted that Lottery has taken the pandemic very seriously and has worked aggressively to make a safe work environment

Claim Center Signage

Executive Director Sweeney announced that in preparation to service the public, the Lottery has placed social distancing guidelines and floor area markers on the floor to help remind people to keep at least a six foot distance within all Lottery lobbies.

Social Media

The Lottery continues to be aggressive in utilizing social media to connect with players. Executive Director Sweeney presented examples of recent strategies employed on Twitter, Facebook, and Instagram. He stated that during the current crisis, the Lottery has made an effort to acknowledge Lottery sponsors such as the Boston Bruins and the Boston Celtics, as well as acknowledge the many nurses, doctors, and individuals who have supported those who are struggling during this time.

Executive Director Sweeney also reported that the Lottery has been in an active partnership with the Massachusetts Department of Public Health and transmitting some of their messages concerning trying to stay healthy during the pandemic.

Lottery Sales Update

Executive Director Sweeney reported that the overall unadjusted sales for May 2020 were down $56.5 million in comparison to May 2019. He noted that the estimated May 2020 net profit and prize payout figures do not include accruals for prizes won that have not yet been paid. Due to the overall decrease in sales, and in-person prize claims limited to prizes of $10,000 and above by appointment only, the estimated net profit for May 2020 was $112.9 million as compared to $119.4 million in May 2019, resulting in an estimated $6.5 million decrease in net profit. The estimated prize payout for May 2020 was 68.99 percent, as compared to 70.53 percent in May 2019.

Executive Director Sweeney reported on the figures for Fiscal Year 2020 (“FY20”). He stated that the estimated FY20 year-to-date net profit and prize payout figures both include accruals for prizes won that have not yet been paid. Due to a combined $185.1 million decrease in overall sales in the months of April and May and a combined $137.7 million decrease in Mega Millions and Powerball sales in the first eleven months of FY20 compared to the first eleven months of FY19 5

Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

(Mega Millions: $76.8 million decrease, Powerball: $60.9 million decrease) as a result of smaller jackpots, the estimated year-to-date net profit for the first eleven months of FY20 is $924.9 million as compared to $1.045 billion for the first eleven months of FY19. After adding a 1-day average net profit figure of $2.8 million due to a shift in the calendar that resulted in 1 less day being included in the net profit figure for the first eleven months of FY20, the adjusted year-over-year change for the first eleven months of FY20 versus the first eleven months of FY19 is an estimated $117.3 million decrease in net profit. The estimated year-to-date prize payout for the first eleven months of FY20 is 73.44 percent, as compared to 72.17 percent for the first eleven months of FY19.

Executive Director Sweeney reported that with the exception of the Game ($2.5 million increase), all products experienced sales decreases in May of 2020 as compared to May of 2019.

Comparing the sales results to those states who have iLottery, Treasurer Goldberg remarked that if the Lottery was allowed to operate online, these numbers would be very different and predicted that the Lottery would be generating between $70 and $75 million in much needed revenue to struggling communities across the Commonwealth.

Five Year Comparison Chart

Executive Director Sweeney informed the Commission that the prize payout as a percentage of sales was at 73.4 percent, which is slightly higher during the same time period last fiscal year.

Gross Sales Results through May FY20 versus FY19 Unadjusted Non Fiscal Year

Discussing the Gross Sales Results of March FY20 versus March FY19 Unadjusted Non-Fiscal Year, Executive Director Sweeney announced that the biggest concern continues to be Keno. He reported about a $35 million decrease in Keno in comparison to FY19, which makes up more than 50 percent in total sales lost during the month of May. Executive Director Sweeney reported that instant tickets have started to move in a positive direction.

