0001193125-12-104763 Sample Contracts

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)
Omnibus Incentive Plan • 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”).

MONEYGRAM INTERNATIONAL, INC. PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (FOR PARTICIPANTS IN FRANCE)
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”).

FIRST SUPPLEMENTAL INDENTURE
First 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”).

MONEYGRAM INTERNATIONAL, INC. GLOBAL STOCK APPRECIATION RIGHT AGREEMENT
Omnibus Incentive Plan • 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”).

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