Engagement Process · 7 Steps

From first call
to operational cluster.

Verde Compute's engagement model is designed for institutional procurement teams. No artificial urgency. A clear, documented process from initial conversation through financial close, hardware commissioning, and go-live — at your institutional pace.

No artificial urgency. Every phase is IE-certified before the next begins.
7-Step ProcessInstitutional PaceNo Artificial UrgencyCompute Option AvailableLegal Precision at Every StageIE at Every Phase Gate
2 daysInitial Response · Business Days (ET, excl. US federal holidays)
5 daysCustom Proposal
10–15 BDSPV Incorporation
~120Days to Go-Live
00Pre-Flight AssessmentPre-Engagement
01Discovery & ArchitectureDay 1
02Custom Proposal DeliveryDay 1–5
03Term Sheet & NDA ExecutionWeek 2–3
04Financial CloseMonth 1–2
05Hardware CommissioningMonth 2–4
06NOC Go-Live Declaration~Day 120
~120Days to Go-Live — Contractually Committed

First call to go-live.
Seven steps.

Each step is documented and mutually agreed. Verde does not impose artificial urgency — each engagement proceeds at your institutional pace. Legal and technical workstreams run in parallel to minimise elapsed time.

  1. Pre-Flight Assessment

    Two pre-engagement mechanisms available before any commercial commitment is required. Verde evaluates your AI workload across three dimensions at no charge and delivers a formal A–D fit rating as a written certificate.

    No Commercial CommitmentA–D Infrastructure Fit RatingWritten CertificateCompute Option Available
    DeliverablePre-Flight Certificate (A–D Rating) · Compute Option Term Sheet (if elected)
    Full Detail

    Two pre-engagement mechanisms are available before any commercial commitment is required. Pre-Flight Risk Rating: Verde's infrastructure team evaluates your AI workload across three dimensions at no charge. (1) Compute Requirement Audit — cluster sizing, memory bandwidth requirements, and interconnect topology fit against your model architecture and training or inference profile. (2) Data Pipeline Readiness — data ingestion structure, preprocessing pipeline architecture, and storage I/O profile. (3) Infrastructure Fit Rating — a formal A-through-D determination delivered as a written certificate. Rating A or B: Verde can serve your workload as specified. Rating C: specific technical conditions apply, detailed in the subsequent proposal. Rating D: Verde recommends workload restructuring and declines to proceed under current conditions. You know whether Verde is the right infrastructure before committing capital to find out. Compute Option — Reserve Capacity at Today's Pricing: If your production AI deployment is planned 12 to 18 months ahead, Verde offers a structured Compute Option — a signed capacity reservation at current infrastructure pricing, secured with a deposit substantially smaller than your full engagement commitment. Standard market procurement lead times for dedicated GPU clusters have extended to 36–52 weeks in 2026, driven by advanced packaging capacity constraints in the supply chain. Verde's OEM Priority Allocation Track secures hardware delivery within the ~120-day engagement timeline — but queue positions are finite. A Compute Option reserves your delivery slot and pricing before your engagement formally begins. If dedicated GPU infrastructure costs increase before your start date — a risk consistent with observed pricing volatility in the dedicated AI infrastructure market across recent procurement cycles — your locked price is protected. If you choose not to proceed, you forfeit the deposit. Your full engagement budget is never at risk from a price movement before your engagement begins. This is a forward capacity hedge: institutional energy and commodity procurement teams use equivalent structures routinely. AI compute infrastructure warrants the same pricing discipline.

    Pre-Flight AssessmentA-D Infrastructure Fit RatingWritten Certificate Before CommitmentCompute Requirement AuditData Pipeline ReviewCompute Option AvailablePrice Lock 12–18 MonthsDelivery Queue Position ReservedNo Commercial Commitment Required
  2. Discovery & Architecture

    A 30-minute technical conversation — no sales deck, no commitment required. Verde confirms fit and issues a written Workload Acceptance Certificate; your Verde Engagement Lead stays your contact until signing.

