Ticker: EDS, Company: Exceed Co Ltd., Type: SC 13D, Date: 2013-12-04
Original SEC Filing: Click here

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Webplus: EDS/20131204/SC_13D/2_EX-7.01/000.htm SEC Original: v362041_ex7-01.htm
AGREEMENT OF JOINT FILING Dated: December 4, 2013 Shuipan Lin Shuli Chen Tiancheng Int’l Investment Group Limited Windtech Holdings Limited Wisetech Holdings Limited New Horizon Capital III, L.P. New Horizon Capital Partners III, Ltd. By New Horizon Capital, L.P. New Horizon Capital Partners, Ltd. By New Horizon Capital Partners III, Ltd. New Horizon Capital Partners, Ltd. Victory Summit Investments Limited

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Webplus: EDS/20131204/SC_13D/3_EX-7.02/000.htm SEC Original: v362041_ex7-02.htm
EXECUTION VERSION AGREEMENT AND PLAN OF MERGER Dated as of December 2, 2013 among PAN LONG COMPANY LIMITED PAN LONG INVESTMENT HOLDINGS LIMITED and EXCEED COMPANY LTD. TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1.1 Certain Definitions 2 1.2 Other Defined Terms 6 ARTICLE II THE MERGER; CLOSING; EFFECTIVE TIME 2.1 The Merger 7 2.2 Closing 8 2.3 Effective Time

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Webplus: EDS/20131204/SC_13D/4_EX-7.03/000.htm SEC Original: v362041_ex7-03.htm
EXECUTION VERSION COMMITMENT LETTER December 2, 2013 Pan Long Company Limited 4th Floor, Harbour Centre P O Box 613 George Town, Grand Cayman Cayman Islands, British West Indies Attention: Shuipan Lin Ladies and Gentlemen: Sponsor Parent Merger Agreement Company This letter agreement sets forth the commitment of Mr. Shuipan Lin (the “ Merger Sub Merger British Virgin Islands and a

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Webplus: EDS/20131204/SC_13D/5_EX-7.04/000.htm SEC Original: v362041_ex7-04.htm
EXECUTION VERSION LIMITED GUARANTY Limited Guaranty Limited Guaranty, dated as of December 2, 2013 (this “ 350582196812300519 Guarantor (the “ Guaranteed Party (the “ (as defined below). 1. LIMITED GUARANTY induce Merger Agreement Pan Long Company Limited Parent Pan Long Investment Holdings Limited Merger Sub provided 2,000,000 Maximum Amount 1 Prohibited Defense The parties hereto acknowledge and agree that irreparable

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Webplus: EDS/20131204/SC_13D/6_EX-7.05/000.htm SEC Original: v362041_ex7-05.htm
EXECUTION VERSION CONTRIBUTION AGREEMENT Agreement Parent Company Schedule A Rollover Shareholder Rollover Shareholders This CONTRIBUTION AGREEMENT (this “ RECITALS Merger Sub Merger Agreement Merger WHEREAS, concurrently herewith, Parent, Pan Long Investment Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands and a wholly-owned subsidiary of Parent (“ Shares Schedule A Rollover Shares

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Webplus: EDS/20131204/SC_13D/7_EX-7.06/000.htm SEC Original: v362041_ex7-06.htm
EXECUTION VERSION VOTING AGREEMENT Agreement Parent Company Schedule A Shareholder Shareholders VOTING AGREEMENT, dated as of December 2, 2013 (this “ RECITALS Merger Sub Merger Agreement Effective Time Merger WHEREAS, concurrently herewith, Parent, Pan Long Investment Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands (“ WHEREAS, as of the date hereof,

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Webplus: EDS/20131204/SC_13D/1/000.htm SEC Original: v362041_sc13d.htm

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Company Information:

Ticker: EDS, Company: Exceed Co Ltd., Type: SC 13D, Date: 2013-12-04CIK: 0001396016, Location: K3, SIC: 3140, SIC Desc: FOOTWEAR, (NO RUBBER)
Business Phone & Address:
SUITE 8, 20/F, ONE INTERNATIONAL FINANCE
CENTRAL,, K3