Cuentas, Inc. entered into a Power-as-a-Service and Colocation Services Agreement with Power Upp USA, Inc. on September 20, 2026, to acquire and host ASIC miners at a site in Seminole, Texas. Under the agreement, Power Upp will supply electrical energy and provide onsite colocation hosting for Company-provided equipment.

The deal involves Service Order No. 1, which covers the provision of power-as-a-service for up to ten container sets. Each container set has a contracted demand of 2.4 megawatts (2,400 kWe), bringing the aggregate maximum contracted demand to 24.0 megawatts if all ten are deployed. The Company is expected to deploy one container set every 90 days following the commencement of the first.

Each container set is anticipated to accommodate approximately 420 ASIC miners, for a total of about 4,200 miners across the ten units. The commercial terms include a one-time charge of $500,000 per container set for the procurement, staging, configuration, and commissioning of 432 customer-owned ASIC miners. This is accompanied by a $90,000 security deposit per container set. If all ten sets are deployed, the aggregate one-time charges would be $5.0 million for the miners and $900,000 for security deposits.

Recurring charges per container set include a colocation and administration fee of 5% of Gross Mining Revenues attributable to that set, plus $2,500 per month. An energy charge of $0.05 per kilowatt-hour is also applied to the electricity delivered to the ASIC miners. These fees are subject to annual CPI-based adjustments and certain fuel-cost adjustment rights.

The Company is required to maintain a minimum utilization of 80% of the contracted demand for each container set. In months where utilization falls short, the Company remains responsible for the energy charge required to meet the minimum utilization. The Agreement includes a Bitcoin price-related suspension right, allowing the Company to suspend operations for up to one month if the closing price of Bitcoin is below $55,000 for 15 consecutive trading days, provided a $7,500 suspension fee is paid.

The initial term of the Agreement is 36 months, followed by automatic 12-month renewal periods. The Company is required to maintain specific insurance coverage, including commercial general liability insurance of at least $2.0 million per occurrence and $4.0 million annual aggregate, as well as a $90,000 security deposit per container set.