v186955_ex10-8 -- Converted by SECPublisher 2.1.1.8, created by BCL Technologies Inc., for SEC Filing

*** END OF NARRATIVE A 001 ***

Re_g_u_l_a_t_o_r__ C_i_t_e

T_i_t_l_e_

ONLINE REPRESENTATIONS AND CERTIFICATIONS APPLICATION (ORCA)

INSTRUCTIONS

EX-10.8 8 v186955_ex10-8.htm v186955_ex10-8 -- Converted by SECPublisher 2.1.1.8, created by BCL Technologies Inc., for SEC Filing

APPENDIX C

SOLICITATION

RESPONSE

The response to this bid proposal is not available to Optex Systems, Inc. It was prepared by the original owners of Optex (two companies ago) and was not filed with the other contract information. It is assumed that since the critical information of the response was captured in the contract, that the previous owners discarded these documents.

CONTRACT ATTACHED

SOLICITATION, OFFER AND AWARD

1. This Contract Is A Rated Order

Rating

Page 1 of 46

Under DPAS (15 CFR 700)

DOA5

2. Contract No.

3. Solicitation No.

4. Type of Solicitation

5. Date Issued

6. Requisition/Purchase No.

W52H09-05-R-0051

Negotiated (RFP)

2005APR18

SEE SCHEDULE

7. Issued By

Code W52H09

8. Address Offer To (If Other Than Item 7)

TACOM-ROCK ISLAND

AMSTA-LC-CFA-C

ROCK ISLAND IL

61299-7630

SOLICITATION

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder".

9. Sealed offers in original and

1 signed

copies for furnishing the supplies or services in the Schedule will be received at the

place specified in item 8, or if handcarried, in the depository located in

until

04:00pm

(hour) local time

2005JUN02 (Date).

Caution - Late Submissions, Modifications, and Withdrawals: See Section L, Provision No. 52.214 -7 or 52.215 -1. All offers are subject to all terms and conditions contained in this solicitation.

10. For Information

Name LINDA M MAES

Telephone No. (Include Area Code) (NO Collect Calls)

Call:

E-mail address: MAESL@RIA.ARMY.MIL

(309)782-3657

11. Table Of Contents

(X)

Section

Description

Page(s)

(X)

Section

Description

Page(s)

Part I - The Schedule

Part II - Contract Clauses

Solicitation/Contract Form

Contract Clauses

Supplies or Services and Prices/Costs

Part III - List Of Documents, Exhibits, And Other Attachments

Description/Specs./Work Statement

List of Attachments

Packaging and Marking

Part IV - Representations And Instructions

Inspection and Acceptance

Representations, Certifications, and

Deliveries or Performance

Other Statements of Offerors

Contract Administration Data

Instrs., Conds., and Notices to Offerors

Special Contract Requirements

Evaluation Factors for Award

OFFER (Must be fully completed by offeror)

NOTE: Item 12 does not apply if the solicitation includes the provisions at 52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is accepted within		calendar days (60 calendar day s unless a different period is

inserted by the offeror) from the date for receipt of offers specified above, to furnish any or all items upon which prices are offered at the price set opposite each item, delivered at the designated point(s), within the time specified in the schedule.

13. Discount For Prompt Payment

(See Section I, Clause No. 52.232-8)

14. Acknowledgment of Amendments (The offeror acknowledges

Amendment Number

Date

Amendment Number

Date

receipt of amendments to the Solicitation for offerors and related

documents numbered and dated:

15A. Contractor/Offeror/Quoter

Code

Facility

16. Name and Title of Person Authorized to Sign Offer (Type or Print)

15B. Telephone Number (Include

15C. Check if Remittance Address is

17. Signature

18. Offer Date

Area Code)

Different From Blk 15A-

Furnish Such Address In Offer

AWARD (To be completed by Government)

19. Accepted As To Items Numbered

20. Amount

21. Accounting And Appropriation

22. Authority For Using Other Than Full And Open Competition:

23. Submit Invoices To Address Shown In

Item

10 U.S.C. 2304(c)(

)

41 U.S.C. 253(c)(

)

(4 copies unless otherwise specified)

24. Administered By (If other than Item 7)

Code

25. Payment Will Be Made By

Code

SCD	PAS	ADP PT

26. Name of Contracting Officer (Type or Print)			27. United States Of America	28. Award Date

/SIGNED/

(Signature of Contracting Officer) IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other authorized official written notice.

NSN 7540-01-152-8064		33-132		Standard Form 33 (Rev. 4-85)
PREVIOUS EDITIONS NOT USABLE				Prescribed By GSA-FAR (48 CFR) 53.214(c)

Reference No. of Document Being Continued Page 2 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

SECTION A - SUPPLEMENTAL INFORMATION EXECUTIVE SUMMARY:

1. THIS SOLICITATION W52H09-05-R-0051, ISSUED ON A FULL AND OPEN COMPETITIVE BASIS, FOR THE M137A2, AND THE M137A3 PANORAMIC TELESCOPE, WILL RESULT IN THE AWARD OF A 5-YEAR FIRM-FIXED PRICE, INDEFINITE QUANTITY (IDIQ) CONTRACT. THIS CONTRACT INCLUDES FIVE ORDERING PERIODS AS SET FORTH IN THE PARAGRAPH BELOW.

2. EVALUATION OF OFFERS WILL BE IN ACCORDANCE WITH SECTION M OF THIS SOLICITATION. ONE AWARD WILL BE MADE FOR THIS ITEM. THE

GOVERNMENT STRONGLY ADVISES REVIEWING SECTIONS L & M PRIOR TO SUBMITTING A PROPOSAL.

IT SHOULD BE NOTED THAT, IN ACCORDANCE WITH FAR PART 19.704, A SUBCONTRACTING PLAN IS REQUIRED AT TIME OF PROPOSAL SUBMISSION FROM ALL OFFERORS OTHER THAN SMALL BUSINESS CONCERNS.

3. PLEASE NOTE THAT THIS SOLICITATION CONTAINS A SECTION B, "SUPPLIES OR SERVICES AND PRICES/COSTS" SECTION, WHICH IS FOR ITEM

IDENTIFICATION ONLY. THE CONTRACTOR SHALL FILL IN PRICES ON THE PRICING EVALUATION SHEET IDENTIFIED AS ATTACHMENT 001. AFTER CONTRACT AWARD, EACH DELIVERY ORDER ISSUED AGAINST THE RESULTANT CONTRACT SHALL CONTAIN A SECTION B BASED ON THE PRICING EVALUATION SHEET IN ATTACHMENT 001.

4. FIRST ARTICLE TESTING (FAT) IS REQUIRED FOR THE M137A2 PANORAMIC TELESCOPE. SEE CLAUSES ES6016 & IF7116. ALL COSTS FOR THSE TESTS

ARE TO BE BORNE BY THE CONTRACTOR. INSPECTION /ACCEPTANCE FOR ALL FIRST ARTICLE REPORTS WILL BE ORIGIN/DESTINATION; FOB IS DESTINATION.

5. PRIOR TO FIRST ARTICLE APPROVAL, THE ACQUISITION OF MATERIAL OR COMPONENTS FOR, OR THE COMMENCEMENT OF PRODUCTION OF, THE BALANCE OF

THE CONTRACT QUANTITY IS AT THE SOLE RISK OF THE CONTRACTOR. ONLY THE CONTRACTING OFFICER, BY WRITTEN AUTHORIZATION, MAY ALLOW THE CONTRACTOR TO ACQUIRE SPECIFIC MATERIAL OR COMPONENTS BEYOND THOSE REQUIRED FOR FIRST ARTICLE TEST. PLEASE SEE CLAUSE ES6016.

AS CALLED OUT IN CLAUSE ES6030, CONFIRMATORY TESTING WILL BE REQUIRED FOR THE M137A2 PANORAMIC TELESCOPE. SHIPMENT OF THE CONFIRMATORY TEST SAMPLES SHALL BE IMMEDIATELY AFTER COMPLETION OF THE FIRST ARTICLE TEST AND UPON AUTHORIZATION FROM THE CONTRACTING OFFICER. DISPOSITION OF THE FIRST ARTICLE TEST REPORT WILL BE IN ACCORDANCE WITH ES6016 REGARDLESS OF COMPLETION STATUS OF CONFIRMATORY TEST.

6. AT THE GOVERNMENT'S DISCRETION, PHYSICAL CONFIGURATION AUDIT OF ALL ITEMS DEEMED APPROPRIATE, MAY BE CONDUCTED AT THE CONTRACTOR'S

FACILITY.

7. THE FOLLOWING ITEMS ARE BEING SOLICITED:

CLIN 0001:	M137A2	PANORAMIC TELESCOPE - GUARANTEED MINIMUM QUANTITY IS 138 EACH
	NSN:	1240-01-483-6103
	P/N:	12984713

CLIN 0002;	M137A3	PANORAMIC TELESCOPE
	NSN:	1240-01-483-6100
	P/N:	12984775

8. DURING THE LIFE OF THIS CONTRACT (FROM AWARD DATE UNTIL 30 JUNE 2010), THE GOVERNMENT IS ENTITLED TO ORDER A MAXIMUM TOTAL QUANTITY

OF 1100 EACH M137A2 AND 1000 EACH M137A3 PANORAMIC TELESCOPE.

9. AN AWARD UNDER THIS SOLICITATION IN NO WAY OBLIGATES THE GOVERNMENT TO PURCHASE ANY QUANTITY UNDER THE RESULTANT CONTRACT, EXCEPT

FOR THE GUARANTEED MINIMUM QUANTITY LISTED PARAGRAPH 7. EACH DELIVERY ORDER STANDS ON ITS OWN ISOFAR AS IT OBLIGATES THE GOVERNMENT.

10. THE PRICING RANGES SHOWN ON ATTACHMENT 001 ARE PROVIDED FOR THE PURPOSE OF ESTABLISHING REASONABLE QUANTITIES AGAINST WHICH TO PROVIDE PRICES. OFFERORS ARE REQUIRED TO COMPLETE AND SUBMIT THE "PRICING EVALUATION SHEET" AT ATTACHMENT 001. PLEASE PROVIDE PRICES FOR ALL YEARS, AND ALL RANGES, INCLUDING THE BREAKOUT OF FIRST ARTICLE TEST. PROPOSALS OFFERING PRICES FOR QUANTITIES OR RANGES OTHER THAN THOSE SOLICITED WILL NOT BE CONSIDERED.

11.	FOLLOWING ARE THE DATES OF THE FIVE ORDERING PERIODS COVERED BY THIS SOLICITATION;

	ORDERING PERIOD (OP) 1: AWARD DATE - 30 JUN 2006 ORDERING PERIOD (OP) 2: 1 JUL 2006 - 30 JUN 2007 ORDERING PERIOD (OP) 3: 1 JUL 2007 - 30 JUN 2008 ORDERING PERIOD (OP) 4: 1 JUL 2008 - 30 JUN 2009 ORDERING PERIOD (OP) 5: 1 JUL 2009 - 30 JUN 2010

12.	FOR EACH ORDERING PERIOD, THE GOVERNMENT'S ESTIMATED BUY QUANTITIES, BY ORDERING PERIOD ARE AS FOLLOWS:

CLIN 0001, NSN:		1240-01-483-6103, P/N:		12984713, M137A2 PANORAMIC TELESCOPE
OP		ESTIMATED BUY

	Reference No. of Document Being Continued		Page	3 of 46
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD

Name of Offeror or Contractor:


01	218
02	105
03	72
04	25
05	25

CLIN 0002. NSN:	1240-01-483-6100, P/N: 12984775, M137A3 PANORAMIC TELESCOPE
OP	ESTIMATED BUY
01	40
02	40
03	40
04	40
05	40

13.		SHIPMENTS WILL BE FOB DESTINATION TO ONE OR MORE OF THE FOLLOWING LOCATIONS:

		DODAAC: W52H1C
		ADDRESS: XR W0K8 USA MAC
		ROCK ISLAND ARSENAL,BLDG 299
		GILLESPIE AVE AND BECK LANE
		ROCK ISLAND,IL 61299-5000
		ATTN: DAVE HERRERA (309)782-6869
		POC: ROD KEENEY/AMSTA-LC-CFTL/(309)782-6649

		DODAAC: W31G1Z
		XR W0L7 ANNISTON MUNITIONS CENTER
		TRANS OFFICER 256 235 6837 CL V
		7 FRANKFORD AVE BLDG 380
		ANNISTON AL 36201-4199

		DODAAC: W62G2T
		XU DEF DIST DEPOT SAN JOAQUIN
		25600 S CHRISMAN ROAD
		REC WHSE 10 PH 209 839 4307
		TRACY CA 95304-5000

		DODAAC: W25G1U
		XU TRANSPORTATION OFFICER
		DDSP NEW CUMBERLAND FACILITY
		BUILDING MISSION DOOR 113 134
		NEW CUMBERLAND PA 17070-5001

14.		DELIVERIES TO DDSP NEW CUMBERLAND FACILITY MUST BE SCHEDULED IN ADVANCE; APPOINTMENTS MAY BE SCHEDULED AS EARLY AS TEN DAYS IN

ADVANCE OF THE ANTICIPATED DELIVERY DATE AND MAY BE MADE BY CALLING (800) 307=8496. THE FOLLOWING ADDITIONAL INFORMATION WILL BE REQUIRED AT TIME OF APPOINTMENT SCHEDULING:

A.	CONTRACT NUMBER

B.	COMMODITY/NOUN NAME

C.	NSN, IF SOLID LOAD

D.	TOTAL WEIGHT AND CUBE

E.	VENDOR

15.	ALL DELIVERY ORDERS WILL BE ISSUED UNILATERALLY BY TACOM-RI, AMSTA-LC-CFA, WITH FIRM DELIVERY DATES.

16.	DELIVERY PRODUCTION RATES SHALL BE AS FOLLOWS: (ADA = AFTER DATE OF AWARD)

CLIN

0001AA

- FIRST ARTICLE TEST REPORT/

300

ADA

5 EACH

CLIN

0001AB

- PRODUCTION QUANT WITH FAT/

450

ADA

QUANTITIES WILL BE INITIAL PRODUCTION OF 10, WITH 10

PER MONTH HEREAFTER.

CLIN

0002AA

- PRODUCTION QUANT WITHOUT FAT/ 390 ADA

QUANTITIES WILL BE AN INITIAL PRODUCTION OF 10, WITH

10 PER MOHTH

THEREAFTER.

17. EARLIER DELIVERY IS ACCEPTABLE IF ACCOMPLISHED AT NO ADDITIONAL COST TO THE GOVERNMENT.

Reference No. of Document Being Continued Page 4 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

18. THE TDPS FOR THESE ITEMS CONTAIN SOURCE CONTROLLED DRAWINGS: 10549273, 12984722, 12984724, 12984801, 12984810, 12984815, 12984836,

13005051, 13005077, 13005078, AND 8215837. SOURCE CONTROLLED PARTS MUST BE OBTAINED ONLY FROM THE APPROVED SOURCES ON THE DRAWINGS, AND NO ALTERNATE SOURCES WILL BE ALLOWED FOR THESE SPECIFIED SOURCE CONTROLLED PARTS.

19. MANUFACTURE OF THESE ITEMS REQUIRES LIGHT PHOSPHATE TT-C-490 (FINISH SERIES 5.1 OF MIL-STD-171). SEE CLAUSE AS7002 AND CDRL/EXHIBIT ITEM NUMBER A004.

20. IN ORDER TO ACCOMPLISH COORDINATION BETWEEN THE CONTRACTOR AND THE GOVERNMENT IN PERFORMANCE OF THIS EFFORT, THE STATEMENT OF WORK AT ATTACHMENT 008 IS A REQUIREMENT OF ANY CONTRACT RESULTING FROM THIS SOLICITATION.

