Payment by Affiliated Licensees. At Assignees option, any license agreement between Assignee and an Affiliated Licensee may provide for such Affiliated Licensee to pay directly to Assignor: # milestone payments in the amounts specified in [Section 3.2] with respect to the achievement of the corresponding milestone events set forth in [Section 3.2] by Human Therapeutic Products developed by or on behalf of such Affiliated Licensee; # royalties on Net Sales by such Affiliated Licensee (and its sublicensees) of Products at the rate set forth in [Section 3.4]; and # [ ] of the total Licensing Revenues received by such Affiliated Licensee; in each case, provided that Assignee shall remain responsible and liable to Assignor for compliance with Assignees obligations under [Sections 3.2, 3.4 and 3.5]5]5], respectively, with respect to such Affiliated Licensee.
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