MoneyGram 2011 Annual Report Download - page 210

(n) Governing Law; Arbitration. It is intended that Restricted Stock Units granted under this French Plan shall qualify for the specific tax and social
security treatment applicable to Restricted Stock Units granted for no consideration under Sections L. 225−197−1 to L. 225−197−6 of the French
Commercial Code, as amended, and in accordance with the relevant provisions set forth by French tax and social security laws, and the terms of this French
Plan shall be interpreted accordingly. The internal law, and not the law of conflicts, of the State of Minnesota will govern all questions concerning the
validity, construction and effect of this Agreement. Any controversy, dispute or claim arising under or in connection with this Agreement (including,
without limitation, the existence, validity, interpretation or breach hereof and any claim based on contract, tort or statute) shall be resolved by a binding
arbitration, to be held in Minneapolis, Minnesota pursuant to the U.S. Federal Arbitration Act and in accordance with the then−prevailing National Rules of
Resolution of Employment Disputes of the American Arbitration Association (the “AAA”). The AAA shall select a sole arbitrator. Each party shall bear its
own expenses incurred in connection with arbitration and the fees and expenses of the arbitrator shall be shared equally by the parties involved in the
dispute and advanced by them from time to time as required. It is the mutual intention and desire of the parties that the arbitrator be chosen as expeditiously
as possible following the submission of the dispute to arbitration. Once such arbitrator is chosen, and except as may otherwise be agreed in writing by the
parties involved in such dispute or as ordered by the arbitrator upon substantial justification shown, the hearing for the dispute will be held within sixty
(60) days of submission of the dispute to arbitration. The arbitrator shall render his or her final award within sixty (60) days, subject to extension by the
arbitrator upon substantial justification shown of extraordinary circumstances, following conclusion of the hearing and any required post−hearing briefing or
other proceedings ordered by the arbitrator. Any discovery in connection with arbitration hereunder shall be limited to information directly relevant to the
controversy or claim in arbitration. The arbitrator will state the factual and legal basis for the award. The decision of the arbitrator in any such proceeding
will be final and binding and not subject to judicial review and final judgment may be entered upon such an award in any court of competent jurisdiction,
but entry of such judgment will not be required to make such award effective. Any action against any party hereto ancillary to arbitration, including any
action for provisional or conservatory measures or action to enforce an arbitration award or any judgment entered by any court in respect of any thereof may
be brought in any federal or state court of competent jurisdiction location within the State of Minnesota, and the parties hereto hereby irrevocably submit to
the non−exclusive jurisdiction of any federal or state court located within the State of Minnesota over any such action. The parties hereby irrevocably waive,
to the fullest extent permitted by applicable law, any objection which they may now or hereafter have to the laying of venue of any such action brought in
such court or any defense of inconvenient forum for the maintenance of such action. Each of the parties hereto agrees that a judgment in any such action
may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law.
(o) Notices. The Participant should send all written notices regarding this Agreement or the Plan to the Company at the following address:
MoneyGram International, Inc.
EVP, General Counsel & Secretary
2828 North Harwood Street, 15th Floor
Dallas, TX 75201
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