Exhibit 10.3


 


CONFIDENTIAL


 


INTERNATIONAL SALES CONTRACT No:ZY0220211061


 


This INTERNATIONAL SALES CONTRACT (the “Contract”) is
made between the Seller and the Buyer after consensus has been reached by both Parties on the cooperation of A1246 or such other replacement
product in the future (the “Product”) during the Term of this Contract.


 


	THE
    SELLER: CANAAN CONVEY CO., LTD. 	THE
    BUYER:  COSMOS INFRASTRUCTURE LLC
	 	 
	Address:
    Zpark building 27 Tower C floor 2 201, Haidian District, Beijing, China	Address:
    Level 5, 97 Pacific Highway, North Sydney, NSW Australia
	Business
    Registration No: 91110108MA018GQHX2	Tel/Fax:
    +61 499 400 900
	Tel/Fax:
    +86 10-58741865	E-mail:
    james@cosmoscapital.io  
	E-mail: sales@canaan.io	 
	 	 
	1. PRODUCT & DELIVERY	 



 


		1.1	PRODUCT SPECIFICATIONS & PRICE LIST.



 


	Description
    of Products	 	Quantity
    

    (UNIT)	 	Price
    Per 

    T-Hash 	 	Price
    

    per Unit	 	Subtotal
    	 	Proposed
    

    Shipment Date
	Model: A1246	 	(Unit)	 	(USD/Th)	 	(USD)	 	(USD)	 
	A1246 (85T or 87T or 90T) (Each shipment will be the mix
    of these three specifications. The value difference will be settled before the last shipment in this contract.)	 	588	 	40	 	3,600	 	2,116,800	 	2021-04-30
	 	588	 	38	 	3,420	 	2,010,960	 	2021-05-30
	 	588	 	36	 	3,240	 	1,905,120	 	2021-06-30
	 	588	 	36	 	3,240	 	1,905,120	 	2021-07-30
	 	1,176	 	34	 	3,060	 	3,598,560	 	2021-08-30
	 	1,176	 	32	 	2,880	 	3,386,880	 	2021-09-30
	 	1,176	 	30	 	2,700	 	3,175,200	 	2021-10-30
	 	1,176	 	30	 	2,700	 	3,175,200	 	2021-11-30
	 	1,176	 	30	 	2,700	 	3,175,200	 	2021-12-30
	 	1,176	 	30	 	2,700	 	3,175,200	 	2022-01-30
	 	1,176	 	30	 	2,700	 	3,175,200	 	2022-02-28
	 	1,176	 	30	 	2,700	 	3,175,200	 	2022-03-31
	Total	 	11,760	 	 	 	 	 	33,974,640  	 	 


 


		1.2	The A1246 is in three different specifications in terms of Hash performance
                                            (referred to as “T-Hash”), say 85T, 87T and 90T. The product you are going
                                            to receive will be a mix of these three according to the production output. The price difference
                                            will be adjusted at the last shipment in Feb 2022. The Buyer agrees with this option
                                            upon Seller’s email notice. The buyer should replenish the corresponding payment after
                                            receiving the notice.



 


		1.3	The cost of Delivery &
                                            Insurance of the Products from the Seller’s warehouse to the final destination station
                                            of the Buyer will be covered by the Buyer, and other specific rights and obligations in
                                            delivery shall be determined according to the

                                                                Trading Term.

                                                                 




		1.4	The Buyer shall be responsible for all custom declaration and the corresponding
                                            duties and value-added tax charges. If the Buyer authorized the Seller to deal with the custom
                                            declaration and other procedures, the Buyer shall pay service fees to the Seller, which can
                                            be otherwise agreed by both parties.



 


		1.5	This contract will be terminated if the buyer fails to pay the first
                                            payment on time stipulated in this contract.



 






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CONFIDENTIAL


 


2. The Total Value of this Contract
will be adjusted according to the final shipment mix of miner model and T-Hash. The buyer will pay the difference between the total T-Hash
shipped and the consideration paid in total at the rate of USD$30 / T-Hash. 