    No CommitmentWorkload Acceptance CertificateEngagement Lead ContactSingle Point of Contact
    DeliverableArchitecture Assessment · Fit Determination · Workload Acceptance Certificate
    Full Detail

    A 30-minute technical conversation. Verde's infrastructure architect maps your AI workload profile, team structure, compliance requirements, and sector-specific constraints. No sales deck. No commitment required. At the close of the call, Verde confirms whether and how it can serve your requirements — or declines if the engagement is not a fit. Following a confirmed fit, Verde issues a written Workload Acceptance Certificate — a formal statement that your AI workload is compatible with Verde's infrastructure architecture as described, referencing the specific technical profile documented in the call. This written acceptance precedes any commercial commitment and creates a documented baseline for the engagement scope. A Verde Engagement Lead (executive or senior advisor) is your contact through discovery and documentation. At contract execution, the 24/7 Operations Desk activates as the single point of contact across all Verde counterparties for the engagement lifetime: hardware questions, insurance queries, compliance documentation, escrow status, and legal correspondence all route through it. P1 first response within 15 minutes, committed in the MSA.

    Initial AssessmentNo CommitmentWorkload MappingCompliance ReviewWorkload Acceptance CertificateEngagement Lead ContactSingle Point of Contact — All Counterparties
  3. Custom Proposal

    A tailored commercial proposal delivered within 5 business days — dedicated GPU cluster specification, SLA Schedule, and engagement timeline. No best-efforts clauses; performance degradation is treated as an SLA event.

    5 Business DaysFully CustomisedP99 Latency CommitmentNo Best-Efforts Clause
    DeliverableInfrastructure Specification · SLA Schedule (Availability + Performance) · Team Structure · Temporal SLA Schedule (if elected)
    Full Detail

    A tailored commercial proposal delivered within 5 business days of the discovery call. Includes: dedicated GPU cluster specification and configuration, engineering team structure (minimum 15 L3+ GPU Infrastructure Certified engineers), SLA Schedule, compliance posture, optional add-ons, and engagement timeline. The SLA Schedule covers two dimensions: (1) availability — contractual uptime commitment; (2) performance — p99 inference latency under your defined production load, measured and independently certified at Go-Live. Verde does not include "best efforts" or "commercially reasonable efforts" clauses — your cluster is reserved exclusively for your engagement, capacity is contractually committed, and performance degradation is treated as an SLA event, not a tolerated condition. Each proposal is unique to your workload — not a templated brochure. A third SLA dimension is available on request: Temporal SLA — contractually defined milestone dates for Verde's infrastructure deliverables within your engagement. Confirmed milestone delays attributable to Verde trigger a documented, escrow-waterfall-sourced compensation event independently verified by the Independent Engineer. Temporal SLA is a project delivery commitment — distinct from the availability and performance SLA dimensions and independent of the Surety Bond mechanism.

    5 Business DaysFully CustomisedDual-Dimension SLA — Availability + PerformanceP99 Latency CommitmentNo Best-Efforts ClauseDedicated CapacityTemporal SLA Available — Milestone Delivery Commitment
  4. Term Sheet & NDA

    Commercial terms agreed and executed via secure e-signature; Verde provides immediate access to the restricted data room. SPV incorporation begins at once — one client, one entity, legally ring-fenced from any other Verde engagement.