Discussing Gross Sales Results Year to Day for FY20 versus FY19 Unadjusted Non Fiscal Year, Executive Director Sweeney reported that overall Keno was down $56.2 million for the year and expected that this number would continue to decline. Instant tickets were down $54.1 million, and Mega Millions and Powerball saw a significant pullback due to the lack of jackpots throughout the year. Overall total sales were down 5 percent which he attributed to the pandemic and the Lottery’s inability to operate through a modern channel – specifically, an iLottery format. Treasurer Goldberg expressed that moving forward, when the Legislature searches for revenue as it builds a budget, the numbers tell the story and she speculated that the Legislature would want to work with the Lottery on iLottery and cashless operations.

Recent News Stories

Executive Director Sweeney followed up on the impact that e-commerce has had on businesses and highlighted some of the new retail habits that has been ingrained in shoppers as a result of COVID-19. Referring to a major tractor supply company as an example, he explained that no matter what type of business it is, CEOs across the country have recognized the importance of technology being available online and having cashless methods. The pandemic has accelerated the technological transfer of consumer and business habits by as much as a couple of years.

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Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Executive Director Sweeney reported on a recent statistic described by Justin Norman, who is the Vice President of Data Science at Yelp, which stated that 48 percent of restaurants that they have a relationship with nationwide that had to close because of COVID-19 believe their closure will now be permanent. Executive Director Sweeney believed this statement to be important, because even if this percentage were to be cut in half, the closure of that percentage of restaurants and bars that offer Keno in Massachusetts would result in a long-term deficit of expected Keno revenue over the next one to three years.

Executive Director Sweeney also reported that casinos across the country are moving away from using cash in an effort to help customers avoid handling money during the Coronavirus outbreak. In and elsewhere, digital payments are not allowed on casino floors and casinos are seeking permission from various Gaming Commissions for digital payments. He concluded that the CDC recommends “tap and pay to limit the handling of cash” to help in the prevention of COVID-19.

IV. Update Regarding Information Technology

Executive Director Sweeney stated that the Lottery is making headway on the technology front. Working closely with the Executive Office of Technology Services and Security, the Lottery is aggressively looking at technological solutions that would benefit the Lottery and its consumers. Executive Director Sweeney mentioned that the Lottery is looking into a remote ticket cashing app for prizes above $600.00 and that he would elaborate further on this during the July Commission meeting. In addition, the Lottery continues to work aggressively to address any cyber security issues that face all private and governmental agencies.

V. Matters Requiring Approval of the Massachusetts State Lottery Commission

VOTE (1): For the reasons set forth in the attached memorandum dated June 12, 2020, the Massachusetts State Lottery Commission authorizes the Executive Director to expend up to five million, one hundred thousand dollars ($5,100,000.00) in Fiscal Year 2021 during the remaining period of the Lottery’s contracts for instant tickets, game designs, and marketing services, which will all expire on October 3, 2021, with the following firms: IGT Global Solutions Corporation 10 Memorial Blvd. Providence, RI 02903

Pollard Banknote Limited 140 Otter Street Winnipeg, Manitoba, R3T 0MB

Scientific Games International, Inc. 1500 Bluegrass Lakes Pkwy. Alpharetta, GA 30004

This original award was made pursuant a competitive bid process, RFR LOT # 1705. 7

Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Commissioner Anthony Salvidio made a motion to authorize the Executive Director expend the funds, and Commissioner William McNamara seconded the motion.

Lottery General Counsel Greg Polin stated that the vote contained a typo regarding the expiration date of the contracts and the correct date should be October 3, 2020.

Treasurer Goldberg amended her motion to reflect the October 3, 2020 date. Commissioner William McNamara made a motion to the amended motion and Special Counsel Spencer Lord seconded the motion.

Executive Director Sweeney described this as a straightforward vote which will be dependent upon funding during Fiscal Year 2021 (“FY21”) He stated that it was necessary to have a vote if a purchase was needed from one of these three companies, particularly instant game tickets.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried. Commissioner Salvidio’s vote was not recorded because his access to the video conference service was muted at that particular time.

