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19
RelatedPartyTransactions
Agreements entered into in connectionwith the reorganization transactions
167
Worldline
2016 Registration Document
Cooperation and License Agreements
19.1.2
Atos Trademark License Agreement
19.1.2.1
July
1, 2013 for a twelve-month term, renewable for successive
twelve-month periods, relating to certain trademarks owned by
Worldline Luxembourg SA, a subsidiary of the Company,
entered into a corporate trademark fees agreement (the “Atos
Trademark License Agreement”) with Atos SE, effective as of
fee equal to 0.7% of the Worldline Group’s annual revenue from
third parties.
Trademark License Agreement, Atos SE has granted Worldline
Luxembourg SA a non-exclusive right to use the Atos
Trademarks and the right to grant sub-licenses for Atos
Trademarks to any Worldline Group entity in return for a license
the Atos group (the “Atos Trademarks”). Pursuant to the Atos
granted by Worldline Luxembourg SA to the Worldline Group
companies.
“Atos”. As a result, the Atos Trademark License Agreement was
terminated, as were the sub-licenses to the Atos Trademarks
their names were or will be modified to remove the reference to
Upon the definitive listing of the Company’s shares on Euronext
Paris, the Group’s companies ceased to use the name “Atos” and
“Worldline” have been filed by Worldline Luxembourg SA.
The semi-figurative trademarks including the logos “Worldline,
an Atos company”, “Worldline, e-Payment services” and
Specific Agreements
19.1.2.2
Specific agreements have been put in place in certain
conducting their internal business relations.
with respect to the protection of data (including personal data)
resulting from access to or exchange or processing of the other
party’s data in connection with their existing collaboration with
one another for purposes of performing client agreements and
located in the same jurisdiction. For example, the Company’s
local subsidiary in Hong Kong entered into such a cooperation
agreement with the local Atos SE subsidiary in Hong Kong. The
agreement sets forth the rights and obligations of the parties
the processing of personal data. These agreements (Data
Processing Agreements) are entered into between certain local
subsidiaries of the Company and certain Atos SE subsidiaries
(such as applications software) and equipment (such as central
servers) owned by the local Atos SE subsidiary are used by the
local subsidiary of the Worldline Group. These agreements
relate, in particular, to cooperation agreements with respect to
geographic regions, such as Hong Kong, where the Company’s
local subsidiary shares premises, services, equipment or
software with the local Atos SE subsidiary. Certain resources
Biometrics Technology Licensing
19.1.2.3
Agreements
territories of the geographic area that Atos includes in its Central
and Eastern Europe Business Unit. Similarly, Atos ISS Austria
granted a non-exclusive license to Worldline Austria to use all of
Atos ISS Austria’s biometrics patents.
algorithms, libraries, methodologies, and software interfaces
relating to biometrics; and (ii) grant reciprocal, non-exclusive
licenses to each other and each party’s respective subsidiaries
to any improvement made to the shared technology in all
parties (i) mutually authorize each other to freely use and
improve shared technology composed of source code,
expiration of the relevant period. Pursuant to this agreement, the
Group entity, entered into a technology licensing agreement
effective retroactively as of July
1, 2013 for a term of five years,
renewable automatically for one-year periods unless terminated
by either party by providing three months’ notice prior to the
Atos IT Solutions and Services GmbH (“Atos ISS Austria”), an
Austrian subsidiary of Atos SE (outside the Worldline Group
perimeter) and Worldline Austria GmbH (“Worldline Austria”), a