Reserved Rights: The following rights with respect to each Picture:
i. All rights of any kind and nature now known or hereafter created or conceived in the Reserved Territories;
ii. Free Television Distribution Rights in the United States and Canada, its territories and possessions. Marvel agrees that its exercise of its Free Television Distribution rights shall be subject to customary holdbacks in favor of Paramount’s granted television rights and Paramount’s exercise of its licensed rights is subject to customary holdbacks in favor of the Reserved Rights.
B.
All rights not expressly granted to Paramount, including without limitation, the following rights: merchandising, soundtrack, videogame, publishing (other than free excerpts for marketing purposes), music publishing, production of derivative works and other audio-visual works based on the Marvel Characters and/or Marvel Titles, including without limitation, television and direct-to-video motion pictures, and all rights in and to the Marvel Characters, Marvel Titles and the Marvel Universe. The foregoing shall not restrict Paramount from using the soundtrack to the Picture in timed synchronization to the visual images of the Picture in connection with the exercise by Paramount of its Paramount Distribution Rights provided such use is not separately charged to an end-user.