Meaning and transaction use
An SEC-filed TSA contains service schedules for engineering, facilities, business development, finance, IT and insurance support, each with a defined service period. [S1]
Another SEC-filed schedule prices transition services at cost plus 10% and identifies allocation factors for finance, HR, IT, legal and other support. [S2]
Proposed control method: manage each service as an exit workstream with scope, baseline, service owner, recipient owner, cost, dependencies, replacement plan and acceptance evidence.
Worked example
Illustrative TSA exit tracker only. Assume 20 services: 9 exited and accepted, 6 in migration, 3 blocked and 2 not started.
Scroll the table horizontally to view all columns.
| Measure | Calculation | Result |
|---|---|---|
| Exited and accepted | 9 / 20 | 45% |
| In migration | 6 / 20 | 30% |
| Blocked | 3 / 20 | 15% |
| Not started | 2 / 20 | 10% |
Nine services have exited. Eleven services remain dependent on the TSA and require active migration or issue resolution.
Proposed transaction review process
Define the baseline
List services, users, volumes, systems, locations, standards, costs and dependencies.
Contract the bridge
Set schedules, owners, performance terms, charges, security, change control and termination rights.
Execute the migration
Build replacement capabilities, test cutovers, manage dual running and resolve blockers.
Accept and close
Obtain recipient acceptance, remove access, settle charges and archive transition evidence.
Evidence checklist
Service evidence
Schedules, catalogues, users, volumes, systems, service levels and dependency maps.
Cost evidence
Pricing basis, allocation drivers, third-party charges, invoices and reconciliation.
Migration evidence
Plans, milestones, tests, access changes, issue logs and acceptance records.
Control evidence
Data-processing terms, security controls, licences, consents, change approvals and exit notices.
Decision framework
| Situation | Proposed action |
|---|---|
| A service lacks a measurable baseline | Define volumes, service windows, dependencies and evidence before closing. |
| A migration will miss the service period | Assess extension rights, cost, operational exposure and an accelerated recovery plan. |
| Third-party consent is missing | Resolve consent, replacement or permitted-access options before the dependency becomes critical. |
| Exit evidence is incomplete | Keep the service open until the recipient accepts the replacement and control steps. |
Common errors to check
- Using broad service labels without schedules or boundaries.
- Treating the TSA term as the migration plan.
- Ignoring shared licences, data flows and third-party dependencies.
- Closing a service before recipient acceptance and access removal.
Build the TSA exit plan
Bring the service catalogue, cost model, dependency map and separation milestones to a TSA readiness review. Define owners, acceptance tests and closing-critical operational risks.
Discuss the transactionPrimary references and editorial scope
- SEC filing: Transition Services Agreement schedules
Example service schedules, service categories and service periods. Reference checked 17 September 2026. - SEC filing: Transition service scope and cost allocation
Example cost-plus pricing and allocation factors across support functions. Reference checked 17 September 2026.
General transaction education using public United States filings. Figures are hypothetical. The signed TSA, separation facts, licences, data obligations, tax treatment and governing law control the actual service arrangement.
General business information. Obtain advice appropriate to the legal, tax, accounting and financing facts. No offer, lender commitment or transaction outcome is represented. All worked examples use expressly assumed figures. Editorial draft date: 17 September 2026.
