PVP, LLC Case


Title
1.2 55 years of marriage
1.3 End-of-life goals
1.4 The three non-negotiable objectives: financial security; lifetime control/use; peace, privacy and tranquility
2.1 1980 purchase and original condition
2.2 45 years of improvements
2.3 Property characteristics and assets
2.4 Historical/current valuation information
3.1 Original concept and purpose
3.2 Offering Level 1 — Property only
3.3 Offering Level 2 — Property + Development Project
3.4 Offering Level 3 — Property + Development Project + Personal Assets
3.5 Original marketing websites/presentations
4.1 Scott initially acting as salesperson/agent
4.2 Proposed $100,000 commission
4.3 Information you shared with him
4.4 Development of friendship/trust
4.5 Scott becoming prospective buyer
4.6 What Jim & Sandy offered Scott
4.7 Special discounts/accommodations
4.8 Mortgage discussions
4.9 $15,000 monthly payment discussions
4.10 No-interest arrangement
4.11 What Scott represented about how the transaction would work
4.12 Drafts and negotiations before closing
4.13 What was never discussed
5.1 Documents Scott drafted/prepared
5.2 Documents your attorney reviewed
5.3 What Jim & Sandy understood they were signing
5.4 What Scott said the documents accomplished
5.5 Final signed documents
5.6 Closing
5.7 Actual legal/economic structure created
5.8 Differences Between Intended Transaction and Executed Transaction
6.1 Payments actually made
6.2 Mortgage payments
6.3 Capital contributions
6.4 Ownership percentages
6.5 Accounting treatment
6.6 Communications
6.7 Board/member actions
6.8 When $15,000 payments stopped
6.9 Capital default or alleged default
6.10 Current financial position
7.1 When Jim & Sandy first discovered the differences
7.2 Original attorney's involvement
7.3 Subsequent attorneys
7.4 Accountants
7.5 Advice received
7.6 Attempts to amend/correct the agreement
7.7 Scott's responses
8.1 Current ownership percentages
8.2 Manager/control provisions
8.3 Voting requirements
8.4 Deadlock
8.5 Capitalization consequences
8.6 Potential management transfer
8.7 Divorce provision
8.8 Death provisions
8.9 Confidentiality provisions
8.10 Amendment restrictions
8.11 Other disputed provisions
9.1 Contractual remedies
9.2 Potential legal issues for counsel
9.3 Negotiated restructuring
9.4 Amendment possibilities
9.5 Buyout possibilities
9.6 Dissolution/reconstruction questions
9.7 Attorney-related claims/issues
9.8 Risks and counterarguments
9.9 Friday meeting preparation
Purchase price
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened
$15K payments
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened
Mortgage
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened
Lifetime control
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened
Property transfer
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened
LLC control
Jim & Sandy's stated intention
Evidence of what Scott was told
What Jim & Sandy say Scott represented
What signed documents actually provide
What happened