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Table of Contents
EXHIBIT INDEX
Exhibit
Number
Description
2.1
Separation and Distribution Agreement, dated as of June 30, 2004, by and among Viad Corp, MoneyGram International, Inc.,
MGI Merger Sub, Inc. and Travelers Express Company, Inc. (Incorporated by reference from Exhibit 2.1 to Registrant's
Quarterly Report on Form 10-Q filed on August 13, 2004).
3.1 Amended and Restated Certificate of Incorporation of MoneyGram International, Inc., as amended (Incorporated by reference
from Exhibit 3.1 to Registrant's Annual Report on Form 10-K filed on March 15, 2010).
3.2 Bylaws of MoneyGram International, Inc., as amended and restated September 10, 2009 (Incorporated by reference from
Exhibit 3.01 to Registrant's Current Report on Form 8-K filed on September 16, 2009).
3.3
Certificate of Designations, Preferences and Rights of Series A Junior Participating Preferred Stock of MoneyGram
International, Inc. (Incorporated by reference from Exhibit 4.3 to Registrant's Quarterly Report on Form 10-Q filed on
August 13, 2004).
3.4
Certificate of Designations, Preferences and Rights of the Series B Participating Convertible Preferred Stock of MoneyGram
International, Inc. (Incorporated by reference from Exhibit 4.2 to Registrant's Current Report on Form 8-K filed on March 28,
2008).
3.5
Certificate of Designations, Preferences and Rights of the Series B-1 Participating Convertible Preferred Stock of MoneyGram
International, Inc. (Incorporated by reference from Exhibit 4.3 to Registrant's Current Report on Form 8-K filed on March 28,
2008).
3.6
Certificate of Designations, Preferences and Rights of the Series D Participating Convertible Preferred Stock of MoneyGram
International, Inc. (Incorporated by reference from Exhibit 4.4 to Registrant's Current Report on Form 8-K filed on March 28,
2008).
4.1 Form of Specimen Certificate for MoneyGram Common Stock (Incorporated by reference from Exhibit 4.1 to Amendment No. 4
to Registrant's Form 10 filed on June 14, 2004).
4.2
Indenture, dated as of March 25, 2008, by and among MoneyGram International, Inc., MoneyGram Payment Systems
Worldwide, Inc., the other guarantors party thereto and Deutsche Bank Trust Company Americas, a New York banking
corporation, as trustee and collateral agent (Incorporated by reference from Exhibit 4.1 to Registrant's Current Report on
Form 8-K filed on March 28, 2008).
4.3
Registration Rights Agreement, dated as of March 25, 2008, by and among the several Investor parties named therein and
MoneyGram International, Inc. (Incorporated by reference from Exhibit 4.5 to Registrant's Current Report on Form 8-K filed on
March 28, 2008).
4.4
Exchange and Registration Rights Agreement, dated as of March 25, 2008, by and among MoneyGram Payment Systems
Worldwide, Inc., each of the Guarantors listed on the signature pages thereto, GSMP V Onshore US, Ltd., GSMP V Offshore
US, Ltd. and GSMP V Institutional US, Ltd. (Incorporated by reference from Exhibit 4.6 to Registrant's Current Report on
Form 8-K filed on March 28, 2008).
10.1
Employee Benefits Agreement, dated as of June 30, 2004, by and among Viad Corp, MoneyGram International, Inc. and
Travelers Express Company, Inc. (Incorporated by reference from Exhibit 10.1 to Registrant's Quarterly Report on Form 10-Q
filed on August 13, 2004).
10.2 Tax Sharing Agreement, dated as of June 30, 2004, by and between Viad Corp and MoneyGram International, Inc. (Incorporated
by reference from Exhibit 10.2 to Registrant's Quarterly Report on Form 10-Q filed on August 13, 2004).
†10.3 MoneyGram International, Inc. 2004 Omnibus Incentive Plan, as amended February 17, 2005 (Incorporated by reference from
Exhibit 99.1 to Registrant's Current Report on Form 8-K filed on February 23, 2005).
†10.4 MoneyGram International, Inc. 2005 Omnibus Incentive Plan, as amended February 17, 2010 (Incorporated by reference from
Exhibit 10.01 to Registrant's Current Report on Form 8-K filed on February 22, 2010).
†10.5
Form of Amended and Restated Non-Employee Director Indemnification Agreement between MoneyGram International, Inc.
and Non-Employee Directors of MoneyGram International, Inc. (Incorporated by reference from Exhibit 10.02 to Registrant's
Current Report on Form 8-K filed on February 13, 2009).
75