Glossary · Governance

Governance committee. The forum where the TSA actually gets run.

The governance committee is the joint buyer and seller forum established under a TSA to run the agreement after signing. It reviews service performance, resolves disputes, approves changes and tracks exit ramp progress. Where this body is weak, the buyer loses leverage every month.

A working governance structure has two tiers. An operating committee meets monthly at the workstream level to review service performance, address operational issues and update the exit ramp. A steering committee meets quarterly at the executive level to approve commercial changes, resolve escalated disputes and decide on extensions, terminations and material amendments. Each tier needs named participants, a published agenda template, a minute keeper and a defined decision rights matrix. Where any of those are missing, the committee becomes a status meeting that resolves nothing.

The committee is also the contractual entry point into dispute resolution. Most TSAs require parties to attempt resolution at the operating committee, then escalate to the steering committee, before any external escalation. That sequence is in the buyer's interest only if the committees actually work. A buyer that lets meetings turn into seller status updates loses the procedural foundation needed to claim service credits, demand renegotiation or trigger termination rights.

The standing pack matters more than the agenda. It should include SLA performance against each metric, invoiced amounts versus baseline, exit ramp status by workstream, open change requests and a running issues log with owners and dates. The same artifacts that prove the TSA is running well also prove it is running badly. The buyer should produce, or jointly own, that pack rather than receive it from the seller.

Where the term appears

In the governance section of the TSA, defining the operating and steering committees, their membership, meeting cadence and decision rights. In monthly minutes, where decisions, action items and escalations are captured. In dispute resolution submissions, where the committee record proves a buyer attempted resolution in good faith before escalating. In renegotiation memos, where the committee is the venue for commercial change.

Related terms

SLA · Service Credit · Workstream · Exit Ramp · Transition Services Agreement

Governance

Governance committee running as a seller status update?

The Day One Readiness program stands up the committee on the buyer's terms. Dispute resolution gives it real teeth when needed.