Lightyear Fund, L.P. Sample Contracts

SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT among GOLDLEAF FINANCIAL SOLUTIONS, INC. f/k/a Private Business, Inc. and LIGHTYEAR PBI HOLDINGS, LLC dated as of June 27, 2008
Securityholders Agreement • July 3rd, 2008 • Lightyear Fund, L.P. • Services-prepackaged software • Tennessee

THIS SECOND AMENDED AND RESTATED SECURITYHOLDERS AGREEMENT (this “Agreement”) is entered into as of June 27, 2008, among GOLDLEAF FINANCIAL SOLUTIONS, INC., f/k/a Private Business, Inc., a Tennessee corporation (the “Company”) and LIGHTYEAR PBI HOLDINGS, LLC, a Delaware limited liability company (“Lightyear”).

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VOTING AGREEMENT
Voting Agreement • October 31st, 2005 • Lightyear Fund LLP • Services-business services, nec • New York

This Voting Agreement (this “Agreement”) is dated as of October 20, 2005, between Lightyear PBI Holdings, LLC, a Delaware limited liability company (“Lightyear”) and Captiva Solutions, LLC (“Captiva”), a Georgia limited liability company.

TERMINATION AND AMENDMENT AGREEMENT
Termination and Amendment Agreement • July 3rd, 2008 • Lightyear Fund, L.P. • Services-prepackaged software • New York

This TERMINATION AND AMENDMENT AGREEMENT, dated as of June 27, 2008 (this “Agreement”) is by and among Goldleaf Financial Solutions, Inc. (f/k/a Private Business, Inc.), a Tennessee corporation (the “Company”), Lightyear PBI Holdings, LLC, a Delaware limited liability company (“Lightyear”), and The Lightyear Fund, L.P., a Delaware limited partnership (the “Fund”).

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