Misdirected Payments (a) Notwithstanding the terms of the Escrow Agreement, the Licensee Instruction or the Licensee Letter Agreement, commencing on the Closing Date and at all times thereafter, if any portion of the Purchased Assets is paid to Seller, then (i) Seller shall hold such amount in trust for the benefit of Purchaser in a segregated account, (ii) Seller shall have no right, title or interest whatsoever in such amount and shall not create or suffer to exist any Lien thereon and (iii) Seller promptly, and in any event no later than [*] following the receipt by Seller of such amount, shall remit such amount to Purchaser Account. Seller shall notify Purchaser of such wire transfer and provide reasonable details regarding the Purchased Assets payment so received by Seller. (b) Notwithstanding the terms of the Escrow Agreement, the Licensee Instruction or the Licensee Letter Agreement, commencing on the Closing Date and at all times thereafter, if any amount due under the Vaxcyte License Agreement that does not constitute the Purchased Assets is paid to Purchaser, then (i) Purchaser shall hold such amount in trust for the benefit of Seller in a segregated account, (ii) Purchaser shall have no right, title or interest whatsoever in such amount and shall not create or suffer to exist any Lien thereon and (iii) Purchaser promptly, and in any event no later than [*] following the receipt by Purchaser of such amount, shall remit such amount to Seller Account. Purchaser shall notify Seller of such wire transfer and provide reasonable details regarding the erroneous payment so received by Purchaser. (c) If Licensee exercises any Set-Off against any payment of the Purchased Assets, then Seller shall promptly (and in any event no later than [*]) following payment of the Purchased Assets reduced by such Set-Off, make a true-up payment to Purchaser such that Purchaser receives the full amount of such Purchased Asset payment that would have been payable to Purchaser had such Set-Off not been exercised unless Seller, acting in good faith, believes such shortfall is a material breach by Licensee of the Vaxcyte License Agreement and has provided notice to Purchaser under Section 5.8(a) regarding such shortfall, in which case Section 5.8(b) shall govern the enforcement of such breach, and Section 5.8(c) shall govern the disbursement of the Proceeds of such enforcement. After Seller makes the payment referred to in the first sentence of this Section 5.6(c), Seller shall be entitled to, and Purchaser shall not be entitled to, any amounts recovered from Licensee in respect of such Set-Off. (d) All remittances pursuant to this Section 5.6 shall be made (i) without set-off or deduction of any kind (except as required by applicable Law) and (ii) by wire transfer of immediately available funds to such account as the relevant payee may designate in writing (such designation to be made at least [*] prior to any such payment). (e) A late fee of [*] ([*]%) over the prime rate published by the Wall Street Journal, from time to time, as the prime rate shall accrue on all unpaid amounts on an annualized basis with respect to any sum payable under Section 5.6(a) or Section 5.6(b) beginning [*] after receipt of such payment received in error.
Payment for Unused Sick Leave (a) An employee with less than ten (10) years of FIU service who separates from FIU shall not be paid for any unused sick leave. (b) An employee who has completed ten (10) or more years of FIU service, has not been found guilty or has not admitted to being guilty of committing, aiding, or abetting any embezzlement, theft, or bribery in connection with State government, or has not been found guilty by a court of competent jurisdiction of having violated any State law against or prohibiting strikes by public employees, and separates from FIU because of retirement for other than disability reasons, termination, or death, shall be compensated at the employee's current regular hourly rate of pay for one-eighth of all unused sick leave accrued prior to October 1, 1973, plus one- fourth of all unused sick leave accrued on or after October 1, 1973; provided that one-fourth of the unused sick leave since 1973 does not exceed 480 hours. The compensation in this paragraph 8(4)(b) shall not be given to an employee who starts employment at FIU on or after July 1, 2006. (c) Upon layoff, an employee with ten (10) or more years of FIU service shall be paid for unused sick leave as described in paragraph b., above, unless the employee requests in writing that unused sick leave be retained pending re-employment. For an employee who is re-employed by the University within twelve (12) calendar months following layoff, all unused sick leave shall be restored to the employee, provided the employee requests such action in writing and repays the full amount of any lump sum leave payments received at the time of layoff. An employee who is not re- employed within twelve (12) calendar months following layoff shall be paid for sick leave in accordance with this Policy. (d) All payments for unused sick leave shall be made in lump sum and shall not be used in determining the average final compensation of an employee in any State administered retirement system. An employee shall not be carried on the payroll beyond the last official day of employment, except that an employee who is unable to perform duties because of a disability may be continued on the payroll until all sick leave is exhausted. (e) If an employee has received a lump sum payment for accrued sick leave, the employee may elect in writing, upon re-employment within 100 days, to restore the employee's accrued sick leave. Restoration will be effective upon the repayment of the full lump sum leave payment. (f) In the event of the death of an employee, payment for unused sick leave at the time of death shall be made to the employee's beneficiary, estate, or as provided by law.