Big Tree Cloud Holdings LTD Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 13th, 2024 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2024 by and between Big Tree Cloud Holdings Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”), and (the “Indemnitee”).

FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2024 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes) • Hong Kong

This Employment Agreement (the “Agreement”), dated as of [MONTH DATE], [YEAR] (the “Effective Date”), is entered between Big Tree Cloud Holdings Limited, a company incorporated in the Cayman Islands (the “Company”) and [NAME] (the “Executive”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 1st, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes) • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of September 29, 2025, between Big Tree Cloud Holdings Limited, a Cayman Islands corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

SUPPLEMENTAL WARRANT AGREEMENT
Supplemental Warrant Agreement • March 26th, 2024 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

THIS SUPPLEMENTAL WARRANT AGREEMENT (this “Agreement”), is made and entered effective as of ________, 2024, by and among Plutonian Acquisition Corp., a Delaware corporation (the “Company”), Big Tree Cloud Holdings Limited, a Cayman Islands company (“PubCo”) and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).

Loan Agreement
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Both parties, after equal and voluntary consultation, have entered into this agreement in accordance with the Civil Code of the People’s Republic of China and other relevant laws and regulations, regarding the loan provided by Party A to Party B, to be jointly observed by both parties.

SUPPLEMENTAL WARRANT AGREEMENT
Supplemental Warrant Agreement • June 12th, 2024 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

THIS SUPPLEMENTAL WARRANT AGREEMENT (this “Agreement”), is made and entered effective as of June 6, 2024, by and among Plutonian Acquisition Corp., a Delaware corporation (the “Company”), Big Tree Cloud Holdings Limited, a Cayman Islands company (“PubCo”) and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).

PERSONAL AND CONFIDENTIAL
Placement Agent Agreement • October 1st, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes) • New York

The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed Registered Direct Shelf Takedown (the “Placement”) by Big Tree Cloud Holdings Limited (collectively, with its subsidiaries and affiliates, the “Company”) of its Ordinary Shares (the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Aegis to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Aegis with respect to securing any other financing on behalf of the Company. The Company confirms that entry into this placement agent

LOAN AGREEMENT
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

In accordance with the Civil Code of the People’s Republic of China and other relevant laws and regulations, Party A and Party B, through equality, voluntariness, and full consultation, have reached the following agreement regarding Party B’s borrowing from Party A:

Share Transfer Agreement
Share Transfer Agreement • October 17th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Address: Room 201, Building B4, Qianhai Shenzhen-Hong Kong Fund Town, No. 128 Guiwan 5th Road, Nanshan Sub-district, Qianhai Shenzhen-Hong Kong Cooperation Zone, Shenzhen

Big Tree Cloud Holdings Limited - Lock-up Agreement September 29, 2025
Lock-Up Agreement • October 1st, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

The undersigned understands that Big Tree Cloud Holdings Limited, a Cayman Islands corporation (the “Company”), entered into a Securities Purchase Agreement (the “SPA”) on September 29, 2025 with each purchaser (each, an “Investor”, and collectively “Investors”) identified on the signature page of the SPA, providing for the placement (the “Transaction”) of Ordinary Shares, $0.0001 par value per share, of the Company (“Shares”).

Loan Agreement
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Both parties, through equality and voluntary consultation, have entered into this agreement in accordance with the Civil Code of the People’s Republic of China and relevant laws and regulations, regarding the loan provided by Party A to Party B. The parties agree to abide by the following terms:

Statement
Share Transfer Agreement • October 17th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)
FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • January 2nd, 2026 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes) • Hong Kong

This Employment Agreement (the “Agreement”), dated as of [MONTH DATE], [YEAR] (the “Effective Date”), is entered between Big Tree Cloud Holdings Limited, a company incorporated in the Cayman Islands (the “Company”) and [NAME] (the “Executive”).

Loan Agreement
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Both parties, through equality and voluntary consultation, have entered into this agreement in accordance with the Civil Code of the People’s Republic of China and relevant laws and regulations, regarding the loan provided by Party A to Party B. Both parties agree to abide by the following terms:

Loan Agreement
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

In accordance with the Civil Code of the People’s Republic of China and other relevant laws and regulations, both parties, through equality, voluntariness, and full consultation, have reached the following agreement regarding the loan from Party A to Party B:

Loan Agreement
Loan Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

In accordance with the Civil Code of the People’s Republic of China and other relevant laws and regulations, and upon the principles of equality, voluntariness, and mutual consultation, both parties have reached the following agreement regarding the loan from Party A to Party B:

Share Transfer Agreement
Share Transfer Agreement • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Dongguan Dashuyun Daily Necessities Co., Ltd. (hereinafter referred to as the Target Company) was incorporated in Dongguan City on July 14, 2022, with a registered capital of RMB 10,000,000. As of the date of this Agreement, Party A is the sole shareholder of the Target Company, holding 100% equity interest. Party A agrees to transfer, and Party B agrees to acquire, 100% of the equity interest in the Target Company in accordance with the terms and conditions set forth herein. After friendly negotiation, the Parties hereby enter into this Agreement as follows:

Lease Contract between Shenzhen Qianhai Shenzhen-Hong Kong Fund Town Development Co., Ltd. and Guangdong Dashuyun Investment Holding Group Co., Ltd. August 2024
Lease Contract • October 30th, 2025 • Big Tree Cloud Holdings LTD • Converted paper & paperboard prods (no contaners/boxes)

Address: Units 303, 304, 305, Hedge Fund Center, Fund Town, No. 128 Guiwan 5th Road, Nanshan Street, Qianhai Shenzhen-Hong Kong Cooperation Zone, Shenzhen