VOTE (2): The Executive Director is hereby authorized to enter into contracts and make payments to vendors providing the below identified services to the Lottery’s headquarters, regional offices, and data facilities. Such payments will be made in Fiscal Year 2021 to the following vendors pursuant to statewide contracts: Postage $336,000.00 Pitney Bowes 27 Waterview Dr Shelton, CT 06472

Fuel for Lottery-issued vehicles $215,000.00 WEX, Bank 28 Whaleboat Rd Portland, ME 04103

Wireless service and support $240,000.00 Verizon New England DBA Verizon Business Network Services, Inc. 385 Myles Standish Blvd Taunton, MA 02780

Network bandwidth support $393,000.00 MCI Communications Services Inc. DBA Verizon Business 385 Myles Standish Blvd Taunton, MA 02780

Special Counsel Lord made a motion to authorize the Executive Director to enter into the contracts, and Commissioner Meghan Liddy seconded the motion.

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Massachusetts State Lottery Commission 06/23/2020 Meeting Minutes

Executive Director Sweeney noted that the wireless and network support is higher this year than previous years and a direct reflection of the shift to remote work. He noted a savings on the fuel due to the general decrease of fuel prices. The total amount required for this vote is $1,184,000 and these are typical business services that are asked for each June.

Commissioner McNamara asked Executive Director Sweeney to elaborate on the cost of the fuel. Executive Director Sweeney explained that the Assistant Executive Director of Operations at the Lottery, Matthew DiFrancesco, is working off of a state contract and monitors both the mileage as well as fuel expenses. This would be an essential fill up type of situation that is monitored internally and by security.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (3): For the reasons set forth in the attached memorandum dated June 9, 2020, the Executive Director is authorized to enter into a one (1) year contract for CheckPoint firewall maintenance and related support services with:

IntraSystems, Inc. 35 Braintree Hill Office Park, Suite 302 Braintree, MA 02184

This award is made pursuant to statewide contract ITC47 through a competitive bid process (Bid # 20-135).

The maximum obligation for these services during this one (1) year period will not exceed one hundred and sixty thousand dollars ($160,000.00).

Commissioner Salvidio made a motion to authorize the Executive Director to enter into the contract, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that this vote stems from a team project that was led by Lottery Assistant Executive Director of IT, Thomas Cream, for firewall maintenance and related support services. The Lottery continues to try to upgrade across all channels to prevent data loss and the Lottery’s general security to protect the Lottery and its consumers as the Lottery continues to expand its technology. Through a procurement process, CheckPoint was the top bidder both in price as well as services.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (4): For the reasons set forth in the attached memorandum dated June 17, 2020, the Executive Director is authorized to encumber and expend, for Fiscal Year 2021, up to six hundred ninety thousand dollars ($690,000.00) for ongoing Gaming System Technical Support from:

IGT Global Solutions Corporation 9

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10 Memorial Boulevard Providence, RI 02903

These services arise from the Massachusetts State Lottery Commission’s Request for Response – Gaming System Software and Hardware (RFR LOT # 1501).

Special Counsel Lord made a motion to authorize the Executive Director to encumber and expend the funds, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that this vote is part of the Lottery’s ongoing efforts and relationship with IGT and will allow the continuation of technical support and any type of defect fixes to the Central Gaming System.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (5): For the reasons set forth in the attached memorandum dated June 15, 2020, the Executive Director is authorized to encumber and expend seven hundred thousand dollars ($700,000.00) for contracts through ITS63 with McInnis Consulting Services Inc., located at 100 Prospect Street, Norwell, MA 02061, for the consulting services of subject matter experts with any of the following firms to provide Cyber Security expertise:

NTT Data Services 100 City Square Charlestown, MA 02129

Rolta Advizex Technologies, LLC 3 Burlington Woods Drive, Suite 206 Burlington, MA 01803

Gartner, Inc. 125 Summer St # 4 Boston, MA 02110

The aggregate total maximum obligation assumed hereunder for Fiscal Year 2021 for the above services shall not exceed seven hundred thousand ($700,000.00). Any future encumbrance or expenditure pursuant to this vote is contingent upon appropriate availability of funding for the Lottery.

