MoneyGram 2009 Annual Report Download - page 251

ARTICLE VIII
ACCELERATION, WAIVERS, AMENDMENTS AND REMEDIES
Section 8.1 Acceleration. If any Default described in Section 7.6 or 7.7 occurs with respect to the Borrower, the obligations of the Lenders to make Loans
hereunder and the obligation and power of the LC Issuer to issue Letters of Credit shall automatically terminate and the Obligations shall immediately become
due and payable without any election or action on the part of the Administrative Agent, the LC Issuer or any Lender. If any other Default occurs, the Required
Lenders (or the Administrative Agent with the consent of the Required Lenders) may terminate or suspend the obligations of the Lenders to make Loans
hereunder and the obligation and power of the LC Issuer to issue Letters of Credit, or declare the Obligations to be due and payable, or both, whereupon the
Obligations shall become immediately due and payable, without presentment, demand, protest or notice of any kind, all of which the Borrower hereby
expressly waives.
Section 8.2 Amendments. Subject to the provisions of this Section 8.2 and Sections 8.3 and 8.4 below, the Required Lenders (or the Administrative Agent
with the consent in writing of the Required Lenders) and the Borrower may enter into agreements supplemental hereto for the purpose of adding or modifying
any provisions to the Loan Documents or changing in any manner the rights of the Lenders or the Borrower hereunder or waiving any Default or Unmatured
Default hereunder; provided, however, that no such supplemental agreement shall, without the consent of all of the Lenders adversely affected thereby (or in
the case of subsections 8.2(ii), (iv), (v) and (vi), all of the Lenders):
(i) Extend the final maturity of any Loan, or extend the expiry date of any Letter of Credit to a date after the Facility Termination Date or forgive all or
any portion of the principal amount thereof or any LC Disbursements, or reduce the rate or extend the time of payment of interest or fees hereunder or LC
Disbursements (it being understood that the waiver of default interest pursuant to Section 2.14 shall only require the consent of Required Lenders), or
amend Section 2.24(ii).
(ii) Reduce the percentage specified in the definition of Required Lenders.
(iii) Increase any Commitment of any Lender hereunder (it being understood that any change to or waivers or modifications of conditions precedent,
covenants, Defaults or Unmatured Defaults or of a mandatory prepayment shall not constitute an increase or extension of the Commitments of any
Lender).
(iv) Permit the Borrower to assign its rights under this Agreement (it being understood that any modification to Section 6.12 or 6.13 shall only require
approval of the Required Lenders).
(v) Amend this Section 8.2 or Section 11.2 (it being understood that with the consent of the Required Lenders, additional extensions of credit pursuant
to this Agreement (including pursuant to Section 2.8(iii)) may be included in the determination of the Required Lenders on substantially the same basis as
the Commitments and 101