0001273931-17-000008 Sample Contracts

GLOBAL performance-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT
Global Performance-Based Restricted Stock Unit Award Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec • Texas

This GLOBAL PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is made by and between MoneyGram International, Inc., a Delaware corporation (the “Company”), and Alexander Holmes (the “Participant”). The grant date of this award is February 22, 2017 (the “Grant Date”).

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GLOBAL Time-Based RESTRICTED STOCK UNIT AWARD AGREEMENT
Global Time-Based Restricted Stock Unit Award Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec • Texas

This GLOBAL Time-Based 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”).

GLOBAL performance-BASED cash AWARD AGREEMENT
Global Performance-Based Cash Award Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec • Texas

This GLOBAL PERFORMANCE-BASED CASH 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”).

AMENDED AND RESTATED SEVERANCE AGREEMENT
Severance Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec • Texas

AMENDED AND RESTATED SEVERANCE AGREEMENT (this “Agreement”) dated as of [_________] (the “Effective Date”) 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”).

Amendment 1 to the
Co-Branded Mtaas Website Addendum • May 5th, 2017 • Moneygram International Inc • Services-business services, nec

This Amendment 1 to the CO-BRANDED MTaaS WEBSITE ADDENDUM (this “Amendment”) is entered into by and between MoneyGram Payment Systems, Inc. (“MoneyGram”) and Wal-Mart Stores, Inc. (“Walmart”) and shall modify and supplement the terms of the Attachment M, CO-BRANDED MTaaS WEBSITE ADDENDUM (the “MTaaS Attachment”) to the Amended and Restated Master Trust Agreement, dated as of February 1, 2016, as amended by the Amendment No. 1 to the Amended and Restated Master Trust Agreement, dated as of August 26, 2016, as amended by Amendment 2 to the Amended and Restated Master Trust Agreement dated as of October 25, 2016, and as further amended by Amendment No. 5 to Amended and Restated Master Trust Agreement dated as of January 1, 2017, as amended (the “Agreement”) between MoneyGram and Walmart. The terms used herein and not defined herein shall have the meaning ascribed to them in the Agreement.

AMENDMENT NO. 4 TO AMENDED AND RESTATED MASTER TRUST AGREEMENT
Master Trust Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec

This Amendment No. 4 to the Amended and Restated Master Trust Agreement (this “Amendment No. 4) is entered into as of December 12, 2016 (the “Amendment No. 4 Effective Date”), by and between Wal-Mart Stores, Inc. (“Walmart”) located at 702 SW 8th Street, Bentonville, Arkansas 72716 on the one hand, and MoneyGram Payment Systems, Inc. (“MoneyGram”), a Delaware corporation with a place of business at 2828 N. Harwood, Dallas, TX 75201.

AMENDMENT NO. 6
Master Trust Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec

This Amendment No. 6 to the Amended and Restated Master Trust Agreement (this “Amendment No. 6) is entered into as of December 12, 2016 (the “Amendment No. 6 Effective Date”), by and between Wal-Mart Stores, Inc. (“Walmart”) located at 702 SW 8th Street, Bentonville, Arkansas 72716 on the one hand, and MoneyGram Payment Systems, Inc. (“MoneyGram”), a Delaware corporation with a place of business at 2828 N. Harwood, Dallas, TX 75201.

AMENDMENT NO. 5 TO AMENDED AND RESTATED MASTER TRUST AGREEMENT
Master Trust Agreement • May 5th, 2017 • Moneygram International Inc • Services-business services, nec

This AMENDMENT NO. 5 TO AMENDED AND RESTATED MASTER TRUST AGREEMENT (“Amendment No. 5”) is made effective as of January 1, 2017 (“Amendment Effective Date”) by and between MoneyGram Payment Systems, Inc. (“MoneyGram”), a Delaware corporation with a principal place of business at 2828 N. Harwood, Dallas, TX 75201 and Wal-Mart Stores, Inc. (“Walmart”), a Delaware corporation, with a principal place of business at 702 SW 8th Street, Bentonville, AR 72716. MoneyGram and Walmart are collectively referred to in this Amendment No. 1 as the “Parties” and each individually as a “Party.

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