THIRD AMENDMENT TO
LEASE

      


      This
THIRD AMENDMENT TO
LEASE (this “Amendment”) is entered on and to be effective as of,
although not necessarily executed on,                   
2010 (the “Effective Date”), by and between ACQUIPORT DFWLP, INC., a Delaware
corporation, as landlord (“Landlord”), and OPTEX
SYSTEMS INC., a Delaware corporation (“Tenant”).

       

      WHEREAS,
Landlord and Tenant entered into that ctthin Lease (bearing the Lease Reference
Date of August 14, 2003) [as amended, the “Lease”], as amended by that certain
First Amendment to Lease, dated November 26, 2003, and as further amended by
that certain Second Amendment to Lease (the “Second Amendment”), dated January
7, 2005, pursuant to which Tenant leases from Landlord approximately 48,838
square feet of industrial space (the “Premises”) being comprised of (i) 34,076
square feet of industrial space known as 1420 Presidential, Richardson, Texas
75081 and (ii) 14,762 square feet of industrial space known as Suite 120, 1400
Presidential, Richardson, Texas 75081; and

      


      WHEREAS, Tenant has requested to
extend the term of the Lease, and Landlord and Tenant desire to set forth the
terms and conditions upon which the term of the Lease will be
extended.

      


      Now,
THEREFORE, for and in consideration of the recitals hereinabove and for other
good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, Landlord and Tenant hereby agree that the Lease should be, and
hereby is, amended as follows:

      


      1.    TERM OF
LEASE. The Term of Lease is hereby
extended to July 31, 2015, and the term Termination Date shall be amended to be
July 31, 2015. As used herein, the term “Second Extended Term” shall mean the
period from January 1, 2010 (the “Second Extended Term Commencement Date’)
through the Termination Date.

      


      Any
capitalized term used herein and not otherwise defined shall have the meaning
ascribed thereto in the Lease.

      


      2.    BASE RENT. Annual
Rent Per Square Foot, Annual Rent and the Monthly Installment of Rent shall be
amended to mean, for each month of the Second Extended Term, the
following:

      


      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  
                                    
                                      	
                                              Period

                                            	 	
                                              Rentable Square

                                            	 	 	
                                              Annual Rent Per

                                            	 	 	
                                               

                                            	 	 	
                                              Monthly Installment

                                            	 
	
                                              from

                                            	 	
                                              through

                                            	 	
                                              Footage

                                            	 	 	
                                              Square Foot

                                            	 	 	
                                              Annual Rent

                                            	 	 	
                                              of Rent

                                            	 
	
                                              January

                                            	 	
                                              July
      31,

                                            	 	 	48,838	 	 	$	0.00	 	 	$	0.00	 	 	$	0.00	 
	
                                              1,2010

                                            	 	
                                              2010

                                            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
                                              August

                                            	 	
                                              July
      31,

                                            	 	 	48,838	 	 	$	4.70	 	 	$	229,538.60	 	 	$	19,128.22	 
	
                                              1,
      2010

                                            	 	
                                              2013

                                            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	
                                              August

                                            	 	
                                              July
      31,

                                            	 	 	48,838	 	 	$	4.95	 	 	$	241,748.10	 	 	$	20,145.68	 
	
                                              1,2013

                                            	 	
                                              2015

                                            	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 


                                    

                                  

                                

                              

                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

       

      
        
          
            	
                    THIRD
      AMENDMENT TO
      LEASE

                  	
                    PAGE
      1

                  


          

        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      Annual
Rent Per Square Foot, Annual Rent and Monthly Installments of Rent for the
period of time prior to the Second Extended Term Commencement Date shall remain
as currently set forth in the Lease.

      


      The
abatement of Monthly Installments of Rent set forth in the chart above is
conditioned on Tenant’s performance of its obligations under the
Lease.

      


      Notwithstanding
the abatement of Monthly Installments of Rent set forth in the chart above,
Tenant shall remain obligated to pay Tenant’s Proportionate Share of Expenses
and Taxes (as well as service and utility charges and all other additional rent
required by the Lease) for the period during which such Monthly Installments of
Rent are abated.

      


      3.    IMPROVEMENTS TO
PREMISES. Tenant acknowledges that Tenant has been in occupancy of the
Premises for several years and that it has inspected and is familiar with the
Premises. Accordingly, Tenant shall take the Premises for the Second Extended
Term in its “AS-IS” “WHERE IS” AND “WITH ALL FAULTS” condition as of the Second
Extended Term Commencement Date, except that Landlord agrees to complete certain
improvements to the Premises pursuant to this Section 3. Tenant agrees to submit
to Landlord, for Landlord’s written approval, detailed plans and specifications
for Tenant’s proposed improvements to the Premises (the improvements approved by
Landlord in writing are collectively referred to herein as the “Leasehold
Improvements”). Landlord shall complete the Leasehold Improvements by hiring a
contractor (selected from a competitive bidding process involving not less than
three (3) general contractors mutually acceptable to Landlord and Tenant) to
install or construct the Leasehold Improvements. Provided Tenant has not
received from Landlord written notice of Tenant’s default of the terms of the
Lease (unless such default has been cured), Landlord agrees to provide Tenant an
allowance equal to ONE HUNDED MISETY FIVE THOUSAND THREE HUNDRED FIFTY TWO AND NOf100 DOLLARS
($195,352.00)
(the “TI Allowance”), which TI Allowance is to be used solely to pay the
costs of the Leasehold Improvements.

      


      The costs
of the Leasehold Improvements shall include, without limitation, all costs of
designing, planning and constructing the Leasehold Improvements, including,
without limitation, hard and soft costs, permit fees, costs of compliance with
federal, state and municipal building codes, laws, rules and regulations, ADA
and Texas Department of Licensing and Regulation compliance fees, architectural
and engineering fees, and a construction management fee in the amount of five
percent (5%) of the total costs of the Leasehold Improvements. The foregoing
construction management fee shall be payabl.e forty percent (40%) to Swearingen
Realty Group (“SRG”), as Tenant’s construction manager, and sixty percent (60%)
to Bradford Companies as Landlord’s construction manager.

