Transition Services Agreement Advisory
Scope it, price it, and get both sides off it on schedule. We write the service schedule before signing, run the service-by-service exit, and eliminate the stranded costs the seller is left holding.
A transition services agreement is a contract in which the seller keeps running named services for the divested business after closing: payroll, IT, ERP access, accounting, customer support, procurement, and facilities, at an agreed price for an agreed term. It exists because the buyer cannot run those functions on day one. The exit is where it goes wrong. A TSA is written as a safety net and then becomes a permanent cost, because the seller keeps operating systems for a business it no longer owns and the buyer never builds the capability while the service is still arriving. By month nine both sides pay for a dependency neither wants. BD Emerson scopes the services, prices them, and drives the exit on a dated, service-by-service plan. We work both sides, seller and buyer, though never on the same deal.
The service list comes out of the carve-out analysis, so scoping and pricing belong in separation planning. Agreements drafted in the last week before signing get written broadly, and broad schedules are the ones that never end.
Each service gets its own line, carrying volume, service level, price, term, owners on both sides, and the acceptance test that ends it. A service that cannot be tested cannot be exited.
Rates escalate at months six, nine, and twelve, so the cost of staying rises. The seller recovers cost to serve, and the buyer has a number on the page that makes hitting the date worth it.
Identity, network, and email go first, then the applications that depend on them, then payroll and financial close, moved at a period boundary so the books stay clean and the first standalone close is provable.
This is the buyer's side of the plan: system selection, implementation, data migration and reconciliation, contract assignment, and hiring, each resourced against the exit date it has to clear.
Governance runs on named service managers, an issue log with dates, and a five-day escalation path. Scope creep and volume drift get settled in the month they occur rather than at the extension negotiation.
Sign off each acceptance test, settle the true-ups, then execute the seller's cost reduction: license true-downs at renewal, contract renegotiation, footprint reduction, and organization design sized to the smaller company.
The people who scope the services and negotiate the extensions are the people who have run separations before. There is no handoff to a junior team after the kickoff meeting.
Financial, tax, technology, and cyber diligence run under one roof, so the service schedule reconciles to the carve-out financials and the separation plan instead of to three vendors' documents.
We take seller mandates on service delivery, cost recovery, and stranded cost, and buyer mandates on replacement capability and exit readiness, but never both on the same transaction. Each side gets advice that already knows what the other will argue.
The exit plan we write is the exit plan we run. Diligence and separation findings become dated milestones with named owners rather than a deliverable that stops at the recommendation.
Great consulting firms for scaling security, compliance, and appsec.
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Outstanding partner in Technical and Cyber Due Diligence
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Appsec maturity and application hardening.
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BD Emerson helped us simplfiy our compliance management.
BD Emerson did such a phenomenal job. What started as privacy support quickly became a full partnership across compliance, engineering, and even business operations. They’re embedded with our team. They understand our product. They move fast. They’re simply invaluable.
Great consulting firms for scaling security, compliance, and appsec.
Outstanding partner in Technical and Cyber Due Diligence
Appsec maturity and application hardening.
BD Emerson helped us simplfiy our compliance management.
BD Emerson did such a phenomenal job. What started as privacy support quickly became a full partnership across compliance, engineering, and even business operations. They’re embedded with our team. They understand our product. They move fast. They’re simply invaluable.
We had a hard time finding the right company to partner with in support of our compliance journey. Some vendors sell the idea that they do the work, but then you end up doing everything. The ambiguity is what killed our last project. BD Emerson’s team has such great technical knowledge and understands the standard so well that they made us comfortable with moving fast. This has led to us closing major enterprise customers that were previously out of reach because of security and compliance.
Lead an enterprise initiative to overhaul the organization's technology stack from ecommerce, corporate tech, and corporate security.
Supported ISO 42001 exercise and served as internal auditor.
Rubrik's privacy and compliance team began with the backbone of BD Emerson. BD Emerson supported building out the privacy program, GRC (ISO 27001, SOC 2, CMMC, FedRAMP), and the appsec function.
