Common use of Transaction Settlement Clause in Contracts

Transaction Settlement. (a) During the period commencing on the date hereof and until the earlier of (i) the termination of the obligations of IPS and Company in respect of any IPS Funds Transfer Service transaction as specified in Section 9.1(b) and (ii) the date 30 days after the date Company has obtained all State Licenses necessary to offer the Consumer Money Wire Transfer Services and conduct the Business in its own name, IPS shall, subject to Section 3.1(g), be responsible for the administrative function of collecting all sums due from MoneyGram Agents under Agent Contracts and the payment of all Fiduciary Funds in respect of completed IPS Funds Transfer Service transactions in accordance with the terms of the Agent Contracts. (b) Each Business Day, IPS shall notify Company of the following items related to IPS Funds Transfer Service transactions effected during the immediately preceding Business Day (and, if applicable, any intervening non- Business Day or Days): (i) the aggregate amount received by MoneyGram Agents from customers in respect of all IPS Funds Transfer Service transactions, (ii) the aggregate amount of all Fiduciary Funds related to such transactions and (iii) the aggregate amount of fees paid by customers related to such transactions. (c) Each Business Day, IPS shall deliver to Company, in U.S. dollars by automated clearing house or wire transfer to an account specified by Company, an amount equal to the amount set forth in respect of clause (iii) of Section 3.1(b). (d) Company shall pay all fees and any foreign exchange revenues due to MoneyGram Agents under the Agent Contracts on a timely basis in accordance with the terms of such Agent Contracts. (e) The Parties shall agree from time to time on operational procedures to implement the payment obligations under Section 3.1(c) in a timely, efficient and prudent manner. (f) Company acknowledges that all amounts representing Fiduciary Funds are funds of IPS to be held on behalf of IPS until such time as they are disbursed by a MoneyGram Agent to the recipient thereof. Company and MoneyGram Agents shall have a fiduciary duty to IPS with respect to such Fiduciary Funds. Company shall take appropriate steps on its own initiative and as reasonably requested by IPS to ensure that MoneyGram Agents are clearly aware of their responsibilities with respect to such Fiduciary Funds and properly handle such Fiduciary Funds. (g) Any amounts paid by IPS to MoneyGram Agents or customers with respect to any IPS Funds Transfer Service transaction for which a corresponding settlement of sales proceeds is not received by IPS shall be the sole responsibility of Company. If IPS makes any payment with respect to any such transaction, IPS shall be entitled to full reimbursement therefor from Company.