Note 8 – Commitments and Contingencies

Operating Leases

On August 8, 2018, the Company entered into a lease agreement to lease approximately 3,800 square feet of office space in New York, NY. The monthly base rent ranges from $19,633 to $22,486 per month over the term of the lease for a total base rent lease commitment of approximately $1,236,000. The lease expires on September 30, 2023. The security deposit is approximately $118,000.

Future minimum payments under this operating lease agreement are as follows as:


For the Year Ending
December 31,	Minimum Lease Payments
2020	$	244,853
2021		251,586
2022		258,505
2023		198,157
	$	953,101

See Note 9 – Related Party Transactions – Lease Agreements for details of a lease agreement with a related party.

Employment Agreements

Effective February 15, 2019, the Company entered into at-will executive employment agreements with Tsontcho Ianchulev, its Chief Executive Officer and Chief Medical Officer, John Gandolfo, its Chief Financial Officer, Jennifer Clasby, its Vice President, Clinical Operations, Luke Clauson, its Vice President, Research and Development and Manufacturing ("VP of R&D"), and Michael Rowe, now its Vice President, Commercial.

Each of the employment agreements provides that if the executive's employment is terminated by the Company without "Cause" or the executive suffers an "Involuntarily Termination" (each as defined in the employment agreements), provided that the executive has signed a full release of all claims, the executive will be entitled to receive: (i) severance pay equal to three months of his or her then-current base salary (currently estimated at approximately $419,000 in the aggregate), and (ii) a reimbursement for health insurance benefits under COBRA for the executive and his or her spouse and dependents for a period of three months or until the executive becomes eligible for comparable insurance benefits from another employer, whichever is earlier.

Each of the employment agreements also provides that if, within 12 months following any "Corporate Transaction" (as defined in the employment agreements) of the Company, the executive's employment is terminated by the Company without Cause or the executive suffers an Involuntary Termination, provided that the executive has signed a full release of all claims, the executive will be entitled to receive, in lieu of what is described in the above paragraph: (i) severance pay equal to 12 months of his or her then-current base salary (currently estimated at approximately $1,677,000 in the aggregate), and (ii) a reimbursement for health insurance benefits under COBRA for the executive and his or her spouse and dependents for a period of 12 months or until the executive becomes eligible for comparable insurance benefits from another employer, whichever is earlier.

Litigations, Claims and Assessments

In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements.

The Company, its Chief Executive Officer and members of its Board of Directors were named as defendants in a legal proceeding filed in the United States District Court for the District of New Jersey on September 2, 2014 in connection with the Company’s Asset Purchase Agreement with Corinthian Ophthalmic, Inc. (“Corinthian”). A shareholder of Corinthian alleged a fraudulent transfer and sought to recover the purchase price of its Corinthian shares and other damages in aggregate amount of approximately $1.1 million. The court conducted a pretrial conference on January 22, 2018 and entered a final pretrial order on January 23, 2018. On October 29, 2018, the parties entered into a Settlement Agreement pursuant to which the defendants agreed to pay the Corinthian shareholder $600,000 in exchange for the release of all related claims. While the Company is indemnified by Corinthian and Corinthian’s applicable insurance policy provides coverage of $10 million, in an effort to avoid the additional legal costs and other resources required with a trial, the Company contributed $150,000 of the settlement amount (the remaining $450,000 was paid by Corinthian’s insurance carrier), which was paid on October 29, 2018.