Common use of Vesting Provisions Clause in Contracts

Vesting Provisions. [The Option shall be deemed vested and exercisable with respect to Shares as of the Date of Grant.] Except as otherwise provided in any other written agreement between Optionee and the Company, the [remaining] Shares shall vest and become exercisable in equal annual installments of Shares each on an anniversary of the Date of Grant, such that, from and after the anniversary of the Date of Grant, the Option shall be vested as to all of the Shares and fully exercisable, subject to Optionee’s continued service as an employee, director or consultant to the Company or any subsidiary on each such vesting date. These installments shall be cumulative, such that Optionee may exercise the Option as to any or all of the Shares covered by any installment at any time or times after such installment vests and prior to termination of the Option. The foregoing notwithstanding, except as otherwise provided herein or in any other written agreement between Optionee and the Company, the Option shall cease vesting upon the termination of Optionee’s status as an employee, director or consultant the Company and its subsidiaries for any reason. For purposes of this Agreement, Optionee’s continuous service to the Company shall not be deemed to have terminated merely because of a change in the capacity in which Optionee renders service to the Company or any subsidiary as an employee, consultant or director, provided that there is no interruption or termination of Optionee’s continuous service to the Company or any subsidiary. For example, a change in status from an employee of the Company to a consultant of the Company will not constitute an interruption of Optionee’s continuous service. A leave of absence from employment taken with the consent of the Company shall not be considered a termination of employment for purposes of this Agreement.