Common use of Rights Arising in the Future Clause in Contracts

Rights Arising in the Future. (a) As between RemainCo and SpinCo, unless otherwise agreed in writing by RemainCo or any member of the RemainCo Group and SpinCo or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of RemainCo or any member of the RemainCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed SpinCo Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property Agreement, shall belong solely and exclusively to RemainCo and neither SpinCo nor any member of the SpinCo Group shall have any right, title or interest in or to such Intellectual Property. RemainCo shall have no obligation to notify SpinCo or any member of the SpinCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to SpinCo or any member of the SpinCo Group. (b) As between RemainCo and SpinCo, unless otherwise agreed in writing by RemainCo or any member of the RemainCo Group and SpinCo or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of SpinCo or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed RemainCo Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property Agreement, shall belong solely and exclusively to SpinCo and neither RemainCo nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. SpinCo shall have no obligation to notify RemainCo or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to RemainCo or any member of the RemainCo Group.

Rights Arising in the Future. (a) As between RemainCo BWXT and SpinCoPGG, unless otherwise agreed in writing by RemainCo BWXT or any member of the RemainCo Group and SpinCo PGG or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of RemainCo BWXT or any member of the RemainCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed SpinCo PGG Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property Agreementor, shall belong solely and exclusively to RemainCo BWXT and neither SpinCo PGG nor any member of the SpinCo Group shall have any right, title or interest in or to such Intellectual Property. RemainCo BWXT shall have no obligation to notify SpinCo PGG or any member of the SpinCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to SpinCo PGG or any member of the SpinCo Group. (b) As between RemainCo BWXT and SpinCoPGG, unless otherwise agreed in writing by RemainCo BWXT or any member of the RemainCo Group and SpinCo PGG or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of SpinCo PGG or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed RemainCo BWXT Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property AgreementProperty, shall belong solely and exclusively to SpinCo PGG and neither RemainCo BWXT nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. SpinCo PGG shall have no obligation to notify RemainCo BWXT or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to RemainCo BWXT or any member of the RemainCo Group.

Rights Arising in the Future. (a) As between RemainCo mPower and SpinCoPGG, unless otherwise agreed in writing by PGG or any member of the SpinCo Group and mPower or any member of the RemainCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of PGG or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed mPower Intellectual Property, shall belong solely and exclusively to PGG and neither mPower nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. PGG shall have no obligation to notify mPower or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to mPower or any member of the RemainCo Group. (b) As between mPower and PGG, unless otherwise agreed in writing by mPower or any member of the RemainCo Group and SpinCo PGG or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of RemainCo mPower or any member of the RemainCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed SpinCo mPower Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property AgreementProperty, shall belong solely and exclusively to RemainCo mPower and neither SpinCo PGG nor any member of the SpinCo Group shall have any right, title or interest in or to such Intellectual Property. RemainCo mPower shall have no obligation to notify SpinCo PGG or any member of the SpinCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to SpinCo PGG or any member of the SpinCo Group. (b) As between RemainCo and SpinCo, unless otherwise agreed in writing by RemainCo or any member of the RemainCo Group and SpinCo or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of SpinCo or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed RemainCo Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property Agreement, shall belong solely and exclusively to SpinCo and neither RemainCo nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. SpinCo shall have no obligation to notify RemainCo or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to RemainCo or any member of the RemainCo Group.

Rights Arising in the Future. (a) As between RemainCo BWTI and SpinCoBWICO, unless otherwise agreed in writing by RemainCo BWTI or any member remember of the RemainCo SpinCo Group and SpinCo BWICO or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of RemainCo BWTI or any member of the RemainCo SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed SpinCo BWTI Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property AgreementProperty, shall belong solely and exclusively to RemainCo BWTI and neither SpinCo BWICO nor any member of the SpinCo RemainCo Group shall have any right, title or interest in or to such Intellectual Property. RemainCo BWTI shall have no obligation to notify SpinCo BWICO or any member of the SpinCo RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to SpinCo BWICO or any member of the SpinCo RemainCo Group. (b) As between RemainCo BWICO and SpinCoBWTI, unless otherwise agreed in writing by RemainCo BWICO or any member of the RemainCo Group and SpinCo BWTI or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of SpinCo BWICO or any member of the SpinCo RemainCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed RemainCo BWTI Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property AgreementProperty, shall belong solely and exclusively to SpinCo BWICO and neither RemainCo BWTI nor any member of the RemainCo SpinCo Group shall have any right, title or interest in or to such Intellectual Property. SpinCo BWICO shall have no obligation to notify RemainCo BWTI or any member of the RemainCo SpinCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to RemainCo BWTI or any member of the RemainCo SpinCo Group.

Rights Arising in the Future. (a) As between RemainCo BWTI and SpinCoBWICO, unless otherwise agreed in writing by BWTI or any remember of the SpinCo Group and BWICO or any member of the RemainCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of BWTI or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed BWTI Intellectual Property, shall belong solely and exclusively to BWTI and neither BWICO nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. BWTI shall have no obligation to notify BWICO or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to BWICO or any member of the RemainCo Group. (b) As between BWICO and BWTI, unless otherwise agreed in writing by BWICO or any member of the RemainCo Group and SpinCo BWTI or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of RemainCo BWICO or any member of the RemainCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed SpinCo BWTI Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property AgreementProperty, shall belong solely and exclusively to RemainCo BWICO and neither SpinCo BWTI nor any member of the SpinCo Group shall have any right, title or interest in or to such Intellectual Property. RemainCo BWICO shall have no obligation to notify SpinCo BWTI or any member of the SpinCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to SpinCo BWTI or any member of the SpinCo Group. (b) As between RemainCo and SpinCo, unless otherwise agreed in writing by RemainCo or any member of the RemainCo Group and SpinCo or any member of the SpinCo Group, any and all Intellectual Property created, conceived, or actually reduced to practice by or on behalf of SpinCo or any member of the SpinCo Group after the Distribution Date, including, without limitation, any improvements or modifications to any Licensed RemainCo Intellectual Property or Shared Library Materials or any other Intellectual Property licensed by any member of the RemainCo Group or the SpinCo Group pursuant to any other Intellectual Property Agreement, shall belong solely and exclusively to SpinCo and neither RemainCo nor any member of the RemainCo Group shall have any right, title or interest in or to such Intellectual Property. SpinCo shall have no obligation to notify RemainCo or any member of the RemainCo Group of any such improvements or modifications or to disclose or license any such improvements or modifications to RemainCo or any member of the RemainCo Group.