21.	A POST-AWARD CONFERENCE WILL BE CONDUCTED AT THE CONTRACTOR'S FACILITY 30 DAYS AFTER AWARD OF CONTRACT.

22.	POINT OF CONTACT FOR THIS SOLICITATION IS LINDA MAES, PHONE 309-782-3657, FAX 309-782-1616, EMAIL MAESL@RIA.ARMY.MIL.

Effective 1 Jan 2005, contractors are required to use the On-line Representations and Certifications Application (ORCA). Contractors will complete and update the on-line provisions in ORCA (_h_t_t_p_:_/_/_w_w_w_._b_p_n_._g_o_v_/_o_r_c_a) on at least a yearly basis. When submitting a quote/offer/bid in response to this solicitation, contractors will attest that, at the time of their submission, their ORCA records are current, accurate, and complete, and applicable to the solicitation (including the business size standard applicable to the NAICS code for this solicitation). This is accomplished by completing the provision at FAR 52.204 -8, Annual Representations and Certifications, or FAR 52.212 -3, Offeror Representations and Certifications -- Commercial Items (& Alternates I & II), whichever is included in this solicitation. If this solicitation also includes the provision at FAR 52.204 -7, Central Contractor Registration, paragraph (b) of clause 52.204 -8 applies. Representations and certifications that are to be completed through ORCA are not repeated in this solicitation. However, this solicitation may include other representation and certification requirements not covered by ORCA, which must be completed and returned with your quote/offer/bid.

The NAICS code for this solicitation is 333314 and the small business size standard is 500 employees.

(End of Provision) (AS6100)

A-2		52.246-4311		AS6002 WAS DELETED 30 MAR 2005 AND REPLACED BY AS7001, HIGHER-LEVEL		JUL/2004
		TACOM-RI		CONTRACT QUALITY REQUIREMENT

This contract requires the offeror to be in compliance with the higher level quality requirement listed in Section E on date of award. Compliance is defined as meeting the intent of the higher level quality requirement. The contractor shall have documentation attesting to the compliance available to the Government upon request.

Note: It is not mandatory that a contractor be registered by the Registration Accreditation Board.

(End of Clause) (AS6002)

A-3 HQ, DA NOTICE TO OFFERORS - USE OF CLASS I OZONE-DEPLETING SUBSTANCES JUL/1993

(a) In accordance with Section 326 of P.L. 102-484, the Government is prohibited from awarding any contract which includes a specification or standard that requires the use of a Class I ozone-depleting substance (ODS) identified in Section 602(a) of the Clean Air Act, 42 U.S.C. 7671a(a), or that can be met only through the use of such a substance unless such use has been approved, on an

Reference No. of Document Being Continued Page 5 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

individual basis, by a senior acquisition official who determines that there is no suitable substitute available.

(b) To comply with this statute, the Government has conducted a best efforts screening of the specifications and standards associated with this acquisition to determine whether they contain any ODS requirements. To the extent that ODS requirements were revealed by this review, they are identified in Section C with the disposition determined in each case.

(c) If offerors possess any special knowledge about any other ODSs required directly or indirectly at any level of contract performance, the U.S. Army would appreciate if such information was surfaced to the Contracting Officer for appropriate action. To preclude delay to the procurement, offerors should provide any information in accordance with FAR 52.214 -6 or 52.215 -14 as soon as possible after release of the solicitation and prior to the submission of offers to the extent practicable. It should be understood that there is no obligation on offerors to comply with this request and that no compensation can be provided for doing so.

(End of Clause)

(AA7020)

b.	If you think that this solicitation:

	1.	has inappropriate requirements; or

	2.	needs streamlining; or

	3.	should be changed

you should first contact the buyer or the Procurement Contracting Officer (PCO).

c.	The buyer's name, phone number and address are on the cover page of this solicitation.

d.	If the buyer or PCO doesn't respond to the problem to your satisfaction, or if you want to make comments anonymously, you can

contact the Ombudsman Office. The address and phone number are:
U.S. Army, TACOM-Rock Island
1 Rock Island Arsenal
ATTN: AMSTA-AQ-AR (OMBUDSMAN)
Rock Island IL 61299-7630
Phone: (309) 782-3223/3224
Electronic Mail Address: ombudsman@ria.army.mil

e.	If you contact the Ombudsman, please provide him with the following information:

	(1)	TACOM-RI solicitation number;

	(2)	Name of PCO;

	(3)	Problem description;

	(4)	Summary of your discussions with the buyer/PCO.

(End of clause)

(AS7006)

A-5		52.204-4505		DISCLOSURE OF UNIT PRICE INFORMATION		FEB/2003
		TACOM-RI

This constitutes notification pursuant to Executive Order 12600, Pre-Disclosure Notification Procedures for Confidential Commercial Information (June 23,1987), of our intention to release unit prices of the awardee in response to any request under the Freedom of Information Act, 5 USC 552. Unit price is defined as the contract price per unit or item purchased. We consider any objection to be waived unless the contracting officer is notified of your objection to such release prior to submission of initial proposals.

		Reference No. of Document Being Continued		Page 6 of 46
	CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD

Name of Offeror or Contractor:



		(End of clause)
AS7909


A-6	52.204-4506	PUBLIC ACTIVITY INVOLVEMENT		FEB/2003
	TACOM-RI

Subcontract opportunities under this solicitation and any resulting contracts are open to competition between Department of Defense activities and private firms. In addition, Army Industrial Facilities are available to sell manufactured articles or to perform work at such Facilities on behalf of Offerors, in certain circumstances and as permitted by law. Rock Island Arsenal, Watervliet Arsenal, Anniston Army Depot, Sierra Army Depot, and Red river Army Depot have expressed interest in securing subcontracting opportunities under

This solicitation and any resulting purchase order are subject to Federal Specification TT-C-490, Type I, Cleaning Methods for Ferrous Surfaces and Pretreatments for Organic Coatings.

(End of Clause)

(AS7002)

(End of Clause)

(AS7003)

A-9		52.211-4506		INSTRUCTIONS REGARDING SUBSTITUTIONS FOR MILITARY AND FEDERAL		DEC/1997
		TACOM-RI		SPECIFICATIONS AND STANDARDS

(a) Section I of this document contains DFARS clause 252.211 -7005, Substitutions for Military Specifications and Standards, which allows bidders/quoters/offerors to propose Management Council approved Single Process Initiatives (SPIs) in their bids/quotes/offers, in lieu of military or Federal specifications and standards cited in this solicitation.

(b) An offeror proposing to use an SPI process under this solicitation shall identify the following for each proposed SPI as required by DFARS 252.211 -7005 contained in Section I:

SPI MILITARY/FEDERAL LOCATION OF FACILITY ACO SPEC/STANDARD REQUIREMENT

(c) An offeror proposing to use an SPI process under this solicitation shall also provide a copy of the Department of Defense acceptance for each SPI process proposed.

(d) In the event an offeror does not identify any SPI in paragraph (b) above, the Government shall conclude that the bidder/quoter/offeror submits its bid/quote/proposal in accordance with the requirements of this solicitation.

(e) The price that is provided by the offeror in the Schedule in Section B will be considered as follows:

Reference No. of Document Being Continued Page 7 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

(1) If an SPI is identified in paragraph (b) above, the Government will presume that the price is predicated on the use of the proposed SPI.

(2) If there is no SPI identified in paragraph (b) above, the Government will presume the price is predicated on the requirements as stated in the solicitation.

(f) Bidders/quoters/offerors are cautioned that there is always the possibility that the Government could make a determination at the Head of the Contracting (HCA)/Program Executive Officer (PEO) level that the proposed SPI is not acceptable for this procurement. If such a determination is made, and the bid/quote/offer only identifies a price predicated on use of proposed SPI, the bid/quote/offer will be determined nonresponsive. Bidders/quoters/offerors who propose SPI processes are encouraged to provide a price below to reflect their price for the item manufactured in accordance with the requirements as stated in this solicitation to preclude possibly being determined nonresponsive:

CLIN	PRICE	$
CLIN	PRICE	$
CLIN	PRICE	$
CLIN	PRICE	$

(End of clause)

(AS7008)

A-10	52.215-4503	NOTICE TO OFFERORS - ELECTRONIC	BID/OFFER	RESPONSE REQUIRED	FEB/2002
	TACOM-RI

1.	In accordance with Management Reform Memorandum (MRM) #2		from the Department of Defense (DoD), all Services are required to

eliminate paper from their acquisition process by January 1, 2000 (see information at _h_t_t_p_:_/_/_w_w_w_._a_c_q_._o_s_d_._m_i_l_/_i_d_e_/_d_o_c_u_m_e_n_t_s_/_m_r_m_2_._p_d_f_)_.

2. In response to this mandate, TACOM-RI has established the capability to receive bids, proposals, and quotes electronically. A hotlink from the TACOM-RI Solicitation Page has been activated to fully automate the response process (see h _t_t_p_:_/_/_a_a_i_s_._r_i_a_._a_r_m_y_._m_i_l_/_a_a_i_s_/_S_O_L_I_N_F_O_/_i_n_d_e_x _._h_t_m_)_

3. I_M_P_O_R_T_A_N_T_: Bids/proposals/quotes in response to this solicitation are REQUIRED to be submitted in electronic format. Hard copy bids/proposals/quotes WILL NOT BE ACCEPTED. Bids/proposals/quotes submitted by electronic fax to 309-782-2047 will be accepted as these bids/proposals/quotes are considered to be electronic commmunication.

4. Your attention is drawn to the following clauses in Section L of this solicitation for instructions and additional information:

LS7011, Electronic Bids/Offers - TACOM-RI (TACOM-RI 52.215 -4510)

LS7013, Electronic Award Notice - TACOM-RI (TACOM-RI 52.215 -4511)

(End of clause)

(AS7004)

A-11		52.233-4503		AMC-LEVEL PROTEST PROGRAM		JUN/1998
		TACOM-RI

If you have complaints about this procurement, it is preferable that you first attempt to resolve those concerns with the responsible contracting officer. However, you can also protest to Headquarters, AMC. The HQ, AMC-Level Protest Program is intended to encourage interested parties to seek resolution of their concerns within AMC as an Alternative Dispute Resolution forum, rather than filing a protest with General Accounting Office or other external forum. Contract award or performance is suspended during the protest to the same extent, and within the same time periods, as if filed at the GAO. The AMC protest decision goal is to resolve protests within 20 working days from filing. To be timely, protests must be filed within the periods specified in FAR 33.103. Send protests (other than protests to the contracting officer) to:

HQ Army Materiel Command Office of Command Counsel

	Reference No. of Document Being Continued		Page	8 of 46
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD


Name of Offeror or Contractor:


ATTN: AMCCC-PL
9301 Chapek Rd	2-1SE3401
Fort Belvoir VA	22060-5527

Facsimile number (703) 806-8866/8875
Voice Number (703) 806-8762

The AMC-level protest procedures are found at:

http://www.amc.army.mil/amc/command_counsel/protest/bidprotest.html

If Internet access is not available, contact the Contracting Officer or HQ, AMC to obtain the AMC-Level Protest Procedures.

(End of Clause)

(AS7010)

A-12		52.243-4510		DIRECT VENDOR DELIVERY		JAN/1999
		TACOM-RI

In accordance with the Changes clause of this contract, the contractor may be called upon to ship directly to the user, in lieu of the destination in the Schedule, to satisfy urgent or backorder situations. In such instances the contractor may be directed to use best commercial packaging. The contractor may also be called upon to ship the item to the new destination within 24 hours of the required delivery date as specified in the Schedule. Please provide your POC, electronic mail address and commercial phone number including area code for this effort below:

(End of clause)

(AS7012)

Reference No. of Document Being Continued

Page

9 of 46

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}

MOD/AMD

Name of Offeror or Contractor:

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

SECURITY CLASS: Unclassified

0001AA

D_A_T_A I_T_E_M_

*_*__N_S_P_ *_* $

*_*__N_S_P__*_*_

NOUN: FIRST ARTICLE TEST REPORT

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Destination

Government Approval/Disapproval Days: 30

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001

Z55555

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

D_A_Y_S A_F_T_E_R_ A_W_A_R_D

001

0300

FOB POINT: Destination

SHIP TO:

(Z55555)

TACOM-ROCK ISLAND

ATTN AMSTA-LC-CFA

ROCK ISLAND IL 61299-7630

P_R_O_D_U_C_T_I_O__

Q_T_Y W_/_F_A_T

0001AB

NOUN: M137A2 PANORAMIC TELESCOPE

D_e_s_c_r_i_p_t_i_o_n_/_S_p_e_c_s_._/_W_o_r S_t_a_t_e_m_e_n_t

TOP DRAWING NR: 12984713

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

SR W0K8 USA MAC ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

Reference No. of Document Being Continued

Page

10 of 46

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}

MOD/AMD

Name of Offeror or Contractor:

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

ROCK ISLAND

IL 61299-5000

MARK FOR: ATTN: DAVE HERRERA

0002

NSN: 1240-01-483-6100

FSCM: 1240

PART NR: 12984775

SECURITY CLASS: Unclassified

0002AA

P_R_O_D Q_T_Y_ W_/_O F_A_T

EA $

NOUN: M137A3 PANORAMIC TELESCOPE

D_e_s_c_r_i_p_t_i_o_n_/_S_p_e_c_s_._/_W_o_r S_t_a_t_e_m_e_n_t

TOP DRAWING NR: 12984775

DATE: 04-NOV-2004

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

FOB POINT: Destination

0003

D_A_T_A I_T_E_M_

*_*__N_S_P_ *_* $

*_*__N_S_P__*_*_

NOUN: CONTRACT DATA REQ LIST
SECURITY CLASS: Unclassified
CONTRACTOR WILL PREPARE AND DELIVER THE
TECHNICAL DATA IN ACCORDANCE WITH THE
REQUIREMENTS, QUANTITIES AND SCHEDULES
SET FORTH IN THE CONTRACT DATA REQUIREMENTS
LISTS (DD FORM 1423), EXHIBIT A. IT IS
REQUIRED THAT DATA ITEMS BE DELIVERED
USING ELECTRONIC MEDIA. REFER TO THE
DD FORM 1423 FOR MORE SPECIFIC ELECTRONIC
DELIVERY INFORMATION
A DD250 IS NOT REQUIRED
(End of narrative A001)

I_n_s_p_e_c_t_i_o__		a_n_d A_c_c_e_p_t_a_n_c_e
INSPECTION: Origin				ACCEPTANCE: Destination

		Reference No. of Document Being Continued		Page 11 of 46
	CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD

Name of Offeror or Contractor:

SECTION C - DESCRIPTION/SPECIFICATIONS/WORK STATEMENT
	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_		D_a_t_e_

C-1	52.210-4501	DRAWINGS/SPECIFICATION		MAR/1988
	TACOM-RI

In addition to the drawing(s) and/or specifications listed below, other documents which are part of this procurement and which apply to Preservation/Packaging/Packing and Inspection and Acceptance are contained elsewhere.

The following drawing(s) and specifications are applicable to this procurement.

CLIN 0001

Drawings and Specifications in accordance with enclosed Technical Data Package Listing - TDPL 12984713 with revisions in effect as of 02/08/2005 (except as follows): FOR ENGINEERING EXCEPTIONS SEE ATTACHMENT OO2,

CLIN 0002

Drawings and Specifications in accordance with enclosed Technical Data Package Listing - TDPL 12984775 with revisions in effect as of 11/04/2004 (except as follows): FOR ENGINEERING EXCEPTIONS SEE ATTACHMENT 003.

