CONFIDENTIAL SEPARATION AGREEMENT
AND RELEASE OF ALL CLAIMS
     1.
Complete Release of Claims by Employee.
 1.1
    
    All claims arising out of or relating to Employees employment with Employer and/or Employees
separation from that employment;1.2
    
    All claims arising out of or relating to the statements, actions, or omissions of any
Released Party;1.3
    
    All claims for any alleged unlawful discrimination, harassment, retaliation or
reprisal, or other alleged unlawful practices arising under any federal, state, or local
statute, ordinance, or regulation, including without limitation, claims under Title VII of
the Civil Rights Act of 1964, as amended; the Age Discrimination in Employment Act of 1967,
as amended (other than a claim chaallenging the validity of the waiver of claims under the
Age Discrimination in Employment Act); the Americans with Disabilities Act of 1990; the
Family and Medical Leave Act of 1993; the Worker Adjustment and Retraining Notification
Act; the Employee Retirement Income Security Act of 1974; the Fair Credit Reporting Act;
the Minnesota Human Rights Act and any other federal, state or local anti-discrimination
acts, state wage payment statutes and non-interference or non-retaliation statutes;1.4
    
    All claims for alleged wrongful discharge; breach of contract; breach of implied
contract; failure to keep any promise; breach of a covenant of good faith and fair dealing;
breach of fiduciary duty; promissory estoppel; Employees activities, if any, as a
whistleblower; defamation; infliction of emotional distress; fraud; misrepresentation;
negligence; harassment; retaliation or reprisal; constructive discharge; assault; battery;
false imprisonment; invasion of privacy; interference with contractual or business
relationships; any other wrongful employment practices; and violation of any other
principle of common law;




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1.5
    
    All claims for compensation of any kind, including without limitation, commission
payments, bonus payments, overtime pay, vacation pay, and expense reimbursements;1.6
    
    All claims for back pay, front pay, reinstatement, other equitable relief, compensatory
damages, damages for alleged personal injury, liquidated damages, and punitive damages; and1.7
    
    All claims for attorneys fees, costs, and interest.
  2.
Payments.
 2.1
    
    Per the MoneyGram International, Inc. Severance Plan (the Severance Plan), severance
pay of $80,806.08. The severance pay will be paid in a lump sum, less all applicable
voluntary and required withholdings, on March 31, 2011.2.2
    
    Employer also will provide Employee with an additional payment of $116,153.92. The
additional payment will be paid in a lump sum, less all applicable voluntary and required
withholdings, on March 31, 2011.2.3
    
    In addition, under Employees Recognition Bonus, Employer will provide Employee a
payment of $50,000.00. This additional payment will be paid in a lump sum, less all
applicable voluntary and required withholdings, on March 31, 2011.2.4
    
    Employees participation in the MoneyGram Performance Bonus Plan (Bonus Plan) ceased
as of December 31, 2010. As set forth in the Severance Plan, in the event Employer achieves
the requisite criteria to issue a Bonus Plan award and issues a Bonus Plan award for fiscal
year 2010, Employee will be eligible to receive a Bonus Plan award based on the number of
days she was employed by Employer in fiscal year 2010.2.5
    
    Employer will provide Employee with outplacement services through Right Management,
Inc. If Employee elects not to engage the services by




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December 31, 2011, Employee shall forfeit any and all right to utilize the outplacement
services.2.6
    
    Employee will receive no further wage, vacation (unless required by law), commission,
bonus or other payments from Employer.
 3. Benefits Coverage after Separation Date .
 3.1
    
    Employees participation in the MoneyGram International, Inc. 401(k) Plan and
Employers matching obligation under the 401(k) Plan ceased as of the Separation Date; any
distribution of the 401(k) Plans funds will be made in accordance with the provisions of
the 401(k) Plan.3.2
    
    Employees business travel accident, short-term income replacement and long-term
disability coverages, if any, ceased as of the Separation Date.3.3
    
    Employees Employer-provided medical, dental, accidental death and dismemberment and
life insurance benefits, if any, will cease as of the end of the month in which the
Separation Date occurred.3.4
    
    Employee may possess exercisable MoneyGram International, Inc. stock option rights.
Employee agrees to observe company policy on insider trading and will not purchase or sell
MoneyGram stock while in possession of inside information or prior to the next window
period that begins after the Separation Date. If Employee possesses exercisable MoneyGram
stock option rights, all such rights must be exercised within 180 days of the Separation
Date or they will expire. Employee may exercise MoneyGram stock options, if any, (i) by contacting Carrie
Shober at 952-591-3062; (ii) via the Internet (www.etrade.com/stockplans);
or (iii) by contacting E*Trade at 1-800-387-2331.3.5
    