       

      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      2

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      


      Any work
(labor or materials) outside the scope of the Leasehold Improvements or any
costs of the Leasehold Improvements in excess of the TI Allowance shall be at
Tenant’s sole cost and expense. Any costs of the Leasehold Improvements in
excess of the TI Allowance shall be paid to Landlord by Tenant upon demand
within thirty (30) days from receipt of an invoice. Should Tenant fail to
promptly pay to Landlord on demand any costs of the Leasehold Improvements in
excess of the TI Allowance, Landlord may, at Landlord’s sole option, in addition
to any other remedies
available to Landlord under the Lease, at law or in equity, as a result of such
default by Tenant, refuse to commence or immediately halt construction of the
Leasehold Improvements until payment is received and Tenant shall bear all costs
attributable to the stopping and re-starting of construction and any delay in
completion thereof Notwithstanding anything to the contrary contained herein,
Landlord may, upon notice to Tenant, require such changes to the Leasehold
Improvements as Landlord reasonably determines to be appropriate in order to
comply with the provisions of the Lease and with all applicable building and
safety codes and other governmental and insurance requirements, which costs
shall be paid from the TI Allowance or paid by Tenant (if in excess of the TI
Allowance). Notwithstanding anything to the contrary contained herein, any costs incurred to cause the
exterior of the Building to comply with the aforementioned codes and
requirements shall be solely at Landlord’s expense. Any portion of the TI
Allowance remaining upon that date (the “TI Allowance Forfeiture Date”) which is
the earlier to occur of (i) the completion of the Leasehold Improvements and
(ii) twelve (12) months from the Second Extended Term Commencement Date shall be
deemed forfeited by Tenant; provided, however, Landlord
agrees to apply towards the next accruing Monthly installment(s) of Rent the
lesser of (a) $.50 per square foot of the Premises and (b) the amount of the TI
Allowance remaining on the TI Allowance Forfeiture Date.

      


      Upon
Landlord’s substantial completion of the Leasehold Improvements (as determined
by Landlord’s construction manager acting reasonably), Landlord and Tenant shall
inspect the Leasehold Improvements, and Landlord and Tenant shall specify in
writing the Punch-List Items (herein so called) which remain to be performed
and/or corrected by Landlord. The completion of the inspection shall be deemed
conclusive evidence, as against Tenant, that (i) Tenant has inspected the
Leasehold Improvements (and has sufficient knowledge and expertise to make such
inspection or has caused the Leasehold Improvements to be inspected on its
behalf by one or more persons with such knowledge and expertise), (ii) Tenant
accepts the Leasehold Improvements in their “AS-IS”, “WHERE IS” AND “WiTH ALL FAULTS”
condition as of the date of such inspection (subject to Landlord’s completion of
the Punch-List Items), and (iii) that the Leasehold improvements comply fully
with Landlord’s covenants and obligations under this Amendment with respect to
the construction of the Leasehold Improvements by Landlord (subject to the
completion of the Punch-List Items). The foregoing provisions are a material
part of the consideration
for this Amendment. Landlord shall have the right to enter upon the Premises at
all reasonable times to complete the Leasehold Improvements and Punch-List
Items, provided that Landlord makes reasonable good faith efforts to cooperate
with Tenant in connection therewith. EXCEPT IN THE EVENT OF LANLORD’S NEGLIGENCE,
TENANT SHALL AND DOES
HEREBY RELEASE, INDEMNIFY, DEFEND AM) HOLD LANDLORD AND TUE LANDLORD ENTITIES HARMLESS
FROM ALL LIABILITIES, CLAIMS, INJURIES, LOSSES
AND CAUSES OF ACTION RELATING TO OR ARISING FROM LANDLORD’S CAUSING TUE
CONSTRUCTION OF THE LEASEHOLD IMPROVEMENTS DURING TENANT’S OCCUPANCY OF
THE PREMISES.

      


      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      3

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      

      


      4.          HVAC
REPAIRS
AND
WARRANTY.

      


      (i)          By
no later than the expiration of the sixtieth (60th) day following the Second
Extended Term Commencement Date, Landlord shall commence to cause, and
thereafter cause to be diligently pursued to completion, (a) the existing HVAC
units (excluding Split Systems #7) serving 1420 Presidential to be repaired in
accordance with Polk Mechanical Company’s report attached hereto as Exhibit
“A”, and (b) the
air handling unit for Split System #11 to be replaced. Landlord shall bear the
cost of (a) and (b). All costs of (a) and (b) in excess of those repairs
specified in Exhibit “A” (including sales tax) shall be bone by Tenant and
paid by Tenant to Landlord, on demand, as additional rent under the Lease,
failing which, Landlord’s obligation to commence performance of (or continue to
perform if the work has already commenced) the work described in (a) and (b)
shall be deemed null and void.

      


      (ii)         By
no later than the expiration of the sixtieth (60th) day following the Second
Extended Term Commencement Date, Landlord shall commence, and thereafter cause
to be diligently pursued to completion, to cause (i) the existing HVAC units
serving 1400 Presidential to be repaired in accordance with Polk Mechanical
Company’s report attached hereto as Exhibit “A-i” . Landlord shall bear the cost
of such repairs, (including sales tax). All costs of repairing the HVAC units
serving 1400 Presidential in excess of those repairs specified in Exhibit “A-i”
(including sales tax) shall be borne by Tenant and paid by Tenant to Landlord,
on demand, as additional rent under the Lease, failing which., Landlord’s
obligation to commence performance of (or continue to perform if the work has
already commenced) the repair of the HVAC units serving 1400 Presidential shall
be deemed null and void.

      


      (iii)        During
the Second Extended Term, Landlord shall cause to be performed, at Tenant’s
cost, the quarterly preventive maintenance on all HVAC units serving the
Premises. Tenant, on demand, shall reimburse Landlord for the reasonable and
customary costs incurred in connection with (a) such preventive maintenance and
(b) any repairs made, or caused to be made, by Landlord to the HVAC units
serving the Premises. Except as expressly set forth herein, Tenant remains
obligated pursuant to the terms and conditions of Section 7.4 of the
Lease.

      


      (iv)        Section
7 of the Second Amendment shall be and is hereby deleted in its
entirety.

      


      5.   RENT
ADJUSTMENTS.

      


      (i)          During
the Second Extended Term, Expenses and Taxes shall be paid by Tenant on an
absolute triple net basis, not based upon a “base year”. As such:

      


      
        
          	 	
                  (a)

                	
                  Section 4.2 of
      the Lease is hereby deleted in its entirety, and the following is hereby
      substituted therefor:

                


        

      

       

      “4.2
Tenant shall pay as additional rent for each Lease Year Tenant’s Proportionate
Share of Expenses and Taxes incurred for such Lease Year.”

