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Engagement Process · ~120-Day Structured Onboarding
Discovery to Go-Live · 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 pace.

48hInitial Response
5 daysCustom Proposal
10–15 BDSPV Incorporation
~120Days to Go-Live
Engagement Process

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.

01
Day 1
Discovery Call — Architecture Assessment

A 30-minute technical conversation. Verde's ML Infrastructure Architect maps your AI workload profile, team structure, compliance requirements, and sector-specific constraints. No sales deck. No NDAs required for this initial session. At the end of the call, Verde confirms whether and how it can serve your requirements — or declines if the engagement is not a fit.

Initial Assessment No NDA Required Workload Assessment Compliance Review
02
Day 1–5
Custom Proposal Delivery

A tailored commercial proposal delivered within 5 business days of the discovery call. Includes: GPU cluster specification and configuration, dedicated engineering team structure, SLA schedule, compliance posture, optional add-ons, and engagement timeline. Each proposal is unique to your workload — not a templated brochure.

5 Business Days Fully Customised SLA Schedule Team Configuration
03
Week 2–3
Term Sheet & NDA Execution

Commercial terms agreed and LOI / NDA executed via DocuSign. Following NDA execution, Verde provides access to the restricted data room — containing the Independent Engineer report, insurance schedule, compliance framework documentation, and facility specifications. SPV incorporation begins immediately after LOI execution: a Delaware LLC in 10–15 business days.

LOI / NDA via DocuSign Data Room Access SPV Incorporation Begins 10–15 BD
04
Month 1–2
Financial Close — All Contracts Executed

The formal close event where all legal, financial, and operational agreements execute simultaneously. MSA and SLA signed by both parties. Delaware SPV confirmed and active. Escrow account opened with an independent Tier-1 institutional trustee. Insurance consortium bound — 20 policies, client named as Additional Insured. Independent Engineer certifies readiness. Hardware deposit placed with NVIDIA OEM vendor.

MSA Executed SPV Active Escrow Open Insurance Bound IE Certificate Hardware Order Placed
05
Month 2–4
Team Onboarding & Hardware Commissioning

Engineering team recruitment begins in parallel with SPV incorporation. Target: minimum 15 named engineers — NOC Leads and Senior GPU/ML Engineers 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. Hardware: NVIDIA Blackwell-class compute cluster delivered to the Pacific Northwest Tier-3 data centre. Rack installation, liquid cooling commissioning, power validation, 72-hour GPU burn-in, NVIDIA AI Enterprise stack activation.

15+ Named Engineers MSA Exhibit A 60-Day Onboarding Blackwell-class Hardware Delivery 72h Burn-In NVIDIA Stack Active
06
~Day 120
NOC Go-Live Declaration — SLA Clock Starts

Verde NOC issues a written Go-Live Declaration confirming: hardware acceptance testing passed, DCGM monitoring active, NVIDIA AI Enterprise stack operational, minimum 15 named engineers on shift and active, SLA tracking system live. Independent Engineer certifies operational status. Your team receives API credentials and cluster access documentation. SLA clock starts from this date. 30-day hypercare period begins — Verde NOC provides enhanced monitoring and rapid-response support during initial production ramp.

Written Go-Live Declaration IE Operational Certificate SLA Clock Starts API Access Granted 30-Day Hypercare ~120-Day Go-Live
37
Month 37
Your Choice — Evergreen or Ownership

At Month 30 — six months before contract end — Verde presents two formally documented continuation paths in writing. Full transparency and planning time built in. No cloud provider or managed AI vendor offers this choice. Cloud gives you nothing at month 37. Verde gives you a decision.

Disclosed at Month 30 Full Transparency No Lock-In
Continuation Options

Month 37.
Two paths. Full disclosure.

Both options are structured in writing at Month 30 — giving you six months of planning time before contract end. The pricing formula and cluster valuation methodology are disclosed upfront, not at the last minute.

