MoneyGram 2007 Annual Report Download - page 132

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Each party will use materials containing the other party's Marks for the benefit of such other party, and will immediately stop using such
materials upon termination of this Agreement. Each party will return the materials to the other party or destroy them, as determined to be
the most economical means by the party which is the owner of the Marks used therein, within 14 business days of a request for return or
destruction.
Company may use Seller's name and Locations in any listing of Money Transfer Services network locations, materials and medium, and
Seller hereby approves such use.
XV. CONFIDENTIALITY. The parties agree to keep confidential the terms and conditions of this Agreement. Neither party will issue a press
release except by agreement with the other party.
XVI. DISPUTE RESOLUTION. The parties agree to resolve any disputes in accordance with the following procedures:
a. If any controversy arises from or relates to this Agreement or the performance or breach thereof ("Dispute"), the parties shall make
an effort to negotiate a resolution in accordance with this Section XVI. If either party declares that a Dispute exists, the parties agree
to use their best efforts and to attempt in good faith to resolve the Dispute promptly by negotiations between the designated
representatives having authority to settle the Dispute. Either party may give the other party written notice of any Dispute not
resolved in the normal course of business ("Notice of Dispute"). Within 30 days after receipt of the Notice of Dispute by the receiving
party, the receiving party shall submit to the other a written response which shall include a statement of such party's position. Within
90 days following receipt of such Notice of Dispute the parties shall meet at a mutually acceptable time and place and thereafter as
often as they reasonably deem necessary, to attempt to resolve the Dispute. All reasonable requests for information made by one
party to the other will be honored. In the event that these business-oriented negotiations are unsuccessful in resolving a Dispute, the
parties shall escalate the Dispute first to the highest ranking officer of the party who shall have operational responsibility for the
Service and in turn to the Vice President and General Manager Global Funds Transfer of MoneyGram and Senior Vice President
Wal-Mart Stores, Financial Services Division respectively as necessary in further attempt to resolve the Dispute.
b. In the event a Dispute has not been resolved by negotiation, then the parties agree that Delaware law shall apply.
XVII.
TRAINING.
a. Seller agrees to use its good faith efforts to train its employees on Company's products and services, including compliance
procedures. Seller may request assistance from Company, at Seller's expense.
b. Seller will develop computer based learning ("CBL") modules for the Money Transfer Services, to be included with Seller's other
CBL training.
XVIII.
DEFINITIONS. Except as otherwise set forth in the Agreement, the terms below shall be defined as follows:
"Adjusted Company Consumer Fee" means the Company Consumer Fee, adjusted as provided in Section 4 under Money Transfers.
"Company Consumer Fee" means the published consumer fee (exclusive of temporary price promotions of less than 90 days duration)
that Company directs its representatives (other than Seller) to collect from each consumer sender for the Company's Money Transfer
Services without regard to the MoneySaver value program or any other loyalty program.
6