07/22/2020 07:39 PM
Taylor Smith:
What's up dude

07/22/2020 07:39 PM
Jared Isaacman:
Working on something for you

07/22/2020 07:39 PM
Taylor Smith:
Bring it

08/04/2020 06:26 PM
Jared Isaacman:
Can you talk

08/04/2020 06:27 PM
Taylor Smith:
Yep

10/27/2020 11:37 AM
Jared Isaacman:
You aval?

10/27/2020 11:37 AM
Taylor Smith:
now?

10/27/2020 11:37 AM
Jared Isaacman:
yes

10/27/2020 11:37 AM
Taylor Smith:
yep

06/24/2020 11:52 AM
Taylor Smith:
You available?

06/24/2020 11:52 AM
Jared Isaacman:
yes

06/24/2020 11:52 AM
Taylor Smith:
Awesome- quick call?

06/24/2020 11:52 AM
Jared Isaacman:
yup

07/16/2020 12:38 PM
Taylor Smith:
You available?

07/16/2020 12:53 PM
Jared Isaacman:
yup - in 5?

07/16/2020 12:53 PM
Taylor Smith:
perfect

07/20/2020 10:14 PM
Jared Isaacman:
Can you talk?

07/20/2020 10:15 PM
Taylor Smith:
Yes

From:   Taylor Smith
To: Jared Isaacman
Date: February-06-19 8:39 AM
Subject: Re: Harbortouch equity

Appreciate it.

Sent from my iPhone

> On Feb 6, 2019, at 8:38 AM, Jared Isaacman <jisaacman@shift4.com> wrote:
>
>Taylor,
>
>As you know, Harbortouch equity has always been included in >your offer. In fact, I think our original LOI in 2015 had it at 1%, >but we included language that it was subject to dilution as we >raised capital in order to put the company in the best position to >succeed. I think it was wise.
>
>Anyway, I wanted to put in writing you are entitled to. 125% of >the value of Harbortouch equity (or any equity) in the event we >are prevent from providing it to you.
>
>Best,
>ji
>
>Jared Isaacman
>Chief Executive Officer
>Shift4 Payments
>2202 N. Irving Street
>Allentown, PA 18109

From:  Jared Isaacman
To: Taylor Smith
Date: February-06-19 10:50 AM
Subject: Non-Compete

Taylor,

I know we will get the operating agreement buttoned up and that
will include a non-compete for the executive team. I just wanted
you to know, should we not be able to get it completed or you
choose not sign, that I will honor all terms around compensation,
severance and equity irrespective. Just consider it the right thing
to do.

Best,
ji

Jared Isaacman
Chief Executive Officer
Shift4 Payments
2202 N. Irving Street
Allentown, PA 18109

Exhibit B
Form of Assignment Agreement

ASSIGNMENT AGREEMENT

This Assignment Agreement (this "Agreement") is entered into as of [ ], 20[ ], by and
among [ ] (the "Assignor") [,][and] [ ] (the "Assignee")[ and, solely for purposes of
Section 5.46 of the Lighthouse Network, LLC Amended and Restated Limited Liability
Company Agreement (as amended, restated, supplemented or otherwise, modified from time to
time, the "LLC Agreement"), Lighthouse Network, LLC, a Delaware limited liability company
(the "Company")]. Capitalized terms used but not defined herein shall have the meanings set forth
in the LLC Agreement.

WHEREAS, Assignor may from time to time Transfer Units to Assignee;

WHEREAS, Assignor desires to Transfer to Assignee, and Assignee desires to accept from
Assignor, [ ] Units; and

NOW, THEREFORE, the parties hereby agree as follows:

1. Assignment. Assignor hereby sells, assigns, transfers, conveys and delivers to Assignee, and
Assignee hereby purchases and accepts, all of Assignor's right, title and interest in, to and under [
] Units (the "Assigned Units").

2. Representations, Warranties and Covenants of Assignor. Assignor hereby represents, warrants
and covenants to Assignee as of the date hereof that:

(a) Authority. Assignor has all necessary power and authority and has taken all
action necessary to execute and deliver this Agreement and to effect the assignment contemplated
hereby. This Agreement has been duly and validly executed and constitutes a legal, valid and
binding obligation of Assignor enforceable against Assignor in accordance with its terms.

(b) Title. Assignor is the sole record and beneficial owner of the Assigned Units, and
the Assigned Units are held free of all Encumbrances (other than Encumbrances arising under the
LLC Agreement and applicable securities laws).

(c) No Conflicts. The execution, delivery and performance by Assignor of this
Agreement and the assignment contemplated hereby will not (i) violate, conflict with or result in
the breach of any provision of the charter or other organizational documents of Assignor, (ii)
conflict with, or result in any violation of, or default under, or give rise to a right of termination,
cancellation or acceleration of any obligation or loss of any material benefit under, or require any
consent, approval or waiver from any Person pursuant to, any contract or organizational document
by which Assignor is bound or (iii) violate any law or governmental order applicable to Assignor or
its assets, other than, in the case of clause (ii) or (iii), as would not, individually or in the
aggregate, reasonably be expected to prevent, materially delay or materially impair the ability of
Assignor to consummate the transactions contemplated hereby.

(d) No Governmental Authorization. No consent, waiver, approval, order or
authorization of, or registration, qualification, designation, declaration or filing with, any
governmental authority is required on the part of Assignor in connection with the valid execution
A-B-1

Exhibit C
Form of Joinder Agreement

JOINDER AGREEMENT

This Joinder Agreement (this "Agreement") is made as of the day of , 20[ ],
by [ ] (the "Joining Party") in accordance with the Lighthouse Network, LLC Amended and
Restated Limited Liability Company Agreement, dated as of October 1, 2017 (as amended,
restated, supplemented or otherwise, modified from time to time, the "LLC Agreement"), by and
among Lighthouse Network, LLC, a Delaware limited liability company (the "Company"), and
each of the Members from time to time party thereto, as the same may be further amended,
supplemented or restated from time to time. Capitalized terms used but not defined herein shall
have the meanings set forth in the LLC Agreement.

The Joining Party hereby acknowledges, agrees and confirms that, by its execution of this
Agreement, the Joining Party shall be deemed to be a party to the LLC Agreement as of the date
hereof and shall have all of the rights and obligations of a Member thereunder as if it had executed
the LLC Agreement. The Joining Party hereby ratifies, as of the date hereof, and agrees to be
bound by, all of the terms and provisions of the LLC Agreement.

IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the date first
written above.

[NAME OF JOINING PARTY]

By:
Name:   
Title:  
A-C-1

Exhibit F
List of Incentive Unit Grants

The following table needs to reflect all grants of Incentive Units that are outstanding as
of the Effective Date along with the number of Incentive Units with respect to each such grant.

The definition of Incentive Unit will need to be updated once we determine the
threshold amount.

This information is not current available -- the Company will need to provide this to
Addleshaw.

Exhibit G
Permitted Transferees

[To be updated prior to the Closing to include appropriate Persons.]