10. Commitments and Contingencies

Operating Leases

During January 2017, the Company entered into a Lease (the “Existing Lease”) with Hayward Point Eden I Limited Partnership, a Delaware limited liability company (the “Landlord”) for approximately 15,697 square feet for its corporate headquarters located at 3955 Point Eden Way, Hayward, California. The lease commenced during July 2017. During May 2019, the Company entered into a First Amendment to Lease (the “Lease Amendment”) with the Landlord. The Lease Amendment amends the Existing Lease with the Landlord and provides for the expansion of the Premises by approximately 34,601 square feet (the “Expansion Premises”) and an extension of the term of the Existing Lease.

The Company will occupy the Expansion Premises in two phases. The “Phase 1” portion of the Expansion Premises contains approximately thirteen thousand two hundred and eighty (13,280) of rentable square feet and the “Phase 2” portion of the Expansion Premises contains approximately twenty-one thousand three hundred and twenty-one (21,321) of rentable square feet. Upon inclusion of the Expansion Premises, the Company will lease approximately fifty thousand two hundred and ninety-eight (50,298) rentable square feet from the Landlord (the “Entire Premises”). The Expansion Premises will also be used for the Company’s corporate headquarters and principal operating facility.

The term of the lease for the Expansion Premises is expected to commence on the date the Landlord delivers Phase 1 of the Expansion Premises to the Company “Ready for Occupancy,” as defined in the Lease Amendment (the “Expansion Commencement Date”) and runs contemporaneously with the term of the lease for the existing space (the “Lease Term”). The Lease Amendment extends the term of the lease with respect to the Entire Premises to expire on the date that is ten (10) years after the Expansion Commencement Date. In addition, under the Lease Amendment, the Company has two options to extend the Option Term, as defined in the Lease Amendment, by seven (7) years upon written notice not more than twelve (12) months nor less than nine (9) months prior to the expiration of the lease, with monthly payments equal to the “Fair Rental Value” as defined in the Existing Lease.

The Company will continue to pay base monthly rent for the existing premises in accordance with the terms of the Existing Lease. The Expansion Premises’ base monthly rent shall be abated for the first four (4) months of the Lease Term and thereafter will be $2.25 per rentable square foot for the Expansion Premises, with specified annual increases occurring thereafter until reaching approximately $3.819 per rentable square foot during the last six (6) months of the Lease Term. The total base rent beginning on the Expansion Commencement Date through the minimum term of the lease is not calculable at this time since the total base rent will depend on the date the Phase 2 portion of the Expansion Premises is “Ready for Occupancy.” In addition to base rent, the Company will continue to be required to reimburse the Landlord for certain expenses during the Lease Term. Under the Lease Amendment, the Company is required to increase its refundable security deposit by $264,264.88, to be equal to $364,937.68.

The Company adopted Topic 842 on January 1, 2019, using the transition method per ASU No. 2018-11 issued on July 2018 wherein entities were allowed to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. Accordingly, all periods prior to January 1, 2019 were presented in accordance with the previous ASC 840, Leases, and no retrospective adjustments were made to the comparative periods presented. The adoption of ASC 842 resulted in an increase to total assets and liabilities due to the recording of operating lease right-of-use assets (“ROU”) presented within other assets and operating lease liabilities of approximately $0.1 million as of January 1, 2019. Because the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments.

The Company evaluated the Lease Amendment under Topic 842 and concluded that the Lease Amendment meets the definition of a lease modification as it extends the term of the Existing Lease and increases the Company’s leased premise. As the Company determined that the increase in payments under the Lease Amendment is not commensurate with the additional right-of-use assets provided in the modified lease, the modified lease is not accounted for as a separate contract. The remeasurement for the modification resulted in an increase in total lease lability of approximately $2.4 million, increase in right-of-use assets of $1.1 million, and other assets of $1.3 million.

Information related to the Company's right-of-use assets and related lease liabilities were as follows (in thousands except for remaining lease term and discount rate):


Cash paid for operating lease liabilities	$	263
Right-of-use assets recognized in exchange for new lease obligations		1,182

Current operating lease liabilities		168
Non-current operating lease liabilities		3,724
Total lease liabilities	$	3,892

Weighted average remaining lease term		10.35
Weighted average discount rate		10%

Maturities of lease liabilities as of June 30, 2019 were as follows (in thousands):


Year Ending December 31:
2019 (remaining 6 months)	$	272
2020		554
2021		574
2022		581
2023		577
Thereafter		3,792
Total lease payments		6,350
Less imputed interest		(2,458)
Total lease liabilities	$	3,892

During the three-month periods ended June 30, 2019 and 2018, rent expense, including common area maintenance charges, was approximately $65,000 and $69,000, respectively. During the six-month periods ended June 30, 2019 and 2018, rent expense, including common area maintenance charges, was approximately $0.1 million, and $0.1 million, respectively.

Legal Proceedings

The Company maintains indemnification agreements with its directors and officers that may require the Company to indemnify them against liabilities that arise by reason of their status or service as directors or officers, except as prohibited by applicable law.

From time to time, the Company may be involved in a variety of claims, lawsuits, investigations and proceedings relating to securities laws, product liability, patent infringement, contract disputes and other matters relating to various claims that arise in the normal course of the Company’s business. The Company currently believes that these ordinary course matters are not material to the financial statements of the business.