Worldline - 2019 Universal Registration Document

FINANCIALS Related Party Transactions

Related Party Transactions E.8

E.8.1

Agreements entered into with Atos group

Agreements in relation with the E.8.1.1 Reorganization Transactions It is reminded that, between July and December 2013, all the payment services and transactional activities of the Atos group have been separated from the rest of the activities of Atos group and its subsidiaries. Such activities have been regrouped within Worldline and/or its subsidiaries to create the Worldline Group (thereafter the “Reorganization Transactions”). At the time of such transactions, it was agreed that the Company and its subsidiaries would continue to receive the services provided by the Atos group pursuant to the same terms as previously. Accordingly, a services agreement covering operational services and support function services (the “Reorganization Group Services Agreement”) and a specific group services agreement covering specific services that may be provided (the “Specific Services Agreement”) were entered into between Atos International SAS, on behalf of the Atos group’s entities party to that contracts, and the Company. The Reorganization Group Services Agreement terminated on May 6, 2019 (see Section E.8.1.2) as a consequence of the separation from Atos group. In 2019, the Company incurred towards Atos a total of € 8 million in connection with the agreements in relation with the Reorganization Transactions. In addition, services agreements (the “Local Services Agreements”) were entered into directly between an Atos group entity and a Worldline Group entity in most countries in which, prior to the implementation of the Reorganization Transactions, Worldline activities and Atos activities had been conducted by the same entity, and in which the Reorganization Transactions had the effect of separating the historical Atos group business from the payment and transaction services activities being retained by or transferred to the local Worldline Group entity. The Local Services Agreements establish the terms pursuant to which the local Atos group subsidiaries provide the local Worldline Group subsidiaries (and vice versa) with certain services that are necessary in order to conduct their activities following the implementation of the Reorganization Transactions. The Specific Services Agreement and the Local Services Agreements were terminated on December 31, 2019 as a consequence of the separation from the Atos group. Agreements in relation with the E.8.1.2 separation from the Atos group In the context of the distribution of Worldline shares by Atos SE completed on May 7, 2019, contractual relations between the Worldline Group and the Atos group have been reviewed.

In this context, Atos International and Worldline entered into a Group Services Agreement as of May 6, 2019 superseding the Reorganization Group Services Agreement. This Group Services Agreement enabled the Worldline Group to continue benefiting from some services provided by Atos group under the same conditions than in the past, until the end of the year 2019. The services fees were invoiced by Atos International SAS, on behalf of the entities party to the Group Services Agreement. The calculation basis of the services rendered was determined by reference to the external revenue and the headcount of the concerned Atos group Services Companies, on the basis of the costs engaged with a profit margin. The Group Services Agreement mainly covered operational services and support functions services. The operational services covered by the Group Services Agreement comprise the following range of services: Global IT Services, Global Security Services, Global Purchasing Services, Global Communication & Talents Services, Global Strategic Sales Engagement Services and Global Markets. The support functions services covered by the Group Services Agreement notably comprise the following range of services: General Management Services, Global Sales Services, Alliances and partnerships, Mergers and Acquisitions Services, Finance Services, Legal and Compliance Services, Internal Audit Services, Human Resources Services and Global Innovation Services. The provision of the services came within the scope of confidentiality commitments and specific governance rules. In 2019, the Company incurred towards Atos a total of € 15 million in connection with the Group Services Agreement in relation with the separation from the Atos group. On December 31, 2019, all ongoing contractual relationships between Atos and Worldline regarding support functions and IT services not related with subcontracting of commercial obligations discontinued. In a limited number of instances, where specific continued support were necessary in 2020, such relationships were entered into between Atos entities and Worldline entities on the basis of specific transitional services agreements or service agreements on standard terms. Besides, Worldline entities and Atos entities had and maintain contractual relationships amongst each other on the basis of underlying commercial relationships ( e.g. subcontracting, co-contracting). In addition, Worldline and Atos SE entered into a Global Alliance Agreement (the “Alliance”) so as to maintain a mutually beneficial strong industrial and commercial partnership. This Alliance covers four main domains: sales, research and development (R&D), human resources and procurement. It notably provides for a general mutual cooperation provision, as well as a governance provision establishing an Alliance Board and specific subcommittees to cover the four areas of collaboration. This Alliance facilitates the transition of Worldline towards the status of independent company, leader of payment services in Europe with a view to maximize its value creation potential.

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319 Universal Registration Document 2019