Marketplace lending describes internet-based lending companies that connect borrowers seeking credit with prospective lenders with capital to deploy. After the loan is dispersed to the borrower, the lending company will (1) purchase the loan from the bank using funds of the applicable lenders on deposit in the bank account, and (2) issue to each such lender a note of the lending company representing the right to receive a proportionate share of all principal and interest payments received by the lending company from the borrower on the applicable loan. Based on the Banco Espanol opinions, would you consider these notes to be securities? Should they be?

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