Walmart2Walmart Mexico Powered by MoneyGram MONEY TRANSFER ADDENDUM
Incorporation; Authorization; Certain Definitions. This Walmart2Walmart Mexico Powered by MoneyGram Money Transfer Addendum (the “MT Addendum”) is entered into by and between MoneyGram Payment Systems, Inc. (“MoneyGram”) and Wal-Mart Stores, Inc. (“Walmart”) effective as of October 25, 2016 (“Addendum Effective Date”) and is a part of, and incorporated into, that certain Amended and Restated Master Trust Agreement, effective February 1, 2016 by and between Walmart and MoneyGram (as amended, the “Agreement”). Pursuant to this MT Addendum, MoneyGram hereby authorizes Walmart to sell, and Walmart agrees to offer and sell, the Walmart2Walmart Mexico Money Transfer Services at physical Agent Locations in the United States.
Forms. The MoneyGram Form and Money Transfer Form agreed upon by the Parties as of the Addendum Effective Date for use with respect to Walmart2Walmart Mexico Money Transfer Services is attached to this MT Addendum as Attachment N-1. Any modifications or changes to the MoneyGram Transfer Form and Money Transfer Form are subject to the provisions and requirements of Section 6(e) of the Agreement; however, no modification or change will require an amendment to this MT Addendum or the Agreement.
Money Transfer Procedures. As with all other MoneyGram money transfer services offered and sold by Walmart, Walmart shall use various security measures, log-ins and passwords in connection with the Equipment and Interface to conduct the Walmart2Walmart Mexico Money Transfer Services. Such security measures, log-ins and passwords may be referred to hereafter as the “Walmart Security Measures.” It is Walmart’s obligation to ensure that the Walmart Security Measures are kept confidential and secure. Walmart agrees to take all commercially reasonable precautions necessary to prevent disclosure of the Walmart Security Measures and access to the Walmart2Walmart Mexico Money Transfer Services by unauthorized persons and will promptly notify MoneyGram if Walmart knows or suspects that the Walmart Security Measures have been compromised or otherwise disclosed. Walmart shall be liable for all use or misuse of the Walmart Security Measures, unless such misuse is the result of acts, errors or omissions of MoneyGram, its employees, agents or representatives. The Parties shall assist each other in investigating the circumstances of any misuse of the Walmart Security Measures. Walmart hereby acknowledges that MoneyGram will refuse to authorize transactions if the correct Walmart Security Measures are not provided. Walmart agrees that MoneyGram, in its reasonable discretion, shall have the right, at any time, to refuse any Walmart2Walmart Mexico Money Transfer Services transaction request.
Transfer Send Transactions.
The Walmart2Walmart Mexico Money Transfer Services may only be offered for transactions where the Transfer Amount is between US$50.01 (inclusive) and US$800.00 (inclusive). The Parties agree that modifications to the range may be needed due to currency exchange fluctuations between the United States dollar and the Mexican peso and any such modifications shall be mutually agreed upon by the Parties.
For each such Transfer Send conducted at an Agent Location where the consumer chooses the Walmart2Walmart Mexico Money Transfer Service for a Transfer Amount in the above-referenced range, such Agent Location shall collect from the consumer the Transfer Amount and the applicable Consumer Fee as defined in Section E below. MoneyGram may from time to time amend the Consumer Fee in its sole discretion. Walmart shall not charge consumers additional fees of any kind or nature.
As tender for the Walmart2Walmart Mexico Money Transfer Services, Walmart shall accept from consumers either (1) cash, (2) PIN debit cards, or (3) such other forms of payment specifically approved by MoneyGram. Walmart’s acceptance of payment, regardless of payment type, is at Walmart’s sole and exclusive risk and Walmart shall be liable to MoneyGram for all amounts related to any Transfer Send initiated by Walmart, regardless of whether Walmart ultimately receives good funds from the consumer.
“Consumer Fee” shall be US $6.50 per transaction which the Agent Location shall collect from each consumer sender for the Walmart2Walmart Mexico Money Transfer Services.
The Consumer Fee used by Walmart to conduct Walmart2Walmart Mexico Money Transfer Service transactions [*].
For each Transfer Send transaction performed at an Agent Location under the Walmart2Walmart Mexico Money Transfer Service, MoneyGram agrees to pay Walmart as compensation [*] (the “Walmart2Walmart Mexico MT Commission”).
MoneyGram and Walmart may agree from time to time to implement special initiatives for certain transactions and the Parties may agree to a modified Walmart2Walmart MT Commission rate for such transactions.
No Consumer Fee will be charged to consumers and no Walmart2Walmart Mexico MT Commissions or other compensation will be paid to Walmart for processing refunds.
If any Transfer Send is subsequently canceled for any reason (including without limitation for fraud, insufficient funds or cancellation by customer) and no fees are received or retained (as applicable) by MoneyGram from the customer, no Walmart2Walmart Mexico MT Commission shall be payable thereon, provided that such cancellation must occur within 30 (thirty) days of the date that the Transfer Send is fully funded. To the extent MoneyGram has paid any Walmart2Walmart Mexico MT Commission on any Transfer Send that is later canceled pursuant to the timeframe set forth in the foregoing sentence, MoneyGram shall deduct the amount of Walmart2Walmart Mexico MT Commission applicable to such cancelled Transfer Send from Walmart2Walmart Mexico MT Commission payments subsequently payable to Walmart, and will provide Walmart with reporting evidencing all such cancelled Transfer Send transactions. If the amount of such payments is not sufficient to cover the refund of the applicable Walmart2Walmart Mexico MT Commission, Walmart shall pay MoneyGram the deficiency within thirty days of Walmart’s receipt of an invoice from MoneyGram.
Remittances/Settlement. Settlement of amounts due to MoneyGram for transactions performed under the Walmart2Walmart Mexico Money Transfer Services shall be settled as part of the established settlement procedure for money transfers between MoneyGram and Walmart set forth in Attachment C to the Agreement.
Term and Termination.
The Parties agree that the Walmart2Walmart Mexico Money Transfer Service, and the Consumer Fees charged in connection with such service, are specifically excluded from any calculations regarding the Marketing Allowance set forth in Section N(i) of Attachment C of the Agreement. Unless otherwise mutually agreed upon by the Parties, any marketing expenses for the Walmart2Walmart Mexico Money Transfer Service shall be the responsibility of Walmart.
MoneyGram acknowledges and agrees that the mark “Walmart2Walmart” and “Walmart2Walmart” logo constitute Walmart Proprietary Material.
In the event of any conflict between the terms of this MT Addendum and the terms of the Agreement with respect to the subject matter hereof, the terms of this MT Addendum shall control.