 


PAYMENT & THE PAYER’S ACCOUNT.


 


			



			



		2.1	The Buyer shall pay 50% of total payment ($16,987,320) on or before 20th
                                            February 2021



 


		2.2	The Buyer shall pay the remaining 50% (Balance to Pay) for each shipment
                                            in order of



 


	Description
    of Products	 	Quantity
    	 	Total
    Contract Value	 	Down
    Payment 	 	Balance
    to Pay 
	Model:
    A1246	 	(Unit)	 	(USD)	 	(USD)	 	Value
    (USD)	 	Date
    Before
	A1246

    (Mix of 85T, 87T & 90T)

    

	 	588	 	   2,116,800
    	 	   1,058,400
    	 	1,058,400	 	2021-03-20
	 	588	 	   2,010,960
    	 	   1,005,480
    	 	1,005,480	 	2021-04-20
	 	588	 	   1,905,120
    	 	      952,560
    	 	952,560	 	2021-05-20
	 	588	 	   1,905,120
    	 	      952,560
    	 	952,560	 	2021-06-20
	 	1,176	 	   3,598,560
    	 	   1,799,280
    	 	1,799,280	 	2021-07-20
	 	1,176	 	   3,386,880
    	 	   1,693,440
    	 	1,693,440	 	2021-08-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2021-09-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2021-10-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2021-11-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2021-12-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2022-01-20
	 	1,176	 	   3,175,200
    	 	   1,587,600
    	 	1,587,600	 	2022-02-20
	TOTALS 	 	11,760	 	 33,974,640 	 	 16,987,320 	 	      16,987,320
    	 	 


 


		2.3	Payment will be made by the Buyer to the Seller to the following account:



 


	Seller	 	Buyer
	Bank
    Name	 	AGRICULTURAL
    BANK OF CHINA HANGZHOU JIUBAO BRANCH	 	Bank
    Name	 	NATIONAL
    AUSTRALIA BANK
	Address	 	NO.1211
    HANGHAI ROAD,JIANGGAN DISTRICT,HANGZHOU CHINA	 	Address	 	333 George Street

    Sydney, NSW 2000

	 	 	 	 	 	 	 
	Beneficiary Name	 	CANAAN
    CONVEY CO LTD	 	Beneficiary Name	 	Cosmos
    Capital Limited 
	 	 	 	 	 	 	 
	Beneficiary Address	 	ROOM110,
    1ST FLOOR BEIJING VENTURE ROAD 36,HAIDIAN DIST BEIJING CHINA	 	Beneficiary Address	 	Level 5, 97 Pacific Highway, North Sydney,
    NSW 2060

     

	 	 	 	 	 	 	 
	A/C No.	 	19033314040001675	 	A/C No.	 	MOSCAUSD01
	 	 	 	 	 	 	 
	Swift Code	 	ABOCCNBJ110	 	Swift Code	 	NATAAU3303M


 


3. TRADING TERM. 


 


The Buyer shall notify the Seller at least 14 days prior
to Proposed Shipment Date (as set out in Clause 1.1) of the method and destination of shipping, provided always that the Buyer
is shipping the Product out of China. The Buyer shall notify the Seller of the following details: 


 


FCA To:
【/】
, Port of Loading: 【/】
, Shipping Address: 【/】
, Shipping Method:【/】,
Shipping Date: / The aforesaid trading term shall be based on the notification from e-mail of the Buyer on the home page of the contract.
And that the Buyer has made payment in full for the Batch due for delivery.


 



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CONFIDENTIAL


 


4. BUYER’S OBLIGATIONS.


 


			



			



		4.1	The payer of the payment must be the Buyer
                                            of the Contract or in accordance with THE PAYER’S ACCOUNT set forth above. The Buyer
                                            shall obtain a prior written consent by the Seller if there is any inconformity with the
                                            payer of the payment.



 


		4.2	The
                                            Buyer warrants that it has legitimate business license(s) and administrative license, and
                                            that it will operate lawfully and with integrity in the jurisdiction in which it operates,
                                            nominated to be the United States of America and Australian and HK.