⚡ Path A — Evergreen (Recommended)
Upgrade to next-generation hardware. Same team, same endpoints.

Verde swaps the current cluster for next-generation NVIDIA hardware at contract end. Your team, your API endpoints, your monitoring dashboards — all continue without interruption. You get newer, faster GPUs without a migration project.

Migration
Zero — same API endpoints, same environment
Downtime
Weekend swap window, planned and agreed with client at Month 30
Engineering team
Same named engineers continue under refreshed MSA
Hardware
Next-generation NVIDIA (Rubin / B300) — Verde's CapEx
Price formula
Transparent formula disclosed in full at Month 30 — indexed to new hardware cost and CPI (capped)
🔑 Path B — Hardware Ownership
Purchase the cluster. Own the asset. Choose your path forward.

Client acquires the GPU cluster at independently assessed depreciated market value. A mutually agreed independent appraiser conducts the valuation at Month 30 — no Verde involvement in the valuation process. Verde provides a structured transition and optional ongoing support.

Purchase price
Depreciated market value — independently assessed at Month 30 by mutually agreed appraiser
Transition support
90 days free — runbooks, credentials, documentation, shadow training. Verde's cost.
Option 1
Continuity MSA — Verde provides shared NOC + on-call L4 support and NVIDIA escalation. Annual renewable.
Option 2
Full independence — Verde issues 60-day Transition Services notice. IP, runbooks, and config documentation licensed to client.
NVIDIA license
Client must separately acquire NVIDIA AI Enterprise license for continued software access

Both paths disclosed in writing at Month 30 · No surprise terms · No renegotiation under pressure · Full planning time built in

Operational Governance

Continuous oversight.
Built into the contract.

Every engagement includes a structured governance cadence — not just SLA monitoring. Verde's reporting obligations are contractual, not discretionary.

Monthly
Monthly Executive Report

Delivered by Verde to client at the end of each calendar month.

  • SLA performance — uptime, P99 inference latency, incident count
  • GPU cluster utilization and health metrics (DCGM telemetry)
  • Incident log — root cause analysis for P1/P2 events
  • Security posture summary — SIEM events, access log review
  • Engineering team headcount confirmation
Quarterly
Quarterly Business Review (QBR)

Executive session with Client Success Executive and ML Infrastructure Architect present.

  • Architecture review — cluster performance vs. workload requirements
  • AI roadmap alignment — upcoming model 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 (annual)
Per Incident
Incident Reports & RCA

Formal post-incident documentation for all P1 and P2 events.

  • Root Cause Analysis (RCA) within 72 hours of P1/P2 resolution
  • P3/P4 incidents summarized in weekly digest
  • Remediation action plan with owner and target date
  • Recurrence prevention measures documented and tracked
Quarterly
Security Report

Delivered quarterly to client and, where required, to lender.

  • SIEM summary — security event trends, anomaly detection results
  • Zero-Trust access log review — privileged access events
  • Vulnerability scan results — remediation status by severity
  • Penetration test findings (annual, Q2 delivery)
2× per year
DR Drill Results

Business continuity and disaster recovery validation, twice annually.

  • BCP runbook walkthrough — full team participation
  • RTO/RPO scenario testing — timed and documented
  • Emergency cloud failover drill — Verde NOC activation procedure
  • Action items and remediation timeline issued within 10 business days
Quarterly
Independent Engineer Annual Re-Certification

Third-party verification of operational compliance, submitted with annual lender reports.

  • Team headcount confirmation — minimum 15 dedicated technical staff
  • SLA performance review — uptime logs and incident record
  • Insurance renewal verification — all 20 policies current
  • Hardware health status — DCGM telemetry review
Tripartite Escrow

4 ring-fenced accounts.
6-tier waterfall.

At Financial Close, an independent Tier-1 institutional escrow agent takes control of all payment flows. All client payments pass through a rule-based waterfall — no Verde discretion, no manual overrides. Lender instructions take absolute priority over Verde instructions at all times.