    SPV Ring-Fenced from Verde Inc.Data Room AccessSurety BondHIPAA BAA (Healthcare)
    DeliverableExecuted Term Sheet · NDA · Data Room Access · HIPAA BAA (healthcare clients)
    Full Detail

    Commercial terms agreed and Term Sheet & NDA executed via secure e-signature platform. Following NDA execution, Verde provides access to the restricted data room — containing the Independent Engineer report, insurance schedule (21-policy consortium), compliance framework documentation, and facility specifications. SPV incorporation begins immediately after Term Sheet execution: a dedicated Delaware LLC in 10–15 business days. Your contract is with that SPV — one client, one entity, legally ring-fenced from any other Verde engagement and from Verde Inc. itself. If Verde Inc. were to face any corporate-level event, your SPV continues independently under its own legal structure, with an independently held escrow and a pre-paid insurance consortium that remains active regardless of Verde Inc.'s corporate status. A Surety Bond is bound at this stage — a direct financial guarantee to your organisation if Verde fails to deliver. Change-of-Control protection is defined in the MSA: if Verde Inc.'s ownership changes to a non-approved counterparty, you retain the right to exit without remaining financial obligation. All agreements are governed by U.S. law with exclusive jurisdiction in Delaware. Data sovereignty is protected not by jurisdictional claims but by architectural design: Verde holds no decryption keys and therefore cannot produce plaintext client data — Verde cannot provide what Verde does not hold. For financial-sector clients operating under DORA (Regulation (EU) 2022/2554 — in force January 17, 2025), Verde's single-client SPV structure is a structural answer to the ICT concentration risk requirement: your infrastructure is legally ring-fenced from any other Verde engagement and from Verde Inc. itself. DORA-mandated contractual provisions — SLA performance targets, audit and access rights, resilience testing obligations, and exit-plan documentation — are built into the MSA at signing, not added retrospectively. For healthcare and life sciences clients, a HIPAA Business Associate Agreement (BAA) is executed at Term Sheet stage — not retrospectively at go-live. Verde acts as Business Associate for all qualifying healthcare engagements. BAA execution is included as standard in the Term Sheet package. Verde never accesses or processes Protected Health Information directly: architectural zero-access (Hardware-Native TEE + BYOK) ensures Verde holds no decryption capability for PHI workloads.

    Term Sheet & NDA via E-SignatureData Room AccessSPV Incorporation Begins10–15 Business DaysSPV Ring-Fenced from Verde Inc.Surety BondChange-of-Control ProtectionU.S. Jurisdiction · DelawareArchitectural Zero-AccessDORA Article 28 — ICT Exit Strategy Documented at SigningHIPAA BAA — Executed at Term Sheet Stage (Healthcare)
  5. Financial Close

    All legal, financial, and operational agreements execute simultaneously — and the ~120-day delivery countdown begins. Five segregated escrow accounts opened; insurance pre-paid for the full engagement term, client named as Additional Insured.

    120-Day Countdown Begins5-Account Escrow OpenInsurance Pre-Paid — Full TermHardware CPO Activated
    DeliverableExecuted MSA · SPV Certificate · Insurance Binder · Surety Bond · IE Readiness Certificate · Escrow Agreement · Hardware CPO Activation Confirmation
    Full Detail

    The formal close event where all legal, financial, and operational agreements execute simultaneously — and the 120-day delivery countdown begins. MSA and SLA Schedule signed by both parties. Delaware SPV confirmed and active. Five segregated escrow accounts opened with an independent institutional trustee — your monthly fees flow into Account A (Revenue Collection) and are distributed on a fixed 7-tier waterfall: (1) Senior obligations — contractually first priority; (2) Operating costs — data centre colocation, power, dedicated engineering team, hardware maintenance, insurance premiums, and Verde management allocation; (3) Structural reserve replenishment; (4) Supplemental reserve contribution; (5) Operational reserve; (6) Contingency Reserve — a structural buffer held by the independent trustee before any Verde equity distribution; (7) Verde equity distribution — residual only, last in the waterfall. Escrow mechanics and waterfall sequence are fully disclosed in the Escrow Term Sheet at NDA execution. Client funds are held in segregated accounts and never commingled with Verde corporate cash. Insurance consortium bound at close — 21 policies, pre-paid for the full engagement term, client named as Additional Insured. Surety Bond bound at close. Independent Engineer certifies readiness. Hardware Conditional Purchase Order (CPO) to the approved OEM vendor becomes unconditional at Financial Close — payment triggered, delivery queue position confirmed, hardware procurement commences. Procurement documentation and supply chain qualification records are available in the restricted data room. The ~120-day Go-Live timeline is measured from this date.

