Worldline - Registration Document 2016

RelatedPartyTransactions Other related party transactions

Other Significant Intragroup Agreements 19.2.2

budget, are made unanimously by all parties. independently by each Participating Subsidiary pursuant to the terms of bilateral agreements with the Company. Decisions relating to the direction of the development of Central Platforms, their maintenance and protection, as well as the research particular, to electronic payment solutions (“Central Platforms”) and (ii) share costs related to these activities as well as the resulting intellectual property rights. Research and development activities are coordinated by the Company and managed organize research and development activities relating, in GmbH) (the “Participating Subsidiaries”) are party to a research and development cost-sharing agreement (the “R&D Agreement”). The objective of the R&D Agreement is to (i) The Company and certain of its subsidiaries in Belgium and Germany that were dedicated to Worldline activities prior to the Reorganization Transactions (Worldline NV/SA and Worldline According to the terms of the R&D Agreement, the Company holds the intellectual property rights in respect of Central in accordance with bilateral agreements made with the Company. In return, the Company has granted to each Participating Subsidiary a license to operate, use and distribute Central Platforms as well as grant non-exclusive sub-licenses Platforms developed by the Company and the Participating Subsidiaries, and each Participating Subsidiary has committed to cede to the Company all intellectual property rights arising in connection with the development of Central Platforms realized concerning Central Platforms to its clients. These licenses have been granted for worldwide use to each Participating Subsidiary for a duration of 50 years as from January 1, 2008 and free of charge for all versions or improvements to Central Platforms as long as the parties are controlled, directly or indirectly, by a common entity. use of Central Platforms. research and development activities are allocated pro rata each year among the parties by estimating the revenues that are expected to be generated by each party in connection with its Operating costs stemming from Central Platform-related

defined as indirectly or directly holding at least 50% of the share capital or voting rights and/or the right to appoint management. control with, or does not control, a Group entity, control being R&D Agreement with the Company without the terminating party. The R&D Agreement also ascribes each party the right to terminate the agreement vis-à-vis another party that is sold to a third-party company that is not controlled by or under joint automatically renewable for successive periods of 12 months. It can be terminated at any moment by any party subject to providing three months’ notice prior to the end of each successive period. The other parties can choose to continue the agreed in writing by the parties. The R&D Agreement is bilateral agreements entered into in connection with the Preceding R&D Agreement will remain in effect unless otherwise into between the Company and the Participating Subsidiaries (the “Preceding R&D Agreement”), which dealt with research and development activities relating, in particular, to electronic payment solutions and client relationship management. The The R&D Agreement was established for an initial period of three years and replaced, as from July 31, 2012, an earlier research and development costs sharing agreement entered In the event of a termination of the R&D Agreement due to a change in control of one of the parties, the sub-licenses relating to existing versions of Central Platforms that have been granted by such party to its clients may remain in force for a period of three years after the termination date. The termination of the R&D Agreement for any other reason will have no effect on the sub-licenses relating to existing versions of Central Platforms granted by each party to its clients. In both instances, updates and new versions of Central Platforms are subject to a separate agreement between the Company and the Company that is no longer party to the R&D Agreement. Also, the Company and some of its subsidiaries have entered into, upon the integration of equensWorldline into the Group, some service agreements related to the business of equensWorldline.

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Worldline 2016 Registration Document