Practice Areas

FDD Review & Franchise Agreement Analysis

Flat-fee FDD review for franchisee candidates. Item-by-item analysis, plain-English summary, red-flag identification, and negotiation strategy — from an attorney who wrote FDDs as a franchisor CEO.

FDD Review Details

Franchise Your Business

FDD drafting, franchise agreement preparation, and state registration for founders ready to franchise. Counsel from an attorney who built a 37-location national franchise system from scratch.

Franchise Development Details

Ohio Franchise Lawyer

Ohio follows the FTC Franchise Rule and Ohio Business Opportunity Law. Counsel for Ohio-based franchisors and franchisees — from a Columbus-area attorney with deep franchise system experience.

Ohio Franchise Law Details

Commercial Lease Review

Flat-fee tenant-side commercial lease review and negotiation for small business owners and franchisees. Personal guarantee reduction, CAM cap negotiation, and full redline review before you sign.

Lease Review Details

Practice Area

Business Acquisitions & Sales

Matt Crumpton has been a buyer and a seller. He acquired D.P. Dough in 2011, built it into a 37-location national system, and sold it in 2019. He also currently owns and operates two campgrounds in Ohio. That is not hypothetical experience. It is the business background behind every acquisition deal he touches.

Buy-Side Representation

Letter of Intent (LOI) drafting and negotiation
Due diligence review and management
Purchase agreement drafting and negotiation
Asset vs. stock deal structure analysis
Representations and warranties negotiation
Closing coordination and documentation

Sell-Side Representation

Pre-sale business structure optimization
LOI review and negotiation
Managing due diligence requests
Seller protection in purchase agreements
Franchise system sales and transfers
Earnout and seller-note structuring

We represent buyers and sellers of restaurants, franchise systems, campgrounds, retail businesses, and other small-to-mid-market companies throughout Ohio and beyond.

M&A FAQs

It depends on your position. Buyers generally prefer asset deals to avoid inheriting unknown liabilities. Sellers often prefer stock deals for tax treatment reasons. The right structure involves legal AND financial considerations, and we work through both with our clients.

An LOI is a preliminary agreement that outlines the key terms of a deal before the formal purchase agreement is drafted. Most LOIs are non-binding on price and structure but binding on exclusivity and confidentiality. What you agree to in the LOI sets the baseline for everything that follows, and it matters more than most people think.

Most small business transactions take 60–120 days from signed LOI to close. Franchise system sales involving regulatory approvals, state registrations, or complex due diligence may take longer. Deals with financing contingencies are typically on the longer end.

Practice Area

Small Business Law

Building and protecting a business requires more than a great idea and hard work. It requires the right legal structure, the right contracts, and the right protection from the start. Crumpton Legal provides practical, proactive small business counsel for Ohio entrepreneurs and business owners.

Entity Formation & Structure

LLC, corporation, and partnership formation
Operating agreements and shareholder agreements
Business restructuring and conversion
Multi-entity structuring for asset protection

Contracts & Agreements

Contract drafting and review
Non-disclosure agreements (NDAs)
Non-compete and non-solicitation agreements
Independent contractor agreements
Vendor and supplier agreements
Employment agreements and offer letters

General Business Counsel

Ongoing legal counsel as outside general counsel
Business dispute resolution
Partnership and co-founder disputes
Regulatory compliance guidance

Note: Crumpton Legal does not handle civil litigation, criminal defense, or personal injury matters. We focus exclusively on business and franchise transactional law.

Small Business FAQs

For most business owners, yes. An LLC provides liability protection that separates your personal assets from your business liabilities. Operating as a sole proprietor or general partnership means your personal savings, home, and assets are exposed to business creditors and lawsuits.

An LLC is a legal entity providing liability protection. An S-Corp is a tax election that can be applied to an LLC or corporation. Many small businesses are taxed as S-Corps to reduce self-employment taxes while maintaining the flexibility of an LLC structure. Whether that makes sense for you depends on your income level, so talk to your CPA and we'll handle the legal structure.

Not legally, but the formation documents matter more than people think, especially the operating agreement. A poorly drafted operating agreement causes disputes between partners that cost far more to resolve than the original legal fee would have been. We draft operating agreements that protect all parties and prevent ambiguity.