(CS6100)

C-2		52.211-4505		AVAILABLE TECHNICAL DATA PACKAGE (TDP)		APR/2000
		TACOM RI

The Technical Data Package(s) (TDP) for this solicitation is currently accessible on the Internet in the National Stock Number/TDP column of the Open Solicitations Web Page listing associated with this solicitation (address: _t_t_p_s_:_/_/_a_a_i_s_._r_i_a_._a_r_m_y_._m_i_l_/_a_a_i_s_/_P_a_d_d_s_ h _b_/_i_n_d_e_x_._h_t_m_l_).e Contractors who are interested in bidding, offering, or quoting on the item(s) being solicited must download a copy of the TDP so that they will have access to the TDP in accordance with the solicitation. Hard

copies of the TDP will NOT be provided during the solicitation process.			At time of award, the TDP will continue to be accessible on the
Internet on the Award Web Page for an additional 30 days.

		(End of Clause)
(CS7102)


C-3	52.248-4502	CONFIGURATION MANAGEMENT DOCUMENTATION	JUL/2001
	TACOM RI

The contractor may submit Engineering Change Proposals (ECPs), Value Engineering change Proposals (VECPs), (Code V shall be assigned to an engineering change that will effect a net life cycle cost), including Notice of Revisions (NORs), and Request for Deviations (RFDs), for the documents in the Technical Data Package (TDP). The contractor shall prepare these documents in accordance with the Data Item Descriptions cited in block 04 on the enclosed DD Form 1423, Contract Data Requirements List.

Contractor ECPs/VECPs shall describe and justify all proposed changes and shall included NORs completely defining the change to be made. Contractors may also submit RFD, which define a temporary departure from the Technical Data package or other baseline documentation under Government control. The contractor shall not deliver any units incorporating any change/deviation to Government documentation until notified by the Government that the change/deviation has been approved and the change/deviation has been incorporated in the contract.

If the Government receives the same or substantially the same VECPs from two or more contractors, the contracts whose VECP is received first will be entitled to share with the Government in all instant, concurrent, future, and collateral savings under the terms of the VE clause in the contract.

Duplicate VECPs, which are received subsequently, will be returned to the contractor(s) without formal evaluation, regardless of whether or not the first VECP has been approved and accepted by the Government.

(End of Clause)

(CS7110)

C-4 THE M137A2 AND M137A3 PANORAMIC TELESCOPES SHALL BE MANUFACTURED IN ACCORDANCE WITH THE REQUIREMENTS OF CLAUSE C-1, DRAWINGS AND

Reference No. of Document Being Continued Page 12 of 46 CONTINUATION SHEET

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Name of Offeror or Contractor:

SPECIFICATIONS AND THE STATEMENT OF WORK AT ATTACHMENT 008.

*** END OF NARRATIVE C 001 ***

		Reference No. of Document Being Continued		Page 13 of 46
	CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD

Name of Offeror or Contractor:

SECTION D - PACKAGING AND MARKING
	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_		D_a_t_e_

D-1	52.211-4501	PACKAGING REQUIREMENTS (SPECIAL PACKAGING INSTRUCTIONS)		FEB/2004

A. Military preservation, packing, and marking shall be accomplished in accordance with the specific requirements identified below, all the applicable requirements of MIL-STD-2073-1, Revision D, Date 15 Dec 99 including Notice 1, dated 10 May 02 and the Special Packaging Instruction contained in the TDP.

Preservation: MILITARY Level of Packing: B

Quantity Per Unit Package: 001

SPI Number: AM12984713 , 30 MAR 05 (CLIN 0001), AND P12984775, 11 JUL 03 (CLIN 0002)

B. Unitization: Shipments of identical items going to the same destination shall be palletized if they have a total cubic displacement of 50 cubic feet or more unless skids or other forklift handling features are included on the containers. Pallet loads must be stable, and to the greatest extent possible, provide a level top for ease of stacking. A palletized load shall be of a size to allow for placement of two loads high and wide in a conveyance. The weight capacity of the pallet must be adequate for the load. The preferred commercial expendable pallet is a 40 x 48 inch, 4-way entry pallet although variations may be permitted as dictated by the characteristics of the items being unitized. The load shall be contained in a manner that will permit safe handling during shipment and storage.

C.	Marking: In addition to any special markings called out on the SPI;

	C.1. All unit packages, intermediate packs, exterior shipping containers, and, as applicable, unitized loads shall be marked in

accordance with MIL-STD-129, Revision P, Change Notice 2, Date 10 Feb 04, including bar coding. The contractor is responsible for application of special markings as discussed in the Military Standard regardless of whether specified in the contract or not. Special markings include, but are not limited to, Shelf-life markings, structural markings, and transportation special handling markings. The marking of pilferable and sensitive materiel will not identify the nature of the materiel.

C.2. Contractors and vendors shall apply identification and address markings with bar codes in accordance with this standard. For shipments moving to overseas locations and for mobile deployable units, the in-the-clear address must also include the host country geographic address and the APO/FPO address. The MSL will include both linear and 2D bar codes per the standard. The DD Form 250 or the commercial packing list shall have bar coding applied as per Direct Vendor Delivery Shipments in the standard (except for deliveries to DLA Distribution Depots; e.g. New Cumberland, San Joaquin, Red River, Anniston). Packing lists are required in accordance with the standard, see paragraph 5.3.

C.3. Contractor to contractor shipments shall have the address markings applied to the identification marked side of the exterior shipping container or to the unitized load markings. The following shall be marked "FROM: name and address of consignor and TO: name and address of consignee".

C.4. Military Shipping Label. The following website (Computer Automated Transportation Tool, CAAT) provides detailed instructions for downloading and installing the Military Shipment Label/Issue Receipt Document (CATT MSL/IRRD) software that will generate a Military Shipping Label to include the required Code 39 and 2D(PDF417) bar codes on the label: http://www.asset- trak.com/catt/msl_irrd/mslirrdmain.htm. This program was developed by the Army and is free to those with government contracts. Two contractors have introduced a version of the MSL software that can be purchased by contractors. Both programs produce labels that appear to be in compliance with the requirements of MIL-STD-129P. Contractors are MILPAC (_h_t_t_p_:_/_/_m_i_l_p_a_c_._c_o_m) and Easysoft Corporation (h_t_t_p_:_/_/_e_a_s_y_s_o_f_t_c_o_r_p_._c_o_m_). Insure that the "ship to" and "mark for" in-the-clear delivery address is complete including: consignee's name, organization, department name, office, building, room, street address, city, state, country code, & DODAAC.

D. Heat Treatment and Marking of Wood Packaging Materials: All non-manufactured wood used in packaging shall be heat treated to a core temperature of 56 degrees Celsius for a minimum of 30 minutes. The box/pallet manufacturer and the manufacturer of wood used as inner packaging shall be affiliated with an inspection agency accredited by the board of review of the American Lumber Standard Committee. The box/pallet manufacturer and the manufacturer of wood used as inner packaging shall ensure tractability to the original source of heat treatment. Each box/pallet shall be marked to show the conformance to the International Plant Protection Convention Standard. Boxes/pallets and any wood used as inner packaging made of non-manufactured wood shall be heat-treated. The quality mark shall be placed on both ends of the outer packaging, between the end cleats or end battens; on two sides of the pallet. Foreign manufacturers shall have the heat treatment of non-manufactured wood products verified in accordance with their National Plant Protection Organizations compliance program.

E. This SPI has been validated and the method of preservation/packing has proven successful in meeting the needs of the military distribution system, including indeterminate storage and shipment throughout the world. Special instructions and/or tailoring of the SPI is detailed in the Supplemental Instructions below. A prototype package is required to validate the sizes and fit requirements of the SPI. Minor dimensional and size changes are acceptable provided the contractor provides the PCO and ACO with notification 60 days

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Name of Offeror or Contractor:

prior to delivery. Any design changes or changes in the method of preservation that provide a cost savings without degrading the method of preservation or packing or affecting the serviceability of the item will be considered and responded to within 10 days of submission to the PCO and ACO. The Government reserves the right to require testing to validate alternate industrial preservation methods, materials, alternate blocking, bracing, cushioning, and packing.

F.	Hazardous Materials:

	F.1. Hazardous Materials is defined as a substance, or waste which has been determined by the Secretary of Transportation to

be capable of posing an unreasonable risk to health, safety, and property when transported in commerce and which has been so designated. (This includes all items listed as hazardous in Titles 29, 40 and 49 CFR and other applicable modal regulations effective at the time of shipment.)

F.2. Unless otherwise specified, packaging and marking for hazardous material shall comply with the requirements for the mode of transport and the applicable performance packaging contained in the following documents:

International Air Transport Association (IATA) Dangerous Goods Regulations International Maritime Dangerous Goods Code (IMDG) Code of Federal Regulations (CFR) Title 29, Title 40 and Title 49

Joint Service Regulation AFJMAN24-204/TM38-250/NAVSUPPUB 505/MCO P4030.19/DLAM 4145.3 (for military air shipments)

F.3. If the shipment originates from outside the continental United States, the shipment shall be prepared in accordance with the United Nations. Recommendations on the Transport of Dangerous Goods in a manner acceptable to the Competent Authority of the nation of origin and in accordance with regulations of all applicable carriers.

F.4. A Product Material Safety Data Sheet (MSDS) is required to be included with every unit pack and intermediate container and shall be included with the packing list inside the sealed pouch attached to the outside of the package.

G. SUPPLEMENTAL INSTRUCTIONS:

CLIN 0001: SPI provided at Attachment 006.

Cleaning shall be as follows: CLEANING OF OPTICAL SURFACES SHALL BE AS FOLLOWS: LOOSE PARTICLES OF DUST SHALL BE REMOVED FROM THE SURFACE OF THE OPTICAL ELEMENTS WITH A CAMEL HAIR BRUSH. THE SURFACES SHALL BE WIPED WITH A CIRCULAR MOTION USING COTTON, LENS TISSUE PAPER OR FRESHLY LAUNDERED CHEESECLOTH WHICH IS SATURATED WITH ALCOHOL. CAUTION: ONLY LENS TISSUE PAPER OR BATISTE CLOTH SHALL BE USED TO CLEAN PLASTIC ELEMENTS. THE SURFACES SHALL BE DRIED BY WIPING WITH CLEAN COTTON, LENS PAPER OR FRESHLY LAUNDERED CHEESECLOTH. A SWAB SHALL BE MADE BY WRAPPING ONE PIECE OF LENSE TISSUE PAPER AROUND THE END OF AN ORANGE STICK OR EQUAL. ONE OR TWO DROPS OF ALCOHOL SHALL BE ADDED ON THE TIP OF THE SWAB. EXERT LIGHT DOWNWARD PRESSURE ON THE SWAB END WHILE MOVING IN A CIRCULAR MOTION BEGINNING AT THE CENTER OF THE POLISHED SURFACE. INCREASE RADIUS OF SWABBING AREA UNTIL THERE IS NO TRACE OF DIRT, LINT, OR SMEARS ON THE SWABBED SURFACE. A RUBBER SYRINGE SHALL BE USED AS BELLOWS TO REMOVE ANY PARTICLES REMAINING ON THE CLEANED SURFACE.

(End of clause) (DS6419)

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SECTION E - INSPECTION AND ACCEPTANCE

This document incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at

these addresses: http://www.arnet.gov/far/ or http://www.acq.osd.mil/dpap/

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

(EA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e			T_i_t_l_e_	D_a_t_e_

E-1	52.246-2	INSPECTION OF SUPPLIES - FIXED-PRICE			AUG/1996
E-2	52.246-16	RESPONSIBILITY FOR SUPPLIES			APR/1984

E-3	52.246-11	HIGHER-LEVEL CONTRACT QUALITY REQUIREMENT			FEB/1999
The Contractor shall comply with the higher-level quality standard below. The Contractor shall be fully compliant prior to award
of this contract.

	Title		Number	Date	Tailoring

Quality Management Systems Requirements			ISO 9001:2000	13 Dec 2000	EXCLUDE PARA. 7.3


			(End of clause)
(EF6002)




E-4	52.209-4512	FIRST ARTICLE TEST (CONTRACTOR TESTING)			MAR/2001
	TACOM-RI

a. The first article shall be examined and tested in accordance with contract requirements, the item specification(s), Quality Assurance Provisions (QAPs) and all drawings listed in the Technical Data Package. The first article shall consist of: 5 EACH M137A2 PANORAMIC TELESCOPES, P/N 12984713, SUBASSEMBLIES & COMPONENTS. VISUAL & DIMENSIONAL MEASUREMENTS REQUIRED. THE FIRST ARTICLE TEST REPORT SHALL BE BASED ON 3 EACH M137A2 PANORAMIC TELESCOPE, AND THE REMAINING TWO SHALL BE SENT OUT FOR CONFIRMATORY TESTING. PLEASE SEE CLAUSE ES6030 BELOW..

b. The first article shall be representative of items to be manufactured using the same processes and procedures and at the same facility as contract production. All parts and materials, including packaging and packing, shall be obtained from the same source of supply as will be used during regular production. All components, subassemblies, and assemblies in the first article sample shall have been produced by the Contractor (including subcontractors) using the technical data package applicable to this procurement.

c. The first article shall be inspected and tested by the contractor for all requirements of the drawing(s), the QAPs, and specification(s) referenced thereon, except for:

(1) Inspections and tests contained in material specifications provided that the required inspection and tests have been performed previously and certificates of conformance are submitted with the First Article Test Report.

(2) Inspections and tests for Military Standard (MS) components and parts provided that inspection and tests have been performed previously and certifications for the components and parts are submitted with the First Article Test Report.

(3) Corrosion resistance tests over 10 days in length provided that a test specimen or sample representing the same process has successfully passed the same test within 30 days prior to processing the first article, and results of the tests are submitted with the First Article Test Report.

(4) Life cycle tests over 10 days in length provided that the same or similar items manufactured using the same processes have successfully passed the same test within 1 year prior to processing the first article and results of the tests are submitted with the First Article Test Report.

(5) Onetime qualification tests, which are defined as a one-time on the drawing(s), provided that the same or similar item manufactured using the same processes has successfully passed the tests, and results of the test are on file at the contractor's facility and certifications are submitted with the First Article Test Report.

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d. The Contractor shall provide to the Contracting Officer at least 20 calendar days advance notice of the scheduled date for final inspection and test of the first article. Those inspections which are of a destructive nature shall be performed upon additional sample parts selected from the same lot(s) or batch(es) from which the first article was selected.

e. A First Article Test Report shall be compiled by the contractor documenting the results of all inspections and tests (including supplier's and vendor's inspection records and certifications, when applicable). The First Article Test Report shall include actual inspection and test results to include all measurements, recorded test data, and certifications (if applicable) keyed to each drawing, specification and QAP requirement and identified by each individual QAP characteristic, drawing/specification characteristic and unlisted characteristic. Evidence of the QAR's verification will be provided. One copy of the First Article Test Report will be submitted through the Administrative Contracting Officer to the Contracting Officer with a copy furnished to AMSRD-AAR-QEP-A.

f. Notwithstanding the provisions for waiver of first article, an additional first article sample or portion thereof, may be ordered by the Contracting Officer in writing when (i) a major change is made to the technical data, (ii) whenever there is a lapse in production for a period in excess of 90 days, or (iii) whenever a change occurs in place of performance, manufacturing process, material used, drawing, specification or source of supply. When conditions (i), (ii), or (iii) above occurs, the Contractor shall notify the Contracting Officer so that a determination can be made concerning the need for the additional first article sample or portion thereof, and instructions provided concerning the submission, inspection, and notification of results. Costs of the additional first article testing resulting from any of the causes listed herein that were instituted by the contractor and not due to changes directed by the Government shall be borne by the Contractor.