      


      
        
          	 	
                  (b)

                	
                  The
      fourth (4th
      sentence of Section 4.3 of
      the Lease shall be and is hereby amended to delete the words “or Base
      Year”;

                


        

      

       

      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      4

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      

       

      
        
          	 	
                  (c)

                	
                  The
      last sentence of. Section 4.5.2 of the Lease
      shall be and is hereby deleted in its
entirety;

                


        

      

       

      
        
          	 	
                  (d)

                	
                  The
      words “Base Year (Expenses)” and “Base Year (Taxes)” shall he and are
      hereby deleted from the reference pages of the Lease and the words “(Base
      Year)” shall be and are hereby deleted from the title of the “Reference
      Page” of the Lease; and

                


        

      

       

      
        
          	 	
                  (e)

                	
                  All
      other references in the Lease to “Base Year” or its equivalent shall he
      and hereby are deleted in their
entirety.

                


        

      

       

      
        
          	
                   

                	
                  (ii)

                	
                  For
      purposes of calculating Tenant’s Proportionate Share of Expenses and Taxes
      for calendar year 2010 only, in no event shall the amount of Expenses and
      Taxes for calendar year 2010 used in such calculation exceed $1.64 per
      square foot.

                


        

      

       

      
        
          	 	
                  (iii)

                	
                  Section
      4.7 of the Lease shall be and is hereby deleted in its entirety and
      substituted in lieu thereof shall be the
  following:

                


        

      

       

      4.7    Notwithstanding
anything contained herein or in this Lease to the contrary, it is understood and
agreed that for purposes of calculating Tenant’s Proportionate Share of Expenses
and Tenant’s Proportionate Share of Taxes in any Lease Year during the Second
Extended Term, from and after January 1, 2011, Taxes and Expenses shall increase
by no more than eight percent (8%) from the Taxes and Expenses for the
immediately preceding calendar year.”

       

      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      5

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      


      6.          
OPTION TO
EXPAND. Provided
Tenant has not received from Landlord written notice of Tenant’s default of the
terms of the Lease (unless such default has been cured), during the period of
time commencing with the Second Extended Term Commencement Date and expiring on
the last day of the twenty fourth (24th) month
thereafter, Tenant shall have the right, but not the obligation, to expand the
Premises upon and subject to the following terms and conditions (the “Expansion
Option”). The Available Space (herein so called) is the square footage depicted
on Exhibit
“B”
attached hereto and made a part hereof The Expansion Option can be exercised by
Tenant delivering to Landlord one hundred fifty (150) days prior written notice
(the “Expansion Space Election Notice”) of such exercise. The Expansion Space
Election Notice must include the square footage (the “Expansion Space”) of the
Available Space Tenant is electing to expand in to, which square footage must
either be (i) all of the Available Space or (ii) the approximately 6,000 square
feet of Available Space immediately adjacent to the Premises. If Tenant
exercises the Expansion Option on a timely basis, then Landlord shall have a
period of sixty (60) days from its receipt of the Expansion Space Election
Notice to notify Tenant, in writing (the “Landlord’s Notice”), as to whether.
Landlord will accommodate Tenant’s expansion request or not. Landlord’s failure
to notify Tenant in writing within such sixty (60) day period as to whether
Landlord will accommodate Tenant’s expansion request shall be deemed Landlord’s
notice, as of the last day of the sixty (60) day period, that Landlord will not
accommodate Tenant’s expansion request. If Landlord notifies Tenant within such
sixty (60) day period that Landlord will accommodate Tenant’s expansion request,
then Tenant shall lease the Expansion Space, commencing with the Expansion Space
Commencement Date (as hereinafter defined), upon the terms and conditions of the
Lease (except as otherwise expressly set forth herein). Within five (5) days of
Landlord notifying Tenant that Landlord will accommodate Tenant’s expansion
request, Landlord and Tenant shall execute an amendment to the Lease adjusting
those provisions of the Lease which are affected by a change in square footage
of the Premises, effective as of the Expansion Space Commencement Date. Tenant
shall commence paying Base Rent and Tenant’s Proportionate Share of Taxes and
Expenses (as well as service and utility charges and all other additional rent
required by the Lease with respect to the Expansion Space) commencing on the
Expansion Space Commencement Date. The Expansion Space Commencement Date (herein
so called) shall be the date upon which Landlord delivers the Expansion Space to
Tenant, which date shall be no later than ninety (90) days from the date the
Landlord’s Notice is delivered to Tenant; provided, however, if the
Expansion Space has not been delivered within such ninety (90) day period but
Landlord is using commercially reasonable efforts in pursuing delivery, then
Landlord shall have such additional period of time as is necessary to deliver
the Expansion Space provided Landlord continues to use commercial]y reasonable
efforts in pursuing delivery, but in no event shall the delivery date exceed
one- hundred fifty (150) days. Notwithstanding the provision as provided below,
in such event that the Landlord fails to deliver the space on or before one
hundred fifty (150) days after the date the Landlord’s Notice is delivered, then
Tenant, at its sole and exclusive remedy for such failure, shall have the right
to terminate the Lease with thirty (30) days prior written notice if such notice
is delivered prior to delivery of the Expansion Space. In the event Tenant
elects to exercise its termination right as aforesaid, then Tenant, as a
condition precedent to such exercise, shall pay to Landlord, at the time Tenant
delivers the written notice of termination to Landlord, as an early termination
fee, the sum of the (i) unamortized portion of the leasing commissions paid by
Landlord in connection with this Amendment, plus, (ii) unamortized portion of
the TI Allowance, each of (i) and (ii) being amortized at the Amortization Rate
over months 8 — 67 of the
Second Extended Term. The Expansion Space shall be delivered in its “AS-IS”
“WHERE IS” AND “WITH ALL FAULTS” condition as of the Expansion Space
Commencement Date.