    MSA ExecutedSPV Active5-Account Escrow Open7-Tier WaterfallAll Verde Costs in WaterfallContingency ReserveInsurance Pre-Paid — Full TermClient Additional InsuredSurety Bond BoundIE CertificateHardware CPO Activated — OEM Delivery ConfirmedProvenance Docs in Data Room120-Day Countdown Begins
  6. Hardware Commissioning

    Minimum 15 named engineers onboarded within 60 days; dedicated GPU cluster delivered to a Tier III Pacific Northwest data centre powered by WREGIS-certified renewable energy. 72-hour burn-in and 24-hour on-site acceptance test independently certified.

    15+ L3+ Certified EngineersTier III · 99.982%72h Burn-InIE-Certified
    DeliverableNamed Team Roster (30 days before Go-Live) · Hardware Delivery Confirmation · Burn-In Test Report · On-Site Acceptance Certificate (delivered to client)
    Full Detail

    Engineering team recruitment begins in parallel with SPV incorporation. Target: minimum 15 named engineers — NOC Leads and Senior GPU/ML Engineers onboarded within 30 days; full team within 60 days of contract signing. Engineers are listed by name in the MSA Named Personnel Schedule (Exhibit A) and contractually prohibited from working on any other Verde engagement without written client consent. Hardware: dedicated GPU cluster delivered to the Pacific Northwest Tier III data centre — powered by regional hydroelectric baseload energy, certified via WREGIS Renewable Energy Certificates. Facility meets Uptime Institute Tier III specification, which requires N+1 power and cooling redundancy, multiple concurrent-maintainable distribution paths, and a design availability target supporting a 99.982% uptime standard. Rack installation, direct liquid cooling commissioning, dedicated power circuit energisation, 72-hour full-capacity burn-in, platform software stack activation. Following data centre installation, Verde NOC and the hardware vendor's field team jointly conduct a 24-hour on-site acceptance test. Pass threshold: 97% of factory benchmark performance — a contractually defined, independently certified standard. Failure triggers mandatory vendor remediation within 48 hours. Burn-in and acceptance test results are formally delivered to the client and archived as part of the engagement record.

    15+ L3+ Certified EngineersMSA Exhibit A60-Day OnboardingRoster 30 Days Before Go-LiveGPU Cluster DeliveryTier III · 99.982% Design StandardWREGIS Certified Renewable Energy72h Burn-In24h On-Site Acceptance Test97% Benchmark — IE-CertifiedPlatform Stack Active
  7. NOC Go-Live Declaration

    Verde NOC issues a written Go-Live Declaration; the Independent Engineer certifies p99 SLA performance before the SLA clock starts — from Day 1, not after a grace period. ~120 days from Financial Close, contractually committed.

    IE Performance Certificatep99 SLA Active from Day 130-Day Hypercare~120 Days — Contractually Committed
    DeliverableIndependent Go-Live Certificate · API Credentials · NOC Readiness Report
    Full Detail

    Verde NOC issues a written Go-Live Declaration confirming: hardware acceptance testing passed, GPU telemetry monitoring active, platform software stack operational, minimum 15 named engineers on shift and active, SLA tracking system live. The Independent Engineer independently validates both operational status and SLA performance: p99 inference latency is tested under your production load profile and certified before the SLA clock starts — performance SLA takes effect from Day 1, not after a grace period. This date is the single common reference point across all counterparty agreements — facility, hardware, and software licensing all run from this date, not from separate delivery dates. Your team receives API credentials and cluster access documentation. SLA clock starts. 30-day hypercare period begins. The ~120-day timeline from Financial Close to this declaration is contractually committed — not a sales projection. Verde achieves ~120 days through simultaneous SPV formation, hardware vendor CPO activated at Financial Close, and parallel team onboarding — all orchestrated as a single close event.

