Common use of Management and Maintenance Clause in Contracts

Management and Maintenance. Throughout the Term, Operating Partner shall be responsible for the management and maintenance of the Customer Mining Equipment. Operating Partner’s responsibilities will include (i) ongoing monitoring of performance metrics in an effort to maximize miner performance; (ii) Premises security; (iii) overall Premises maintenance; (iv) power and infrastructure maintenance; (v) Premises safety protocols; (vi) power procurement and billing; (vii) heat management; (viii) payment and management of employees and contractors performing services related to this Agreement; (ix) repair and maintenance of Customer Mining Equipment to the same standard and in the same manner as Operating Partner repairs and maintains its Mining equipment; and (x) all other such services as required for the Customer Mining Equipment to achieve the operation requirements in Section 1.2, but in no event will Operating Partner’s services be less than the services that Operating Partner uses to manage and maintain the Mining equipment belonging to Operating Partner or Operating Partner’s controlled Affiliates at the Premises. All such maintenance shall be performed in a diligent, competent and workmanlike manner. Operating Partner, at its expense, will make commercially reasonable efforts to perform all upgrades with a goal for the software or firmware of Customer Mining Equipment to maximize Uptime and Generated Digital Assets. Operating Partner, with the consent of Customer, shall address and facilitate repairs to Customer Mining Equipment. Customer shall pay the cost of replacement of parts or Customer Mining Equipment and all R&M/warranty-related costs or claims that occur or become necessary due to faulty Customer Mining Equipment occurring upon or shortly after delivery or installation and all failure, loss or degradation of miners that occurs over the course of the useful life of the Customer Mining Equipment or in the normal course of operations. Notwithstanding the foregoing, in the event that any Customer Mining Equipment requires repairs or maintenance that Operating Partner would not perform for its Mining equipment (“Non-Standard R&M”), Operating Partner shall notify Customer in writing within ten (10) days of (a) Operating Partner’s determination not to perform any Non-Standard R&M and (b) the costs to perform such Non-Standard R&M. In such event, Customer may elect by written notice to Operating Partner to require Operating Partner to (i) make such Non-Standard R&M so long as Customer agrees in its notice to pay the costs thereof and/or (ii) pursue any available warranty claim for such Non-Standard R&M.