      


      Provided
Tenant has not received from Landlord written notice of Tenant’s default of the
terms of the Lease (unless such default has been cured), the Expansion Space TI
Allowance (herein so called) shall be equal to the product of $4.00/60 multiplied by the
number of months remaining in the term of the Lease after the Expansion Space
Commencement Date multiplied by the
number of square feet of rentable area in the Expansion Space. All work
performed by Tenant in improving the Expansion Space shall be done in accordance
with the terms and
conditions of the Lease, including, without limitation, Article 6 of the Lease
and Section 6 of the Second Amendment. Any portion of the Expansion Space TI
Allowance remaining upon that date (the “Expansion Space TI Allowance Forfeiture
Date”) which is the earlier to occur of (i) the completion of Tenant’s
improvements, if any, to the Expansion Space, and (ii) twelve (12) months from
the Expansion Space Commencement Date shall be deemed forfeited by Tenant. The
Expansion Space TI Allowance shall be paid to Tenant in the same manner as the
“Improvement Allowance” was contemplated to be paid pursuant to the first (1So) sentence of the third
(3d)
paragraph of Section 6 of the Second Amendment.

       

      
        	
                THIRD
      AMENDMENT TO
      LEASE

              	
                PAGE
      6

              


      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      


      Except as
provided above, if Tenant exercises the Expansion Option but Landlord notifies
(or is deemed to have notified) Tenant that Landlord will not accommodate
Tenant’s expansion request, then Tenant, as its sole and exclusive
remedy, shall have the right to terminate this Lease effective as of the ninetieth
(9Otj day after Landlord
notifies (or is deemed to have notified) Tenant that Landlord will not
accommodate Tenant’s expansion request. Such termination option can be exercised
by Tenant by delivering written notice to Landlord no later than thirty (30)
days after the date upon which Landlord notifies (or is deemed to have notified)
Tenant that Landlord will not accommodate Tenant’s expansion request. If Tenant
does not terminate the Lease as foresaid, the Tenant shall continue to lease the
Premises through the expiration of the Term of the Lease. In the event Tenant
elects to exercise its termination right as aforesaid, then Tenant, as a
condition precedent to such exercise, shall pay to Landlord, at the time Tenant
delivers the written notice of termination to Landlord, as an early termination
fee, the sum of the (i) unamortized portion of the leasing commissions paid by
Landlord in connection with this Amendment, plus, (ii) unamortized portion of
the TI Allowance, each of (i) and (H) being amortized at the Amortization Rate
over months 8 — 67 of the
Second Extended Term, plus, (Hi) (a) if such termination occurs during the first
(13t)
twelve (12) months of the Seconded Extended Term, the sum of five (5)
months of Monthly Installments of Rent and five (5) month’s of Tenant’s
Proportionate Share of Expenses and Taxes (at the rates which would have been
due for the five (5) months immediately following the effective date of the
termination) or (b) if such termination occurs after the first (1st) twelve (12)
months of the Seconded Extended Term, the sum of four (4) months of Monthly
Installments of Rent and four (4) month’s of Tenant’s Proportionate Share of
Expenses and Taxes (at the rates which would have been due for the four (4)
months immediately following the effective date of the
termination).

      


      The
Expansion Option shall be personal to Tenant and shall not be transferred,
encumbered, or assigned by Tenant or in any manner transferred to, or exercised
by, any subtenant of Tenant.

      


      7.    TERMINATION OPTION.
Provided Tenant has not received from Landlord written notice of Tenant’s
default of the terms of the Lease (unless such default has been cured), Tenant
shall have the ongoing right (the “Early Termination Option”) during the Second
Extended Term to terminate the Lease effective as of the end of any month after
the expiration of the last day of the twenty-fourth (24t) full month following the
Second Extended Term Commencement Date by providing at least one hundred eighty
(180) days advance writtennotice (the “Termination Notice”) to Landlord of such
election. In the event Tenant elects to exercise the Early Termination Option,
Tenant, as a condition precedent to the exercise of the Early Termination
Option, shall pay to Landlord, at the time Tenant delivers the Termination
Notice, as an early termination fee, the sum of the (i) unamortized portion of
the leasing commissions paid by Landlord in connection with this Amendment,
plus, (ii) unamortized portion of the TI Allowance, each of (I) and (ii) being
amortized at the Amortization Rate over months 8 — 67 of the Second Extended
Term, plus, (Hi) the sum of three (3) months of Monthly Installments of Rent and
three (3) months of Tenant’s Proportionate Share of Expenses and Taxes at the
rates which would have been due for the three (3) months immediately following
the effective date of the termination.

      


      Notwithstanding
anything to the contrary, this Termination Option shall be deemed nul.l and void
and of no further force or effect upon Tenant’s exercise of the Expansion
Option, provided Landlord will accommodate such expansion.

       

      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      7

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      


      8,    INSURANCE. Commencing
with the Second Extended Term Commencement Date, Tenant shall keep in force
throughout the Term of the Lease, in addition to the other insurance coverages
required by the Lease, Umbrella Liability Insurance written on a Follow Form
basis subject to a minimum limit of $4,000,000 (being in excess of (i) SIR
Amount $10,000 and (ii) the Commercial General Liability insurance, Workers
Compensation Insurance and Employers Liability and Business Auto liability
coverages required by the Lease) and Workers Compensation Insurance and
Employers’ Liability Coverage as follows: $500,000 per accident for each bodily
injury by accident; $500,000 each employee for bodily injury by disease; and
$500,000 policy limit for bodily injury by disease. No later than the Second
Extended Term Commencement Date, Tenant shall deliver to Landlord evidence of
the insurance required by this section.

       

      9.           
LANDLORD
ENTITIES. Landlord Entities shall be deemed to include, without
limitation, Heitman Capital Management LLC, Bradford Realty Services, Inc.,
Bradford Development Company, Inc., Bradford Property Company, Inc., and
Bradford Management Company of Dallas, Inc. d/b/a Bradford Management Company,
Inc.

       

      10.   
      RENEWAL OPTION. The Renewal Option set forth
in Section 11 of the Second Amendment remains in full force and effect except
that the Renewal Option must be exercised no earlier than nine (9) months, and
no earlier than six (6) months, prior to the expiration of the Second Extended
Term.

