MoneyGram 2009 Annual Report Download - page 517

Section 12.10 Financing Statements.
The Company, at the expense of the Company, shall (1) cause this Indenture, the Security Documents, and any additional security instrument filed with the
Collateral Agent as additional security for the Notes, each amendment and supplement to any such instrument, and a memorandum, financing statement or
continuation statement with respect to such instruments, amendments, or supplements to be filed, registered and recorded and to be refiled, reregistered and
rerecorded in such manner and in such places as may be required by any present or future law in order to fully protect, preserve and perfect the lien of this
Indenture and to protect, preserve and perfect the rights and security of the Holders and the rights of the Collateral Agent under the this Indenture and the
Security Documents and (2) perform or cause to be performed from time to time any other act as required by law, and execute and file or cause to be executed
and filed any and all instruments of further assurance (including financing statements with respect to any of such instruments) that may be necessary for such
protection. The Company, the Guarantors, the Collateral Agent and the Trustee shall, when so requested by one another, execute all such instruments,
memoranda, or statements necessary to maintain, protect, perfect or preserve the interests assigned to the Collateral Agent under this Indenture. Promptly after
the execution and delivery of this Indenture and the execution and delivery of the Notes and every five years (or such other time period provided by any
applicable law) thereafter, the Company will deliver to the Collateral Agent, at the expense of the Company, an opinion of counsel either stating that in the
opinion of such counsel such action has been taken with respect to the recording, filing, rerecording and refiling of financing or continuation statements as is
necessary to maintain the effectiveness and the perfection of the lien of this Indenture, and reciting the details of such action, or stating that in the opinion of
such counsel no such action is necessary to maintain the effectiveness or perfection of such lien; and in each case, such opinion shall state what future action
is necessary to maintain the effectiveness and perfection of such Lien.
The Company covenants that it will do, execute, acknowledge, and deliver, or cause to be done, executed, acknowledged, and delivered, such indentures
supplemental hereto and such further acts, instruments and transfers as the Trustee may reasonably require for the better assigning, pledging and confirming
unto the Collateral Agent of the Collateral.
ARTICLE 13
SATISFACTION AND DISCHARGE
Section 13.01 Satisfaction and Discharge.
This Indenture will be discharged and will cease to be of further effect as to all Notes issued hereunder, when:
(1) either:
(a) all Notes that have been authenticated, except lost, stolen or destroyed Notes that have been replaced or paid and Notes for whose payment
money has theretofore been deposited in trust and thereafter repaid to the Company, have been delivered to the Trustee for cancellation; or
(b) all Notes that have not been delivered to the Trustee for cancellation have become due and payable by reason of the mailing of a notice of
redemption or otherwise or will become due and payable or redeemable within one year or are to be called for redemption within one year under
arrangements satisfactory to the Trustee for the giving of notice by the Trustee in the name, and at the expense, of the Company, and the Company or any
Guarantor has irrevocably deposited or caused to be deposited with the Trustee as trust funds in trust solely for
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