MoneyGram 2009 Annual Report Download - page 257

RESPECTIVE SECURITIES. ACCORDINGLY, EACH LENDER REPRESENTS TO THE BORROWER AND THE ADMINISTRATIVE
AGENT THAT IT HAS IDENTIFIED IN ITS ADMINISTRATIVE QUESTIONNAIRE A CREDIT CONTACT WHO MAY RECEIVE
INFORMATION THAT MAY CONTAIN MATERIAL NON-PUBLIC INFORMATION IN ACCORDANCE WITH ITS COMPLIANCE
PROCEDURES AND APPLICABLE LAW.
Section 9.10 Nonreliance. Each Lender hereby represents that it is not relying on or looking to any margin stock (as defined in Regulation U) for the
repayment of the Credit Extensions provided for herein.
Section 9.11 Disclosure. The Borrower and each Lender hereby acknowledge and agree that JPMCB and/or its Affiliates from time to time may hold
investments in, make other loans to or have other relationships with the Borrower and its Affiliates.
Section 9.12 USA PATRIOT Act. Each Lender that is subject to the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law
October 26, 2001)) (the "Act") hereby notifies the Borrower that pursuant to the requirements of the Act, it is required to obtain, verify and record information
that identifies the Borrower, which information includes the name and address of the Borrower and other information that will allow such Lender to identify
the Borrower in accordance with the Act.
Section 9.13 Amendment and Restatement; Prior Defaults.
(i) On the Effective Date the Existing Credit Agreement shall be amended, restated and superseded in its entirety hereby. The parties hereto
acknowledge and agree that (i) this Agreement, any Notes delivered pursuant to Section 2.16 and the other Loan Documents executed and delivered in
connection herewith do not constitute a novation, payment and reborrowing, or termination of the "Obligations" (as defined in the Existing Credit
Agreement) under the Existing Credit Agreement as in effect prior to the Effective Date and (ii) such "Obligations" are in all respects continuing with only
the terms thereof being modified (and, as applicable, the primary obligor being changed) as provided in this Agreement. Except in so far as the terms
thereof are expressly modified hereby, nothing herein or in any Loan Document shall release any Loan Party from any payment obligation in respect of the
Obligations under any Loan Document (as defined in the Existing Credit Agreement). All indemnification obligations of the Borrower pursuant to the
Existing Credit Agreement are continued hereunder.
(ii) The parties agree that as of the Effective Date the "Waiver Period" under the Existing Credit Agreement shall terminate and all Defaults and
Unmatured Defaults arising under the Existing Credit Agreement shall be permanently waived; provided that such prior or permanent waiver shall not
constitute a waiver of any Default or Unmatured Default arising under this Agreement upon or after the effectiveness of this Agreement.
(iii) The Lenders hereby waive the prior notice required by Section 2.10 of the Existing Credit Agreement with respect to the repayment on the date
hereof of $100,000,000 of Revolving Loans outstanding under the Existing Credit Agreement.
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