 


		4.3	If
                                            the Buyer delays in the payments, it shall pay the compensation to the Seller, which shall
                                            be the sum of non-paid amount × the days postponed/365 × 10%. The Seller may
                                            terminate this contract if the delay caused by the Buyer exceeds 30 days.



 


		4.4	A
                                            default mining pool will be set for each product of the Seller before leaving the factory
                                            to test whether the product operates normally, and the Buyer shall change the mining pool
                                            settings by itself when the product is used for the first time. The Buyer recognizes and
                                            agrees that the Seller shall not be liable for any loss of revenue when changing settings
                                            and/or that arising from the Buyer's failure to change the mining pool settings.



 


5. DELIVERY.


 


			



		5.1	Trade
                                            terms in the Contract are based on Incoterms 2010 of the International Chamber of Commerce.



 


		5.2	Under
                                            the trade term specified under this Contract, if the Seller is responsible for insurance
                                            and freight transportation, it has the right to choose the third-party company that provides
                                            the service.



 


		5.3	All
                                            delivery dates (as set out in Clause 1.1) are approximate, and as stipulated by the trading
                                            term the Seller shall not be liable for any damages of any kind resulting from delay in delivery.



 


		5.4	The
                                            Seller shall not be liable for any loss or damage suffered by the Buyer resulting directly
                                            or indirectly from, or through, or arising out of any delay in shipment or delivery of any
                                            Product, or resulting directly or indirectly from or through delay arising out of any of
                                            the following: fire, flood, strike, epidemic, accident, civil commotion, riot or war, shortage
                                            of labor, fuel, materials or supplies, regulations, priorities, orders or embargoes imposed
                                            by any civil or military government; or any other cause or causes (whether or not similar
                                            to the foregoing) beyond the reasonable control of the Seller. However, the Seller must use
                                            all reasonable endeavors to resolve any issues or any impacts to ensure delivery.



 


		5.5	Transfer
                                            of risk and title shall occur upon delivery to the Contract delivery address as notified
                                            by the Buyer pursuant to Clause 3.



 


		5.6	Where
                                            deliver is greater than 30 days from the date specified in Clause 1.1, the Seller shall reimburse
                                            the Buyer on the following basis: Unit Price x Quantity of Units × the days postponed/365
                                            × 10%.



 


6. INSPECTION AND ACCEPTANCE.


 


The Buyer shall examine the goods
as soon as possible after their arrival at ultimate delivery destination and shall notify the Seller in writing of any lack of conformity
of the goods within 15 days from the date when the Buyer discovers or ought to have discovered the lack of conformity. In any case the
Buyer shall have no remedy for lack of conformity if it fails to notify the Seller thereof within 30 days from the date of arrival of
the goods at the agreed destination. The products will be deemed as consistent with the agreement by both parties if the Buyer fails
to do so in the above-mentioned inspection and acceptance period.


 






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CONFIDENTIAL


 


7. CLAIM. 


 


Any claim by the Buyer concerning
the goods shipped hereunder shall be filed within 60 days after the arrival of the goods at the port of destination and supported by
a survey report issued by a survey or approved by the Seller for the Seller’s examination. Claims in respect of matters within
the scope of responsibility of the insurance company, shipping company, transportation organization and/or post office will not be entertained
by the Seller.


 


8. WARRANTIES.


 












		8.1	The
                                            Seller guarantees that all products and all documents related with the products, include
                                            but not limited to drawings, technical standards, product specifications, etc. delivered
                                            to the Buyer will, at the time of such delivery, be free and clear of all liens, security
                                            interests and other encumbrances and will conform, in all material respects, to the Specifications.
                                            If there is any act of intellectual property infringement, the Seller will claim for compensation
                                            through relevant ways.



