0001493152-25-006881 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 14th, 2025 • Rainbow Capital Holdings LTD • Finance services • New York

This Indemnification Agreement (this “Agreement”) is entered into as of by and between Rainbow Capital Holdings Limited, a British Virgin Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.

RAINBOW CAPITAL HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2025 • Rainbow Capital Holdings LTD • Finance services • New York

The undersigned, Rainbow Capital Holdings Limited, a company incorporated under the laws of the British Virgin Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with Cathay Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,375,000 Class A ordinary shares, par value $0.0001 per share (“Shares”), of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters up to an additional 206,250 Shares, representing 15% of the Firm Shares sold in the offering (the “Option Shares”), if and to the extent that the Representative shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Option Shares granted to the Underwriters in Section 1(c) hereof. The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Sec

FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • February 14th, 2025 • Rainbow Capital Holdings LTD • Finance services • Hong Kong

This Employment Agreement (the “Agreement”), dated as of (the “Effective Date”), is entered between Rainbow Capital Holdings Limited, a company incorporated in the British Virgin Islands (the “Company”, together with its subsidiaries and affiliated entities, the “Group”) and Mr. Leung Ho Ming Danny (the “Executive”).