    Written Go-Live DeclarationIE Operational + Performance Certificatep99 SLA Active from Day 1Common Reference Date — All AgreementsSLA Clock StartsVerde Governance Portal ActiveAPI Access Granted30-Day Hypercare~120 Days from Financial Close — Contractually Committed
  8. Term-End Election

    At 180 days before expiry, Verde commissions an independent hardware valuation at Verde's cost. Four exit options are defined at MSA signing — renewal, acquisition, upgrade, or orderly wind-down. No lock-in beyond the original term.

    4 Exit Options Defined at SigningIndependent Hardware ValuationIP Remains YoursNo Lock-In
    DeliverableWritten Election Notice · Independent Hardware Valuation Report
    Full Detail

    At 180 days before expiry, Verde commissions an independent hardware valuation at Verde's cost and delivers the report to you. The appraiser is mutually agreed at MSA signing — not chosen by Verde at term-end. Hardware generation and procurement date are documented in the MSA Hardware Schedule at signing, giving you full visibility into the technology lifecycle from day one. By day 90 before expiry, you provide written notice of your elected path. Four options: (1) Renewal on updated terms — new MSA, same team; (2) Hardware acquisition at independently assessed market value — Verde continues full operational handover support for 3 months at no additional charge, and delivers clean title free of all liens; (3) Upgrade to next-generation hardware within a new SPV — continuity with technology refresh, zero API migration; (4) Orderly wind-down — full data migration support, NIST SP 800-88 media sanitization with certificate, clean handover. No lock-in beyond the original MSA term. Your data, model weights, and all IP remain yours throughout.

    180-Day Advance ValuationHardware Generation Disclosed at SigningAppraiser Mutually Agreed at Signing90-Day Written Election4 OptionsNo Lock-In Beyond MSA TermIP Remains Yours

~120 days from MSA to Go-Live.
Week by week.

A structured onboarding process with independent milestone certification at every phase gate. Nothing is self-certified by Verde — third-party validation at burn-in and go-live is contractually mandated.

  1. NDA Execution

    Mutual NDA executed. Full engagement documentation package — MSA, SLA Schedule, IP Ownership Clause, DPA, and escrow term sheet — delivered to your legal team within 5 business days of the discovery call.

    DeliverableNDA + Documentation Package
  2. MSA & SPV Formation

    MSA negotiation completed and signed. Delaware LLC SPV incorporated exclusively for your engagement — one client, one entity, legally ring-fenced. SPV Operating Agreement and Corporate Guarantee executed. Five segregated escrow accounts opened with independent institutional trustee.

    DeliverableSigned MSA + SPV Certificate of Formation
  3. Hardware Procurement & Logistics

    Conditional Purchase Order (CPO) to the approved OEM vendor becomes unconditional at Financial Close — payment triggered, delivery queue position confirmed. Factory allocation, quality inspection, and logistics coordinated to Pacific Northwest colocation facility. Verde manages full procurement and delivery chain — no client action required.

    DeliverableHardware Delivery Confirmation · CPO Activation Record
  4. Independent Certification

    Facility & Power Onboarding

    Rack installation, direct liquid cooling commissioning, and dedicated power circuit energisation. Tier III certified colocation agreement finalized. Dedicated private cage with biometric access provisioned for Verde engineering team.

    DeliverableFacility Readiness Certificate
  5. Technical Onboarding

    Network architecture provisioned. Dedicated private VLAN, Zero Trust firewall, and high-bandwidth dedicated fabric configured. BYOK key setup — Verde holds no decryption capability. Access control implementation with PAM logging. Client security team review window.

    DeliverableNetwork Architecture Sign-Off
  6. Independent Certification

    72-Hour Burn-In Test

    Full cluster capacity stress test over 72 continuous hours. GPU health, thermal, and power metrics recorded. Workload simulation at peak utilisation. All results logged and archived.

