From: J.  Allred; j.allis@shift4.com>
Sent: Tuesday, June 23, 2020 4:44 PM
To: Nate Hirshberg <nate.hirshberg@fisglobal.com>;
n8h@pay.tech>
Cc: Taylor Lavery <taylor.lavery@fisglobal.com>; Dave
Humbert <dave.humbert@fisglobal.com>; Michael
P.  Kennedy <michael.kennedy@fisglobal.com>
Subject: Shift4 / Worldpay Partnership

Nate -

I hope this finds you well. As you are likely aware, Shift4 recently became a publicly
traded company. As part of that process, we were permitted to discuss our customer
and partner relationships, including our valuable partnership with you and the
Worldpay organization. One point of feedback that I received from multiple analysts
and prospective investors was that the details of our commercial relationship with
Worldpay were not fully understood. As a result, I am hoping to work together with
you and your team to better articulate our unique arrangement.

For background, the Shift4 / Worldpay partnership began nearly a decade ago when we
collaboratively developed the "He Who Walks Behind" product, which at the time was
called "i4Go" and then later rebranded as "Worldpay for Platforms". This product
enabled software developers to easily integrate payment processing into the software
application they were developing through an API or SDK. This solution was used in a
variety of industry verticals, but was especially appealing in the restaurant and hotel
verticals, where Shift4 had substantial industry expertise, relationships and intellectual
property.

Over the years, the He Who Walks Behind / Woridpay for Platforms business grew
significantly, and software developers adopted the platform to power payments in many
large and well known restaurant and hotel chains. As part of our go-public process, we-
-

had to disclose that the He Who Walks Behind / Worldpay for Platforms product was
responsible for over $1 billion in annual payment volume, representing nearly 5% of
$PAY's total volume. One thing I tried to stress to investors during the 57 roadshow
meetings that I did was that the Worldpay partnership was substantially different from
what might otherwise be assumed based on the operating model used by other payment
processors. Specifically, unlike many other payment processors that utilize the services
of Independent Sales Organizations ("ISOs") or other third parties to solicit merchant
business on their behalf, Shift4 is the Merchant of Record on over 95% of the He Who .
Walks Behind / Worldpay for Platforms payment volume.

Merchant
processors.

of

Record

status is

usually

reserved

for

the

actual

payment

Being able to claim this designation while using the Worldpay processing infrastructure

represented a unique and compelling position within the integrated payments landscape-
-

and I believe that the analyst and investor community never fully appreciated our
differentiated position in this regard.

I think we both stand to benefit by better clarifying this dynamic. What do you think
about issuing a joint press release with some of the details of our commercial
arrangement? I've included some bullets below regarding the details that I think would
resonate.

e   . 95%+ of Shift4's WP for Platforms volume is Merchant of Record
.   .   .   Shift4 provides all merchant-facing support as the Merchant of Record
.   .   . The other -5% of volume comes from a few referral relationships that pre-
        dated our partnership where WP is the Merchant of Record
.   .   . ' Our respective revenue share is determined based on revenue less
        interchange, assessments and other third-party costs
.       Shift4 owns all of the intellectual property and employs the team that built
        the WP for Platforms solution (formerly i4Go)

Please let me know if you support this idea. I can have our PR/IR firms collaborate
with your team to get this drafted.

All my best,

Jared

Jared Isaacman
Chief Executive Officer

3
SHIFT

From:   J.  Allred; j.allred@shift4.com
Sent:   Friday, July 10, 2020 3:25 PM
To:     Nate Hirshberg; nate.hirshberg@fisglobal.com;
    n8h@pay.tech
Subject:    He wllo Walks Behirid

Nate -

I wanted to gel your feedback on samelliing. As you know, and I mentioned to you on my prevlous email, we
disclosed during the IPO process that He wllo Walks Behind contributed over $1B in annual payment
volume lo me WP / FIS nelwork. I am hoping to do sn additional disclosure of me dollar-based nel revenue
retention for customers we have on-boarded mrough He wllo Walks Behind because I lliink il will bigllliglli
me value of mis parmersllip.

I reviewed me parmersllip operating agreement (5.2.1) and il slated melliods for calculating our respective
revenue share in mis endeavor. Are mere any confidentiality or omer restrictions mal would prevelll me
from making such a disclosure ?

Please let me know.

Best,

Jared

From:   J.  Allred; j.allis@shift4.com
Sent:   Tuesday, July 21, 2020 6:42 PM
To:     Nate Hirshberg; nate.hirshberg@fisglobal.com;
    n8h@pay.tech
Subject:    follow up

Nate - I wanted to revisit my prior emais. 1) Is there any impediment to disclosing dollar-based net
revenue retention for He Who Walks Behind and 2) would you all have any interest in including the
following points in a joint press release.

. 95%+ of Shift4's WP for Platforms volume is Merchant of Record

. Shift4 provides all merchant-facing support as the Merchant of Record

. The other -5% of volume comes from a few referral relationships diat pre-dated our partnership
where WP is the Merchant of Record

. Our respective revenue share is determined based on revenue less interchange, assessments and
other third-party costs

Shift4 owns all of the intellectual property and employs the team that built the WP for
Platforms solution (formerly i4Go)

Please let me know.