(End of Clause)

(ES6016)

E-5		52.209-4513		FIRST ARTICLE CONFIRMATORY TEST		MAY/1994
		TACOM-RI

a. When notified by the Contracting Officer that First Article Confirmatory Testing will be imposed, the contractor shall submit upon completion of First Article contractor testing, the following items identified below for confirmatory testing:

QUANTITY		ITEM NOMENCLATURE				DRAWING
2 EACH		M137A2		PANORAMIC TELESCOPE		12984713

b. Shipment of the confirmatory test sample shall be accomplished on or before the submission date of the contractor's First Article Test Report.

c. The confirmatory test sample shall be packaged and packed by the contractor in accordance with contractual requirements and marked "For Confirmatory Test". The sample shall be shipped to the location identified below at Contractor's expense:

XR WOK8 USA MAC

ROCK ISLAND ARSENAL, BLDG 299 GILLESPIE AVE AND BECK LANE ROCK ISLAND, IL 61299-5000 ATTN: DAVE HERRERA

POC: ROD KEENEY AMSTA-LC-CFTL/(309)782-6649

The accompanying Material Inspection and Receiving Report (DD Form 250) shall be marked "For Confirmatory Test, No Charge". Two copies of the DD Form 250 shall be forwarded to: THE CONTRACTING OFFICE BY ELECTRONIC MAIL: MAESL@RIA.ARMY.MIL, OR FAX: 309-782-1616, ATTN: LINDA MAES.

d. Failure of the confirmatory test sample to meet contractual requirements shall NOT be cause for disapproval of the first article. Notification of approval, conditional approval, or disapproval of the first article shall be in accordance with the First Article Approval - Contractor Testing Clause.

e. At the Contracting Officer's discretion, the confirmatory test units with unused repair parts may be returned to contractor for refurbishing and may subsequently be shipped as deliverable contract items. Inspection and acceptance of the refurbished test units shall be in accordance with contractual requirements. The costs of refurbishing will be negotiated between the parties.

(End of Clause)

(ES6030)

E-6

52.246-4533

SURFACE QUALITY STANDARDS

MAR/2001

Reference No. of Document Being Continued Page 17 of 46 CONTINUATION SHEET

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TACOM-RI a. Surface quality standards for optical elements (Scratch and Dig) per MIL-PRF-13830B, are required to perform acceptance inspection under this contract and are available as listed in APPENDIX I (Attachment 007) of this contract. The standards will be furnished to the Contractor on a loan basis for use on this contract. The standards shall not be used on other contracts unless written authorization is received from the Contracting Officer. The Administering Contracting Officer (ACO) designated by the agency administering the contract, or the Contracting Officer (CO) if an ACO was not assigned shall submit the Contractor's request for equipment to COMMANDER-ARDEC, ATTN: AMSRD-AAR-QEW PICATINNY ARSENAL NJ 07806-5000. Shipping costs shall be borne by the shipper.

b. The contractor shall hereby indicate the facility to which this Government Furnished Property should be shipped:

c. Upon receipt, the Contractor should retain shipping containers for return of the standards. All costs of packing, packaging, shipping, and insurance shall be borne by the Contractor.

d. The Contractor shall be responsible for shipping the surface quality standards to the Government for certification at 12 month intervals. Notification and shipping instructions shall be provided to the Contractor by SAME AS ABOVE. The notification shall include the standard's serial number and will be sent 30 days prior to the actual due date for certification.

e. Within 30 calendar days after completion of delivery of all items on this contract requiring scratch and digs, the Contractor shall assure that the Government owned standards referenced in paragraph a above are in the same condition as when received. Upon verification by a Government representative that the standards are undamaged. the Contractor shall prepare the standards for delivery in accordance with best commercial practices. The Contractor shall ship the standards with a DD Form 1149 to SAME AS ABOVE.

(End of Clause)

a.	Rework and Repair are defined as follows:

	(1) Rework - The reprocessing of nonconforming material to make it conform completely to the drawings, specifications or

contract requirements.

(2) Repair - The reprocessing of nonconforming material in accordance with approved written procedures and operations to reduce, but not completely eliminate, the nonconformance. The purpose of repair is to bring nonconforming material into a usable condition. Repair is distinguished from rework in that the item after repair still does not completely conform to all of the applicable drawings, specifications or contract requirements.

b. Rework procedures along with the associated inspection procedures shall be documented by the Contractor and submitted to the Government Quality Assurance Representative (QAR) for review prior to implementation. Rework procedures are subject to the QAR's disapproval.

c. Repair procedures shall be documented by the Contractor and submitted on a Request for Deviation/Waiver, to the Contracting Officer for review and written approval prior to implementation.

d. Whenever the Contractor submits a repair or rework procedure for Government review, the submission shall also include a description of the cause for the nonconformances and a description of the action taken or to be taken to prevent recurrence.

e. The rework or repair procedure shall also contain a provision for reinspection which will take precedence over the Technical Data Package requirements and shall, in addition, provide the Government assurance that the reworked or repaired items have met reprocessing requirements.

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(End of Clause) (ES7012)

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SECTION F - DELIVERIES OR PERFORMANCE

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

(FA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_	D_a_t_e_
F-1	52.242-17	GOVERNMENT DELAY OF WORK	APR/1984
F-2	52.247-34	F.O.B. DESTINATION	NOV/1991
F-3	52.247-35	F.O.B. DESTINATION, WITHIN CONSIGNEE'S PREMISES	APR/1984
F-4	52.247-48	F.O.B. DESTINATION - EVIDENCE OF SHIPMENT	FEB/1999

F-5	252.211-7003	ITEM IDENTIFICATION AND VALUATION	JAN/2004

[NOTE: The following clause requires unique item identification marking, or a DoD recognized unique identification equivalent, for all items delivered under the contract for wihch the Government's acquisition cost (as defined under 'Definitions' below) is $5,000 or more. Unique item identification marking is also required for items listed in paragraphs (c)(1)(ii) of the clause. Unique item identification marking is required for embedded subassemblies, components, and parts if listed in paragraph (c)(1(ii), or if listed elsewhere in the solicitation or resulting contract. In the event that the Government has not yet identified these items or embedded parts, paragraph (c)(1)(ii) will read "TBD" for "to be determined". If these items are identified by the Government before the time proposals are due, an amendment to the solicitation will be issued which identifies them. If not, award will be made on the basis of them not being identified; however, the contract may be later modified to include such identification marking. This clause also requires the contractor to report the Government's acquisition cost for each item delivered under the contract. Information concerning these requirements is available at http://www.acq.osd.mil/uid.]

(a) Definitions. As used in this clause--Automatic identification device means a device, such as a reader or interrogator, used to retrieve data encoded on machine-readable media.

Commonly accepted commercial marks means any system of marking products for identification that is in use generally throughout commercial industry or within commercial industry sectors. Some examples of commonly accepted commercial marks are: EAN.UCC Global Trade Item Number; Automotive Industry Action Group B-4 Parts Identification and Tracking Application Standard, and B-2 Vehicle Identification Number Bar Code Label Standard; American Trucking Association Vehicle Maintenance Reporting Standards; Electronic Industries Alliance EIA 802 Product Marking Standard; and Telecommunications Manufacturers Common Language Equipment Identification Code.

Concatenated unique item identifier means--

(1) For items that are serialized within the enterprise identifier, the linking together of the unique identifier data elements in order of the issuing agency code, enterprise identifier, and unique serial number within the enterprise identifier; or (2) For items that are serialized within the original part number, the linking together of the unique identifier data elements in order of the issuing agency code, enterprise identifier, original part number, and serial number within the part number.

Data qualifier means a specified character (or string of characters) that immediately precedes a data field that defines the general category or intended use of the data that follows.

DoD recognized unique identification equivalent means a unique identification method that is in commercial use and has been recognized by DoD. All DoD recognized unique identification equivalents are listed at _h_t_t_p_:_/_/_w_w_w_._a_c_q_._o_s_d_._m_i_l_/_u_i_d_._

DoD unique item identification means marking an item with a unique item identifier that has machine-readable data elements to distinguish it from all other like and unlike items. In addition-- (1) For items that are serialized within the enterprise identifier, the unique identifier shall include the data elements of issuing agency code, enterprise identifier, and a unique serial number.

(2) For items that are serialized within the part number within the enterprise identifier, the unique identifier shall include the data elements of issuing agency code, enterprise identifier, the original part number, and the serial number.

Enterprise means the entity (i.e., a manufacturer or vendor) responsible for assigning unique item identifiers to items. Enterprise identifier means a code that is uniquely assigned to an enterprise by a registration (or controlling) authority. Government's unit acquisition cost means--

		(1)		For fixed-price type line, subline, or exhibit line items, the unit price identified in the contract at the time of delivery;
and				(2) For cost-type line, subline, or exhibit line items, the Contractor's estimated fully burdened unit cost to the Government

for each item at the time of delivery.

Issuing agency code means a code that designates the registration (or controlling) authority.

Item means a single hardware article or unit formed by a grouping of subassemblies, components, or constituent parts required to be

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Name of Offeror or Contractor:

delivered in accordance with the terms and conditions of this contract.

Machine-readable means an automatic information technology media, such as bar codes, contact memory buttons, radio frequency identification, or optical memory cards.

Original part number means a combination of numbers or letters assigned by the enterprise at asset creation to a class of items with the same form, fit, function, and interface.

Registration (or controlling) authority means an organization responsible for assigning a non-repeatable identifier to an enterprise (i.e., Dun & Bradstreet's Data Universal Numbering System (DUNS) Number, Uniform Code Council (UCC)/EAN International (EAN) Company Prefix, or Defense Logistics Information System (DLIS) Commercial and Government Entity (CAGE) Code).

Serial number within the enterprise identifier or unique serial number means a combination of numbers, letters, or symbols assigned by the enterprise to an item that provides for the differentiation of that item from any other like and unlike item and is never used again within the enterprise.

Serial number within the part number or serial number means a combination of numbers or letters assigned by the enterprise to an item that provides for the differentiation of that item from any other like item within a part number assignment.

Serialization within the enterprise identifier means each item produced is assigned a serial number that is unique among all the tangible items produced by the enterprise and is never used again.

The enterprise is responsible for ensuring unique serialization within the enterprise identifier.

Serialization within the part number means each item of a particular part number is assigned a unique serial number within that part number assignment. The enterprise is responsible for ensuring unique serialization within the part number within the enterprise identifier.

Unique item identification means marking an item with machine-readable data elements to distinguish it from all other like and unlike items.

Unique item identifier means a set of data marked on items that is globally unique, unambiguous, and robust enough to ensure data information quality throughout life and to support multi-faceted business applications and users.

Unique item identifier type means a designator to indicate which method of uniquely identifying a part has been used. The current list of accepted unique item identifier types is maintained at _h_t_t_p_:_/_/_w_w_w_._a_c_q_._o_s_d_._m_i_l_/_u_i_d_.

(b)	The Contractor shall deliver all items under a contract line, subline, or exhibit line item.

(c)	Unique item identification.

	(1) The Contractor shall provide DoD unique item identification, or a DoD recognized unique identification equivalent, for--
	(i) All items for which the Government's unit acquisition cost is	$5,000	or more; and
	(ii) The following items for which the Government's unit acquisition cost is less than $5,000:

T_B_

	(iii) Subassemblies, components, and parts embedded within items as specified in Exhibit Number _T_B_D or Contract Data Requirements

List Item Number T_B_D_.

(2) The unique item identifier and the component data elements of the unique item identifier shall not change over the life of the item.

(3) Data syntax and semantics. The Contractor shall--

(i) Mark the encoded data elements (except issuing agency code) on the item using any of the following three types of data qualifiers, as specified elsewhere in the contract:

(A)	Data Identifiers (DIs) (Format 06).

(B)	Application Identifiers (AIs) (Format 05), in accordance with ISO/IEC International Standard 15418, Information Technology--

EAN/UCC Application Identifiers and ASC MH 10 Data Identifiers and ASC MH 10 Data Identifiers and Maintenance.

(C) Text Element Identifiers (TEIs), in accordance with the DoD collaborative solution ``DD'' format for use until the final solution is approved by ISO JTC1/SC 31. The DoD collaborative solution is described in Appendix D of the DoD Guide to Uniquely Identifying Items, available at _h_t_t_p_:_/_/_w_w_w_._a_c_q_._o_s_d_._m_i_l_/_u_i_d_.

(ii) Use high capacity automatic identification devices in unique identification that conform to ISO/IEC International Standard 15434, Information Technology--Syntax for High Capacity Automatic Data Capture Media.

(4) Marking items.

(i) Unless otherwise specified in the contract, data elements for unique identification (enterprise identifier, serial number, and, for serialization within the part number only, original part number) shall be placed on items requiring marking by paragraph (c)(1) of this clause in accordance with the version of MIL-STD-130, Identification Marking of U.S. Military Property, cited in the contract Schedule.

(ii) The issuing agency code--

(A)	Shall not be placed on the item; and

(B)	Shall be derived from the data qualifier for the enterprise identifier.

(d) Commonly accepted commercial marks. The Contractor shall provide commonly accepted commercial marks for items that are not required to have unique identification under paragraph (c) of this clause.

(e) Material Inspection and Receiving Report. The Contractor shall report at the time of delivery, as part of the Material Inspection and Receiving Report specified elsewhere in this contract, the following information:

(1)	Description.*

(2)	Unique identifier**, consisting of--

(i)	Concatenated DoD unique item identifier; or

(ii)	DoD recognized unique identification equivalent.

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(3)	Unique item identifier type.**

(4)	Issuing agency code (if DoD unique item identifier is used).**

(5)	Enterprise identifier (if DoD unique item identifier is used).**

(6)	Original part number.**

(7)	Serial number.**

(8)	Quantity shipped.*

(9)	Unit of measure.*

(10)	Government's unit acquisition cost.*

(11)	Ship-to code.

(12)	Shipment date.

(13)	Contractor's CAGE code or DUNS number.

(14)	Contract number.

(15)	Contract line, subline, or exhibit line item number.*

(16)	Acceptance code.

*	Once per contract line, subline, or exhibit line item.

**	Once per item.

(f) Material Inspection and Receiving Report for embedded subassemblies, components, and parts requiring unique item identification. The Contractor shall report at the time of delivery, as part of the Material Inspection and Receiving Report specified elsewhere in this contract, the following information: (1) Unique item identifier of the item delivered under a contract line, subline, or exhibit line item that contains the embedded subassembly, component, or part.

(2) Unique item identifier of the embedded subassembly, component, or part, consisting of--

(i)	Concatenated DoD unique item identifier; or

(ii)	DoD recognized unique identification equivalent.

(3)	Unique item identifier type.**

(4)	Issuing agency code (if DoD unique item identifier is used).**

(5)	Enterprise identifier (if DoD unique item identifier is used).**

(6)	Original part number.**

(7)	Serial number.**

(8)	Unit of measure.

(9)	Description.

** Once per item.

(g) The Contractor shall submit the information required by paragraphs (e) and (f) of this clause in accordance with the procedures at h_t_t_p_:_/_/_w_w_w_._a_c_q_._o_s_d_._m_i_l_/_u_i_d_._ (h) Subcontracts. If paragraph (c)(1)(iii) of this clause applies, the Contractor shall include this clause, including this paragraph (h), in all subcontracts issued under this contract.

(End of clause)

(FA6002)

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Name of Offeror or Contractor:

SECTION H - SPECIAL CONTRACT REQUIREMENTS

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

(HA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_	D_a_t_e_
H-1	252.247-7023	TRANSPORTATION OF SUPPLIES BY SEA	MAY/2002
	DFARS
H-2	252.247-7024	NOTIFICATION OF TRANSPORTATION OF SUPPLIES BY SEA	MAR/2000
	DFARS

H-3	52.232-4506	PROGRESS PAYMENT LIMITATION	MAR/1988
	TACOM-RI

Prior to first article approval, only costs incurred for the first article are allowable for progress payments; however, such payments shall not exceed 10 percent (10%) of the initial award value of the contract.