Commissioner Liddy made a motion to authorize the Executive Director to encumber and expend the funds, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that this vote is for the Lottery’s ongoing enhancements regarding cyber security. The Lottery has developed a good working relationship with these firms and recently added Garner, Inc. to the list in order to have the best talent available and to be able to benefit from three different sources. This vote is dependent on appropriate funding in the fiscal year and critical to continue the ongoing Cyber Security efforts and programs that help to protect the Lottery and its players.

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Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (6): For the reasons set forth in the attached memorandum dated June 15, 2020, the Executive Director is authorized to encumber and expend five million dollars ($5,000,000.00) for contracts through ITS63 with McInnis Consulting Services Inc., located at 100 Prospect Street, Norwell, MA 02061, for the consulting services of subject matter experts with the following firms to provide information technology expertise:

NTT Data Services 100 City Square Charlestown, MA 02129

Rolta Advizex Technologies, LLC 3 Burlington Woods Drive, Suite 206 Burlington, MA 01803

Gartner, Inc. 125 Summer St # 4 Boston, MA 02110

The aggregate total maximum obligation assumed hereunder for Fiscal Year 2021 for the above services shall not exceed five million dollars ($5,000,000.00). Any future encumbrance or expenditure pursuant to this vote is contingent upon appropriate availability of funding for the Lottery.

Commissioner Salvidio made a motion to authorize the Executive Director to encumber and expend the funds, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that this vote is part of the Lottery’s overall IT efforts and a continuation of projects. He gave examples such as changing over the IBM Legacy system and exploring the appropriate pathway to improve some of the functionalities through the Cloud. He also added this vote will allow the Lottery to explore the development of a remote ticket cashing app and will further grow and modernize the Lottery’s website as well as the existing mobile application.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (7): For the reasons set forth in the attached memorandum dated June 15, 2020, the Executive Director is hereby authorized to encumber and expend two hundred fifty thousand dollars ($250,000.00) to extend the Senior Program Engagement Management services for the ongoing modernization efforts at the Massachusetts State Lottery for the period of July 1, 2020 through December 31, 2020 of Fiscal Year 2021 with the OSD ITS63StaffAugCat2 vendor:

Overture Partners, LLC 11

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57 Wells Avenue Newton, MA 02459

The aggregate total maximum obligation assumed hereunder for the above services shall not exceed two hundred fifty thousand dollars ($250,000.00). Any future encumbrance or expenditure pursuant to this vote is contingent upon appropriate availability of funding for the Lottery.

Commissioner Salvidio made a motion to authorize the Executive Director to encumber and expend the funds, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that this vote is for the contract services of the Lottery’s long-term Senior Program Engagement Manager, Joshua Fredette, who provides senior program management to the Lottery for the ongoing modernization and technology projects. He noted that Senior Program Engagement Manager Fredette has been instrumental in keeping a multitude of the Lottery’s technology projects on track. This vote will allow his services to continue through December 31st 2020.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (8): For the reasons set forth in the attached memorandum dated June 16, 2020, the Executive Director is authorized to enter into a three (3) year contract for criminal background screening services with:

SportsEngine d/b/a National Center for Safety Initiatives 807 Broadway Street Minneapolis, MN 55413

This award is made pursuant to a competitive bid process (RFR LOT #2103). The maximum aggregate obligation for these services during this three (3) year period will not exceed one hundred eighty thousand dollars ($180,000.00). The term of this contract may be extended for two (2) additional one-year periods.

Commissioner Liddy made a motion to authorize the Executive Director to enter into the contract, and Commissioner McNamara seconded the motion.

