Can a GPU customer terminate because its provider becomes insolvent or its lender enforces?
Boost Run’s agreement lets either party terminate if the other becomes insolvent, makes an assignment for creditors, has a bankruptcy petition not dismissed within 60 days, or has a receiver appointed. But Cohere may not terminate for Boost Run’s insolvency for so long as Boost Run, or a receiver, trustee, assignee or financing party acting for it, keeps performing. An assignment or pledge to lenders, or a lender enforcing its security, is not itself a termination trigger. Late payment is a material breach if not cured within ten business days of notice, with 30 days to cure before termination. For lenders: the customer contract survives the provider’s failure if someone keeps the GPUs running. Anthropic’s order with Nscale goes the other way: it treats Anthropic’s rights as intellectual property licences under section 365(n), so Anthropic can keep using them in the provider’s bankruptcy.
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What the filed contracts say
Contract
What the filed wording says
Boost Run–Cohere service agreement
Either party may terminate for the other’s insolvency, including a bankruptcy petition not dismissed within 60 days.
Boost Run–Cohere service agreement
The customer may not terminate for the provider’s insolvency while the provider, or a receiver, trustee, assignee or financing party, keeps performing.
Boost Run–Cohere service agreement
An assignment or pledge to lenders, or enforcement by a financing party, is not a termination trigger.
Boost Run–Cohere service agreement
Unpaid undisputed fees are a material breach if not cured within ten business days of notice; there are 30 days to cure before termination.
Anthropic / Nscale GPU order
Anthropic’s rights are stated to be intellectual property licences under section 365(n) of the US Bankruptcy Code, which it keeps in a provider insolvency.
The filed wording
5.2 Termination for Cause. If a Party materially breaches any provision of this Agreement (it being understood that the failure of Customer to pay any undisputed Fees when due, not cured within ten (10) business days after written notice, shall be deemed a material breach) and the breaching Party fails to cure such breach within thirty (30) days after receiving written notice specifying the breach, the non-breaching Party may terminate this Agreement immediately upon written notice to the breaching Party. 5.3 Insolvency. Either Party may terminate this Agreement immediately upon written notice if the other Party becomes insolvent, makes a general assignment for the benefit of creditors, files or has filed against it a petition in bankruptcy or similar proceeding that is not dismissed within sixty (60) days, or has a receiver or trustee appointed over a substantial part of its assets. Notwithstanding the foregoing, Customer may not terminate under this Section 5.3 for so long as Boost Run, or a receiver, trustee, assignee or Financing Party acting in respect of Boost Run, continues to perform Boost Run’s obligations hereunder. Neither any assignment, pledge or transfer permitted under Section 18.1 of Exhibit G nor any exercise of remedies by a Financing Party in respect of collateral shall itself give rise to a termination right under this Section 5.3.
Boost Run–Cohere service agreement (GB300 NVL72), drafted for the provider’s lenders, sections 5.2 and 5.3 · Boost Run 8-K, Exhibit 10.1
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.
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