 


		8.2	The
                                            Buyer guarantees that none of the Buyer, any of its subsidiaries or, to the best knowledge
                                            of the Buyer or its representative, any director, officer, shareholders or employee of the
                                            Buyer or any of its subsidiaries is an entity or person who is a) the target of any Sanctions
                                            Law, or b) located, controlled, organized, or resident in a country or territory that is,
                                            or whose government currently is, the target of countrywide sanctions imposed by any sovereign
                                            government sanctions authorities.



 


		8.3	The
                                            Buyer guarantees that it is and will be in compliance with any applicable anti-money laundering,
                                            anti-terrorist or economic sanctions legislation, regulation or guideline, in respect of
                                            the source of funds, making the transaction, or using the products herein.



 


		8.4	The
                                            Seller gives a guarantee for all delivered goods 365 days from the date of the delivery.
                                            If during this period defects in the Goods are revealed, the Seller shall repair or replace,
                                            free of charge, any part proven defective in material, performance or workmanship, but mining
                                            earnings will not be compensated. In this condition, the Buyer shall pay the inbound shipping
                                            and the Seller will pay the return shipping.



 


		8.5	The
                                            Exclusions of Quality Warrants: a) The installation, operation, usage, maintenance and examination
                                            and repair of the products are not applied to the technical requirements of the products
                                            or the requirements of the Products Manual; b) The damages are made by the Buyer or any third
                                            party intentionally or carelessly;. c) The normal damages of the products; d) The damage
                                            resulting from improper recast; e) The damage resulting from force majeure; and f) Other
                                            conditions irrelevant with the Seller.



 


9. COMPLIANCE & SANCTIONS.


 





The Buyer and its customers who purchased
the products in the stream of commerce shall not export, re-export, transfer or otherwise release products provided by the Seller, directly
or indirectly, to or for: i) a U.S. prohibited destination, such as Iran, Syria, North Korea, Crimean region, Venezuela and Cuba, or
a national thereof wherever located, or to any other country subject to restriction under applicable laws and regulations of any countries
and international organizations; ii) any sanctioned person or entity identified on the U.S. Consolidated Screening List (see https://2016.export.gov/ecr/eg_main_023148.asp)
or subject to sanctions administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (OFAC) (see http://sanctionssearch.ofac.treas.gov/);
and iii) the design, production or use of military, nuclear, missile or chemical & biological weapons activities or systems and any
party engaged in such activity.


 






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CONFIDENTIAL


 


10. LIABILITY FOR BREACH.


 





			



			



		10.1	After this Contract comes into effect, the
                                            Seller and the Buyer shall fully perform their obligations as stipulated in this Contract.
                                            If either Party fails to perform or partially performs its contractual obligations, it shall
                                            be liable for such breach and shall compensate all losses resulting thereof to the other
                                            Party.



 


		10.2	If
                                            the Buyer cancels the order except upon the Seller’s written consent, the Seller shall
                                            have the right to deduct all the buyer’s payment, plus all reasonable costs and losses
                                            it sustains arising from the Buyer’s cancellation of an order without the Seller’s
                                            written consent and the Seller shall also have the right to refuse to perform the delivery obligation under the Contract.



 


		10.3	In
                                            the event that the Seller suffers any loss or receives any complaint as a result of the breach
                                            of this Contract by the Buyer, or any other circumstances cause or may cause the damage of
                                            the Seller 's interests, then the Seller has the right to unilaterally suspend or terminate
                                            this Contract and require the Buyer to be liable for all reasonable and actual losses to
                                            the Seller and assume related liabilities.



 


		10.4	According
                                            to the agreed delivery date of the Contract, if the Seller cannot deliver the products on
                                            schedule for the Buyer’s reasons or the Buyer fails to take the products according
                                            to the agreed delivery date, the Seller can require the storage charges as 0.2%/per day on
                                            the value of goods not delivered. The Seller has the right to unilaterally suspend or terminate
                                            the Contract and refuse to perform the delivery obligation under the Contract
                                            if the ordered goods cannot be delivered more than 30 days after agreed delivery date due
                                            to the Buyer’s responsibility.



