I am launching NFT collections where each NFT includes rights to a percentage of the music streaming royalties to a particular song. It is expressly listed in the contract and promotion materials at [login to view URL] that the primary purpose of the NFT is for art and appreciation. The NFTs are also priced in a way where it is in no way expected or guaranteed that the purchaser will receive profit; however, the NFT launching platform is asking for an opinion from a lawyer that these NFTs do not constitute securities. Here was my letter I sent them, they said all they would need is this letter (or something to this effect) be put on a letterhead by my lawyer. "To whom it may concern,
Both in the marketing materials and legal documentation for the music NFTs sold through $OMARI, it is expressly stated that these NFTs are understood not to be investment vehicles. You can see all documentation and promotion materials used at [login to view URL] (See section 7, sub-sections iv and v of the contracts attached to the NFTs).
On the basis of the Howey Test, the music NFTs sold through $OMARI fail at least 1 of the 4 prongs.
Due to the initial pricing of the NFTs, an expectation of profit is in no way guaranteed or expected. Each NFT price listed is significantly higher than the amount of respective streaming royalties that would be allocated to the purchaser.
That is not to say that the value of art cannot rise, that streaming services cannot pay more in the future, or that the song(s) cannot go viral or gain traction. However, these are not factors that can be controlled through organic means and the songs featured in these NFT collections' primary purpose is art. The songs would have to significantly outpace their current streaming rates in order for any profit to be attained by the NFT purchaser.
Due to the pricing of the initial NFT mint and past performances of each individual artist's song catalogues, the expectation of profit for any song is reasonably dispersed among a community of unaffiliated persons. "
Here is one example of the NFTs I am looking to launch: [login to view URL] & here is the legal documentation for it: [login to view URL] (See section 7 for the details about no expectation of profit).
I am in the state of Georgia. The NFT marketplace I want to launch on is headquartered in California.
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Hi. i can deliver this project in few hours. My main motive is to provide quality content for my client. lets have quick chat for further discussion.