    DeliverableBurn-In Test Report
  7. Independent Certification

    Go-Live Certification

    Independent third-party engineer reviews burn-in results and issues Go-Live Certificate. Not Verde self-certification. This date is the single common reference date for all counterparty agreements — facility, hardware, and software licensing all run from this date. SLA clock starts.

    DeliverableIndependent Go-Live Certificate
  8. 30-Day Hypercare Period

    Verde NOC on heightened monitoring cadence. Dedicated point of contact. Weekly status reports. Escalation paths defined and active. Enhanced response windows for all incident priorities.

    DeliverableWeekly Status Reports
  9. Steady State — Full Governance Cadence

    24/7 NOC monitoring. Monthly SLA report. Quarterly Business Review. Quarterly security posture review. Annual penetration test. Monthly independent CFO review of escrow waterfall. IE Annual Re-Certification. Verde Governance Portal — real-time operational visibility always available.

    DeliverableMonthly SLA Report · Quarterly Security Review · Annual IE Certification

Independent Milestone Certification — Go-live is certified by a third-party engineer, not by Verde. The cluster is contractually “available” only from the date of independent certificate issuance.

Continuous oversight.
Built into the contract.

Every Verde engagement includes a structured governance cadence — not just SLA monitoring. Verde’s reporting obligations are contractual, not discretionary. You receive documented output at each cadence point regardless of whether issues have occurred.

Quarterly

Quarterly Business Review (QBR)

Executive session with Client Success Executive and Infrastructure Architect. Both parties present.

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  • Architecture review — cluster performance vs. workload requirements; p99 inference latency trending against SLA thresholds
  • AI roadmap alignment — upcoming deployments and capacity requirements
  • Capacity planning — projections for the coming 6-month period
  • Contract health check — SLA performance trending, covenant compliance
  • Security report — vulnerability scan results, penetration test findings
  • Quarterly Scope 2 carbon report — WREGIS certified, audit-ready for CSRD, ISSB S1/S2, and equivalent regulatory frameworks; includes facility PUE disclosure and renewable energy certificate verification; delivered to client and available for submission to client's sustainability auditors
  • Platform change notice — any planned update to the platform software stack is disclosed with a minimum 90-day advance notice; no unilateral platform changes within the engagement term
  • Tokens-per-Watt quarterly benchmark — compute efficiency metric (AI inference tokens generated per watt consumed) reported alongside the WREGIS Scope 2 carbon report. Relevant for internal AI infrastructure efficiency governance and US-listed organisations subject to SEC Scope 3 AI energy reporting requirements.
Per Incident

Incident Reports & RCA

Formal post-incident documentation for all P1 and P2 events. Emergency Cloud activation is automatic — not a manual request. Delivered within contractually committed timeframes.

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  • P1 client notification within 2 hours of incident classification
  • P2 client notification within 4 hours
  • Emergency Cloud Compute — 6-step automatic activation (MSA Schedule B): fault detected <5 min · cloud capacity activates <15 min · workloads rerouted automatically · client notified <1 hour. No manual request required. Verde opens Business Interruption insurance claim on your behalf — Verde's cost, not yours.
  • Root Cause Analysis (RCA) delivered within 5 business days of P1/P2 resolution
  • P3/P4 incidents summarised in weekly digest
  • Remediation action plan with owner and target date
Per Request / P1 Event

AI Compute Forensics

Infrastructure-layer forensic evidence delivered within 72 hours of a written client request or P1 incident classification. Supports insurance, regulatory, and legal requirements without exposing model content to Verde.

