Selling a campground isn't just a real estate closing. There's usually a liquor license tied to the camp store, water or lake-access rights that need to survive the transfer, and if you're carrying a seller-financed note, a security interest that has to be drafted and filed correctly or it won't protect you if the buyer ever defaults.
This page walks through the legal issues that come up when you sell a campground, organized by when they show up in the deal. If you already have a legal advisor who's handled a business sale before, use this as a gut check on what they should be covering. This isn't legal advice. It's the background you need to have a real conversation with whoever handles this for you.
Before You Sign a Letter of Intent (LOI) or Term Sheet
Before you sign anything, the LOI itself needs review, specifically any exclusivity or "no-shop" period that locks you out of talking to other buyers while it's in effect. This is also the point to run a UCC lien search and confirm your business entity is in good standing, so nothing derails diligence later. Identify every license and permit tied to the business, including a liquor license if you sell alcohol at the camp store, and flag which ones require advance notice to transfer. And if the property has any title issues, easements, or riparian/lake-access rights, those need to surface now, not during diligence.
During Due Diligence and Negotiation
If the buyer requires a Phase I Environmental Site Assessment (per ASTM E1527-21), this is when it gets coordinated and the results reviewed. A Phase I is a records and site-visit review with no physical testing. If it flags a concern, a Phase II Environmental Site Assessment follows, involving actual soil or groundwater sampling to confirm whether contamination is present. Title work, surveys, and easements get reviewed here too, and anything that could cloud the buyer's ownership needs to be resolved before closing. You'll also want advice on the asset purchase structure itself and what liability, if any, follows you after closing, and someone negotiating indemnification terms and any escrow holdback with the buyer's legal advisor. The non-compete and non-solicitation terms the buyer is asking you to sign get reviewed and negotiated here as well.
At Closing
The asset purchase agreement gets drafted and finalized, along with the promissory note and UCC-1 security agreement if part of your price is seller-financed. Closing documents get prepared and coordinated with the title company or escrow agent, and every license and permit transfer needs to be filed or in process before you hand over the keys.
After Closing
The UCC-1 financing statement gets filed to perfect your security interest in the note. It's worth confirming the license and permit transfers were actually completed, not just filed, and understanding your rights and remedies if a note payment is ever missed. Keep a signed copy of every closing document. Questions have a way of coming up later.
The Case for Hiring a Legal Advisor Who's Done This Before
A generalist legal advisor who handles contracts and real estate closings well can still miss things specific to selling a campground, and those misses tend to cost you after closing, not before. A UCC-1 filed incorrectly doesn't protect you if the buyer defaults on the note. A liquor license transfer that isn't identified early can delay closing by weeks.
If You Don't Have a Legal Advisor Yet
Look for someone who can point to a specific deal they've worked on with a structure like yours, ideally an asset sale with a seller-financed note, not just a real estate closing.
Sample Request for Proposal Letter
This is a sample letter, not legal advice or a relationship with EverHaven. Adjust the details and treat your legal advisor's actual proposal, not this letter, as what you rely on.
Subject: Request for Proposal: Campground Sale
Hi [Legal Advisor Name],
I'm selling [Business Name] and would like your help with the overall transaction. Before I sign a letter of intent, I'd like a proposal. Depending on how the deal ends up structured, that may include:
- Reviewing the letter of intent before I sign it, including any exclusivity or no-shop language
- Confirming the business is in good standing and running a lien (UCC) search against the assets
- Advising on asset purchase vs. other structures and what it means for my liability after closing
- Identifying every license and permit that needs to transfer or be reissued (health department, pool, food service, liquor license if applicable, general business license)
- Advising whether a Phase I Environmental Site Assessment should be ordered, given our septic system(s) [and fuel storage / waterfront access, if applicable]
- Reviewing title, easements, and any lake or riparian access rights tied to the property
- Drafting or reviewing the Asset Purchase Agreement: indemnification terms, escrow holdback, and conditions to closing
- Drafting or reviewing the promissory note and security agreement for the seller-financed portion, including the UCC-1 filing that protects me if the buyer defaults
- Reviewing any non-compete or non-solicitation terms being asked of me
- Handling closing documents and coordinating with the title/escrow company
Please send me a written scope of work and a flat fee or fee range for the above, and a time we can meet to discuss it. I'd also like to hear about similar work you've done.
Thank you,
[Your Name]
What Should Be in Their Scope of Work?
Once a legal advisor responds, their proposal should turn into a written scope of work: a specific list of what they'll do, when, and for what fee. At minimum it should cover everything above: license and permit transfers, title and lien review, the asset purchase agreement, and the promissory note/UCC-1 if you're carrying a note. If a proposal skips one of those, ask why before you sign it.
Questions to Ask Before You Hire
- Have you handled an asset sale with a seller-financed note before, not just a real estate closing?
- Is this a flat fee or hourly? What's the estimated range for a deal this size?
- Who on your team will actually be doing this work, and what are their qualifications?
- What's your availability over the next few months? Deals move fast once diligence starts.
One More Thing
This is information, not legal advice. Every deal and every state has details that change the picture, which is exactly why you're hiring a legal advisor in the first place.
Related Reading
- How to Sell a Campground
- How Long Does It Take to Sell a Campground?
- Should I Use a Broker to Sell My Campground?
- What Do Buyers Look For in a Campground?
- Tax Considerations for Selling Your Campground
- Selling a Family Campground: How to Protect Your Legacy
- Getting Ready to Sell: the full owner's checklist
Ready to take the next step?
Contact us confidentially for a no-obligation conversation. We can walk through this checklist together and answer any questions specific to your situation.