A
Account A · Primary
Revenue Collection Account
Receives all client payments. The sole account into which client fees are directed. On each monthly distribution date, the Escrow Agent executes the waterfall transfer sequence automatically — no Verde instruction needed.
Automatic Waterfall
B
Account B · Reserve · DSRA
Debt Service Reserve Account
Pre-funded from loan proceeds at Financial Close. Covers 3 months of projected debt service. Released to Lender automatically upon Verde payment default — no Verde instruction required. Verde has zero withdrawal rights.
Lender-Controlled
C
Account C · Reserve · P-DSRA
Progressive Enhanced DSRA
Funded progressively from Go-Live Date — 25% of net monthly surplus until target reached (1 month contracted revenue). Released only upon full loan repayment or Lender written waiver. Verde has no unilateral release rights.
Lender-Blocked
D
Account D · Operational · ORA
Operational Reserve Account
Funded at 5% of monthly surplus. Target: 2 months of total SPV operating costs. Withdrawals permitted for operational emergencies only — requires Verde CEO + CFO written approval. Lender notified within 5 business days of any withdrawal.
Verde CEO + CFO Dual-Auth
Monthly Waterfall Execution

On the 1st business day of each month, the Escrow Agent executes the following transfers in strict priority order. No step may be funded until all higher-priority steps are fully satisfied.

1
Priority 1 — Absolute
Lender Debt Service
Scheduled monthly principal + interest transferred to Lender's designated account via automated standing instruction. If Account A is insufficient, DSRA (Account B) is drawn automatically. No Verde authorization required on payment date.
✓ Fully Automated — No Verde Action Required
2
Priority 2
Operating Costs
Documented monthly operating costs transferred to SPV operating account: DC colocation, NVIDIA AI Enterprise license, Verde Inc. management fee (Inter-Company MSA), hardware maintenance, insurance premiums, NOC staffing. Verde submits monthly cost invoice 5 business days prior — Lender may dispute any line item within 3 business days.
3
Priority 3
DSRA Replenishment
If DSRA (Account B) balance is below its 3-month target, the deficiency is funded before any other distribution. DSRA must reach full target balance before P-DSRA funding or Verde distributions proceed. Calculated and executed automatically by Escrow Agent.
✓ Automatic Replenishment
4
Priority 4
P-DSRA Contribution — 25% of Net Surplus
From Go-Live Date, Escrow Agent deposits 25% of net monthly surplus into P-DSRA (Account C) until balance reaches target (1 month contracted revenue). After target achieved, this contribution is redirected to Verde working capital only with Lender's written consent.
5
Priority 5
ORA Contribution — 5% of Net Surplus
Escrow Agent deposits 5% of net monthly surplus into ORA (Account D) until 2-month operating cost target is reached. Auto-replenishment applies if ORA falls below 1-month target. After target achieved, surplus flows to Verde distributions (Step 6).
6
Priority 6 — Residual
Verde Distribution — DSCR-Gated
Remaining surplus transferred to Verde Compute, Inc. Condition: trailing 12-month DSCR ≥ 1.25×. If DSCR falls between 1.10× and 1.25×: Verde distribution is suspended and surplus accumulates. If DSCR falls below 1.10×: Lender may declare MAC event. Escrow Agent calculates DSCR and confirms eligibility before each transfer.
✓ DSCR Gate — Lender Protection

Escrow agent executes all waterfall transfers on the 1st business day of each month · Escrow Agent follows Lender instructions in all matters of conflict with Verde instructions · DSRA drawn automatically upon Verde payment shortfall — no Verde action required · All DSRA/P-DSRA releases to Verde require Lender written instruction · Full monthly, quarterly, and annual reporting to all parties

Begin Your Engagement

Ready to start Step 01?

Submit an engagement inquiry and Verde will confirm a 30-minute discovery call within 48 hours. No commitment required at this stage.