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  • GPU operational telemetry at the incident time — ECC error rates, thermal state, clock speeds, memory utilisation. Captured continuously; no post-incident collection required.
  • Inference queue depth and request volume at the incident moment — infrastructure-layer workload state without model content access.
  • Network traffic classification — volume and traffic type only. No content inspection. No decryption. No Verde access to inference inputs or outputs under any circumstance.
  • NOC access logs — every Verde engineer access event with identity, timestamp, and session duration. Immutable record; Verde cannot alter or delete.
  • Evidence format: cryptographically hashed, timestamped, and chain-of-custody documented from capture to delivery. Structured for legal discovery, insurance claims, and regulatory submission.
  • Delivery: within 72 hours of written client request, or simultaneously with Verde's insurance claim submission on Verde's behalf — whichever occurs first.
  • Use cases: Business Interruption and Cyber Liability insurance claims · HIPAA Breach Notification · SEC SAR reporting · EU GDPR Article 33 · EU AI Act Article 50 audit trail · legal discovery.
  • Scope boundary: model architecture, training data, and inference content are never accessible to Verde — BYOK encryption and Hardware-Native TEE enforce this architecturally, not by policy.
Quarterly

Quarterly Security Report

Delivered quarterly to client. All findings tracked to remediation. EU AI Act Article 12 compliant audit trail — immutable, client-accessible, exportable.

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  • P1 security incident notification — within 2 hours of confirmed P1 classification
  • Formal breach documentation report — within 24 hours of confirmed breach
  • Independent forensic investigation funded by Verde's Cyber Liability policy — Verde's cost, not the client's; client retains full investigative control of their own data layer
  • EU AI Act Article 12 audit trail — immutable, tamper-proof, client-accessible and exportable for regulatory submission under Regulation (EU) 2024/1689
  • SIEM summary — security event trends, anomaly detection results
  • Zero Trust access log review — Verde engineer privileged access events
  • BYOK key rotation confirmation — Verde decryption access remains zero
  • Vulnerability scan results — remediation status by severity (Critical: 48h, High: 7 days)
  • Penetration test findings (annual, Q2 delivery) — full report under NDA
2× Per Year

DR Drill Results

Business continuity and disaster recovery validation, twice annually. Full team participation required.

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  • BCP runbook walkthrough — full team participation
  • RTO/RPO scenario testing — timed and documented
  • Emergency Cloud Compute failover drill — NOC activation procedure timed and validated; action items and remediation timeline issued within 10 business days
Annual

IE Annual Re-Certification

Third-party verification of operational compliance. Independent — not Verde self-certification.

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  • Team headcount confirmation — minimum 15 dedicated L3+ certified engineers listed in MSA Exhibit A; replacements verified to equivalent qualification
  • SLA performance review — uptime logs, P99 inference latency record, and full incident register for the annual period
  • Insurance renewal verification — all 21 policies current, bound, and client Additional Insured status confirmed; Surety Bond renewal confirmed
  • Hardware health status — GPU telemetry review, minimum 95% nominal compute capacity confirmed against MSA Hardware Schedule benchmark
  • Escrow waterfall compliance — independent trustee sign-off confirming no disbursements outside the 7-tier waterfall sequence
  • Facility certification check — Tier III status, WREGIS renewable energy certificate, and ISO 27001 operator certification all current
Verde’s reporting obligations are contractual — not discretionary. Every cadence point is a documented deliverable with a contractually committed delivery date.

Four options at term end.
All four defined at signing.

At 180 days before expiry, Verde commissions an independent hardware valuation at Verde’s cost and delivers the report to you. By day 90 before expiry, you provide written notice of your elected path. Four contractually defined options — no negotiation under duress, no lock-in beyond the original MSA term.

T − 180 DaysIndependent Valuation

Verde commissions a third-party hardware valuation at Verde's cost. Appraiser is mutually agreed at MSA signing — not chosen by Verde at renewal.

T − 90 DaysWritten Election Notice

You file written notice of your elected path. All four options are defined in the MSA — no negotiation under duress, no new terms to agree.

Term EndElected Path Activates

Your chosen option executes with contractually defined milestones, timelines, and obligations — agreed from day one of the engagement.

Option 1

Renewal

Same team. New MSA. Updated commercial terms. Continuity by design.