      


      11.    
     WAIVER OF
WARRANTIES. TENANT
ACKNOWLEDGES THAT NEITHER
LANDLORD NOR ANY AGENT OF LANDLORD HAS MADE AND TENANT IS NOT RELYING ON, AND TENANT HEREBY WAIVES AND LAI4DLORD HEREBY DISCLAIMS, ANY WARRANTY OR REPRESENTATION OF ANY KIND, EITHER EXPRESS OR
iMPLIED AS TO THE
HABITABILITY, FITNESS, QUALITY
OR CONDITION OR THE SUITABILITY FOR TENANT’S INTENDED USE
OF TILE PREMISES AND/OR
TILE LEASEHOLD
IMPROVEMENTS AND/OR THE AVAILABLE SPACE, AND TENANT
WAIVES ANY AND
ALL DEFECTS
TIIEREIN.

      


      12.        
TENANT’S
AUTHORITY. If Tenant
signs as a corporation, partnership, trust or other legal entity, each of the
persons executing this Amendment on behalf of tenant represents and warrants that
Tenant has been and is
qualified to do business in the state in which Premises are located, that the entity has
full right and authority to enter into this Amendment, and that all persons signing on
behalf of the entity were authorized to do so by appropriate
actions.

      


      13.        
BROKERAGE
COMMISSIONS. Tenant represents and warrants that Tenant has dealt with no
broker except Swearingen Realty Group (“Tenant’s Broker”) representing Tenant,
and Bradford Management Co., Inc. (“Landlord’s Broker”), representing Landlord,
and that, insofar as Tenant knows, no other broker negotiated this Lease or is
entitled to any commission in connection herewith. Landlord agreed to pay a
commission to Tenant’s Broker and Landlord’s Broker pursuant to the terms and
provisions of separate written agreements executed by an.d between Landlord and
Tenant’s Broker and Landlord’s Broker, respectively, on or before the date of
Tenant’s execution hereof, which written agreements are incorporated herein by
reference for the specific purposes set forth in Section 62.022 (b) of the Texas
Property Code. TENANT SHALL INDEMJ’41FY, DEFEND AND HOLD LANDLORD HARMLESS FROM
AND AGAINST ALL CLAIMS (AND COSTS OF DEFENDING AGAINST AND INVESTIGATING SUCH
CLAIMS INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEYS’ FEES) OF ANY OTHER
BROKER OR SIMILAR PARTIES CLAIMING UNDER TENANT IN CONNECTION WITH TifiS
LEASE.

      


      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      8

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      


      14.         EFFECTIVENESS. Except
as expressly provided in this Amendment, the terms and provisions of the Lease,
as previously executed by the parties, are hereby ratified and affirmed and
shall continue to govern the rights and obligations of the parties and all
provisions and covenants of the Lease, as herein amended, remain in full force
and effect. The Lease, the First Amendment, the Second Amendment and this
Amendment constitute the entire understanding and agreement between Landlord and
Tenant regarding the subject matter thereof and supersede all other prior
written or oral understandings and agreements between Landlord and Tenant with
respect thereto and shall constitute but one instrument.

      


      15.        
TIME AND GOVERNING
LAW. Time is of the essence of this Amendment and all of its provisions.
The laws of the State of Texas and the United State of America shall govern the
rights, remedies, and duties of the parties hereto and the validity,
construction, enforcement, and interpretation hereof.

      


      16.        
SUCCESSORS AND
ASSIGNS. This Amendment shall be binding upon and inure to the benefit of
the parties hereto and their respective successors and permitted
assigns.

      


      17.        
ILLEGALITY. If any provision of this
Amendment is held to be illegal, invalid, or unenforceable under present or
future laws, such provision shall be fully severable; this Amendment shall be
construed and enforced as if such illegai, invalid, or unenforceable provision
had never comprised a part hereot and the remaining provisions hereof shall
remain in full force and effect and shall not be affected by the illegal,
invalid, or unenforceable provision or by its severance herefrom.

      


      18.        
NO CLAIMS OR
OFFSETS.
Tenant represents and warrants to Landlord that, as of the Effective Date,
Tenant has (i) no claims against Landlord under the Lease, and (ii) no rights of
offset or deduction with respect to Annual Rent, Tenant’s Proportionate Share of
Taxes or Expenses or any other additional rent to be paid under the
Lease.

      


      [SIGNATURES
ON FOLLOWING PAGE]

       

      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      9

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      

       

      IN WITNESS WHEREOF, the parties
hereto have executed this Amendment effective as of Effective
Date.

       


        
          

        

         

      

      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  	
                                          ACQUIPORT
      DFWIP,
      INC.,

                                        
	
                                          a
      Delaware corporation

                                        
	 
      	 
      
	
                                          By:

                                        	
                                           
    

                                        
	Name:  	
                                          I’
      e sa Ranck

                                        
	
                                          Its:

                                        	
                                          V
      President

                                        
	 
      	 
      
	
                                          TENANT:

                                        
	 
      	 
      
	
                                          OPTEX
      SYSTEMS INC.,

                                        
	
                                          
                                            a
      Delaware corporation

                                          

                                        
	 
      	 
      
	
                                          By:

                                        	 
      
	
                                          Name:

                                        	 
	
                                          Its:

                                        	 
      


                                

                              

                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

      


      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      10

                


        

      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      

       

      Exhibit
“A”

      
 

      to Third
Amendment to Lease

      between
Aequiport DFWIP, Inc., as Land’ord, and Optex Systems Inc., as
Tenant

      


      
        
          	
                  THIRD
      AMENDMENT TO
      LEASE

                	
                  PAGE
      11

                


        

      


      
        
           


        

        
           


          
            

          

        

        
           


        

      
 

    
      
        	
                Mechanical
      Company

              	
                C
      Service Company

                425
      Ditlard St.

                Grand
      Prairie. Texas 75051

                Drcct:
      972.339.1201

                Direct
      Fax 972339.1662

              


      

    

    


    M35613
TACLMOIIODC

     

    HVAC
Inspection Report


    Bradford
Management

    3420
Presidential

    Richardson,
TX 75081

    


    RE: Optek inspection
report.

    


    Attn:
Claire Sharp

     

    
      Thank you
for the opportunity to be of service in regards to the HVAC equipment inspection
at the above referred location. Below is a report of our findings on the
equipment that was inspected.

    

    


    
      
        	
                Split
      system #1:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38BA008630 Serial # 5183678409

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      7.5

              
	
                Mr
      handling unit: Carrier Model # 40RE008310 Serial # 4081G1
    1820

              	 
      	
                Age:
      1981

              	 
      	 
      
	
                1—4L5lOBelt    1-3Ox48x2fllter

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge. 