(End of Clause)

(HS6002)

H-4		52.246-4500		MATERIAL INSPECTION & RECEIVING REPORTS (DD FORM 250)		NOV/2001
		TACOM-RI

(a) Material Inspection and Receiving Report(s) (DD Form 250), are required to be prepared and furnished to the Government under the clause of this contract entitled 'Material Inspection and Receiving Report'. Distribution of reports to the Purchasing Office (in accordance with DoD FAR Supplement Appendix F) shall be accomplished electronically.

(b) Two copies of the DD Form 250 are required to be submitted to the Purchasing Office. To satisfy this submission requirement electronically, the completed documents may be transmitted via electronic mail, or data fax. The electronic mail address for submission is CARSONC@RIA.ARMY.MIL or MAESL@RIA.ARMY.MIL. The data fax number for submission is 309-782-1616, ATTN: LINDA MAES or CHRIS CARSON.

(c) Any additional copies required in accordance with Appendix F may be submitted to the addresses identified below via the U. S. Postal Service:

(1)	The FMS/MAP copies may be submitted to: N/A

(End of Clause)

(HS6510)

H-5		52.247-4545		PLACE OF CONTRACT SHIPPING POINT, RAIL INFORMATION		MAY/1993
		TACOM-RI

The bidder/offeror is to fill in the 'Shipped From' address, if different from 'Place of Performance' indicated elsewhere in this section.

Shipped From:

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Name of Offeror or Contractor:

For contracts involving F.O.B. Origin shipments furnish the following rail information:

Does Shipping Point have a private railroad siding? YES NO

If YES, give name of rail carrier serving it:

If NO, give name and address of nearest rail freight station and carrier serving it:

Rail Freight Station Name and Address: Serving Carrier:

(End of Clause) (HS7600)

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Name of Offeror or Contractor:

SECTION I - CONTRACT CLAUSES

If the clause requires additional or unique information, then that information is provided immediately after the clause title.

(IA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_	D_a_t_e_
I-1	52.202-1	DEFINITIONS	JUL/2004
I-2	52.203-3	GRATUITIES	APR/1984
I-3	52.203-5	COVENANT AGAINST CONTINGENT FEES	APR/1984
I-4	52.203-8	CANCELLATION, RESCISSION, AND RECOVERY OF FUNDS FOR ILLEGAL OR	JAN/1997
		IMPROPER ACTIVITY
I-5	52.203-10	PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER ACTIVITY	JAN/1997
I-6	52.203-12	LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL TRANSACTIONS	JUN/2003
I-7	52.204-4	PRINTED OR COPIED DOUBLE-SIDED ON RECYCLED PAPER	AUG/2000
I-8	52.204-7	CENTRAL CONTRACTOR REGISTRATION	OCT/2003
I-9	52.209-6	PROTECTING THE GOVERNMENTS INTEREST WHEN SUBCONTRACTING WITH	JAN/2005
		CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR DEBARMENT
I-10	52.211-5	MATERIAL REQUIREMENTS	AUG/2000
I-11	52.211-15	DEFENSE PRIORITY AND ALLOCATION REQUIREMENTS	SEP/1990
I-12	52.215-2	AUDIT AND RECORDS - NEGOTIATION	JUN/1999
I-13	52.215-14	INTEGRITY OF UNIT PRICES	OCT/1997
I-14	52.219-8	UTILIZATION OF SMALL BUSINESS CONCERNS	OCT/2000
I-15	52.219-9	SMALL BUSINESS SUBCONTRACTING PLAN	JAN/2002
I-16	52.219-16	LIQUIDATED DAMAGES - SUBCONTRACTING PLAN	JAN/1999
I-17	52.222-19	CHILD LABOR - COOPERATION WITH AUTHORITIES AND REMEDIES	JUN/2004
I-18	52.222-21	PROHIBITION OF SEGREGATED FACILITIES	FEB/1999
I-19	52.222-26	EQUAL OPPORTUNITY	APR/2002
I-20	52.222-35	EQUAL OPPORTUNITY FOR SPECIAL DISABLED VETERANS, VETERANS OF THE	DEC/2001
		VIETNAM ERA, AND OTHER ELIGIBLE VETERANS
I-21	52.222-36	AFFIRMATIVE ACTION FOR WORKERS WITH DISABILITIES	JUN/1998
I-22	52.222-37	EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS, VETERANS OF THE	DEC/2001
		VIETNAM ERA, AND OTHER ELIGIBLE VETERANS
I-23	52.223-6	DRUG-FREE WORKPLACE	MAY/2001
I-24	52.223-14	TOXIC CHEMICAL RELEASE REPORTING	AUG/2003
I-25	52.225-13	RESTRICTIONS ON CERTAIN FOREIGN PURCHASES (DEVIATION)	JAN/2004
I-26	52.227-2	NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT	AUG/1996
I-27	52.229-3	FEDERAL, STATE, AND LOCAL TAXES	APR/2003
I-28	52.230-2	COST ACCOUNTING STANDARDS	APR/1998
I-29	52.230-6	ADMINISTRATION OF COST ACCOUNTING STANDARDS	APR/2005
I-30	52.232-1	PAYMENTS	APR/1984
I-31	52.232-8	DISCOUNTS FOR PROMPT PAYMENT	FEB/2002
I-32	52.232-11	EXTRAS	APR/1984
I-33	52.232-17	INTEREST	JUN/1996
I-34	52.232-23	ASSIGNMENT OF CLAIMS - ALTERNATE I	APR/1984
I-35	52.232-25	PROMPT PAYMENT	OCT/2003
I-36	52.232-33	PAYMENT BY ELECTRONIC FUNDS TRANSFER - CENTRAL CONTRACTOR	OCT/2003
		REGISTRATION
I-37	52.233-1	DISPUTES	JUL/2002
I-38	52.233-3	PROTEST AFTER AWARD	AUG/1996
I-39	52.233-4	APPLICABLE LAW FOR BREACH OF CONTRACT CLAIM	OCT/2004
I-40	52.242-13	BANKRUPTCY	JUL/1995
I-41	52.243-1	CHANGES - FIXED PRICE	AUG/1987
I-42	52.244-6	SUBCONTRACTS FOR COMMERCIAL ITEMS	DEC/2004
I-43	52.246-1	CONTRACTOR INSPECTION REQUIREMENTS	APR/1984
I-44	52.247-63	PREFERENCE FOR U.S. - FLAG AIR CARRIERS	JUN/2003
I-45	52.248-1	VALUE ENGINEERING	FEB/2000

		Reference No. of Document Being Continued		Page 25 of 46
	CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD

Name of Offeror or Contractor:




	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_		D_a_t_e_

I-46	52.249-2	TERMINATION FOR CONVENIENCE OF THE GOVERNMENT (FIXED-PRICE)		MAY/2004
I-47	52.249-8	DEFAULT (FIXED-PRICE SUPPLY AND SERVICE)		APR/1984
I-48	52.253-1	COMPUTER GENERATED FORMS		JAN/1991
I-49		* THIS REFERENCE (IA0707) IS NO LONGER VALID *
I-50	252.203-7001	PROHIBITION ON PERSONS CONVICTED OF FRAUD OR OTHER DEFENSE-CONTRACT-		DEC/2004
	DFARS	RELATED FELONIES
I-51	252.204-7003	CONTROL OF GOVERNMENT PERSONNEL WORK PRODUCT		APR/1992
	DFARS
I-52	252.205-7000	PROVISION OF INFORMATION TO COOPERATIVE AGREEMENT HOLDERS		DEC/1991
	DFARS
I-53	252.219-7003	SMALL, SMALL DISADVANTAGED, AND WOMEN-OWNED SMALL BUSINESS		APR/1996
	DFARS	SUBCONTRACTING PLAN (DOD CONTRACTS)
I-54	252.225-7002	QUALIFYING COUNTRY SOURCES AS SUBCONTRACTORS		APR/2003
	DFARS
I-55	252.225-7004	REPORTING OF CONTRACT PERFORMANCE OUTSIDE THE UNITED STATES		APR/2003
I-56	252.225-7012	PREFERENCE FOR CERTAIN DOMESTIC COMMODITIES		MAY/2004
	DFARS
I-57	252.225-7013	DUTY-FREE ENTRY		JAN/2004
	DFARS
I-58	252.225-7014	PREFERENCE FOR DOMESTIC SPECIALTY METALS - ALTERNATE I		APR/2003
	DFARS
I-59	252.225-7016	RESTRICTION ON ACQUISITION OF BALL AND ROLLER BEARINGS		MAY/2004
	DFARS
I-60	252.225-7021	TRADE AGREEMENTS		DEC/2004
	DFARS
I-61	252.225-7025	RESTRICTION ON ACQUISITION OF FORGINGS		APR/2003
	DFARS
I-62	252.226-7001	UTILIZATION OF INDIAN ORGANIZATIONS, INDIAN-OWNED ECONOMIC		SEP/2004
	DFARS	ENTERPRISES, AND NATIVE HAWAIIAN SMALL BUSINESS CONCERNS (OCT 2003)
I-63	252.231-7000	SUPPLEMENTAL COST PRINCIPLES		DEC/1991
	DFARS
I-64	252.232-7003	ELECTRONIC SUBMISSION OF PAYMENT REQUESTS		JAN/2004
	DFARS
I-65	252.232-7004	DOD PROGRESS PAYMENT RATES		OCT/2001
	DFARS
I-66	252.242-7000	POSTAWARD CONFERENCE		DEC/1991
	DFARS
I-67	252.242-7004	MATERIAL MANAGEMENT AND ACCOUNTING SYSTEM		DEC/2000
	DFARS
I-68	252.243-7001	PRICING OF CONTRACT MODIFICATIONS		DEC/1991
	DFARS
I-69	252.243-7002	REQUESTS FOR EQUITABLE ADJUSTMENT		MAR/1998
	DFARS
I-70	252.244-7000	SUBCONTRACTS FOR COMMERCIAL ITEMS AND COMMERCIAL COMPONENTS (DOD		MAR/2000
	DFARS	CONTRACTS)
I-71	252.246-7000	MATERIAL INSPECTION AND RECEIVING REPORT		MAR/2003
	DFARS

I-72	52.216-18	ORDERING		OCT/1995
(a) Any supplies and services to be furnished under this contract shall be ordered by issuance of delivery orders or task orders

by the individuals or activities designated in the Schedule. Such orders may be issued from DATE OF AWARD through 30 JUN 2010 .

(b) All delivery orders or task orders are subject to the terms and conditions of this contract. In the event of conflict between a delivery order or task order and this contract, the contract shall control.

(c) If mailed, a delivery order or task order is considered "issued" when the Government deposits the order in the mail. Orders may be issued orally, by facsimile, or by electronic commerce methods only if authorized in the Schedule.

(End of Clause) (IF6155)

I-73

52.216-19

ORDER LIMITATIONS

OCT/1995

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(a) Minimum order. When the Government requires supplies or services covered by this contract in an amount of less than 15 EACH, the Government is not obligated to purchase, nor is the Contractor obligated to furnish, those supplies or services under the contract.

(b) Maximum order. The Contractor is not obligated to honor -

(1)	Any order for a single item in excess of 220 EACH;

(2)	Any order for a combination of items in excess of N/A; or

(3)	A series of orders from the same ordering office within N/A days that together call for quantities exceeding the limitation in

subparagraph (1) or (2) above.

(c) If this is a requirements contract (i.e., includes the Requirements clause at subsection 52.216 -21 of the Federal Acquisition Regulation (FAR)), the Government is not required to order a part of any one requirement from the Contractor if that requirement exceeds the maximum-order limitations in paragraph (b) above.

(d) Notwithstanding paragraphs (b) and (c) above, the Contractor shall honor any order exceeding the maximum order limitations in paragraph (b), unless that order (or orders) is returned to the ordering office within 10 days after issuance, with written notice stating the Contractor's intent not to ship the item (or items) called for and the reasons. Upon receiving this notice, the Government may acquire the supplies or services from another source.

(End of Clause)

(IF6029)

I-74 52.216 -22 INDEFINITE QUANTITY OCT/1995

(a) This is an indefinite-quantity contract for the supplies or services specified, and effective for the period stated, in the Schedule. The quantities of supplies and services specified in the Schedule are estimates only and are not purchased by this contract.

(b) Delivery or performance shall be made only as authorized by orders issued in accordance with the Ordering clause. The

Contractor shall furnish to the Government, when and if ordered, the supplies or services specified in the Schedule up to and including the quantity designated in the Schedule as the "maximum". The Government shall order at least the quantity of supplies or services designated in the Schedule as the "minimum".

(c) Except for any limitations on quantities in the Order Limitations clause or in the Schedule, there is no limit on the number of orders that may be issued. The Government may issue orders requiring delivery to multiple destinations or performance at multiple locations.

(d) Any order issued during the effective period of this contract and not completed within that period shall be completed by the Contractor within the time specified in the order. The contract shall govern the Contractor's and Government's rights and obligations with respect to that order to the same extent as if the order were completed during the contract's effective period; provided, that the Contractor shall not be required to make any deliveries under this contract FOR ORDERS PLACE AFTER 30 JUN 2010.

(End of clause)

(IF6036)

I-75

52.232-16

PROGRESS PAYMENTS - ALTERNATE III

APR/2003

The Government will make progress payments to the Contractor when requested as work progresses, but not more frequently than monthly in amount of $2500 or more approved by the Contracting Officer, under the following conditions:

(a)	Computation of amounts.

	(1) Unless the Contractor requests a smaller amount, the Government will compute each progress payment as 80 percent of the

Contractor's total costs incurred under this contract whether or not actually paid, plus financing payments to subcontractors (see paragraph (j) of this clause), less the sum of all previous progress payments made by the Government under this contract. The Contracting Officer will consider cost of money that would be allowable under FAR 31.205 -10 as an incurred cost for progress payment purposes.

(2) The amount of financing and other payments for supplies and services purchased directly for the contract are limited to the amounts that have been paid by cash, check, or that are determined due and will be paid to subcontractors -

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	(i)	In accordance with the terms and conditions of a subcontract of invoice; and

	(ii)	Ordinarily within 30 days of the submission of the Contractor's next payment request to the Government.

(3)	The Government will exclude accrued costs of Contractor contributions under employee pension plans until actually paid unless -

	(i)	The Contractor's practice is to make contributions to the retirement fund quarterly or more frequently; and

	(ii)	The contribution does not remain unpaid 30 days after the end of the applicable quarter or shorter payment period (any

contribution remaining unpaid shall be excluded from the Contractor's total costs for progress payments until paid).

(4) The Contractor shall not include the following in total costs for progress payment purposes in paragraph (a)(1) of this clause:

(i) Costs that are not reasonable, allocable to this contract, and consistent with sound and generally accepted accounting principles and practices.

(ii)	Costs incurred by subcontractors or suppliers.

(iii)	Costs ordinarily capitalized and subject to depreciation or amortization except for the properly depreciated or

amortized portion of such costs.

(iv)	Payments made or amounts payable to subcontractors or suppliers, except for--

	(A)	Completed work, including partial deliveries, to which the Contractor has acquired title; and

	(B)	Work under cost-reimbursement or time-and-material subcontracts to which the Contractor has acquired title.

(5) The amount of unliquidated progress payments may exceed neither (i) the progress payments made against incomplete work (including allowable unliquidated progress payments to subcontractors) nor (ii) the value, for progress payment purposes, of the incomplete work. Incomplete work shall be considered to be the supplies and services required by this contract, for which delivery and invoicing by the Contractor and acceptance by the Government are incomplete.

(6)	The total amount of progress payments shall not exceed eighty percent (80%) of the total contract price.

(7)	If a progress payment or the unliquidated progress payment exceed the amounts permitted by subparagraphs (a)(4) or (a)(5)

above, the Contractor shall repay the amount of such excess to the Government on demand.