We needed a partner who could move quickly, without sacrificing precision. BD Emerson brought the expertise, structure, and speed we were looking for. Their team became an extension of ours, embedding themselves across the organization, guiding us step by step, and giving us confidence in areas we hadn’t tackled before. The internal audit they conducted was so detailed that even the external auditors called it out. Achieving ISO 27001 with zero nonconformities says everything you need to know about the quality of the partnership.
We had a hard time finding the right company to partner with in support of our compliance journey. Some vendors sell the idea that they do the work, but then you end up doing everything. The ambiguity is what killed our last project. BD Emerson’s team has such great technical knowledge and understands the standard so well that they made us comfortable with moving fast. This has led to us closing major enterprise customers that were previously out of reach because of security and compliance.
Lead an enterprise initiative to overhaul the organization's technology stack from ecommerce, corporate tech, and corporate security.
Supported ISO 42001 exercise and served as internal auditor.
Rubrik's privacy and compliance team began with the backbone of BD Emerson. BD Emerson supported building out the privacy program, GRC (ISO 27001, SOC 2, CMMC, FedRAMP), and the appsec function.
We needed a partner who could move quickly, without sacrificing precision. BD Emerson brought the expertise, structure, and speed we were looking for. Their team became an extension of ours, embedding themselves across the organization, guiding us step by step, and giving us confidence in areas we hadn’t tackled before. The internal audit they conducted was so detailed that even the external auditors called it out. Achieving ISO 27001 with zero nonconformities says everything you need to know about the quality of the partnership.
BD Emerson didn’t just help us meet our compliance goals; they integrated security and privacy into the core of our operations. I highly recommend BD Emerson to anyone seeking SOC 2 or GDPR compliance, or simply looking to enhance their security team and boost customer trust in their product and services. Their dedication and expertise have been invaluable to our success.
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BD Emerson understood our business requirements and worked side-by-side with us. The policies and controls we developed together not only meet compliance standards but improve how we operate day to day.
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From day one, BD Emerson brought urgency, clarity, and a sharp understanding of what truly matters to our business — earning and keeping customer trust. They went beyond helping us meet compliance requirements; they helped build a foundation for secure, scalable growth. That kind of partnership is rare.
BD Emerson didn’t just help us pass an audit—they helped us build a sustainable culture of security.
BD Emerson was essential in helping our company navigate the daunting process of leveling up our security infrastructure. BD Emerson’s impressive expertise and confidence throughout the process helped our team exceed HIPAA and SOC 2 Type 1 standards quickly, distilling what can be an overwhelming process into a streamlined, organized effort. From day one they began adding value and getting us on course. With their help we delivered on a massive security overhaul with both extreme efficiency and thorough attention to details. Because of BD Emerson’s support, we’ve increased our clients’ trust in Titan Intake and the life-changing work it accomplishes for those seeking specialist referrals.
BD Emerson didn’t just help us meet our compliance goals; they integrated security and privacy into the core of our operations. I highly recommend BD Emerson to anyone seeking SOC 2 or GDPR compliance, or simply looking to enhance their security team and boost customer trust in their product and services. Their dedication and expertise have been invaluable to our success.
BD Emerson understood our business requirements and worked side-by-side with us. The policies and controls we developed together not only meet compliance standards but improve how we operate day to day.
From day one, BD Emerson brought urgency, clarity, and a sharp understanding of what truly matters to our business — earning and keeping customer trust. They went beyond helping us meet compliance requirements; they helped build a foundation for secure, scalable growth. That kind of partnership is rare.
BD Emerson didn’t just help us pass an audit—they helped us build a sustainable culture of security.
BD Emerson was essential in helping our company navigate the daunting process of leveling up our security infrastructure. BD Emerson’s impressive expertise and confidence throughout the process helped our team exceed HIPAA and SOC 2 Type 1 standards quickly, distilling what can be an overwhelming process into a streamlined, organized effort. From day one they began adding value and getting us on course. With their help we delivered on a massive security overhaul with both extreme efficiency and thorough attention to details. Because of BD Emerson’s support, we’ve increased our clients’ trust in Titan Intake and the life-changing work it accomplishes for those seeking specialist referrals.
