MoneyGram 2007 Annual Report Download - page 139

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Sends from the United States to Mexico and from the United States to certain other countries pursuant to its Multi-Currency System.
Company will determine which currencies and Corridors will be included in the Multi-Currency System from time to time.
d. Company agrees that it will use best efforts to establish Total Consumer Costs that are lower than the published Total Consumer
Costs established by any money transfer service competitor with a larger market share than Company, for comparable money
transfer service (exclusive of temporary price promotions of less than 90 days in duration.) [*]
(i) If Company decreases the Company Consumer Fee for any reason, other than as set forth in section 4.d.(iii), below, then
Company's Consumer Fee Schedule shall be automatically amended to include the new Company Consumer Fees which
shall also be the Adjusted Company Consumer Fees for purposes of computing the Commissions hereunder. In addition,
the Wal-Mart Consumer Fee Schedules shall be amended accordingly, if necessary, effective 21 days after notice from
Company, or at such earlier date as the parties may mutually agree.
(ii) If Company wishes to increase any Company Consumer Fee at any time after the effective date of this Agreement, it will
give Seller 21 days advance written notice (or such lesser notice as the parties may mutually agree) which shall include the
reasons for the Company Consumer Fee increase. If the Company Consumer Fee increase is for Good Reason, or if Seller
does not deliver written notice of its objection to Company within the 21 day period, then Company's Consumer Fee
Schedule shall be automatically amended to include the new Company Consumer Fees, which shall also be the Adjusted
Company Consumer Fees for purposes of computing the Commissions hereunder. If the Company Consumer Fee increase
is not for Good Reason and Seller objects to the increase within the 21 day period, then for purposes of computing the
Commissions hereunder, the Company Consumer Fee in effect prior to the increase shall be the Adjusted Company
Consumer Fee.
(iii) Notwithstanding anything to the contrary contained herein, Company may engage in pricing promotions or pricing tests in
specified Designated Marketing Areas. Such temporary price promotions shall not be deemed a decrease or increase to the
Company Consumer Fee or Company Consumer Fee Schedule for purposes of this section.
(iv) If Company agrees to adjust its pricing according to a request by Seller, (whether such request is for promotional, test or
permanently modified pricing), the Commission rate payable to Seller under section 6, below, for transactions subject to the
modified pricing may be subject to renegotiation.
e. Seller shall not charge consumers additional fees of any kind or nature other than as provided in this Agreement unless agreed to
by Company.
f. (i) Seller shall comply with all applicable laws and regulations with respect to the collection of Wal-Mart Consumer Fees, as directed
by Company. If Seller becomes aware of a law or regulation which applies to a money transfer transaction, but which is or may be
contrary to any direction from Company, Seller shall comply with such law or regulation and give Company notice of such
compliance, directed to Company's Law Department. Seller shall be liable to Company for the Transfer Amount and Wal-Mart
Consumer Fee related to any Transfer Send initiated by Seller, regardless of whether Seller ultimately receives payment. Seller is
fully responsible and unconditionally liable for all Transfer Sends initiated by individuals at the Locations, for giving Seller's
Identification Number and PIN to the Company's transaction center, and for all Transfer Sends which are verified by Company,
whether or not Seller gives its Identification Number and PIN. Seller and Company will cooperate to develop and maintain mutually
agreed upon programs intended to prevent fraud.
(ii) Seller also agrees to take such actions as commercially reasonably requested by Company to prevent fraudulent Transfer Send
and/or Receive transactions. Actions requested by Company include but are not limited to instructions in Company's Money
Transfer Services agent guides, fraud and money laundering prevention guides (as updated from time to time) fraud alert memos,
[*] Please refer to footnote on page 1. 13