 


		10.5	If
                                            there are damages or losses in the buyer due to the quality or delivery of the products or
                                            the Seller, the Buyers remedy is limited to replacement under the Seller warranty. All other
                                            representations, express or implied, warranty, or liability relating to the condition or
                                            use of the product are specifically disallowed, and in no event shall the Seller be liable
                                            to Buyer, or any third party, for any direct and indirect consequential or incidental damages.



 


		10.6	The
                                            Buyer shall, defend, indemnify, and hold harmless the Seller, its affiliates and their respective
                                            officers, directors, employees, agents, servants, subcontractors, and distributors from and
                                            against any and all actions, claims, demands, suits, judgments, liabilities, expenses (including
                                            but not limited to reasonable attorney’s fees), losses, or damages of whatever nature
                                            arising out of or relating to (i) any breach by the Buyer of any representation, warranty,
                                            covenant or obligation hereunder; and (ii) any third-party claims to the extent caused by
                                            acts or omissions of the Buyer.



 


		10.7	If
                                            the Seller breaches the Contract, it shall be liable for compensation and to perform its
                                            obligations within the prescribed time limit.



 


		10.8	Notwithstanding any other provision in this
                                            contract, neither party shall be liable to the other party for any loss of profit or revenues,
                                            loss of opportunity, loss of goodwill or reputation, and /or any indirect or consequential
                                            losses whatsoever, even if advised of the possibility of such damages.



 


11. FORCE MAJEURE.


 





Neither Party shall be liable for
the delays in certificate, stocking, shipment or delivery due to force majeure. The affected Party shall notify the other Party that
the delivery date of products exported overseas is determined by the customs clearance time and logistics speed at home abroad. Under
all the conditions of force majeure, the Seller will not responsible for the delay and failure of delivery or any problems of the quality
of the Products.


 


12. APPLICABLE LAW AND JURISDICTION.


 





This Contract shall be governed by
and construed in accordance with the laws of P.R.China excluding conflict of laws provisions which may direct the application of another
jurisdiction’s laws. Any disputes arising from or in connection with this Contract shall be submitted to the Hangzhou Arbitration
Commission in Hangzhou, China for arbitration which shall be conducted in accordance with its arbitration rules in effect at the time
of applying for arbitration. The language to be used in the arbitral proceedings shall be Chinese. The arbitral award is final and binding
upon both parties.


 






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CONFIDENTIAL


 


13. ATTORNEYS’ FEES.


 


The Prevailing Party in any dispute
shall have the right to collect from the other party its reasonable costs, necessary disbursements, and attorneys’ fees incurred
in enforcing this Contract. The “Prevailing Party” means the party in whose favor a(n) arbitral award, judgment, decree,
or final order is rendered, and also means the party obtaining substantially the relief sought, whether by compromise, settlement, or
judgment.


 


14. CONFIDENTIALITY.


 









		14.1	Either Party must keep the any Confidential
                                            Information obtained from the other Party, as well as this cooperation and the specific content
                                            of this Contract in strict confidence. For the purpose of this Agreement, “Confidential
                                            Information” shall mean any and all information (whether in oral, written or electronic
                                            form) including technical or other information imparted in confidence or disclosed by one
                                            party to the other or otherwise obtained by one party relating to the other’s business,
                                            finance or technology, know-how, trade secrets, intellectual property, assets, strategy,
                                            products and customers, including without limitation information relating to management,
                                            financial, marketing, technical and other arrangements or operations of any person, firm,
                                            or organisation associated with that Party;



 


		14.2	Either
                                            Party shall not use such Confidential Information for any purpose other than that specified
                                            herein nor disclose such information to any company or individual other than The Seller or
                                            The Buyer, unless agreed by the other Party in written consent. Either Party shall only disclose
                                            the Confidential Information to its Representatives (i) who need to know the Confidential
                                            Information for the purpose of the performance of the Agreement, (ii) who are bound by confidentiality
                                            obligations at least as restrictive as those contained herein. For the purpose of this Agreement,
                                            “Representative” means any affiliates, directors, officers, employees, agents
                                            and advisors.



