0001193125-12-104763 Sample Contracts

MONEYGRAM INTERNATIONAL, INC. PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (FOR PARTICIPANTS IN FRANCE)
Performance Restricted Stock Unit Award Agreement • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • Minnesota

This PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is made by and between MoneyGram International, Inc., a Delaware corporation (the “Company”), and (the “Participant”). The grant date of this award is (the “Grant Date”).

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MONEYGRAM INTERNATIONAL, INC. GLOBAL STOCK APPRECIATION RIGHT AGREEMENT
Global Stock Appreciation Right Agreement • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • Minnesota

This Stock Appreciation Right Agreement (this “Agreement”) is made effective as of [ ], 20[ ] (the “Grant Date”) between MoneyGram International, Inc., a Delaware corporation (the “Company”), and [ ] (the “Holder”). Each capitalized term used but not defined in this Agreement shall have the meaning assigned to that term in the Company’s 2005 Omnibus Incentive Plan (the “Plan”).

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SEVERANCE AGREEMENT
Severance Agreement • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • Minnesota

SEVERANCE AGREEMENT (the “Agreement”) dated as of [ ], 2009 by and between MoneyGram International, Inc., a Delaware corporation (together with its parent companies, direct and indirect subsidiaries, successors and permitted assigns under this Agreement, the “Company”) and [ ] (“Executive”).

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MONEYGRAM INTERNATIONAL, INC. STOCK OPTION AGREEMENT (FOR OPTIONEES IN FRANCE)
Stock Option Agreement • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • Minnesota

This Global Stock Option Agreement (this “Agreement”) is made effective as of [ ], 20[ ] (the “Grant Date”) between MoneyGram International, Inc., a Delaware corporation (the “Company”), and [ ] (the “Optionee”). Each capitalized term used but not defined in this Agreement shall have the meaning assigned to that term in the Company’s 2005 Omnibus Incentive Plan (the “U.S. Plan”).

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FIRST SUPPLEMENTAL INDENTURE
Supplemental Indenture • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • New York

Supplemental Indenture (this “Supplemental Indenture”), dated as of August 6, 2009, among MoneyGram Securities, LLC (the “Guaranteeing Subsidiary”), a subsidiary of MoneyGram Payment Systems Worldwide, Inc. (or its permitted successor), a Delaware corporation (the “Company”), the other Guarantors (as defined in the Indenture referred to herein), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee and collateral agent under the Indenture referred to below (the “Trustee”).

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SECOND SUPPLEMENTAL INDENTURE
Second Supplemental Indenture • March 9th, 2012 • Moneygram International Inc • Services-business services, nec • New York
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