Structuring Note Investment JV

[Steve Burt]

I am looking to purchase a note with a couple of partners. In the past I have used series LLCs for each investment and I am familiar setting them up. However I have never partnered with anyone. I am wondering the best way to structure this deal. I thought about placing the note in an LLC of which I am the only member and then signing a JV agreement with the other partners. The JV agreement would spell out the revenue and expenses allocation and how the deal is wound down.

I am not sure if this is the best way though as I have read in a couple of places that a JV exposes partners to unlimited liability. I was wondering if anyone could comment on best practices or mention a lawyer in the BP community that is versed on the subject