Note 18. Commitments and Contingencies

Partnership Agreement

On April 17, 2026, the Company entered into a Partnership Agreement (“PA”), establishing a five-year strategic purchasing arrangement. Under the PA, the Company is committed to minimum annual purchase commitments across specified product categories, with aggregate minimum purchase commitments totaling approximately $1,440,000 over the five-year term, payable as $578,000 in the first year and $215,500 in each of the second through fifth years. The PA also establishes minimum purchase requirements for certain specified product categories within the annual purchase commitments (“Designated Spend requirements”). The agreement also provides for volume-based pricing discounts, supply chain prioritization, and advance planning coordination. If the Company does not satisfy the applicable annual minimum purchase commitment through qualifying purchases during a contract year, it is required to pay the contractual shortfall amount for that year.

As of June 30, 2026, the Company had placed qualifying orders that substantially exceeded the aggregate minimum purchase commitment for the first contract year, and subsequent qualifying orders satisfied the remaining applicable Year 1 Designated Spend requirements. Accordingly, management does not expect to incur a contractual shortfall payment for at least one year from the date these interim condensed consolidated financial statements are issued. Except for amounts recognized in connection with executed purchase orders, no asset or liability has been recognized for the remaining executory purchase commitments under the PA.

GPU Server Rental Services Agreement

On June 8, 2026, the Company entered into a GPU server rental services agreement with a third party pursuant to which the Company will provide 240 GPU servers for an initial term of three years commencing on November 30, 2026. Under the agreement, the customer is required to make aggregate prepayments of $18,972 prior to commencement of services and an additional payment of $37,944 on the service commencement date, as well as a monthly rental fee of $3,689. On June 27, 2026, the Company and the customer executed Amendment No. 1 to the agreement, which added (i) a firm, non-cancellable commitment for 18 dedicated CPU nodes, and (ii) a firm, non-cancellable commitment for approximately 6.27 petabytes of raw NVMe storage for the full duration of the GPU rental term. Total contractual consideration associated with the initial term is approximately $207,565. The agreement provides the customer with options to renew the arrangement for successive one-year terms beginning November 30, 2029 and November 30, 2030.

As of June 30, 2026, the Company recorded deferred revenue of $18,972 to customer deposits in the interim condensed consolidated balance sheet related to customer prepayments received under the agreement.

Data Center Capacity and Construction Agreement

In April 2026, the Company entered into a capacity and construction agreement for a colocation site which requires the owner of the colocation site to complete certain improvements and provide the Company with a first right of refusal on the full capacity of the colocation site either through a lease, colocation agreement, or outright acquisition. Additionally, this agreement requires the Company to pay certain fees upon execution of the agreement and completion of the project. The Company is required to pay $3,500 at project completion. As of June 30, 2026, the Company paid $1,750 upon execution of the agreement.

Legal proceedings

From time to time, the Company may be involved in legal proceedings arising in the normal course of business. When deemed appropriate by management, the Company records reserves in its interim condensed consolidated financial statements for pending litigation matters. As of June 30, 2026, management was not aware of any pending or threatened legal actions that would require accrual or disclosure.