MoneyGram 2009 Annual Report Download - page 479

(b) The provisions of Section 4.09(a) hereof will not apply to any of the following items (collectively, "Permitted Indebtedness"):
(1) the incurrence by the Company of Indebtedness under Credit Facilities, the guarantee by the Guarantors of the Company's obligations thereunder
and the issuance and creation of letters of credit and bankers' acceptances thereunder (with letters of credit and bankers' acceptances being deemed to have
a principal amount equal to the face amount thereof), up to an aggregate principal amount of $600.0 million less the aggregate amount of all Net Proceeds
of Asset Sales or Specified SRI Sales applied by the Company since the date hereof to repay any such Indebtedness under Credit Facilities, and in the case
of revolving facilities, that effect a corresponding reduction in commitments thereunder;
(2) the incurrence by the Company and any Guarantor of Indebtedness represented by the Notes and the related Note Guarantees issued on the date
hereof;
(3) Existing Indebtedness (other than Indebtedness under Credit Facilities);
(4) Indebtedness (including Capitalized Lease Obligations), Disqualified Stock and preferred stock incurred by the Company or any Subsidiary
Guarantor the proceeds of which are applied to finance the development, construction, purchase, lease, repairs, additions or improvement of property (real
or personal), equipment or other fixed or capital assets that are used or useful in a Similar Business, whether through the direct purchase of assets or the
Capital Stock of any Person owning such assets, in an aggregate principal amount which, when aggregated with the principal amount of all other
Indebtedness, Disqualified Stock and preferred stock then outstanding and incurred pursuant to this clause (4) and including all Indebtedness incurred to
refund, refinance or replace any other Indebtedness, Disqualified Stock and preferred stock incurred pursuant to this clause (4), does not exceed
$10.0 million;
(5) Indebtedness, Disqualified Stock or preferred stock of (x) the Company or a Guarantor incurred to finance an acquisition or (y) Persons that are
acquired by the Company or a Guarantor or merged into the Company or a Guarantor in accordance with the terms of this Indenture; provided, however,
that after giving effect to such acquisition or merger, either:
(A) the Company would be permitted to incur at least $1.00 of additional Indebtedness pursuant Disqualified Stock or preferred stock to the
Leverage Ratio test or Fixed Charge Coverage Ratio test, as applicable, set forth in Section 4.09(a), or
(B) the Leverage Ratio or the Fixed Charge Coverage Ratio set forth in Section 4.09(a), as applicable, is no more than (or no less than, as
applicable) such ratio immediately prior to such acquisition or merger; provided, that until the Sell Down Date, the aggregate amount of
Indebtedness, Disqualified Stock or preferred stock outstanding at any one time pursuant to this clause (5)(B) shall not exceed $75.0 million;
(6) Indebtedness incurred by the Company or any Company Subsidiary constituting reimbursement obligations with respect to letters of credit issued in
the ordinary course of business consistent with past practice, including without limitation letters of credit in respect of workers' compensation claims, or
other Indebtedness with respect to reimbursement type obligations regarding workers' compensation claims; provided, however, that upon the drawing of
such letters of credit or the incurrence of such Indebtedness, such obligations are reimbursed within 30 days following such drawing or incurrence;
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