EX1A-12 OPN CNSL 5 e370marketsllc_ex12.htm EXHIBIT 12

 

Exhibit 12

 

 

CrowdCheck Law LLP

700 12th Street NW, Suite 700

Washington, DC 20005

 

March 16, 2022

 

Attn: 370 Legacy, Inc., Managing Member

370 Markets, LLC

8545 W Warm Springs Road, Ste A4 #192,

Las Vegas, NV 89113 

 

To the Managing Member:

 

We are acting as counsel to 370 Markets, LLC (the “Company”) with respect to the preparation and filing of an offering statement on Form 1-A. The offering statement covers the contemplated sale of membership interests (the “Interests”) in each of the applicable series of the Company (each, a “Series”) as set forth on Schedule 1 hereto (each, an “Offering”).

 

In connection with the opinion contained herein, we have examined the offering statement, the certificate of formation of the Company, its Amended and Restated Limited Liability Agreement (as amended), and the Series Designation of each Series undertaking an Offering, as well as all other documents necessary to render an opinion. In our examination, we have assumed the legal capacity of all natural persons, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such copies. 

 

We are opining herein as to the effect on the subject transactions only of the laws of the State of Delaware, and we express no opinion with respect to the applicability thereto, or the effect thereon, of the laws of any other jurisdiction, including federal law.

 

Based upon the foregoing, we are of the opinion that the Interests being sold in each Offering pursuant to the offering statement have been authorized by all necessary series limited liability company actions of the Company and, when issued in the manner described in the offering statement, will be validly issued, fully paid and non-assessable.

 

No opinion is being rendered hereby with respect to the truth and accuracy, or completeness of the offering statement or any portion thereof.

 

We further consent to the use of this opinion as an exhibit to the offering statement.

 

Yours truly,

 

/s/ CrowdCheck Law LLP

 

AS/GHA

 

 

 

 

SCHEDULE 1

 

Series Name Offering
Price per Interest ($)
Maximum
Membership Interests
Maximum
Offering Size ($)
Holy Grail 16.00 2,500 40,000.00
Silicon Valley 12.00 1,500 18,000.00
Legacy 20.00 500 10,000.00
Speedboat 10.00 1,500 15,000.00
The Goats 22.00 2,500 55,000.00
North Carolina 10.00 1,500 15,000.00
Born and BRED 13.00 1,500 15,000.00
Mamba 7.00 2,000 14,000.00
Grammy 25.00 120,000 1,800,000.00
Hova 13.00 2,000 26,000.00
Kobe AJ Pack 24.00 1,250 30,000.00
OG AF1 Pack 10.00 2,500 25,000.00
85 Boxed Jordan 5.00 6,000 30,000.00
85 AJ Colors Pack 5.00 8,000 40,000.00
85 Chicago B-Grade 5.00 3,000 15,000.00
Off-White The Ten 20.00 1,500 30,000.00
OVO Pack 25.00 2,200 55,000.00
Air Yeezy 2 Collection 10.00 3,500 35,000.00
UNDFTD AJ4 30.00 1,333 40,000.00
Nipsey AJ3 10.00 1,800 18,000.00
Usher Gold Pack 15.00 2,667 40,000.00
Eminem AJ 4 8.00 2,750 22,000.00
Dr J Pack 5.00 2,400 12,000.00
DJ AM Collection 5.00 5,000 25,000.00
Music Box AF1 1.00 6,000 6,000.00
SB Mummy Dunk 1.00 110 110.00
SB Strawberry Cough 1.00 110 110.00
Dark Marina Blue Jordan 1 release 5.00 1,035 5,175.00