Research and Development Collaboration Agreement, dated as of December 14, 2021, by and between TeleSign and Proximus

Exhibit 10.20

RESEARCH AND DEVELOPMENT COLLABORATION AGREEMENT

This Research and Development Collaboration Agreement (the “Agreement”) dated as of 14 December 2021, is made by and between:

In the presence of, for acknowledgment purposes:

TeleSign and Proximus are hereafter referred to as the “Parties” and each a “Party”.

WHEREAS:

Now, therefore, in consideration of the foregoing and of the mutual covenants and agreements contained herein, the receipt and sufficiency of which is hereby acknowledged, and subject to the Condition Precedent, the Parties agree as follows:

“Affiliated Company” means an affiliated company (“verbonden vennootschap”) as defined in Article 1:20 of the Belgian Companies and Associations Code;

“Agreement” means this Research and Development Collaboration Agreement;

“AI” has the meaning given to it in Recital (B);

“BCA” has the meaning given to it in Recital (A);

“Condition Precedent” has the meaning given to it in Clause 3;

“Proximus Group” means Proximus and its Affiliated Companies; and

“Proximus Innovation Hub” has the meaning given to it in Clause 2.1.2.

By continuously focusing on capability building of both people and technology and a cross-pollination between the Proximus Group, its ecosystem and other collaborators, the Proximus Innovation Hub will be able to attract the best talent to work on the most exciting challenges of today’s rapidly digitizing world.

Within this context, the Proximus Innovation Hub will promote technology education and establish collaboration with universities and secondary schools through lectures, hackathons, internships, etc. It will also drive collaboration and exchange of expertise in the AI and cybersecurity domains, for instance by steering the Cyber Security Coalition and leading international cooperation through ETIS (European platform of Telcos).

by making available its digital, AI and cybersecurity capabilities with a dedicated team of *** of its total team employed, solely on sustainable initiatives benefitting the Belgian society.

The following growth of FTE is expected as Belgium-based headcount supporting TeleSign:

The Proximus Innovation Hub, leveraging its expertise, and TeleSign, building on its score and authentication capabilities, express the intention to reinforce collaboration with the Belgian national authorities where useful, including with the Centre for Cyber Security Belgium to:

This Agreement constitutes the entire agreement among the Parties with respect to the subject matter hereof and supersede all prior agreements and undertakings, both written and oral, among the Parties, or any of them, with respect to the subject matter hereof.

Each of the Parties agrees to execute and deliver hereafter any further document, agreement or instrument of assignment, transfer or conveyance as may be necessary or desirable to effectuate the purposes hereof and as may be reasonably requested in writing by the other Party.

This Agreement shall be binding upon and inure solely to the benefit of each Party, and nothing in this Agreement, express or implied, is intended to or shall confer upon any other person any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

All notices, requests, claims, demands and other communications hereunder shall be in writing and shall be given (and shall be deemed to have been duly given upon receipt) by delivery in person, by email or by registered or certified mail (postage prepaid, return receipt requested) to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section 4.8):

TeleSign Corporation
***
Attention: ***
Email: ***

Proximus SA/NV
***

Attention: ***
Email: ***

Attention: ***
Email: ***

SFPI SA 

*** 

Attention: ***
Email: ***

[Signature Page Follows]

IN WITNESS WHEREOF, the Parties and SFPI/FPIM have executed this Agreement on the date first written above in three (3) originals, each of Proximus, TeleSign and SFPI/FPIM confirming it has received its own original.