REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 2nd, 2010 • Western Union CO • Services-business services, nec • New York
This REGISTRATION RIGHTS AGREEMENT dated March 30, 2010 (the “Agreement”) is entered into by and among The Western Union Company, a Delaware corporation (the “Company”), and J.P. Morgan Securities Inc., Citigroup Global Markets Inc., Morgan Stanley & Co. Incorporated, Barclays Capital Inc., Deutsche Bank Securities Inc. and KeyBanc Capital Markets Inc. (each, a “Dealer Manager” and, collectively, the “Dealer Managers”), each of whom has agreed to act as a dealer manager pursuant to the Dealer Manager Agreement (as defined below) with respect to the Company’s offer (the “Offer”) for up to $500,000,000 of its outstanding 5.400% Notes due 2011 (the “Outstanding Securities”) in exchange for newly issued notes due April 1, 2020 to be issued by the Company (the “Exchange Securities”).
FACE OF NOTE]Western Union CO • April 2nd, 2010 • Services-business services, nec • New York
THE HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF IS DEEMED TO HAVE AGREED TO BE BOUND BY THE PROVISIONS OF A REGISTRATION RIGHTS AGREEMENT AMONG THE WESTERN UNION COMPANY (THE “COMPANY”) AND THE DEALER MANAGERS NAMED THEREIN, DATED AS OF MARCH 30, 2010. THE COMPANY WILL PROVIDE A COPY OF THE REGISTRATION RIGHTS AGREEMENT TO A HOLDER WITHOUT CHARGE UPON WRITTEN REQUEST TO ITS PRINCIPAL PLACE OF BUSINESS.
FACE OF NOTE]Western Union CO • April 2nd, 2010 • Services-business services, nec • New York
THE HOLDER OF THIS SECURITY BY ITS ACCEPTANCE HEREOF IS DEEMED TO HAVE AGREED TO BE BOUND BY THE PROVISIONS OF A REGISTRATION RIGHTS AGREEMENT AMONG THE WESTERN UNION COMPANY (THE “COMPANY”) AND THE DEALER MANAGERS NAMED THEREIN, DATED AS OF MARCH 30, 2010. THE COMPANY WILL PROVIDE A COPY OF THE REGISTRATION RIGHTS AGREEMENT TO A HOLDER WITHOUT CHARGE UPON WRITTEN REQUEST TO ITS PRINCIPAL PLACE OF BUSINESS.
