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The SEC rule that decides when a company must file a licence as a material contract

Current

FiledThe regulation's own text. Filed.

What this is

The SEC rule that decides when a company must file a licence as a material contract: only when its business depends on the licence to a material extent, with no numeric threshold.

How it’s built

  1. Read from the text of Regulation S-K, Item 601(b)(10)(ii), clause B, which lists licences to use a trade name among the contracts that must be filed when the business depends on them.

What we assumed

Nothing. The figure is used as published.

Sanity check

Hasbro filed its Marvel and Tomy licences under this rule, while no swept filing includes a Pokémon licence, which shows the judgement of materiality is left to each company.

The values

  • Numeric threshold: none stated
  • Exception: need not be filed where immaterial in amount or significance

Some detail is too fine to show here; it is kept in the trainer’s notes.

Where it comes from

The line in the source

(B) Any contract upon which the registrant 's business is substantially dependent, as in the case of continuing contracts to sell the major part of registrant 's products or services or to purchase the major part of registrant 's requirements of goods, services or raw materials or any franchise or license or other agreement to use a patent, formula, trade secret, process or trade name upon which registrant 's business depends to a material extent;

Where it’s used