(8) Notwithstanding any other terms of the contract, the Contractor agrees not to request progress payments in dollar amounts of less than $2500. The Contracting Officer may make exceptions.

(b) Liquidation. Except as provided in the Termination for Convenience of the Government clause, all progress payments shall be liquidated by deducting from any payment under this contract, other than advance or progress payments, the unliquidated progress payments, or eighty percent (80%) of the amount invoiced, whichever is less. The Contractor shall repay to the Government any amounts required by a retroactive price reduction, after computing liquidations and payments on past invoices at the reduced prices and adjusting the unliquidated progress payments accordingly. The Government reserves the right to unilaterally change from the ordinary liquidation rate to an alternate rate when deemed appropriate for proper contract financing.

(c) Reduction or suspension. The Contracting Officer may reduce or suspend progress payments, increase the rate of liquidation, or take a combination of these actions, after finding on substantial evidence any of the following conditions:

(1)	The Contractor failed to comply with any material requirement of this contract (which includes paragraphs (f) and (g) below).

(2)	Performance of this contract is endangered by the Contractor's (i) failure to make progress or (ii) unsatisfactory financial

condition.

(3)	Inventory allocated to this contract substantially exceeds reasonable requirements.

(4)	The Contractor is delinquent in payment of the costs of performing this contract in the ordinary course of business.

(5)	The unliquidated progress payments exceed the fair value of the work accomplished on the undelivered portion of this contract.

(6)	The Contractor is realizing less profit than that reflected in the establishment of any alternate liquidation rate in

paragraph (b) above, and that rate is less than the progress payment rate stated in subparagraph (a)(1) above.

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Name of Offeror or Contractor:

(d)	Title.

	(1) Title to the property described in this paragraph (d) shall vest in the Government. Vestiture shall be immediately upon the

date of this contract, for property acquired or produced before that date. Otherwise, vestiture shall occur when the property is or should have been allocable or properly chargeable to this contract.

(2) "Property," as used in this clause, includes all of the below-described items acquired or produced by the Contractor that are or should be allocable or properly chargeable to this contract under sound and generally accepted accounting principles and practices.

	(i)	Parts, materials, inventories, and work in process;
	(ii)	Special tooling and special test equipment to which the Government is to acquire title under any other clause of this
contract;
	(iii)	Nondurable (i.e., noncapital) tools, jigs, dies, fixtures, molds, patterns, taps, gauges, test equipment, and other

similar manufacturing aids, title to which would not be obtained as special tooling under subparagraph (ii) above; and

(iv) Drawings and technical data, to the extent the Contractor or subcontractors are required to deliver them to the Government by other clauses of this contract.

(3) Although title to property is in the Government under this clause, other applicable clauses of this contract, e.g., the termination or special tooling clauses, shall determine the handling and disposition of the property.

(4) The Contractor may sell any scrap resulting from production under this contract without requesting the Contracting Officer's approval, but the proceeds shall be credited against the costs of performance.

(5) To acquire for its own use or dispose of property to which title is vested in the Government under this clause, the Contractor must obtain the Contracting Officer's advance approval of the action and the terms. The Contractor shall (i) exclude the allocable cost of the property from the costs of contract performance, and (ii) repay to the Government any amount of unliquidated progress payments allocable to the property. Repayment may be by cash or credit memorandum.

(6) When the Contractor completes all of the obligations under this contract, including liquidation of all progress payments, title shall vest in the Contractor for all property (or the proceeds thereof) not--

(i)	Delivered to, and accepted by, the Government under this contract; or

(ii)	Incorporated in supplies delivered to, and accepted by, the Government under this contract and to which title is vested

in the Government under this clause.

(7) The terms of this contract concerning liability for Government-furnished property shall not apply to property to which the Government acquired title solely under this clause.

(e) Risk of loss. Before delivery to and acceptance by the Government, the Contractor shall bear the risk of loss for property, the title to which vests in the Government under this clause, except to the extent the Government expressly assumes the risk. The Contractor shall repay the Government an amount equal to the unliquidated progress payments that are based on costs allocable to property that is damaged, lost, stolen, or destroyed.

(f) Control of costs and property. The Contractor shall maintain an accounting system and controls adequate for the proper administration of this clause.

(g) Reports and access to records. The Contractor shall promptly furnish reports, certificates, financial statements, and other pertinent information reasonably requested by the Contracting Officer for the administration of this clause. Also, the Contractor shall give the Government reasonable opportunity to examine and verify the Contractor's books, records, and accounts.

(h) Special terms regarding default. If this contract is terminated under the Default clause, (i) the Contractor shall, on demand, repay to the Government the amount of unliquidated progress payments and (ii) title shall vest in the Contractor, on full liquidation of progress payments, for all property for which the Government elects not to require delivery under the Default clause. The Government shall be liable for no payment except as provided by the Default clause.

(i)	Reservations of rights.

	(1) No payment or vesting of title under this clause shall (i) excuse the Contractor from performance of obligations under this

contract or (ii) constitute a waiver of any of the rights or remedies of the parties under the contract.

(2) The Government's rights and remedies under this clause (i) shall not be exclusive but rather shall be in addition to any other

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Name of Offeror or Contractor:

rights and remedies provided by law or this contract and (ii) shall not be affected by delayed, partial, or omitted exercise of any right, remedy, power, or privilege, nor shall such exercise or any single exercise preclude or impair any further exercise under this clause or the exercise of any other right, power, or privilege of the Government.

(j) Financing payments to subcontractors. The financing payments to subcontractors mentioned in paragraphs (a)(1) and (a)(2) of this clause shall be all financing payments to subcontractors or division, if the following conditions are met:

(1)	The amounts included are limited to -

	(i)	The unliquidated reminder of financing payments made; plus

	(ii)	any unpaid subcontractor requests for financing payments.

(2) The subcontract or interdivisional order is expected to involve a minimum of approximately 6 months between the beginning of work and the first delivery, or, if the subcontractor is a small business concern, 4 months.

(3) If the financing payments are in the form of progress payments, the terms of the subcontract or interdivisional order concerning progress payments -

(i) Are substantially similar to the terms of the clause for any subcontractor that is a large business concern, or that clause with its Alternate I for any subcontractor that is a small business concern;

(ii)	Are at least as favorable to the Government as the terms of this clause;

(iii)	Are not more favorable to the subcontractor or division than the terms of this clause are to the Contractor;

(iv)	Are in conformance with the requirements of FAR 32.504(e); and

(v)	Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the

Government's right to require delivery of the property to the Government if (A) the Contractor defaults or (B) the subcontractor becomes bankrupt or insolvent.

(4) If the financing payments are in the form of performance-based payments, the terms of the subcontract or interdivisional order concerning payments -

(i) Are substantially similar to the Performance-Based Payments clause at FAR 52.232 -32 and meet the criteria for, and definition of, performance-based payments in FAR Part 32;

(ii)	Are in conformance with the requirements of FAR 32.504(f); and

(iii)	Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the

Government's right to require delivery of the property to the Government if - (A) The Contractor defaults; or (B) The subcontractor becomes bankrupt or insolvent.

(5) If the financing payments are in the form of commercial item financing payments, the terms of the subcontract or interdivisional order concerning payments -

(i) Are constructed in accordance with FAR 32.206(c) and included in a subcontract for a commercial item purchase that meets the definition and standards for acquisition of commercial items in FAR Part 2 and 12;

(ii)	Are in conformance with the requirements of FAR 32.504(g); and

(iii)	Subordinate all subcontractor rights concerning property to which the Government has title under the subcontract to the

Government's right to require delivery of the property to the Government if - (A) The Contractor defaults; or (B) The subcontractor becomes bankrupt or insolvent.

(6) If financing is in the form of progress payments, the progress payment rate in the subcontract is the customary rate used by the contracting agency, depending on whether the subcontractor is or is not a small business concern.

(7) Concerning any proceeds received by the Government for property to which title has vested in the Government under the subcontract terms, the parties agree that the proceeds shall be applied to reducing any unliquidated financing payments by the Government to the Contractor under this contract.

(8) If no unliquidated financing payments to the Contractor remain, but there are unliquidated financing payments that the Contractor's has made to any subcontractor, the Contractor shall be subrogated to all the rights the Government obtained through the

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Name of Offeror or Contractor:

terms required by this clause to be in any subcontract, as if all such rights had been assigned and transferred to the Contractor.

(9) To facilitate small business participation in subcontracting under this contract, the Contractor shall provide financing payments to small business concerns, in conformity with the standards for customary contract financing payments stated in Subpart 32.113. The Contractor shall not consider the need for such financing payments as a handicap or adverse factor in the award of subcontracts.

(k) Limitations on Undefinitized Contract Actions. Notwithstanding any other progress payment provision in this contract, progress payments may not exceed eighty percent (80%) of costs incurred on work accomplished under undefinitized contract actions. A "contract action" is any action resulting in a contract, as defined in Subpart 2.1, including contract modifications for additional supplies or services, but not including contract modifications that are within the scope and under the terms of the contract, such as contract modifications issued pursuant to the Changes clause, or funding and other administrative changes. This limitation shall apply to the costs incurred, as computed in accordance with paragraph (a) of this clause, and shall remain in effect until the contract action is definitized. Costs incurred which are subject to this limitation shall be segregated on contractor progress payment requests and invoices from those costs eligible for higher progress payment rates. For purposes of progress payment liquidation, as described in paragraph (b) of this clause, progress payments for undefinitized contract actions shall be liquidated at eighty percent (80%) of the amount invoiced for work performed under the undefinitized contract action as long as the contract action remains undefinitized. The amount of unliquidated progress payments for undefinitized contract actions shall not exceed eighty percent (80%) of the maximum liability of the Government under the undefinitized contract action or such lower limit specified elsewhere in the contract. Separate limits may be specified for separate actions.

(l) Due date. The designated payment office will make progress payments on the 30TH day after the designated billing office receives a proper progress payment request. In the event that the Government requires an audit or other review of a specific progress payment request to ensure compliance with the terms and conditions of the contract, the designated payment office is not compelled to make payment by the specified due date. Progress payments are considered contract financing and are not subject to the interest penalty provision of the Prompt Payment Act.

(m) Progress payments under indefinite-delivery contracts. The Contractor shall account for and submit progress payment requests under individual orders as if the order constituted a separate contract, unless otherwise specified in this contract.

(n) The provisions of this clause will not be applicable to individual orders at or below the simplified acquisition threshold.

(a) Except as provided in (b) below, the Contractor shall not enter into any agreement with an actual or prospective subcontractor, nor otherwise act in any manner, which has or may have the effect of restricting sales by such subcontractors directly to the Government of any item or process (including computer software) made or furnished by the subcontractor under this contract or under any follow-on production contract.

(b) The prohibition in (a) above does not preclude the Contractor from asserting rights that are otherwise authorized by law or regulation.

(c) The Contractor agrees to incorporate the substance of this clause, including this paragraph (c), in all subcontracts under this contract which exceed $100,000.

(End of Clause)

(IF7210)

I-77

52.203-7

ANTI-KICKBACK PROCEDURES

JUL/1995

(a) Definitions.

Kickback, as used in this clause, means any money, fee, commission, credit, gift, gratuity, thing of value, or compensation of any kind which is provided, directly or indirectly, to any prime Contractor, prime Contractor employee, subcontractor, or subcontractor employee for the purpose of improperly obtaining or rewarding favorable treatment in connection with a prime contract or in connection with a subcontract relating to a prime contract.

Person, as used in this clause, means a corporation, partnership, business association of any kind, trust, joint-stock company, or individual.

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Prime contract, as used in this clause, means a contract or contractual action entered into by the United States for the purpose of obtaining supplies, materials, equipment, or services of any kind.

Prime Contractor, as used in this clause, means a person who has entered into a prime contract with the United States.

Prime Contractor employee, as used in this clause, means any officer, partner, employee, or agent of a prime Contractor.

Subcontract, as used in this clause, means a contract or contractual action entered into by a prime Contractor or subcontractor for the purpose of obtaining supplies, materials, equipment, or services of any kind under a prime contract.

Subcontractor, as used in this clause (1) means any person, other than the prime Contractor, who offers to furnish or furnishes any supplies, materials, equipment, or services of any kind under a prime contract or a subcontract entered into in connection with such prime contract, and (2) includes any person who offers to furnish or furnishes general supplies to the prime Contractor or a higher tier subcontractor.

Subcontractor employee, as used in this clause, means any officer, partner, employee, or agent of a subcontractor.

(b)	The Anti-Kickback of 1986 (41 U.S.C. 51.58) (the Act), prohibits any person from--

	(1)	Providing or attempting to provide or offering to provide any kickback;

	(2)	Soliciting, accepting, or attempting to accept any kickback; or

	(3)	Including, directly or indirectly, the amount of any kickback in the contract price charged by a prime Contractor to the

United States or in the contract price charged by a subcontractor to a prime Contractor or higher tier subcontractor.

(c)(1) The Contractor shall have in place and follow reasonable procedures designed to prevent and detect possible violations described in paragraph (b) of this clause in its own operations and direct business relationships.

(2) When the Contractor has reasonable grounds to believe that a violation described in paragraph (b) of this clause may have occurred, the Contractor shall promptly report in writing the possible violation. Such reports shall be made to the inspector general of the contracting agency, the head of the contracting agency if the agency does not have an inspector general, or the Department of Justice.

(3) The Contractor shall cooperate fully with any Federal agency investigating a possible violation described in paragraph (b) of this clause.

(4) The Contracting Officer may (i) offset the amount of the kickback against any monies owed by the United States under the prime contract and/or (ii) direct that Prime Contractor withhold from sums owed a subcontractor under the prime contract the amount of the kickback. The Contracting Officer may order that monies withheld under subdivision (c)(4)(ii) of this clause be paid over to the Government unless the Government has already offset those monies under subdivision (c)(4)(i) of this clause. In either case, the Prime Contractor shall notify the Contracting Officer when the monies are withheld.

(5) The Contractor agrees to incorporate the substance of this clause, including subparagraph (c)(5) but excepting subparagraph (c)(1), in all subcontracts under this contract which exceed $100,000.

(End of Clause)

(IF7211)

I-78	52.209-3	FIRST ARTICLE APPROVAL-CONTRACTOR TESTING, ALTERNATE I AND ALTERNATE			JAN/1997
		II

(a)	The Contractor shall test		*	unit(s) of Lot/Item * as specified in this contract. At least twenty (20) calendar days before

the beginning of first article tests, the Contractor shall notify the Contracting Officer, in writing, of the time and location of the testing so that the Government may witness the tests.

(b) The Contractor shall submit the first article test report within ** calendar days from the date of this contract to * marked ''FIRST ARTICLE TEST REPORT: Contract No. ,Lot/Item No. .'' Within thirty (30) calendar days after the Government receives the test report, the Contracting Officer shall notify the Contractor, in writing, of the conditional approval, approval, or disapproval of the first article. The notice of conditional approval or approval shall not relieve the Contractor from complying with all requirements of the specifications and all other terms and conditions of this contract. A notice of conditional approval shall state any further action required of the Contractor. A notice of disapproval shall cite reasons for the disapproval.

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(c) If the first article is disapproved, the Contractor, upon Government request, shall repeat any or all first article tests. After each request for additional tests, the Contractor shall make any necessary changes, modifications, or repairs to the first article or select another first article for testing. All costs related to these tests are to be borne by the Contractor, including any and all costs for additional tests following a disapproval. The Contractor shall then conduct the tests and deliver another report to the Government under the terms and conditions and within the time specified by the Government. The Government shall take action on this report within the time specified in paragraph (b) above. The Government reserves the right to require an equitable adjustment of the contract price for any extension of the delivery schedule, or for any additional costs to the Government related to these tests.