 


		14.3	However,
                                            such confidential information may be disclosed as required by laws and regulations, judicial
                                            organs, regulatory agencies, or as otherwise provided herein. This Article shall survive
                                            the termination, suspension, invalidation or invalidity of this Contract or any articles
                                            here in, and remain binding on both Parties.



 


 


15. MISCELLANEOUS.


 


This Article shall survive the termination,
suspension, invalidation or invalidity of this Contract or any articles herein, and remain binding on both Parties.


 


This contract shall constitute the
entire agreement of both parties and supersede all prior oral or written agreement, commitments and understandings with respect to the
transaction hereof. The English language text of this Contract shall prevail over any translations thereof. If any provision of this
Contract is held to be invalid or unenforceable by a court of competent jurisdiction, then that provision will be enforced to the maximum
extent permissible in conformance with the intent of the parties, and the remaining provisions will remain in full force and effect.
This Contract shall come into force from the seal or signature date by both parties, and this Contract is made out in four original copies,
two copies to be held by each party in witness thereof.


 


Appendices A and B are inseparable
attachments to this contract and the parties shall abide by the provisions of these appendices.


 


(No text below)








 






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(Signature Page of this INTERNATIONAL SALES
CONTRACT)


 


	SELLER: CANAAN CONVEY
CO., LTD.	 	BUYER:COSMOS INFRASTRUCTURE LLC
	 	 	 
	Seal and Signature:	 	/s/ James Manning
	Date: 2021.2.5	 	Mr. James Manning
	 	 	FOR COSMOS MANAGER LLC, MANAGER OF
	/s/
    Edward Lu	 	COSMOS INFRASTRUCTURE
	 	 	Date:



  






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CONFIDENTIAL


 


Appendix A: Declaration for Integrity


 


As the cooperative customer of the Seller, the
Buyer would like to eliminate illegal actions together with the Seller, including but not limited to commercial bribery; and the Buyer
warrants that:


 


		1	The
                                            Buyer prohibits itself and/or its relevant employees, officers or principals to provide any
                                            presents, money or any tangible or intangible interests through any other methods (other
                                            than reasonable and customary business souvenir, meal and entertaining proven acceptable
                                            under Chinese law. For souvenir, any souvenir that is priced over 500RMB is deemed inappropriate
                                            and unacceptable).



 


		2	If
                                            the Buyer authorizes itself and/or its relevant employees, officers or principals to engage
                                            in any of the aforesaid actions, the Seller is entitled to terminate the cooperation with
                                            the Buyer and cancel the Contract entered into by the parties. At the same time, the Buyer
                                            agrees to pay the fine for breach of this Declaration, which shall be all losses, damages,
                                            costs, legal fees, penalties and all damages caused to the Seller from such acts and any
                                            other restitution provided by law.



 


		3	If
                                            the Buyer and/or its relevant employees, officers or principals treat the Seller’s
                                            employees and/or their families secretly, or provide any interests to the Seller’s
                                            employees and/or their families, the Buyer shall immediately notify the Seller; if the Buyer
                                            fails to do so, the above Article 2 may be applied.



 


		4	If
                                            the Seller’s employees ask for any tangible or intangible interests from the Buyer
                                            and/or its employees, the Buyer will notify the Seller immediately and coordinate with the
                                            Seller to deal with such employees according to the laws. The Seller may terminate the cooperation
                                            with the Buyer permanently if the Buyer conceals such acts of asking for bribes.



 






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CONFIDENTIAL
 


Appendices B: Technical acceptance standards


 


The following custom parameters are:


 


1、Device
name:【A1246】


 


2、Hashrate:the
whole machine is stable at【90】TH/s(【-3】%~
【+3】
%)without overclocking


 


3、Power
Consumption: 【3400】
( 【-5】 %~【+5】
%)@Wall-Plug


 


4、Power
Supply AC Input:【185】V
~ 【285】
V


 


5、Operating
Temperature: 【-5】°C
~ 【35】°C


 


6 、Cooling
method: 【Wind Cooling】


 


 


9