Executive Director Sweeney defined this as routine to the Lottery’s internal process contract. The previous existing contract expired and the finance and licensing team submitted an RFR and went through the process, providing an excellent memorandum that was written by the Lottery’s Licensing Manager Karen Harvey. He described this as a critical area in which the Lottery needs to be engaged in.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

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VOTE (9): For the reasons set forth in the attached memorandum dated June 18, 2020, the Executive Director is hereby authorized to continue to work with the Commonwealth’s Division of Capital Asset Management and Maintenance (DCAMM) and enter into an amendment to its lease for the premises at 383 Memorial Avenue, West Springfield, MA 01089 and to pay one hundred twelve thousand, six hundred thirteen dollars and thirty- seven cents ($112,613.37) in cost overages for improvements to the premises.

Commissioner Liddy made a motion to authorize the Executive Director to continue to work with DCAMM and enter into an amendment to its lease, and Commissioner McNamara seconded the motion.

Executive Director Sweeney explained that more than ever during this current time, it is vital to have this new Lottery location in the Springfield area up and running. He announced that DCAMM Director Martha Goldsmith and Project Manager Debbie Russell were in attendance to answer questions in more detail. He added that the Lottery, through DCAMM’s efforts, has been successful in actively working to lower this additional cost to slightly over $100,000.00, and would like the Commission to continue with the vote for $112,613.37. He added that he did not anticipate it exceeding this amount and the Lottery is aggressively working to get this amount down below six figures.

Commissioner Liddy asked for an explanation on what was driving the cost. Project Manager Debbie Russell explained that most of the cost involved electrical work as well as some considerations for pandemic related construction, but DCAMM was able to reduce the original cost by $36,000.00. Director Martha Goldsmith added that architectural and engineering fees and signage was included in the $100,000.00. The landlord also solicited bids from four construction companies and the Lottery, through DCAMM, has been working with the contractor who submitted the lowest bid and further reductions have been made such as savings on an energy rebate related to lighting.

Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VOTE (10): For the reasons set forth in the attached memorandum dated June 19, 2020, the Massachusetts State Lottery Commission authorizes the Executive Director to expend the necessary funds in Fiscal Year 2020 for State Police details/overtime at the Lottery’s headquarters and other offices.

The total maximum obligation for the above referenced services in Fiscal Year 2020 shall not exceed one hundred seventy-five thousand dollars ($175,000.00). Commissioner McNamara made a motion to authorize the Executive Director to expend the funds, and Commissioner Salvidio seconded the motion.

Executive Director Sweeney explained that for the past five years, the Massachusetts State Police have been outstanding partners to the Lottery assisting with everything from claim investigations to being a presence within the drawing studio. Also, as the Lottery reopens offices, State Police have assisted in managing crowd control and traffic situations. He revealed that the Lottery realized that as office locations reopened, it would be possible to exceed the $150,000.00 spending mark. Out of an abundance of caution he wanted to be as transparent as possible regarding the overall expenditure and in getting approval on this vote. 13

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Treasurer Goldberg, recognizing there was no further discussion, moved the motion to a roll- call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

VI. Other Business – Reserved for matters the Chair did not reasonably anticipate at the time of posting

After asking if there was any other business to discuss, Treasurer Goldberg sought a motion to adjourn the meeting. Commissioner Salvidio moved to adjourn and Commissioner Liddy seconded the motion.

Treasurer Goldberg moved the motion to a roll-call vote. Commissioner McNamara: yes; Commissioner Liddy: yes; Commissioner Salvidio: yes; Special Counsel Lord: yes; and Treasurer Goldberg: yes. The Motion carried.

The Commission meeting adjourned at 11:54 a.m.

List of Documents and Exhibits Used:

• MSLC June 2020 Commission Meeting Book • MSLC Meeting Executive Director’s Report, June 23, 2020 – PowerPoint Presentation • MSLC Meeting June 23, 2020 – Agenda

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