If the provider terminates for the customer's breach, does the customer still owe the remaining fees?
This is the clause that turns a customer contract into something a lender can rely on. The CoreWeave MSAs show three versions: all remaining fees, the lesser of remaining fees less resale proceeds or an on-demand catch-up, and a redacted amount with the provider free to resell the servers.
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What the filed contracts say
Contract
What the filed wording says
CoreWeave / Meta MSA
On termination for the customer's breach, the customer pays the balance of all remaining fees for the rest of the term.
CoreWeave / Microsoft MSA
CoreWeave may resell the servers and deduct the proceeds. If it stops the service, Microsoft pays the lesser of remaining fees less resale proceeds and an on-demand rate catch-up.
CoreWeave / Microsoft MSA
Resale proceeds of the contract servers reduce what the customer owes.
CoreWeave / OpenAI MSA
The amount payable on a payment default is redacted. CoreWeave keeps serving during a termination period, then may resell; disputes on mitigation go to the two CEOs.
The filed wording
If this Agreement is terminated by CoreWeave in accordance with the “Termination” section above, Customer will pay to CoreWeave the balance of all remaining fees covering the remainder of the term of all Order Forms, and to the extent CoreWeave has received any prepaid amounts, CoreWeave may, immediately without notice to Customer, setoff any amounts owed to CoreWeave with such prepaid amounts.
Each extract is quoted from the contract as filed with the SEC, checked against the filed text when it was added; “…” marks words left out. Filers redact commercial terms, so a [***] or [*] is the filer's, not ours. The summaries describe the wording, not how a court would read it, and each contract's defined terms and other clauses can change the effect. General information drawn from public filings. It is not legal advice on any transaction, and using this page does not create a lawyer-client relationship. Views are personal.
InfraCompute Weekly
The week in compute finance, read from the filings.
Deals, terms and the clauses behind them, for the people financing data centres, GPU clouds and the power behind them. By Randeep Bubbra.
