tyler-smith.com · Questions & Answers

The buyer is insisting on an administrative Transition Services Agreement for me as the retiring owner, but they want me to work full-time without a clear salary or defined operational boundaries. How do we structure this transition to protect my time and ensure a clean break?

An unstructured, unpaid Transition Services Agreement is a recipe for operational burnout and conflict. If you do not define the boundaries of your post-sale role, the buyer will treat you as a low-cost utility player, dragging you into daily issues long after the deal closes.

To protect yourself, you must structure the transition with clear boundaries and fair compensation. First, treat the transition as a professional engagement. Negotiate a monthly retainer or hourly rate that reflects your value, and establish a clear end date for the agreement.

Second, define your exact responsibilities in writing. Limit your role to specific transfer tasks, such as introducing key clients or handing over proprietary systems, rather than managing daily operations.

Third, update the Accountability Chart for the post-close entity. Clearly define which seats you are handing over to the new management team and remove yourself from the operational hierarchy. Your role should be advisory, not managerial.

Finally, use your weekly Level 10 Meeting™ during the transition to track the progress of the handoff tasks. This ensures that the buyer is actively taking over the operations rather than relying on you to run things. By establishing these guardrails, you ensure a smooth, professional transition that allows you to make a clean, successful exit.

Category: Valuation & Deal Structure

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