Define what transfers and what stays
Use the Carve-Out Perimeter & TSA Planner to map the sale perimeter: entities, contracts, customers, people, assets, data, systems, intellectual property, and obligations. Trace a customer promise through the work required to fulfill it so a missing dependency becomes visible.
Keep three separation questions distinct
- Perimeter: what the buyer receives and what the seller retains.
- Cost: one-time separation costs, ongoing standalone costs, temporary-service charges, and stranded seller costs.
- Independence: the capabilities, consents, systems, and people required to end each temporary service.
A TSA needs a defined service, owner, service standard, price, duration, and exit test. Agree the path out while negotiating the service.
Connect separation to the transaction
Feed costs and dependencies into Capital Allocation & Deal Affordability Tool and LOI Economics & Risk Allocator. Carry continuity requirements into After the Deal: Keep the Business Working. Review the buyer and seller consequences separately; their costs and readiness conditions are rarely identical.
Transaction stages · All ten topics · Downloads
By Mike Ye · Updated September 10, 2026