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Keep a customer perspective – During the transition service contract, there will be many situations where the buyer and seller may not agree on the approach, costs or duration. When the situation arises, it is usually best to think about what is best from the client`s point of view. Both buyer and seller have an interest in ensuring that the products and services provided from the divested division remain at the highest level throughout the deal process. No one wants a customer to have a negative experience through the transaction. A Transitional Service Agreement (TSA) is an agreement between buyers and sellers, under which the seller concludes his services and know-how with the buyer for a certain period of time, in order to support and allow the buyer his new assets, infrastructure, systems, etc. An ASD is a fairly accurate business example for real events: Mom and Dad help with their son`s expenses for the first few months he works, but pretty quickly he is able to take care of everything on his own. It`s not that an ASD on his face is complex; But that`s what`s in the TSA agreement, which brings a lot of headaches and potential hiccups. Unasytified waters. In general, when a buyer and seller have signed a non-binding Memorandum of Understanding (LOI) to acquire a carve-out unit through an asset purchase agreement (APA); due diligence completed; and then reached a substantial agreement on the main terms of an agreement; One of the most important final documents to develop is an agreement on transition services. If a vendor wants to remove a non-strategic business unit, industry, installation, product line, etc., the buyer must literally „distribute“ the assets to be divested from the remaining organization, systems, processes, applications and often a very complex and interconnected shared service environment. After the conclusion, regardless of the systems, applications, services or processes that the buyer cannot maintain and operate smoothly immediately after the transfer of ownership, the buyer usually acquires these services from the Seller for a specified period of time. Unfortunately, the devil is still in detail and TSAs usually bedevil both buyers and sellers. While buyers generally want to provide very detailed and specific ASDs based on function, sub-function, system, process and service, all of which are tailored to certain position costs and defined periods, sellers often want the opposite.

Difficult dynamics and conflicts often occur, as the gap between what the buyer thought and what the seller will offer will be as pronounced as the Grand Canyon. One customer, a highly developed global acquirer, recently commented: „We launched our TSA as best friends and business partners, but we quickly ended in an open trench warfare.“ 4. Design of TSAs – Provided with the above information, the design of specific TSAs that fill the gaps of what is needed for the operation of the business are not included in the deal, and the buyer cannot get up and work until the closing date. ASDs are similar to standard retail agreements, z.B. a Master Services Agreement (MSA) with support adjuvants.