  • New MSA on Updated Terms

    A fresh Master Services Agreement is negotiated reflecting current market conditions. The same legal structure, the same SPV framework — updated commercial terms agreed by both parties.

  • Same Named Engineering Team

    The team listed in your MSA Exhibit A continues into the renewal term. No re-onboarding. Institutional knowledge of your workload architecture is fully retained.

  • Independent Hardware Valuation Delivered First

    At 180 days before expiry, Verde commissions an independent hardware valuation at Verde's cost. The appraiser is mutually agreed at MSA signing — not chosen by Verde at renewal. The report is delivered to you before any renewal negotiation begins.

  • No Lock-In

    You are never compelled to renew. The renewal is a bilateral negotiation. If terms are not agreed, you elect one of the other three options.

Option 2

Hardware Acquisition

Independently assessed fair market value. Clean title. Verde continues full operational handover support at no charge for 3 months.

  • Independent Valuation — Not Verde's Price

    Cluster is valued at independently assessed fair market value by a third-party appraiser mutually agreed at MSA signing. Verde does not set the purchase price. The appraiser's independence is structural — agreed before the engagement begins.

  • Clean Title Transfer — Free of All Liens

    Hardware title transfers free and clear of all liens. You receive clean title — no residual encumbrances.

  • 3 Months Full Operational Handover Support at No Charge

    Following the acquisition close, Verde continues to provide full operational support — 24/7 NOC, engineering team, infrastructure monitoring — for three months at no additional charge. Operational continuity while your team stands up independent operations.

  • Full Technical Handover

    Complete documentation package: firmware configuration, network architecture, maintenance records, and vendor warranties transferred to you. All IP — models, training data, inference outputs — has always been yours by MSA contract. Wind-down does not alter this.

Option 3

Next-Generation Upgrade

New SPV. New hardware generation. Same institutional structure. Technology refresh without migration.

  • New SPV — Clean Legal Structure

    A fresh Delaware LLC SPV is incorporated for the next engagement. The prior SPV is wound down cleanly. Same structural protections, new entity.

  • Next-Generation Hardware — Disclosed and Scheduled

    Hardware refreshes to the current-generation architecture available at the time of renewal. The upgrade path is defined in the MSA from signing — not negotiated at term-end under time pressure. Independent certification on new hardware before any workload migration.

  • Same Endpoints — Zero Migration Work

    Your API endpoints, network configuration, and access credentials remain unchanged across the hardware refresh. Zero client-side migration work required.

  • Continuity Bridge

    A minimum 90-day overlap period between the prior engagement and the new SPV go-live ensures uninterrupted service. Billing gap: zero.

Option 4

Orderly Wind-Down

Full data migration support. NIST SP 800-88 erasure certificate. Clean handover. No IP stranded.

  • Full Data Migration Support

    Verde provides structured data migration support — export tooling, transfer scheduling, and documentation — ensuring all model weights, training data, and outputs transfer cleanly to your destination infrastructure.

  • IP and Data Remain Entirely Yours

    All IP, model weights, and data have always been yours by MSA contract. Wind-down does not alter this. Verde retains nothing and has no right to retain anything.

  • NIST SP 800-88 Media Sanitization

    All storage media is cryptographically and physically sanitized per NIST SP 800-88 guidelines at engagement end. Certificate of destruction delivered within 30 business days. Certified third-party witness available on request.

  • Clean SPV Dissolution

    The Delaware LLC SPV is formally dissolved following wind-down completion. All financial obligations settled. Independent confirmation of dissolution provided.

All four options are defined in the MSA at signing — not negotiated under duress at renewal. At 180 days before expiry, Verde delivers the independent valuation report to you. Your next chapter is contractually documented from day one.

Ready to begin?

Verde’s discovery call is a 30-minute technical session — no sales deck, no pitch, no commitment required. If Verde can serve your requirements, you will receive a customised proposal within 5 business days.

Verde declines engagements it cannot serve at the required standard. If your requirements are not a fit, you will be informed at the discovery call.