Legal Proceedings Report • Jun 30, 2023
Legal Proceedings Report
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Current report No. 18/2023
Date: 30 June 2023
Title: Concluding the Cooperation Agreement among Allegro Pay sp. zo.o., Allegro sp. z o.o., Aion Bank SA / NV and Vodeno sp. z o.o.regarding the launch of services in the Bank-as-a-Service model
Legal basis: Article 17 of MAR - inside information
With reference to the current reports No. 43/2022 of 22 December 2022and No. 7/2023 of 6 April 2023, the Board of Directors of Allegro.eu(the "Company") hereby informs that on 30 June 2023 Allegro Pay sp. zo.o. ("Allegro Pay"), Allegro sp. z o.o. (_quot;Allegro_quot;), Aion Bank SA / NV,a Belgium credit institution, acting through its Polish branch tradingunder the name _quot;Aion Bank S.A. Spółka Akcyjna Oddział w Polsce''("AION") and Vodeno sp. z o.o. ("Vodeno") , a company belonging to thesame capital group as AION, entered into the cooperation agreement (the"Cooperation Agreement").
The Cooperation Agreement was entered pursuant to a term sheet signed on21 December 2022 of which the Company informed in its current report No.43/2022. The Cooperation Agreement establishes rules of cooperationwithin the scope of certain banking products based on theBanking-as-a-Service ("BaaS") model and introduces changes to theReceivables Purchase Agreement dated 11 October 2021 entered intobetween Allegro Pay and AION.
Under the Cooperation Agreement, AION will provide certain bankingservices, including payment and saving accounts (the "Banking Accounts")for customers making purchases on the Allegro platform and will makeavailable its technical platform functionalities via API which will beoperated by Vodeno, as AION's subcontractor. Allegro Pay will act asAION's outsourcing service provider within the scope of: (i) supportingcustomers in the onboarding process, (ii) providing customer support inrelation to the banking services and (iii) providing onboarding processand management of the Banking Accounts through the Allegro platform.Allegro Pay will provide Allegro platform functionalities throughAllegro, as Allegro Pay's subcontractor.
The Cooperation Agreement was concluded for a period of 5 years with thepossibility of its extension.
The Cooperation Agreement contains exclusivity and non-competeprovisions. Allegro may cooperate with other BaaS service providers, andAION is obliged not to provide Banking Accounts with functionalitiesagreed under the Cooperation Agreement to entities indicated in theagreement, competitive to Allegro and Allegro Pay.
The Cooperation Agreement also includes standard outsourcing provisionsfor an agreement of this kind.
The Cooperation Agreement shall be notified to the Belgian bankingauthority exercising its supervision over AION. The Belgian supervisormay object to the performance of the contract within two months.
Allegro.eu is a Luxembourg public limited liability company (soci_#233;t_#233;anonyme), registered office: 1, rue Hildegard von Bingen, L - 1282Luxembourg, Grand Duchy of Luxembourg, R.C.S. Luxembourg: B214830.
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