(d) If the Contractor fails to deliver any first article report on time, or the Contracting Officer disapproves any first article, the Contractor shall be deemed to have failed to make delivery within the meaning of the Default clause of this contract.

(e) Unless otherwise provided in the contract, and if the approved first article is not consumed or destroyed in testing, the Contractor may deliver the approved first article as part of the contract quantity if it meets all contract requirements for acceptance.

(f) If the Government does not act within the time specified in paragraph (b) or (c) above, the Contracting Officer shall, upon timely written request from the Contractor, equitably adjust under the Changes clause of this contract the delivery or performance dates and/or the contract price, and any other contractual term affected by the delay.

(g) Before first article approval, the Contracting Officer may, by written authorization, authorize the Contractor to acquire specific materials or components or to commence production to the extent essential to meet the delivery schedules. Until first article approval is granted, only costs for the first article and costs incurred under this authorization are allocable to this contract for (1) progress payments, or (2) termination settlements if the contract is terminated for the convenience of the Government. If first article tests reveal deviations from contract requirements, the Contractor shall, at the location designated by the Government, make the required changes or replace all items produced under this contract at no change in the contract price.

(h) The Government may waive the requirement for first article approval test where supplies identical or similar to those called for in the schedule have been previously furnished by the Offeror/Contractor and have been accepted by the Government. The Offeror/Contractor may request a waiver.

(i) The Contractor shall produce both the first article and the production quantity at the same facility.

*	(See instructions regarding submission of First Article clause)

**	(See Schedule B)

End of Clause)

(IF7116)

I-79

52.215-8

ORDER OF PRECEDENCE - UNIFORM CONTRACT FORMAT

OCT/1997

Any inconsistency in this solicitation or contract shall be resolved by giving precedence in the following order: (a) the Schedule (excluding the specifications); (b) representations and other instructions; (c) contract clauses; (d) other documents, exhibits, and attachments; and (e) the specifications.

NOTE: The Order of Precedence within the specifications (paragraph (e) above) is: (1) Detailed specifications (including gage designs) for item(s) being procured; (2) Detailed specifications for material or operations; (3) General Specifications for class or items, and (4) General Specifications for class of materials.

(End of Clause)

(IF7003)

(b)	Evaluation preference.

	(1)	Offers will be evaluated by adding a factor of 10 percent to the price of all offers except--

		(i)	Offers from HUBZone small business concerns that have not waived the evaluation preference.

		(ii)	Otherwise successful offers from small business concerns.

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Name of Offeror or Contractor:

(iii) Otherwise successful offers of eligible products under the Trade Agreements Act when the dollar threshold for application of the Act is exceeded (see 25.402 of the Federal Acquisition Regulation (FAR); and

(iv) Otherwise successful offers where application of the factor would be inconsistent with a Memorandum of Understanding or other international agreement with a foreign government.

(2) The factor of 10 percent shall be applied on a line item basis or to any group of items on which award may be made. Other evaluation factors described in the solicitation shall be applied before application of the factor.

(3) A concern that is both a HUBZone small business concern and a small disadvantaged business concern will receive the benefit of both the HUBZone small business price evaluation preference and the small disadvantaged business price evaluation adjustment (see FAR clause 52.219 -23). Each applicable price evaluation preference or adjustment shall be calculated independently against an offeror's base offer. These individual preference amounts shall be added together to arrive at the total evaluated price for that offer.

(c) Waiver of evaluation preference. A HUBZone small business concern may elect to waive the evaluation preference, in which case the factor will be added to its offer for evaluation purposes. The agreements in paragraph (d) of this clause do not apply if the offeror has waived the evaluation preference.

Offeror elects to waive the evaluation preference.

(d) Agreement. A HUBZone small business concern agrees that in the performance of the contract, in the case of a contract for

(1) Services (except construction), at least 50 percent of the cost of personnel for contract performance will be spent for employees of the concern or employees of other HUBZone small business concerns;

(2) Supplies (other than procurement from a nonmanufacturer of such supplies), at least 50 percent of the cost of manufacturing, excluding the cost of materials, will be performed by the concern or other HUBZone small business concerns;

(3) General construction, at least 15 percent of the cost of the contract performance incurred for personnel will be spent on the concern's employees or the employees of other HUBZone small business concerns; or

(4) Construction by special trade contractors, at least 25 percent of the cost of the contract performance incurred for personnel will be spent on the concern's employees or the employees of other HUBZone small business concerns.

(e) A HUBZone joint venture agrees that in the performance of the contract, the applicable percentage specified in paragraph (d) of this clause will be performed by the HUBZone small business participant or participants.

(f) A HUBZone small business concern nonmanufacturer agrees to furnish in performing this contract only end items manufactured or produced by HUBZone small business manufacturer concerns. This paragraph does not apply in connection with construction or service contracts.

(End of clause)

(a) All stipulations required by the Act and regulations issued by the Secretary of Labor (41 CFR Chapter 50) are incorporated by reference. These stipulations are subject to all applicable rulings and interpretations of the Secretary of Labor that are now, or may hereafter, be in effect.

(b) All employees whose work relates to this contract shall be paid not less than the minimum wage prescribed by regulations issued by the Secretary of Labor (41 CFR 50-202.2) . Learners, student learners, apprentices, and handicapped workers may be employed at less than the prescribed minimum wage (see 41 CFR 50-202.3) to the same extent that such employment is permitted under Section 14 of the Fair Labor Standards Act (41 U.S.C. 40).

(End of clause)

(IF7114)

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Name of Offeror or Contractor:

I-82 52.227 -1 AUTHORIZATION AND CONSENT JUL/1995

(a) The Government authorizes and consents to all use and manufacture, in performing this contract or any subcontract at any tier, of any invention described in and covered by a United States patent (1) embodied in the structure or composition of any article the delivery of which is accepted by the Government under this contract or (2) used in machinery, tools, or methods whose use necessarily results from compliance by the Contractor or a subcontractor with (i) specifications or written provisions forming a part of this contract or (ii) specific written instructions given by the Contracting Officer directing the manner of performance. The entire liability to the Government for infringement of a patent of the United States shall be determined solely by the provisions of the indemnity clause, if any, included in this contract or any subcontract hereunder (including any lower-tier subcontract), and the Government assumes liability for all other infringement to the extent of the authorization and consent hereinabove granted.

(b) The Contractor agrees to include, and require inclusion of, this clause, suitably modified to identify the parties, in all subcontracts at any tier for supplies or services (including construction, architect-engineer services, and materials, supplies, models, samples, and design or testing services expected to exceed the simplified acquisition threshold); however, omission of this clause from any subcontract, including those at or below the simplified acquisition threshold, does not affect this authorization and consent.

(End of Clause)

(IF7220)

I-83

52.252-6

AUTHORIZED DEVIATIONS IN CLAUSES

APR/1984

(a) The use in this solicitation or contract of any Federal Acquisition Regulation (48 CFR Chapter 1) clause with an authorized deviation is indicated by the addition of ''(DEVIATION)'' after the date of the clause.

(b) The use in this solicitation or contract of any DOD FAR SUPPLEMENT (48 CFR Chapter 2) clause with an authorized deviation is indicated by the addition of ''(DEVIATION)'' after the name of the regulation.

(a) D_e_f_i_n_i_t_i_o_n_. ''SPI process,'' as used in this clause, means a management or manufacturing process that has been accepted previously by the department of defense under the Single Process Initiative (SPI) for use in lieu of specific military or Federal specification or standard at specific facilities. Under SPI, these processes are reviewed and accepted by a Management Council, which includes representatives from the Defense Contract Management Agency, the Defense Contract Audit Agency, and the military departments.

(b) Offerors are encouraged to propose SPI process in lieu of military or Federal specifications and standards cited in the solicitation. A listing of SPI process accepted at specific facilities is available via the Internet in Excel format at http://www.dcma.mil/onebook/7.0/7.2/7.2.6/reports/modified. xls

(c) An offeror proposing to use an SPI process in lieu of military or Federal specifications or standard cited in the solicitation shall--

(1)	Identify the specific military or Federal specification or standard for which the SPI process has been accepted,

(2)	identify each facility at which the offeror proposed to use the specific SPI process in lieu of military or Federal

specifications or standards cited in the solicitation;

(3)	Identify the contract line items, subline items, components, or elements affected by the SPI process; and

(4)	If the proposed SPI process has been accepted at the facility at which it is proposed for use, but is not yet listed at

the Internet site specified in paragraph (b) of this clause, submit documentation of Department of Defense acceptance of the SPI process.

(d) Absent a determination that an SPI process is not acceptable for this procurement, the Contractor shall use the following SPI processes in lieu of military or Federal specifications or standards:

(Offeror insert information for each SPI process)

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Name of Offeror or Contractor:

SPI Process:
Facility:

Military or Federal Specification or Standard:

Affected Contract Line Item Number, Subline Item Number, Component, or Element:

(e) If a prospective offeror wishes to obtain, prior to the time specified for receipt of offers, verification that an SPI process is an acceptable replacement for military or Federal specifications or standards required by the solicitation, the prospective offeror -

(1)		May submit the information required by paragraph (d) of this clause to the Contracting Officer prior to submission of an
offer;but

(2)		Must submit the information to the Contracting Officer at least 10 working days prior to the date specified for receipt of
offers.

(End of Clause)

(IA7009)

		Reference No. of Document Being Continued			Page 36 of 46
CONTINUATION SHEET
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Name of Offeror or Contractor:


SECTION J - LIST OF ATTACHMENTS


List of				Number
A_d_d_e_n_d_a		T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Exhibit A		CONTRACT DATA REQ LIST	31-MAR-2005	003
Exhibit B		CONTRACT DATA REQ LIST	13-JAN-2005	002
Attachment	001	PRICING EVALUATION SHEETS		001
Attachment	002	ENGINEERING EXCEPTIONS - M137A2 PANORAMIC TELESCOPE		003
Attachment	003	ENGINEERING EXCEPTIONS - M137A3 PANORAMIC TELESCOPE		009
Attachment	004	DOCUMENT SUMMARY LIST		002
Attachment	005	DOCUMENT SUMMARY LIST		001
Attachment	006	SPI 12984713		002
Attachment	007	APPENDIX I		001
Attachment	008	STATEMENT OF WORK		001

The following documents are hereby attached by reference and form a part of this acquisition.

These documents are available in

electronic format on the internet at https://aais.ria.army.mil/aais/SOLINFO/index.htm.

Vendors should ensure that they have the correct

revisions in their possession prior to submitting a bid proposal/quote.

List of

Number

A_d_d_e_n_d_a_

T_i_t_l_e_

D_a_t_e_

o__ P_a_g_e_s

Attachment

Instructions for Completing DD Form 1423

JUN

Attachment

IOC Form 715-3

FEB

Pgs

Attachment

AMCCOM Form 71-R

01OCT88

Pgs

Attachment

Guidance on Documentation of Contract

Pgs

Data Requirements List (CDRL)

Attachment

Disclosure of Lobbying Activities (SF-LLL)

Pgs

Attachment

Data Delivery Description - Engineering Change Proposal

JUL

Pgs

Attachment

Data Delivery Description - Notice of Revision

JUL

Pgs

Attachment

Data Delivery Description - Request for Deviation

JUL

Pgs

(End of Clause)

(JS7001)

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Name of Offeror or Contractor:

SECTION K - REPRESENTATIONS, CERTIFICATIONS, AND OTHER STATEMENTS OF OFFERORS

This document incorporates one or more provisions by reference, with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. Also, the full text of a provision may be accessed electronically at these addresses: http://www.arnet.gov/far/ or http://www.acq.osd.mil/dpap/dars/index.htm

If the provision requires additional or unique information, then that information is provided immediately after the provision title.

(KA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_	D_a_t_e_
K-1	52.203-11	CERTIFICATION AND DISCLOSURE REGARDING PAYMENTS TO INFLUENCE CERTAIN	APR/1991
		FEDERAL TRANSACTIONS
K-2	52.204-6	DATA UNIVERSAL NUMBERING SYSTEM (DUNS) NUMBER	OCT/2003
K-3	252.209-7001	DISCLOSURE OF OWNERSHIP OR CONTROL BY THE GOVERNMENT OF A TERRORIST	SEP/2004
	DFARS	COUNTRY
K-4	252.209-7004	SUBCONTRACTING WITH FIRMS THAT ARE OWNED OR CONTROLLED BY THE	MAR/1998
	DFARS	GOVERNMENT OF A TERRORIST COUNTRY
K-5	252.225-7031	SECONDARY ARAB BOYCOTT OF ISRAEL	APR/2003

K-6	52.204-8	ANNUAL REPRESENTATIONS AND CERTIFICATIONS	JAN/2005

(a)(1) If the clause at 52.204 -7, Central Contractor Registration, is included in this solicitation, paragraph (b) of this provision applies.

(2) If the clause at 52.204 -7 is not included in this solicitation, and the offeror is currently registered in CCR, and has completed the ORCA electronically, the offeror may choose to use paragraph (b) of this provision instead of completing the corresponding individual representations and certifications in the solicitation. The offeror shall indicate which option applies by checking one of the following boxes:

( ) (i) Paragraph (b) applies.

( ) (ii) Paragraph (b) does not apply and the offeror has completed the individual representations and certifications in the solicitation.

(b) The offeror has completed the annual representations and certifications electronically via the Online Representations and Certifications Application (ORCA) website at http://orca.bpn.gov. _After reviewing the ORCA database information, the offeror verifies by submission of the offer that the representations and certifications currently posted electronically have been entered or updated within the last 12 months, are current, accurate, complete, and applicable to this solicitation (including the business size standard applicable to the NAICS code referenced for this solicitation), as of the date of this offer and are incorporated in this offer by reference (see FAR 4.1201); except for the changes identified below [offeror to insert changes, identifying change by clause number, title, date]. These amended representation(s) and/or certification(s) are also incorporated in this offer and are current, accurate, and complete as of the date of this offer.

---------------------------------------------------------------------------------------------------------------------------------
FAR Clause Title Date Change
---------------------------------------------------------------------------------------------------------------------------------

---------------------------------------------------------------------------------------------------------------------------------

Any changes provided by the offeror are applicable to this solicitation only, and do not result in an update to the representations and certifications posted on ORCA.

(End of Provision)

(KF7004)

Reference No. of Document Being Continued Page 38 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

K-7 52.207 -4 ECONOMIC PURCHASE QUANTITY - SUPPLIES AUG/1987

(a) Offerors are invited to state an opinion on whether the quantity(ies) of supplies on which bids, proposals or quotes are requested in this solicitation is (are) economically advantageous to the Government.

(b) Each offeror who believes that acquisitions in different quantities would be more advantageous is invited to recommend an economic purchase quantity. If different quantities are recommended, a total and a unit price must be quoted for applicable items. An economic purchase quantity is that quantity at which a significant price break occurs. If there are significant price breaks at different quantity points, this information is desired as well.

OFFEROR RECOMMENDATIONS

	PRICE I_T_E_M_
Q_U_A_N_T_I_T_Y_	Q_U_O_T_A_T_I_O_N_	T_O_T_A_

(c) The information requested in this provision is being solicited to avoid acquisitions in disadvantageous quantities and to assist the Government in developing a data base for future acquisitions of these items. However, the Government reserves the right to amend or cancel the solicitation and resolicit with respect to any individual item in the event quotations received and the Government's requirements indicate that different quantities should be acquired.

(End of Provision)

(KF7003)

K-8 52.230 -1 COST ACCOUNTING STANDARDS NOTICES AND CERTIFICATION JUN/2000

Note:

This notice does not apply to small businesses or foreign governments. This notice is in three parts, identified by Roman numerals I through III.

Offerors shall examine each part and provide the requested information in order to determine Cost Accounting Standards (CAS) requirements applicable to any resultant contract.