                Price
      to perform leak eheck $300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the cxtent of the leaks at this
      time.

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      system # 2:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Lennox Model # 11529-653-16 Serial # 5895E66057

              	 
      	
                Age:
      1995 .

              	 
      	
                Tonnage
      5

              
	
                Air
      Handling unit: Carrier Model # 40Q8060300 Serial # Z301997

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                Unit
      does not use a belt.   1—20125 xl fdter

              	 
      	 
      	 
      	 
      
	
                No
      problems listed with this unit at this time.

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System #3:

              	 
      	 
      	 
      	 
      
	
                Condensing
      Unit: Carrier Model # 38AE016600 Serial # 1393774

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage 15

              
	
                Air
      handling unit: Carrier Model # 40RE015610 Serial # 4283G76

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                2—AXSSbelts    1—3ox60x2fflter

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak cbeck and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Price.
      toperformieak check: $300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

              	
                  

              	 
      	
                  

              	 
      


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    
      Mechanical
Company

    

     

    
      
        
          
            
              	
                      Split
      System #4:

                    	 	 	 	 
	
                      Condensing
      Unit: Carrier Model # 38AE01 6600 Serial # W393039

                    	 
      	
                      Age:
      1983

                    	 
      	
                      Tonnage
      15

                    
	
                      Air
      Handling unit: Carrier Model # 4RE015610 Serial # 4283076

                    	 
      	
                      Age:
      1983

                    	 
      	 
      
	
                      2—AX55belts    1—30x60x2fllter

                    	 
      	 
      	 
      	 
      
	
                      Need
      to perform leak check and repair. Unit is low on charge.

                    	 
      	 
      	 
      	 
      
	
                      Need
      to replace the condenser fan motor contactors.

                    	 
      	 
      	 
      	 
      
	
                      Need
      to replace the compressor contactor. -

                    	 
      	 
      	 
      	 
      
	
                      Need
      to replace the wire to the condenser fan motors.

                    	 
      	 
      	 
      	 
      
	
                      Price
      to .perform’leak-checlc $300.00

                    	 
      	 
      	 
      	 
      
	
                      Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

                    	 
      	 
      	 
      	 
      
	
                      Price
      to make other repairs to this unit: $550.00

                    	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Split
      System # 5:

                    	 
      	 
      	 
      	 
      
	
                      Condensing
      unit: Goodman Model # CK6O-4C Serial # 9811452207

                    	 
      	
                      Age:
      1998

                    	 
      	
                      Tonnage
      5

                    
	
                      Air
      Handling unit: Carrier Model # 40QB060300 Serial # Z301994

                    	 
      	
                      Age:
      1983

                    	 
      	 
      
	
                      Unit
      does not use a belt.   1—20 x 25 x I filter

                    	 
      	 
      	 
      	 
      
	
                      Unit
      has an inline dud heater that is operating properly.

                    	 
      	 
      	 
      	 
      
	
                      Unit
      needs the thermostat replaced it is not operating
properly.

                    	 
      	 
      	 
      	 
      
	
                      Unit
      has low airflow problem due to dirty evaporator coil..

                    	 
      	 
      	 
      	 
      
	
                      Price
      to-make’repairs.to this unit: $620.00

                    	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Split
      System #6:

                    	 
      	 
      	 
      	 
      
	
                      Condensing
      unit: Carrier Model # 38BA008630 Serial # 5183078

                    	 
      	
                      Age:
      1983

                    	 
      	
                      Tonnage
      7.5

                    
	
                      Air
      Handling unit: Carrier Model # 40RE008310 Serial # 40810

                    	 
      	
                      Age:
      1981

                    	 
      	 
      
	
                      I
      —AX48 belt    1—3014812 Filter

                    	 
      	 
      	 
      	 
      
	
                      Need
      to perform leak check and repair. Unit is low on charge.

                    	 
      	 
      	 
      	 
      
	
                      Need
      to replace the filter drier and the sight glass.

                    	 
      	 
      	 
      	 
      
	
                      Price
      to perform leak check: $300.00

                    	 
      	 
      	 
      	 
      
	
                      Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

                    	 
      	 
      	 
      	 
      
	
                      Price
      to -replace filter drier and sight glass: $385.00

                    	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Split
      System #7:

                    	 
      	 
      	 
      	 
      
	
                      Condensing
      unit: Carrier Model # 38AR501261 1 Serial # 3303G30009

                    	 
      	
                      Age:
      2003

                    	 
      	
                      Tonnage
      10

                    
	
                      Air
      Handling unit: Carrier Model # N/A Serial # N/A

                    	 
      	
                      Age:
      N/A

                    	 
      	 
      
	
                      1 —
      ASS bell No filter in unit

                    	 
      	 
      	 
      	 
      
	
                      No
      thermostat needs new one.

                    	 	 	 	 
	
                      Compressor
      is grounded needs new one.

                    	 
      	 
      	 
      	 
      
	
                      Drain
      pan needs to be replaced.

                    	 
      	 
      	 
      	 
      
	
                      Price
      for repairs to-this unit: $9,000.00

                    	
                        

                    	 
      	
                        

                    	 
      


            

          

        

      

    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    Mechanical
Company

    


    
      
        	
                Split
      System #8:

              	 
      	 
      	 
      	 
      
	
                Condensing
      Unit: Carrier Model # 38AD024620 Serial # Z393657

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      20

              
	
                Mr
      Handling unit: Carrier Model # 40RR024530 Serial # Y392614

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                2—A43bclts     6-20x25x2flltcrs

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Replace
      the discharge valve gasket.

                Clean
      the condenser coil.

              	 
      	 
      	 
      	 
      
	
                Secure
      the thermostat wire to the refrigerant lines.

              	 
      	 
      	 
      	 
      
	
                Price
      :twpedornv leak dieclg ‘$300;OP

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this time.
      

                Price4.inak&otliàjrnii:t&thii.unitiS425:00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System #9:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38AD024620 Serial # 2393666

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      20

              
	
                Air
      Handling unit: Carrier Model# 40RR024530 Serial # Y392615

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                2—AX43belts     4—l6x2ox2flltcrsaud4—2ox2ox2filters

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the blower pulley and the belts.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the blower wheel, shaft, pulley and bearings.