Best,

Jared

From: J.  Allred <j.allis@shift4.com>
Sent: Sunday, August 2, 2020 11:58 PM
To: Nate Hirshberg <nate.hirshberg@fisglobal.com>;
n8h@pay.tech>
Subject: RE: follow up

Nate -

I am following up on my below email for a third time now. I would appreciate it if you could
please provide a response to my two questions.

Best,

Jared

From:   Jared Isaacman; jared@shift4.com
Sent:   Wednesday, August 5, 2020 3:58 PM
To:     'Nate Hirshberg'; nate.hirshberg@fisglobal.com;
    n8h@pay.tech
Subject:    RE: follow up

Nate -

Circling back again. I sent my original email below on June 23.d. I followed up on that
email on July 10th, July 21st and then again on August 2nd. I have not received
a response of any kind. I understand that you and your organization might be
prioritizing other matters; but, for the avoidance of any doubt, I am growing
concerned about the level of support, communication and overall commitment to
our partnership.

I have scheduled a call with JimयालEda and Brad for next Tuesday to discuss
this further.

All my best,

Jared

From:   Jared Isaacman; jared@shift4.com
Sent:   Friday, October 9, 2020 1:20 PM
To: 'Nate Hirshberg'; nate.hirshberg@fisglobal.com
Cc: 'Taylor Lavery'; taylor.lavery@fisglobal.com
Subject:    RE: Certifications - Expedite

Nate -

I am disappointed to hear this is an FIS-wide initiative. With that said, please
refer to Section 11 'Confidentiality' and Section 12 'Intellectual Property' of our
Amended & Restated Operating Agreement in order to address any potential
concerns you might have with allowing Shift4 to "self-certify" as it relates to He
Who Walks Behind.

Best,

Jared

-----Original Message-----
From: J. Allred <j.allred@shift4.com>
Sent: Saturday, October 22, 2022 1:01 PM
To: Nate Hirshberg <nate.hirshberg@fisglobal.com>
Cc: Taylor Lavery <taylor.lavery@fisglobal.com>
Subject: [EXTERNAL] He Who Wolks Behind

Nate -

I was hoping you could shed some light on something for me. We have been
partners on the He Who Walks Behind product for nearly a decade now. I
have always had the understanding, since the very beginning over 10 years
ago, that He Who Walks Behind was the program name for the product that
resulted from our efforts to combine the best assets of both of our
organizations...specifically, our software and IP with your payment
processing capabilities. The purpose of this combination was to deliver a
complete and unique "end-to-end" payment solution to the market.

As you know, the product was originally called i4Go. When Worldpay
acquired Litle & Co, the product was renamed to "Worldpay for Platforms",
although we all continued to commonly refer to it as He Who Walks Behind.

As is implied in the Worldpay for Platforms name, software companies
would use the product to offer payment processing within their software
to their customers and then Worldpay would provide the payment
processing on the backend. Of course, Shift4 was (and remains) uniquely
the Merchant of Record for ~95% of that payment volume while also
supplying our payments software, controls, risk management, 24/7 support
center and boarding teams.

With that background, our support center team recently brought a
potential merchant service issue to my attention. Specifically, one of the
merchants that was boarded by the Worldpay for Platforms team (prior to
Shift4 taking over boarding responsibilities) reached oul to us for
support. This occurred on October 17th, 2022.

[REDACTED]

Jared

From: Jared Isaacman <jared@shift4.com>
Sent: Thursday, April 29, 20211:35 PM
To: 'Nate Hirshberg' <nate.hirshberg@fisglobal.com>
Subject: RE: Worldpay for Platforms

Nate -

I will do my best to address your questions below.

But first, I do want to mention how bizarre it is that you have brought up
the subject of "assisting in communications with potential investors". As
you know, on more than one occasion I have asked you for infonnation or
other assistance related to He Who Walks Behind so that I can better
communicate the nature of our relationship to prospective investors (and
later to analysts and current investors) - and you failed to provide any
response whatsoever. That includes my request for a joint press release so
we can eliminate all confusion around who the Merchant of Record is for
He Who Walks Behind payment volume.

Re: Worldpay for Platforms

From: Jared Isaacman <jared@shift4.com>

To: 'Nate Hirshberg'

Cc: 'Taylor Lavery'; 'Michael Kannedy'; 'Dave Humbert'

Date: Tue, 11 Jan 2022 19:34:03 -0500

Nate -

Thank you for your reply. I did want to respond to one part of your email.

As you know, we have been parlners on the He Who Walks Behind program for almost 10 years now.
There should never be a situation where a software company that is using the Worldpay for Platforms
solution would have any idea that Shift4 plays ~ role in enabling their business. This is because Shift4 is
the Merchant of Record and we are responsible for providing service and support to the vast, vast
majority of those merchants as a result.

We recently became aware of ~ situation where ~ software partner contacted Worldpay directly for help;
and, in responding, Worldpay copied Shift4 perscmel on the email in a manner that would be visible to
the software partner. This never should have happened.

Specifically, on January 7, [REDACTED 8< WORDS] contacted Worldpay for assistance. In responding to their
request for help, [REDACTED 1< WORD], a Worldpay employee, copied two Shift4 employees on the email.
[REDACTED 12< WORDS] The Worldpay employee copied my employees using their Shift4 email addresses.
The software partner would absolutely notice that Shif~ was now, for no apparent reason, part of the
email exchange