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EXHIBIT 10.11 (PACTRUST LOGO)
    
    2000 Wyatt Drive, Suite 7
Santa Clara, California 95054
408/588-4630  Facsimile: 408/588-4636
 August 19, 2003 Eli Porat, CEO
Tvia, Inc.
4001 Burton Drive
Santa Clara, CA 95054 Dear Eli: Re:
    
    Facility No. mp10 tviainc/COR4001 Burton Drive, Santa Clara, California (the Premises)
 Enclosed is one fully executed Third Amendment to Lease for the above referenced Premises. Please
keep this original for your records. If you have any questions,
please feel free to call me at (408) 588-4630. Very truly yours,PACIFIC REALTY ASSOCIATES, L.P./s/ Gregory T. CantrellGregory T. CantrellRegional Property Manager
 Encl. 1




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THIRD AMENDMENT TO LEASE AGREEMENT THIS
THIRD AMENDMENT TO LEASE AGREEMENT(this Amendment) is made
and entered into this 27th day of June, 2003, by and between KOLL/INTEREAL BAY AREA, a
California general partnership (Landlord), and TVIA, Inc., a Delaware corporation fka IGS
Technologies, Inc., a California corporation (Tenant). RECITALS This Amendment it made with reference to the following facts, intentions and
objectives: A. Landlord and
InteGraphics System, Inc., a California corporation and Tenants
predecessor-in-interest, entered into that certain Mission Park Multi-Tenant Single-Building
Modified-Net Lease dated October 27,1995 (as amended by (i) that certain First Amendment to Lease
Agreement between Landlord and Tenant dated January 15,1999 and (ii) that certain Second
Amendment to Lease Agreement between Landlord and Tenant dated May 6, 1999, the
Lease) for certain real property situated in the City of Santa Clara, County of Santa Clara,
State of California, which real property is commonly known as 4001
Burton Drive, Santa Clara,
California, and is more particularly described and defined in said
Lease as the Premises. B. Landlord and Tenant have agreed to further extend the term of the Lease and to
amend the Lease to provide that the Lease shall be an industrial gross lease instead of a
triple
net lease. Landlord and Tenant acknowledge that the net Monthly Rent payable under the Lease by
Tenant as of the commencement of the extended term of the Lease is based upon utilization
by Tenant of that portion of the Premises comprising approximately
ten thousand (10,000) square
feet and more particularly shown in Exhibit 1 attached hereto and incorporated herein of the
Premises (the In-Use Portion). C. Accordingly, Landlord and Tenant have agreed to the modifications to the Lease as
set forth below. NOW, THEREFORE, in consideration of the foregoing, the receipt of which is acknowledged, and
of the mutual agreement of the parties hereto the terms and conditions hereinafter contained,
Landlord and Tenant agree as follows. 1. Effective Date;
Capitalized Terms. Except as may be specifically set forth herein, the provisions of this Amendment shall be
effective as of the date Landlord executes this Amendment as shown next to Landlords signature
below (the Effective Date). Capitalized terms used in
this Amendment and not defined shall be deemed
to have the same meaning ascribed to them in the Lease. 2. Further Extension of
Term of Lease; Net Monthly Rent. 2.1.
Additional Period. The term of the Lease currently expires on July 31, 2003. The
existing term of the Lease is hereby further extended for an additional twelve (12) months
commencing on August 1, 2003 and continuing through and including July 31, 2004 (the Additional
Period). All references in the Lease and is this Amendment to Term shall mean the existing
term of the Lease as extended through the Additional Period. 2.2.
Net Monthly Rent. Net Monthly Rent for each and every month of the Additional
Period shall be Eight Thousand Five Hundred and No/100 Dollars ($8,500,00) per month. 3. Operating Expenses Payable During Additional Period. Landlord and Tenant acknowledge and agree that the Lease as amended by this
Amendment is intended to be an industrial gross lease instead of a triple net lease as of the
commencement of the Additional Period. Accordingly, the Lease is hereby modified as follows: 2