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Need
      to clean the evaporator coil and the condenser coil.

              	 
      	 
      	 
      	 
      
	
                Priceto
      perforrnleakcheck: ‘$300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

              	 
      	 
      	 
      	 
      
	
                Priceto
      make’ôtlier repairs to thWunit: $1675.00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System # 10:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 388A008630 Serial # 5183G78376

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      7.5

              
	
                Mr
      Handling unit: Carrier Model # 40RE008310 Serial # 4181 GI
      1862

              	 
      	
                Age:
      1981

              	 
      	 
      
	
                1—A48belt
      1-4Sx3Oxlfilier

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Price
      toperformleak check: $300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

              	
                  

              	 
      	
                  

              	 
      


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Mechanical
Company

    


    
      
        	
                Split
      System # 11:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38AD028630 Serial # Y394217

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
    25

              
	
                Air
      Handling unit: Carrier Model # 40RR028000 Serial # X392352

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                2—
      BX85   belts Filter N/A

              	 
      	 
      	 
      	 
      
	
                Unit
      has an electric duct heater and it is operating normal.

              	 
      	 
      	 
      	 
      
	
                Evaporator
      coil needs to be replaced.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the return ductwork

              	 
      	 
      	 
      	 
      
	
                Need
      to clean the condenser coil.

                Unit
      is shut off at disconnect.

              	 
      	 
      	 
      	 
      
	
                Price
      to pethrm repairs to this unit: $12,500.O0

              	 
      	 
      	 
      	 
      
	
                Price
      to.replace airbandler: $18,500.00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System #12:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: N/A Model # H1DA060S464 Serial # ECBM076544

              	 
      	
                Age:
      N/A

              	 
      	
                Tonnage
      5

              
	
                Air
      Handling unit: Goodman Model # A60-10 Serial # 9311005095

              	 
      	
                Age:
      1993

              	 
      	 
      
	
                Unit
      does not have a belt.    1 —20 x 25 i I
      filter

              	 
      	 
      	 
      	 
      
	
                Unit
      has an electric duct heater that is operating normal.

              	 
      	 
      	 
      	 
      
	
                No
      problems with this unit at this lime.

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System #13:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38BA008630 Serial # 5183G78403

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      7.5

              
	
                Air
      Handling unit: Carrier Model # 40RE008310 Serial #4181
    G11994

              	 
      	
                Age:
      1981

              	 
      	 
      
	
                l-.AX4Sbelt    1—3ox48x2fihter

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the compressor contactors.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the condenser fan contactors.

              	 
      	 
      	 
      	 
      
	
                Price
      to pertorm leak check: $300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

              	 
      	 
      	 
      	 
      
	
                Price
      to make othèr.repairsto this unit: $550.00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System # 14

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38BA008630 Serial # 5183G78406

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      7.5

              
	
                Air
      Handling unit: Carrier Model # 40RE008310 Serial #
    4181G11825

              	 
      	
                Age:
      1981

              	 
      	 
      
	
                1—AX4Sbelt   1—30x48x2flltcr

              	 
      	 
      	 
      	 
      
	
                Need
      to perform leak check and repair. Unit is low on charge.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the compressor conlactors.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the condenser fan contactors.

              	 
      	 
      	 
      	 
      
	
                Priceto
      perfórm leakchetk: $300.00

              	 
      	 
      	 
      	 
      
	
                Cannot
      price repairs due to not knowing the extent of the leaks at this
      time.

              	 
      	 
      	 
      	 
      
	
                Priceto
      make other repairs to this unit: $550.00

              	
                  

              	 
      	
                  

              	 
      


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Mechanical
Company

    


    
      
        	
                Split
      System # 15:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Trane Model # 2TTAOO6OA4000AA Serial # 617518531?

              	 
      	
                Age:
      2006

              	 
      	
                Tonnage
      5

              
	
                Air
      Handling unit: Carrier Model # FA4CNB06O Serial #
    0406A81949

              	 
      	
                Age:
      2006

              	 
      	 
      
	
                Unit
      does not have a belt. 1 —20 x 24 xl Filter

              	 
      	 
      	 
      	 
      
	
                Unit
      has an electric duct heater that is operating normal.

              	 
      	 
      	 
      	 
      
	
                Need
      to attach disconnect to the unit

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the thermostat wire.

              	 
      	 
      	 
      	 
      
	
                Price
      to makerepairs to this unit: $450O0

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                All
      prices are plus applicable sales tax.

              	
                  

              	 
      	
                  

              	 
      


      

    

    


    The above
is a list of our findings for 1420 Presidential if you should have any questions
or concerns please feel free to contact me.

    


    Thank
you

    


    Steve
Wilhite

    Sen’ice
Supervisor

    Polk
Mechanical Service

    Office
(972) 339-1265

    Fax (972)
339-1465

    Email:
Steve.WilhitetPolkMeeIianical.com


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Exhibit
“A-i”

    


    to Third
Amendment to Lease

    between
Acquiport DFWIP, Inc., as Landlord, and Optex Systems Inc., as
Tenant

    


    
      
        	
                THIRD
      AMENDMENT TO
      LEASE

              	
                PAGE
      12

              


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    
      
        	
                Mechanical
      Company

              	
                C
      Service Company

                425
      Dillard SL

                Grand
      Prairie, Texas 75051

                Direct:
      972.339.1201

                Diiect Fax:
      972339.1662

              


      

    

     

    
      1135513
 TACLAOOIIO9C

    

     

    HVAC
Inspection Report

    Bradford
Management

    1400
Presidential

    Richardson,
TX 75081

    


    RE: Optek
inspection report.

     

    Attn:
Claire Sharp

    


    
      Thank you
for the opportunity to be of service in regards to the RVAC equipment inspection
at the above refferred location. Below is a report of our findings on the
equipment that was inspected.

    

    


    
      
        	
                Split
      system # 16:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38BA012600 Serial # 394443

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      10

              
	
                Air
      handling unit: Carrier Model # 40RE010310 Serial #
    4083G65173

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                1-A55Belt   1-3Ox48x2fdter

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the loss of charge switch. 

                Price
      to make repairs for this unit: $325.00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      system # 17:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38AE016600 Serial # T393782

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      15

              
	
                Mr
      Handling unit: Carrier Model # 4RE015610    Serial #
      N/A

              	 
      	
                Age:
      N/A

              	 
      	 
      
	
                Need
      to replace the loss of charge switch.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace head gaskets on the compressor and charge the
      system.

