MoneyGram 2011 Annual Report Download - page 176

The Company must furnish to the Trustee an Officer’s Certificate if the Company elects to redeem Notes pursuant to the optional redemption
provisions of Section 3.07 hereof. If such optional redemption is pursuant to Sections 3.07(a) or 3.07(c) hereof, such Officer’s Certificate must be
furnished to the Trustee at least 30 days but not more than 60 days before the Redemption Date. If such optional redemption is pursuant to
Section 3.07(d) hereof, such Officer’s Certificate must be furnished to the Trustee at least four Business Days before the Redemption Date, but not
more than 60 days before the Redemption Date. In either case, such Officer’s Certificate shall set forth and certify:
(i) the clause of this Indenture pursuant to which the redemption shall occur;
(ii) the Redemption Date;
(iii) the principal amount of Notes to be redeemed; and
(iv) the redemption price.
(b) The second paragraph of Section 3.02 of the Indenture is hereby amended to read in its entirety as follows:
In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided
herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Trustee from the outstanding Notes not previously
called for redemption or purchase; provided, however, that, notwithstanding the foregoing, in the event of a partial redemption pursuant to
Section 3.07(d) hereof, such Notes may be selected by the Trustee on or prior to the Redemption Date, but not more than 60 days before the
Redemption Date.
(c) Section 3.03 of the Indenture is hereby amended to read in its entirety as follows:
Subject to the provisions of Section 3.09 hereof, at least 30 days but not more than 60 days before a Redemption Date, the Company will mail or
cause to be mailed, by first class mail, a notice of redemption to each Holder whose Notes are to be redeemed at such Holder’s registered address,
except that (a) redemption notices may be mailed more than 60 days prior to a Redemption Date if the notice is issued in connection with a
defeasance of the Notes or a satisfaction and discharge of this Indenture pursuant to Articles 8 or 13 hereof and (b) in the case of an optional
redemption pursuant to Section 3.07(d) hereof, redemption notices shall be mailed at least four Business Days before a Redemption Date, but not
more than 60 days before a Redemption Date.
The notice will identify the Notes (including CUSIP number(s)) to be redeemed and will state:
(i) the Redemption Date;
(ii) the appropriate method for calculation of the redemption price, but need not include the redemption price itself; the actual redemption
price shall be set forth in an Officer’s Certificate delivered to the Trustee no later than two (2) Business Days prior to the Redemption Date unless the
redemption is pursuant to Section 3.07(a) or Section 3.07(d) hereof, in which case such Officer’s Certificate should be delivered on the Redemption
Date;
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