MoneyGram 2009 Annual Report Download - page 192

Section 2.9 Minimum Amount of Each Advance. Each Eurodollar Advance (other than an Advance to repay Swing Line Loans) shall be in the minimum
amount of $5,000,000 (and in multiples of $1,000,000 if in excess thereof), and each Floating Rate Advance (other than a Swing Line Loan) shall be in the
minimum amount of $5,000,000 (and in multiples of $1,000,000 if in excess thereof), provided, however, that any Revolving Credit Advance which is a
Floating Rate Advance may be in the amount of the unused Aggregate Revolving Credit Commitment.
Section 2.10 Optional and Mandatory Principal Payments.
(i) The Borrower may from time to time pay, without penalty or premium, all outstanding Floating Rate Advances (other than Swing Line Loans), or, in
a minimum aggregate amount of $5,000,000 or any integral multiple of $1,000,000 in excess thereof, any portion of the outstanding Floating Rate
Advances (other than Swing Line Loans) upon one Business Day's prior notice to the Administrative Agent. The Borrower may at any time pay, without
penalty or premium, all outstanding Swing Line Loans, or, in a minimum amount of $1,000,000 and increments of $500,000 in excess thereof, any portion
of the outstanding Swing Line Loans, with notice to the Administrative Agent and the Swing Line Lender by 12:00 p.m., New York City time, on the date
of repayment. The Borrower may from time to time pay, subject to the payment of any funding indemnification amounts required by Section 3.4 but
without penalty or premium, all outstanding Eurodollar Advances, or, in a minimum aggregate amount of $5,000,000 or any integral multiple of
$1,000,000 in excess thereof, any portion of the outstanding Eurodollar Advances upon three Business Days' prior notice to the Administrative Agent. All
voluntary principal payments in respect of the Term B Loan shall be applied to the principal installments thereof in such order as the Borrower may elect,
or if not so specified on or prior to the date of such optional prepayment, in the direct order of maturity. All mandatory principal payments in respect of the
Term B Loan shall be applied to the principal installments thereof under Section 2.2 in the direct order of maturity. Notwithstanding the foregoing, the
Borrower shall not voluntarily prepay the Term A Loan unless at the time of such prepayment the Term B Balance is zero.
(ii) In the event and on each occasion that any Net Proceeds are received by or on behalf of Holdco or any of its Subsidiaries in respect of any
Prepayment Event, the Borrower shall, within five Business Days after such Net Proceeds are received, prepay the Term B Loan until paid in full; provided
that in the case of any such event described in clause (i) of the definition of the term "Prepayment Event," if the Borrower or any Subsidiary applies (or
commits to apply) the Net Proceeds from such event (or a portion thereof) within fifteen months after receipt of such Net Proceeds to pay all or a portion
of the purchase price in connection with an Acquisition permitted hereunder of a Similar Business or to acquire, restore, replace, rebuild, develop, maintain
or upgrade real property, equipment or other capital assets useful or to be used in the business of the Borrower and the Subsidiaries (and, in each case, the
Borrower has delivered to the Administrative Agent within five Business Days after such Net Proceeds are received a certificate of its Financial Officer
stating its intention to do so and certifying that no Default has occurred and is continuing), then, so long as no Default has occurred and is
42