              	 
      	 
      	 
      	 
      
	
                Price
      to make repairs for this unit: $1,200.00

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System # 18:

              	 
      	 
      	 
      	 
      
	
                Condensing
      Unit: Carrier Model # N/A    Serial # N/A

              	 
      	
                Age:
      N/A

              	 
      	 
      
	
                Air
      handling unit: Carrier Model # 40QB0483000 Serial #
Q317242

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      4

              
	
                Direct
      Drive Motor   1 —24 x24 x 1 filter

              	 
      	 
      	 
      	 
      
	
                No
      problems with this unit at this time.

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System # 19:

              	 
      	 
      	 
      	 
      
	
                Condensing
      Unit: Carrier Model # 38AE012600 Serial # R394459

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      10

              
	
                Air
      Handling unit: Carrier Model # 4RE010610 Serial # 1083G65185
    

              	 
      	Age:
      1983 	 
      	 
      
	
                2—A5Sbelts    1—48z3Zx2fllter

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the condenser fan motor.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the condenser fan motor contactor.

              	 
      	 
      	 
      	 
      
	
                Need
      to replace the evaporator fan contactor.

              	 
      	 
      	 
      	 
      
	
                Price
      to make repairs for this unit: $1,175.00

              	
                  

              	 
      	
                  

              	 
      


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    Mechanical
Company

     

    HVAC
Inspection Report

    


    
      
        	
                Split
      System #20:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # 38AE012600 Serial # R394463

              	 
      	
                Age:
      1983

              	 
      	
                Tonnage
      10

              
	
                Air
      Handling unit: Carrier Model # 40RE019310 Serial #
    1083G$184

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                Unit
      does not use a belt.    1 —20 x 24 , I filter

              	 
      	 
      	 
      	 
      
	
                Drain
      pan is rusted.

              	 
      	 
      	 
      	 
      
	
                Evaporator
      coil has a refrigerant leak.

              	 
      	 
      	 
      	 
      
	
                Price
      to make repairs to this unit: $4,033.33

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Split
      System #21:

              	 
      	 
      	 
      	 
      
	
                Condensing
      unit: Carrier Model # N/A     Serial #
    N/A

              	 
      	
                Age:
      N/A

              	 
      	
                Tonnage
      S

              
	
                Air
      Handling unit: Carrier Model # 40QB06030 Serial # N351181

              	 
      	
                Age:
      1983

              	 
      	 
      
	
                Unit
      does not use a belt.    1 —20 x 24 x 1
      Filter

              	 
      	 
      	 
      	 
      
	
                No
      problems with unit at this time.

              	
                  

              	 
      	
                  

              	 
      


      

    

    


    The above
is a list of our findings for 1400 Presidential if you should have any questions
or concerns please feel free to contact me.

    


    Thank
you

    


    Steve
Wilhite

    Service
Supervisor

    Polk
Mechanical Service

    Office
(972) 339-1265

    Fax (972)
339-1465

    Email:
Steve.Wilhiteca2PolkMeelianicai.com


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Exhibit
“B”

    


    to Third
Amendment to
Lease

    between
Acquiport DFWIP, Inc.,
as Landlord, and Optex Systems
Inc., as Tenant

    


    
      
        	
                THIRD
      AMENDMENT TO
      LEASE

              	
                PAGE
      13

              


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Exhibit
“B”

    


    to Third
Amendment to
Lease

    between
Acquiport DFWIP, Inc.,
as Landlord, and Optex Systems
Inc., as Tenant

    


    

     

    
      	
              THIRD
      AMENDMENT TO
      LEASE

            	
              PAGE
      14

            


    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    ADDENDUM
TO LEASE AMENT)MENT

    


    This
Addendum to Lease Amendment is, for all purposes, attached to and made a part of
that certain Third Amendment to Lease, by and between Acquiport DFWLP, Inc., a
Delaware corporation (“Landlord”) and Optex Systems Inc., a Delaware corporation
(“Tenant”):

    


    Tenant
hereby covenants and agrees with, and represents and warrants to, Landlord that (a) Optex
Systems Inc., a Texas corporation (“Prior Tenant”), assigned to Tenant all of
Prior Tenant’s right, title and interest under the Lease, and (b) Tenant assumed
from Prior Tenant all responsibility and liability to Landlord for the payment
of rental and for compliance with all of the other obligations of the tenant
under the terms, provisions and covenants of the Lease, to the extent accruing
from and after October 2008 (the “Assignment Date”) [the “Assignment and
Assumption”]. Tenant covenants and agrees to perform all of the covenants and
obligations required to be performed by Prior Tenant under the Lease, from and after the Assignment
Date, as if Tenant had been named as the tenant under the Lease. TENANT SHALL
AND DOES HEREBY RELEASE, INDEMNIFY, DEFEND AND HOLD LANDLORI AND THE LANDLORD
ENTITIES HARMLESS FROM ALL LIABILITIES, CLAIMS, INJURIES, LOSSES AND CAUSES OF
ACTION RELATING TO OR ARISING FROM TENANT’S BREACH OF TIlE FOREGOING COVENANTS,
AGREEMEMENTS, REPRESENTATIONS AND WARRANTIES, Landlord consents to the
Assignment and Assumption. Nothing contained shall release Prior Tenant from
liability under the Lease. The terms of this paragraph shall survive the
termination or earlier expiration of the Lease.

     


      
        

      

       

    

    
      
        
          
            
              
                	
                        AcQuu’owr
      DFWIP, INC.,

                      
	
                        a
      Delaware corporation

                      
	 
      	 
      
	
                        By:

                      	
                          

                      
	
                        Name:

                      	
                        e ‘esa Ranok

                      
	
                        Its:

                      	
                        Vice President

                      
	 
      	 
      
	
                        TENANT:

                      
	 
      	 
      
	
                        OPTEx
      SYSTEMS INC.,

                      
	
                        a
      Delaware corporation

                      
	 
      	 
      
	
                        By:

                      	
                          

                      
	
                        Name:

                      	
                          

                      
	
                        Its:

                      	
                          

                      


              

            

          

        

      

    

     

    
      
        	
                THIRD
      AMENDMENT TO
      LEASE

              	
                PAGE
      15