Membership Unit Redemption Agreement, Dated As of March 10, 2004

Exhibit 10.7


THIS MEMBERSHIP UNIT REDEMPTION AGREEMENT is made and entered into as of March 10, 2004 (this " Agreement" ) by and among GCA Holdings, L.L.C., a Delaware limited liability company, a Delaware limited liability company (" GCA" ) and FDFS Holdings, LLC, a Delaware limited liability company (" FDFS" ).

W I T N E S S E T H:

WHEREAS , Global Cash Access, L.L.C., a Delaware limited liability company (the " Company" ), M&C, Karim Maskatiya, Robert Cucinotta, First Data Corporation, FDFS and GCA Holdings have executed and delivered a Restructuring Agreement dated as of December 10, 2003 and amended as of January 20, 2004, February 20, 2004 and March 3, 2004 (the " Restructuring Agreement" );


WHEREAS , this Agreement is being executed and delivered in order to effect the assignment and transfer to GCA Holdings of 829.3 Common Units in the Company (the " Transferred Interests" ), in return for the GCA Redemption Payment.


NOW, THEREFORE , in consideration of the mutual covenants and agreements hereinafter set forth and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

1. Defined Terms . In this Agreement, unless otherwise specifically stated, the capitalized terms used herein shall have the respective meanings specified or referred to in the Restructuring Agreement,

2. Sale and Transfer . FDFS her ...