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3.1.
Additional Rent. Effective as of the commencement of the Additional
Period, Paragraph 5.B of the Lease is hereby amended in its entirety to read as follows: B.Additional Rent. Additionally, Tenant shall pay, as and with the
net Monthly Rent, Tenants Percentage of the estimated amount, if any, by which
Operating Expenses allocable to any calendar year subsequent to the Base Year (as
defined below) will exceed the amount of Operating Expenses allocable to the Base
Year, as adjusted from time to time, and as more specifically set forth in
Paragraph 17.C. As used herein, Base Year means
calendar year 2003. All  monies
(except Monthly Rent) required to be paid by Tenant under this Lease, including,
without limitation, Operating Expenses, shall be deemed Additional Rent. 3.2.
Operating Expenses. Effective as of the commencement of the Additional Period,
Paragraph 17.C(i) of the Lease is hereby amended in its entirety to read as follows: (i) Tenant to Pay Increased Operating Expenses. Tenant shall pay Landlord
monthly, as Additional Rent, Tenants Percentage of the amount, if any, by which
Operating Expenses allocable to any calendar year subsequent to the Base Year
exceed the amount of Operating Expenses allocable to the Base Year. 3.3.
Monthly Payments of Operating Expenses. Effective as of the commencement of
the Additional Period, Paragraph 17.C(iv) of the Lease is hereby amended in its entirety to
read as follows: (iv) Monthly
Payments. Beginning January 1, 2004, Tenant shall pay to Landlord
on the first day of each calendar month of the remaining Term one-twelfth (1/12) of
Tenants Percentage of the estimated amount, if any, by which Operating Expenses
allocable to any calendar year subsequent to the Base Year (as defined below) will
exceed the amount of Operating Expenses allocable to the Base Year (the Estimated
Operating Expenses Increase). The Estimated Operating Expenses Increase may be
adjusted by Landlord at the end of any calendar quarter on the basis of Landlords
experience and reasonably anticipated costs. Any such adjustment shall be effective
as of the calendar month next succeeding receipt by Tenant of written notice of such
adjustment. Within one hundred twenty (120) days following the end of each calendar
year after the Base Year Landlord shall furnish Tenant a statement of (i) the actual
expenses for the calendar year (Actual Expenses), (ii) the amount, if any, by
which the Actual Expenses exceed the amount of Operating Expenses
allocable to the
Base Year (the Actual Operating Expenses Increase), and (iii) payments made by
Tenant with respect to such period. If the Actual Operating Expenses Increase for
the relevant calendar year exceeds Tenants payments for the Estimated Operating
Expenses Increase for that period, Tenant shall pay Landlord the deficiency within
thirty (30) days after receipt of such statement. If Tenants payments for the
Estimated Operating Expenses Increase for the relevant calendar year exceed the
Actual Operating Expenses Increase for that period, Landlord shall offset the excess
against payments under this Paragraph 17.C thereafter becoming due to Landlord.
There shall be appropriate adjustments of the Operating Expenses Increase as of the
expiration of the Term. 4. As Is. Tenant shall continue to lease the Premises for the Additional Period in its AS IS
condition on the date of the commencement of the Additional Period. Landlord shall have no
obligation to make any improvements, alterations, modifications, repairs or refurbishments of any
nature whatsoever to the Premises as a condition to or in connection with Tenants lease of the
Premises for the Additional Period. 3




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5.
    
