MoneyGram 2009 Annual Report Download - page 367

operation of internal controls which could adversely affect Holdco's ability to record, process, summarize and report financial data.
"Financing Documents" means collectively, this Agreement, the Indenture, the Notes, the Registration Rights Agreements, the Fee Letter, the Management
Rights Agreement, the Security Documents and the Intercreditor Agreement and all certificates, instruments, and other documents made or delivered in
connection herewith and therewith.
"Foreign Plan" means any employee benefit plan, program, policy, arrangement or agreement maintained or contributed to by the Company or any of its
Subsidiaries with respect to employees employed outside the United States.
"GAAP" is defined in Section 4.6.
"German Antitrust Act" means the German Act Against Restraints of Competition (Gesetz gegen Wettbewerbsbeschrankungen).
"Governmental Authority" means any nation, sovereign or government, any state, province, territory or other political subdivision thereof, and any entity or
authority exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government, including a central bank or stock
exchange.
"Governmental Entity" means any United States or foreign governmental or regulatory agency, commission, court, body, entity or authority.
"GSCP" is defined in the recitals.
"Guarantors" has the definition given to it in the Indenture.
"Hazardous Materials" means (x) petroleum and petroleum by-products, asbestos that is friable, radioactive materials, medical or infectious wastes or
polychlorinated biphenyls and (y) any other material, substance or waste that is prohibited, limited or regulated by Environmental Law because of its
hazardous, toxic or deleterious properties or characteristics.
"Holdco Disclosure Schedule" means a schedule attached hereto as Schedule I setting forth, among other things, items the disclosure of which is necessary
or appropriate either in response to an express disclosure requirement contained in a provision hereof or as an exception to one or more of Holdco's or the
Company's representations or warranties contained in Section 4.
"Holdco Intellectual Property" means all patents and patent applications currently owned by Holdco and the Holdco Subsidiaries that are material to the
business of Holdco and the Holdco Subsidiaries, taken as a whole, as currently conducted.
"Holdco Subsidiary" is defined in Section 4.3.
"HSR Act" means the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the rules and regulations promulgated thereunder.
"Infringe" means, in relation to Intellectual Property, infringing upon, misappropriating or violating the rights of any third party.
5