    Employees other benefits, if any, will be provided in accordance with the provisions
of the governing document(s) for those benefits.
 4. Non-Solicitation of Employees and Other Conduct .
 4.1
    
    Non-Solicitation. For one (1) year after the Effective Date of this Agreement, Employee
will not, without Employers express written waiver, directly or indirectly, hire, attempt
to hire or assist any other person or entity in hiring or attempting to hire an employee of
Employer, or any person who was an employee of Employer within the six months preceding the
hire or attempted hire.4.2
    
    Cooperation. Employee agrees that from and after the Effective Date of this Agreement,
he/she will cooperate fully with Employer, its officers, employees, agents, affiliates and
attorneys in the defense or prosecution of, or in preparation




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for the defense or prosecution of any lawsuit, dispute, investigation or other
legal proceedings (Proceedings) that may be on-going, anticipated or threatened
relating to services or duties performed by Employee for Employer. Employee further
agrees that he/she will cooperate fully with Employer, its officers, employees,
agents, affiliates and attorneys on any other matter related to Employers business
(Matters) during the period of Employees employment with Employer.
  4.3
    
    Other Conduct. Employee also agrees not to discuss, disclose, communicate, or use for
any purpose any Employer Information. For purposes of this Agreement, Employer
Information shall mean all business information, technological information, intellectual
property, trade secrets, customer and other information belonging to Employer or relating
to Employers internal affairs, or information relating to its business, technology,
employees, and/or customers which is not readily available to the general public. Employee
further agrees to return to Employer all of Employers property and equipment, and all
documents (including all electronic material and duplicate copies) and other tangible items
of or containing Employer Information which are in Employees possession, custody or
control, or which come into his/her possession, custody, or control after the Separation
Date. Employee further promises not to commit any act or make any statement that is, or
could reasonably be interpreted as, detrimental to the business, reputation, or good will
of Employer, including disparaging or embarrassing Employer or its officers, directors,
agents, and/or other personnel.
Employer and Employee acknowledge the terms of this Agreement shall not preclude
Employee from providing truthful testimony if mandated by subpoena or court order
to do so, or pursuant to an informal request from a governmental agency. Employer
agrees to instruct Employees supervisor not to publicly make any defamatory
statement about Employee.4.4
    
    Remedies. Employee understands and agrees that Employer would be irreparably damaged in
the event that the provisions of Section Four are violated, and agrees that Employer shall
be entitled (in addition to any other remedy to which it may be entitled, pursuant to this
Agreement, at law or in equity) to an injunction or injunctions to redress breaches of this
Agreement and to specifically enforce the terms and provisions hereof. Employee shall be
responsible for




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reimbursing Employer for the costs and attorneys fees associated with litigation
pursuant to Section Four of this Agreement.4.5
    
    Employee also agrees that she is not aware of any violation of federal securities law
or any other unlawful conduct by the Employer or its agents, nor is she aware of any
complaint of such conduct by any employee that has not been reported to appropriate
officials of the Employer.
 5. No Future Lawsuits .
 6. Non-Disclosure .
 7. Return of Equipment .
 8. Full Compensation .
 9. No Admission of Wrongdoing .
 10. Consequences of Employee Violation of Promises .




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11. Period for Review and Consideration of Agreement and Acknowledgement .
 12. Employees Right to Revoke Agreement .
 13. Termination of Employment
 14. Advised to Consult with Attorney .
 15. Authority; Knowing and Voluntary Action .
 16. Effective Date .
 17. Severability .




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18. Entire Agreement .
  19. Counterparts .
 20. Governing Law .




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EMPLOYEE ACKNOWLEDGES HE/SHE HAS READ THIS AGREEMENT, UNDERSTANDS IT AND IS VOLUNTARILY ENTERING
INTO IT.
 PLEASE
READ THIS AGREEMENT CAREFULLY. IT CONTAINS A RELEASE OF ALL KNOWN AND
UNKNOWN CLAIMS.
  Dated:
    
    1/28/11
    
    
    
    /s/ Jean C. BensonJean C. BensonMoneyGram Payment
Systems, Inc.Dated:
    
    2/8/11
    
    
    
    By:
    
    /s/ Steven PianoSteven Piano