    Landlord Option Relocate Tenant Recapture Spaces 5.1.
Landlords Relocation Option. At any time during the remaining Term. Landlord
shall have the right, upon not less ninety (90) days prior written notice to Tenant, to
relocate
Tenant from the Premises to other space located in the Project (the Substitution Space) of
approximately ten thousand (10,000) square feet and containing
improvements comparable to
those improvements located in the Premises its of the Effective Date, in which event Tenant shall
enter into an amendment of the Lease with Landlord to provide for
(i) the deletion of all references to the
Premises and the insertion of the Substitution Space in place thereof, (ii) if the
Substitution Space is not located within the Building, the deletion of all references to the
Building and the insertion in place thereof of the building located within the Project in
which the
Substitution Space is located, (iii) Tenants Percentage
shall be equitably redetermined by
Landlord and (iv) any other revisions reasonably necessary to effect Tenants relocation to
the Substitution Space. In all other respects, the terms and conditions contained in this
Lease shall remain unmodified and in full force and effect. Without limiting the foregoing.
Landlord and Tenant acknowledge that the net Monthly Rent payable under the Lease by Tenant as
of the commencement of the Additional Period is based upon utilization of only the In-Use
Portion and that, as a result, if Landlord exercises its right to relocate Tenant to the
Substitution Space as provided in this Section 5.1. the
net Monthly Rent payable by Tenant under
the Lease shall not be modified. Landlord shall pay Tenant for Tenants reasonable costs of
moving and telephone relocation. 5.2. Landlords Option to Recapture Spaces. In addition to the rights granted to
Landlord in Section 5.1 of this Amendment, at any time and from time to time during
the
remaining Term, Landlord shall have the right to recapture and terminate the Lease with
respect
to all or any portion of the Premises other than the In-Use Portion (the Remaining Portion).
To
the extent Landlord elects to recapture all or any portion of the
Remaining Portion, Tenant
shall
enter into an amendment of the Lease with Landlord to provide for (i) modification of all
references to the Premises to delete the relevant portion of the Remaining Portion recaptured
by
Landlord, (ii) Tenants Percentage shall be equitably redetermined by Landlord and (iii) any
other
revisions reasonably necessary to effect Landlords recapture of the relevant portion of the
Remaining Portion. In all other respects, the terms and conditions contained in this Lease
shall
remain unmodified and in full force and effect. Without limiting the foregoing, Landlord and
Tenant acknowledge that the net Monthly Rent payable under the Lease by Tenant as of the
commencement of the Additional Period is based upon utilization of only the In-Use Portion and
that, as a result, if Landlord exercises its right to recapture all or any portion of the
Remaining
Portion as provided in this Section 5.2. the net Monthly Rent payable by Tenant under
the Lease
shall not be modified. Tenant shall remove any of its trade fixtures, equipment or other
personal
property from the relevant portion of the Remaining Portion which is being recaptured by
Landlord prior to the expiration of the 90 day period set forth
above, Landlord, at no cost to
Tenant, shall construct one(1) or more demising walls between the In-Use Portion and the relevant
portion of the Remaining Portion which is being recaptured by Landlord as necessary to secure the
In-Use Portion. Tenant acknowledges that any such construction shall be performed and completed by
Landlord during business hours and that Landlord shall have access to all
portions of the Premises for purposes of performing such construction. In addition, Tenant
acknowledges that dust, noise and debris will result from such construction and that, provided
Landlord takes such steps as are reasonably to necessary to minimize interference with
Tenants use of the In-Use Portion, Tenant shall have no right to terminate the Lease orseek any other relief or reimbursement in connection with such construction.  6.
    
    No Options to Extend. Tenant has no options to extend the term of the
Lease.  7.
    
    Brokers. Landlord and Tenant acknowledge and agree that no real estate brokers were involved in
the negotiation of this Amendment. Landlord and Tenant (each being hereinafter referred to in this Section 7 as the Indemnitor) each agrees to defend with counsel reasonably
satisfactory to 4




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the other party and indemnify the other party from and against all liability, claims, actions,
causes of action, suits, demands, damages, or costs of any kind arising from or connected with any
brokers or finders fee or commission or charge claimed to be due any person arising from the
Indemnitors conduct with respect to said transaction, other than the commission provided for
above. This obligation shall survive and be enforceable following the expiration or earlier
termination of the Lease. 8. Ratification. Except as otherwise provided herein, the Lease is hereby ratified and affirmed and remains in
full force and effect. 9. Successors and Assigns. This Amendment shall be binding upon and shall inure to the benefit of the parties hereto,
their successors, transferees, heirs, personal representatives and
assigns. IN
WITNESS WHEREOF, tire parties hereto have executed this Amendment on the respective dates
set opposite their signatures below, but this Amendment on behalf of such party shall be deemed to
have been dated as of the date first above written. LANDLORD:KOLL/INTEREAL BAY AREA,a California general partnershipBy:
    
    Washcop Limited Partnership,a Delaware limited partnershipBy:
    
    Pacific Resources Associates, LLC,a Delaware limited
liability company,Its:
    
    General PartnerDate: 8/6/2003
    
    
    
    
    
    By:
    
    /s/ Shari L. ReedName: Shri L. ReedIts:
      Vice President
 TENANT:TVIA, INC.,a Delaware corporationDate:
7/02/2003
    
    By
    
    /s/ Eli PoratEli Porat(Typed or printed name)Its CEO
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EXHIBIT 1 IN-USE PORTION (FLOOR PLAN MAP) 6