Euronext - 2020 Universal Registration Document

Operating and Financial Review

Material Contracts and Related Party Transactions

7.2 Material Contracts and Related Party Transactions

7.2.1 MATERIAL CONTRACTS The major contracts for Euronext, entered into the ordinary course of business, but essential for its activity as a regulated markets operator and CSD, are: n the clearing agreements signed with LCH SA; n the clearing agreement (for Cash products) signed with SIX following OB VPS acquisition; n the clearing agreements signed with NASDAQ following OB VPS acquisition; n the post-trade services agreement signed with EuroCCP following the acquisition of Euronext Dublin; n the clearing agreements signed with EuroCCP following OB VPS acquisition; n the clearing agreements signed with LCH Ltd following OB VPS acquisition; n the Data Centre Services agreement signed with ICE; n the Cloud Enterprise agreement signed with Amazon Web Services; n the Disaster Recovery Enterprise agreement signed with Equinix; n the SOC Enterprise agreement signed with Cap Gemini; n the CSD mainframe Enterprise agreements signed with IBM following OB VPS and VP Securities acquisitions. The Clearing Agreements are referred to in section 1.3.8 – Post Trade and section 7.1.5 – Key Factors Affecting Businesses and Results of Operation . RELATED PARTY TRANSACTIONS Euronext has related party relationships with its associates and joint ventures, as disclosed in Note 31 of the Consolidated Financial Statements. The other related parties disclosure relates entirely to the key management of Euronext. For the transactions with its key management personnel, refer to section 4.4 – Remuneration Report of this Universal Registration Document. From the IPO on 20 June 2014, the transactions with ICE do not qualify as “related party transactions” under IAS 24. Nevertheless the agreements between Euronext and ICE were in force after the IPO. Some of them are long term agreements. Some of these services have been progressively terminated and replaced over the period 2014-2016. Over the year 2020, services received from or rendered to ICE include the use of data centre service, Colocation, Connectivity, UTP and other intellectual property rights as well as ancillary services. As at 31 December 2020, the following agreements remain active n Data Centre Services Agreement; 7.2.2

n UTP and Trading Technology Licence Deed; n intellectual Property Agreement; n Euronext Equity Index Trademark Licence Agreement; Data Centre Services Agreement ICE provides data centre services to Euronext from the Basildon site. Specifically, ICE houses the data centre equipment in the Data Centre and provides sub-services, such as power, access, physical security, environment, fire protection, connectivity, monitoring, support, remote hands, installation, receiving and warehouse space. The agreement will subsist for an initial term of five years, starting 1 April 2014, with automatic renewal for a further five-year period, unless notice of termination is provided by either party at least twelve months before expiry of the initial term but no earlier than 24 months before the end of the initial term. ICE will guarantee to continue providing the services for a further two-year period from the date on which notice of non-renewal is received. Accordingly, the minimum period for this service is five years. In the course of 2015, the agreement has been renegotiated, leading to, under certain conditions, a lower price structure, to come into effect on 1 January 2016. In December 2018, the contract has been renewed for a five years period, until April 2024, and adjusted on some specific clauses ( e.g. exit clause, Data Protection) Colocation Agreement ICE provides colocation services directly to Euronext members on terms that are no worse than the terms on which ICE currently provides equivalent colocation services to its members. As the service is provided to members, there is no services agreement between ICE and Euronext but rather a commitment and payment of commission to Euronext by ICE for the right to provide the services. This agreement will remain in force for a period of five years, starting 1 April 2014, unless terminated earlier with mutual agreement. ICE will commit not to increase the pricing, nor reduce the service or performance levels of colocation for the initial two-year period to ensure that Euronext customers receive colocation services at an equal (or better) standard to that currently provided by Euronext without any adverse price impact. Euronext is free to build its own colocation facility after the end of this two-year period if it wishes to do so, and in that case ICE will have the right to terminate the agreement on six months’ notice. ICE pays to Euronext commission in respect of the fees received under the colocation contracts as follows: 35% of the colocation hosting fee; 35% of any Liquidity Centre Network (“LCN”) fees; and 100% of any subscription fees (for specific Euronext exchanges). In December 2018, the contract has been renewed for a five years period, until April 2024, and adjusted on some specific clauses ( e.g. exit clause, Data Protection)

7

n colocation Agreement; n connectivity Agreement;

209

2020 UNIVERSAL REGISTRATION DOCUMENT