FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 21st, 2014 • Lin Shuipan • Footwear, (no rubber)
This FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of October 20, 2014, is by and among Pan Long Company Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), Pan Long Investment Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands, all of the issued and outstanding shares of which are owned by Parent (“Merger Sub”), and Exceed Company Ltd., a business company with limited liability incorporated under the laws of the British Virgin Islands (the “Company”).
CONSORTIUM AGREEMENTConsortium Agreement • August 20th, 2013 • Lin Shuipan • Footwear, (no rubber) • New York
THIS CONSORTIUM AGREEMENT (this "Agreement") is dated as of August 17, 2013 and is entered into by and among Shuipan Lin (the "Founder"), Tiancheng Int'l Investment Group Limited ("Tiancheng"), HK Haima Group Limited ("Haima"), Wisetech Holdings Limited ("Wisetech"), Windtech Holdings Limited ("Windtech") and RichWise International Investment Group Limited (“RichWise”). Each of the Founder, Tiancheng, Haima, Wisetech, Windtech and RichWise is referred to herein as a "Party", and collectively, the "Parties".
AGREEMENT OF JOINT FILINGJoint Filing Agreement • August 20th, 2013 • Lin Shuipan • Footwear, (no rubber)
The parties listed below agree that the Schedule 13D to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them. This Agreement is intended to satisfy Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
LOAN AGREEMENTLoan Agreement • September 23rd, 2014 • Lin Shuipan • Footwear, (no rubber) • Hong Kong
Considering Party A needs financing in connection with Party A’s acquisition of certain shares of Exceed Company Ltd. (“EDS”), the Parties agree as follows through negotiations whereby Party B agrees to lend US$15 million to Party A in Hong Kong in connection with Party A’s acquisition of certain shares of EDS.
LOAN AGREEMENTLoan Agreement • June 5th, 2014 • Lin Shuipan • Footwear, (no rubber) • Hong Kong
LOAN AGREEMENTLoan Agreement • June 5th, 2014 • Lin Shuipan • Footwear, (no rubber) • Hong Kong
SUBSCRIPTION AGREEMENTSubscription Agreement • June 5th, 2014 • Lin Shuipan • Footwear, (no rubber) • Hong Kong
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of June 3, 2014, by and among (i) Wisetech Holdings Limited (“Wisetech”), (ii) Windtech Holdings Limited (“Windtech”) (each of the foregoing, a “Subscriber” and together, the “Subscribers”) and (iii) Pan Long Company Limited (the “Company”). Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Agreement and Plan of Merger, dated as of December 2, 2013, by and among the Company, Pang Long Investment Holdings Limited (“Merger Sub”) and Exceed Company Ltd. (“Target”) (as amended, restated or otherwise modified, the “Merger Agreement”). Capitalized terms used but not defined herein shall have the meanings assigned to them by the Merger Agreement.
LOAN AGREEMENTLoan Agreement • September 23rd, 2014 • Lin Shuipan • Footwear, (no rubber) • Hong Kong
Considering Party A needs financing in connection with Party A’s acquisition of certain shares of Exceed Company Ltd. (“EDS”), the Parties agree as follows through negotiations whereby Party B agrees to lend US$15 million to Party A in Hong Kong in connection with Party A’s acquisition of certain shares of EDS.