If the offeror is an educational institution, Part II does not apply unless the contemplated contract will be subject to full or modified CAS coverage pursuant to 48 CFR 9903.201 -2(c)(5) or 9903.201 -2(c)(6), respectively.

I. DISCLOSURE STATEMENT - COST ACCOUNTING PRACTICES AND CERTIFICATION.

(a) Any contract in excess of $500,000 resulting from this solicitation, will be subject to the requirements of the Cost Accounting Standards Board (48 CFR Chapter 99), except for those contracts which are exempt as specified in 48 CFR 9903.201 -1.

(b) Any offeror submitting a proposal which, if accepted, will result in a contract subject to the requirements of 48 CFR Chapter 99 must, as a condition of contracting, submit a Disclosure Statement as required by 48 CFR, 9903.202. When required, the Disclosure Statement must be submitted as a part of the offeror's proposal under this solicitation unless the offeror has already submitted a Disclosure Statement disclosing the practices used in connection with the pricing of this proposal. If an applicable Disclosure Statement has already been submitted, the offeror may satisfy the requirement for submission by providing the information requested in paragraph (c) of Part I of this provision.

CAUTION: In the absence of specific regulations or agreement, a practice disclosed in a Disclosure Statement shall not, by virtue of such disclosure, be deemed to be a proper, approved, or agreed-to practice for pricing proposals or accumulating and reporting contract performance cost data.

Reference No. of Document Being Continued Page 39 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

( )(1)Certificate of Concurrent Submission of Disclosure Statement.

The offeror hereby certifies that, as a part of the offer, copies of the Disclosure Statement have been submitted as follows: (i) Original and one copy to the cognizant Administrative Contracting Officer (ACO) or cognizant Federal agency official authorized to act in that capacity (Federal official), as applicable, and (ii) one copy to the cognizant Federal auditor.

(Disclosure must be on Form No. CASB DS-1 or CASB DS-2, as applicable, Forms may be obtained from the cognizant ACO or Federal official and/or from the loose-leaf version of the Federal Acquisition Regulation)

Date of Disclosure Statement:

Name and Address of Cognizant ACO or Federal Official Where Filed:

The offeror further certifies that the practices used in estimating costs in pricing this proposal are consistent with the cost accounting practices disclosed in the Disclosure Statement.

( ) (2) Certificate of Previously Submitted Disclosure Statement.

The offeror hereby certifies that the required Disclosure Statement was filed as follows:

Date of Disclosure Statement:

Name and Address of Cognizant ACO or Federal Official Where Filed:

The offeror further certifies that the practices used in estimating costs in pricing this proposal are consistent with the cost accounting practices disclosed in the applicable Disclosure Statement.

( )(3) Certificate of Monetary Exemption.

The offeror hereby certifies that the offeror, together with all divisions, subsidiaries, and affiliates under common control, did not receive net awards of negotiated prime contracts and subcontracts subject to CAS totaling $50 million or more in the cost accounting period immediately preceding the period in which this proposal was submitted. The offeror further certifies that if such status changes before an award resulting from this proposal, the offeror will advise the Contracting Officer immediately.

( ) (4) Certificate of Interim Exemption.

The offeror hereby certifies that (i) the offeror first exceeded the monetary exemption for disclosure, as defined in (3) of this subsection, in the cost accounting period immediately preceding the period in which this offer was submitted and (ii) in accordance with 48 CFR 9903.202 -1, the offeror is not yet required to submit a Disclosure Statement. The offeror further certifies that if an award resulting from this proposal has not been made within 90 days after the end of that period, the offeror will immediately submit a review certificate to the Contracting Officer, in the form specified under subparagraph (c)(1) or (c)(2) of Part I of this provision, as appropriate, to verify submission of a completed Disclosure Statement.

CAUTION: Offerors currently required to disclose because they were awarded a CAS-covered prime contract or subcontract of $50n million or more in the current cost accounting period may not claim this exemption(4). Further, the exemption applies only in connection with proposals submitted before expiration of the 90-day period following the cost accounting period in which the monetary exemption was exceeded.

II. COST ACCOUNTING STANDARDS - ELIGIBILITY FOR MODIFIED CONTRACT COVERAGE.

If the offeror is eligible to use the modified provisions of 48 CFR 9903.201 -2(b) and elects to do so, the offeror shall indicate by checking the box below. Checking the box below shall mean that the resultant contract is subject to the Disclosure and Consistency of Cost Accounting Practices clause in lieu of the Cost Accounting Standards clause.

The offeror hereby claims an exemption from the Cost Accounting Standards clause under the provisions of 48 CFR Subpart 9903.201 -2(b) and certifies that the offeror is eligible for use of the Disclosure and Consistency of Cost Accounting Practices clause because during the cost accounting period immediately preceding the period in which this proposal was submitted, the offeror received less than $50 million in awards of CAS-covered prime contracts and subcontracts. The offeror further certifies that if such status changes before an

Reference No. of Document Being Continued Page 40 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

award resulting from this proposal, the offeror will advise the Contracting Officer immediately.

CAUTION: An offeror may not claim the above eligibility for modified contract coverage if this proposal is expected to result in the award of a CAS-covered contract of $50 million or more or if, during its current cost accounting period, the offeror has been awarded a single CAS-covered prime contract or subcontract of $50 million or more.

III. ADDITIONAL COST ACCOUNTING STANDARDS APPLICABLE TO EXISTING CONTRACTS

The offeror shall indicate below whether award of the contemplated contract would, in accordance with subparagraph (a)(3) of the Cost Accounting Standards clause, require a change in established cost accounting practices affecting existing contracts and subcontracts.

( ) YES

( ) NO

(End of Provision)

(a) Definitions. Caribbean Basin country end product, designated country end product, Free Trade Agreement country end product, nondesignated country end product, qualifying country end product, and U.S. made end product have the meanings given in the Trade Agreements clause of this solicitation.

(b) Evaluation. The Government -

(1) Will evaluate offers in accordance with the policies and procedures of Part 225 of the Defense Federal Acquisition Regulation Supplement; and

(2) Will consider only offers of end products that are U.S.-made, qualifying country, designated country, Caribbean Basin country, or Free Trade Agreement country end products, unless the Government determines that -

(i)	There are no offers of such end products;

(ii)	The offers of such end products are insufficient to fulfill the Government's requirements; or

(iii)	A national interest exception to the Trade Agreements Act applies.

(c)	Certification and identification of country of origin.

(1) For all line items subject to the Trade Agreements clause of this solicitation, the offeror certifies that each end product to be delivered under this contract, except those listed in paragraph (c)(2) of this provision, is a U.S.-made, qualifying country, designated country, Caribbean Basin Country, or Free Trade Agreement country end product.

(2) The following supplies are other nondesignated country end products:

(Line Item Number)

(Country of Origin)

(End of provision)

(KA7510)

		Reference No. of Document Being Continued		Page 41 of 46
	CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-R-0051}	MOD/AMD


Name of Offeror or Contractor:


K-10	252.247-7022	REPRESENTATION OF EXTENT OF TRANSPORTATION BY SEA		AUG/1992
	DFARS

(a) The Offeror shall indicate by checking the appropriate blank in paragraph (b) of this provision whether transportation of supplies by sea is anticipated under the resultant contract. The term "supplies" is defined in the Transportation of Supplies by Sea clause of this solicitation.

(b)	Representation.

	The Offeror represents that it--

Does anticipate that supplies will be transported by sea in the performance of any contract or subcontract resulting from this solicitation.

Does not anticipate that supplies will be transported by sea in the performance of any contract or subcontract resulting from this solicitation.

(c) Any contract resulting from this solicitation will include the Transportation of Supplies by Sea clause. If the Offeror represents that it will not use ocean transportation, the resulting contract will also include the Defense Far Supplement clause at 252.247 -7024, Notification of Transportation of Supplies by Sea.

(End of Provision)

(KA7500)

Reference No. of Document Being Continued Page 42 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

SECTION L - INSTRUCTIONS, CONDITIONS, AND NOTICES TO OFFERORS

If the provision requires additional or unique information, then that information is provided immediately after the provision title.

(LA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e	T_i_t_l_e_	D_a_t_e_
L-1	52.211-2	AVAILABILITY OF SPECIFICATIONS LISTED IN THE DOD INDEX OF	JAN/2004
		SPECIFICATIONS AND STANDARDS (DODISS) AND DESCRIPTIONS LISTED IN THE
		ACQUISITION MANAGEMENT SYSTEMS AND DATA REQUIREMENTS CONTROL LIST,
		DOD 5010.12-L
L-2	52.215-1	INSTRUCTIONS TO OFFERORS - COMPETITIVE ACQUISITION	JAN/2004
L-3	52.222-38	COMPLIANCE WITH VETERANS' EMPLOYMENT REPORTING REQUIREMENTS	DEC/2001
L-4	52.232-13	NOTICE OF PROGRESS PAYMENTS	APR/1984
L-5	252.225-7003	REPORT OF INTENDED PERFORMANCE OUTSIDE THE UNITED STATES	APR/2003
	DFARS

L-6	52.211-14	NOTICE OF PRIORITY RATING FOR NATIONAL DEFENSE USE	SEP/1990

Any contract awarded as a result of this solicitation will be a DO rated order certified for national defense use under the Defense Priorities and Allocations System (DPAS)(15 CFR 700), and the Contractor will be required to follow all of the requirements of this regulation.

(LF6014)

L-7		52.215-20		REQUIREMENTS FOR COST OR PRICING DATA OR INFORMATION OTHER THAN COST		OCT/1997
				OR PRICING DATA, ALTERNATE III

(a)	Exceptions from cost or pricing data.

	(1) In lieu of submitting cost or pricing data, offerors may submit a written request for exception by submitting the

information described in the following subparagraphs. The Contracting Officer may require additional supporting information, but only to the extent necessary to determine whether an exception should be granted, and whether the price is fair and reasonable.

(i) Identification of the law or regulation establishing the price offered. If the price is controlled under law by periodic rulings, reviews, or similar actions of a governmental body, attach a copy of the controlling document, unless it was previously submitted to the contracting office.

(ii) Commercial item exception. For a commercial item exception, the offeror shall submit, at a minimum, information on prices at which the same item or similar items have previously been sold in the commercial marketplace that is adequate for evaluating the reasonableness of the price for this acquisition. Such information may include--

(A) For catalog items, a copy of or identification of the catalog and its date, or the appropriate pages for the offered items, or a statement that the catalog is on file in the buying office to which the proposal is being submitted. Provide a copy or describe current discount policies and price lists (published or unpublished), e.g., wholesale , original equipment manufacturer, or reseller. Also explain the basis of each offered price and its relationship to the established catalog price, including how the proposed price relates to the price of recent sales in quantities similar to the proposed quantities.

(B) For market-priced items, the source and date or period of the market quotation or other basis for market price, the base amount, and applicable discounts. In addition, describe the nature of the market.

(C) For items included on an active Federal Supply Service Multiple Award Schedule contract, proof that an exception has been granted for the schedule item.

Reference No. of Document Being Continued Page 43 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

(2) The offeror grants the Contracting Officer or an authorized representative the right to examine, at any time before award, books, records, documents, or other directly pertinent records to verify any request for an exception under this provision, and the reasonableness of price. For items priced using catalog or market prices, or law or regulation, access does not extend to cost or profit information or other data relevant solely to the offeror's determination of the prices to be offered in the catalog or marketplace.

(b) Requirements for cost or pricing data. If the offeror is not granted an exception from the requirement to submit cost or pricing data, the following applies:

(1)	The offeror shall submit cost or pricing data and supporting attachments in accordance with Table 15-2 of FAR 15.408.

(2)	As soon as practicable after agreement on price, but before contract award (except for unpriced actions such as

letter contracts), the offeror shall submit a Certificate of Current Cost or Pricing Data, as prescribed in Far 15.406 -2.

(End of provision)

(LF6027)

L-8

52.216-1

TYPE OF CONTRACT

APR/1984

The Government contemplates award of a FIRM FIXED PRICE, INDEFINITE DELIVERY, INDEFINITE QUANTITY contract resulting from this solicitation.

(End of Provision)

(LF6008)

L-9

52.233-2

SERVICE OF PROTEST

AUG/1996

(a) Protests, as defined in section 33.101 of the Federal Acquisition Regulation, that are filed directly with an agency, and copies of any protests that are filed with the General Accounting Office (GAO), shall be served on the Contracting Officer (addressed as follows) by obtaining written and dated acknowledgment of receipt from TACOM-RI, ATTN: VICKI L. AHLGRIM, AMSTA-LC-CFA-C, ROCK ISLAND IL 61299-7630. A protest to be filed with HQ, AMC, in accordance with the clause in Section A entitled HQ, AMC-Level Protest Program, shall be addressed to: HQ, Army Materiel Command, Office of Command Counsel, ATTN: AMCCC-PL, 5001 Eisenhower Avenue, Alexandria, VA 22333- 0001. (Facsimile number (703) 617-5680/617-4999.)

(b) The copy of any protest shall be received in the office designated above within one day of filing a protest with the GAO.

		(End of Provision)

(LF6255)

L-10	52.252-5	AUTHORIZED DEVIATIONS IN PROVISIONS	APR/1984
(a)	The use in this solicitation of any Federal Acquisition Regulation (48		CFR Chapter 1) provision with an authorized deviation
is indicated by the addition of ''(DEVIATION)'' after the date of the clause.
(b)	The use in this solicitation of any DOD FAR SUPPLEMENT (48 CFR Chapter		2) provision with an authorized deviation is indicated
by the addition of ''(DEVIATION)'' after the name of the regulation.
		(End of Provision)
(LF7015)

L-11

52.215-4510

ELECTRONIC BIDS/OFFERS

NOV/2001

Reference No. of Document Being Continued Page 44 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

TACOM-RI

1. Quotes/bids/proposals to the Government shall be signed by a MEMBER OF THE FIRM AUTHORIZED TO BIND THE COMPANY. This requirement is in accordance with (IAW) Federal Acquisition Regulation (FAR) 4.102.

2. Quoters/Bidders/Offerors are required to submit their quotes/bids/proposals for this solicitation via electronic response on the TACOM-RI Business Opportunities, open Solicitations web page, or via facsimile (datafax) to 309/782-2047.

NOTE: ELECTRONIC RESPONSES: You may submit multiple files against a solicitation. However, all the files must only pertain to the one solicitation. Each complete quote/bid/proposal in response to a solicitation must be submitted individually/ separately and must be properly identified.

FACSIMILE RESPONSES: Facsimile bids or offers should only be sent to our secure facsimile machine at Area Code (309) 782-2047. Each complete quote/bid/proposal in response to a solicitation must be submitted individually/separately against that solicitation, and must be properly identified.

TACOM-RI will not be responsible for electronic or facsimile responses that are not submitted correctly and/or are improperly identified.

3. Prior to submission of your quote, bid, or proposal, read the latest electronic bid/proposal instructions at web page,

"h_t_t_p_s_:_/_/_a_a_i_s_b_i_d_s_._r_i_a_._a_r_m_y_._m_i_l_"_,_ and click on the icon for additional information.

4. Assuming that your quote/bid/proposal was electronically transmitted successfully, you will receive the following message:

"A directory for your Cage Code, XXXX, was created under Solicitation W52H09XXXXXXX, and your file was moved to it. If you have any other files to send, use the "Back" arrow on your browser. IF YOU EXPERIENCE ANY PROBLEMS WITH THIS PROCESS, CONTACT THE CONTRACT SPECIALIST LISTED ON THE OPEN SOLICITATION PAGE, _"_h_t_t_p_s_:_/_/_a_a_i_s_._r_i_a_._a_r_m_y_._m_i_l_/_a_a_i_s_/_P_a_d_d_s w_e_b_/_i_n_d_e_x_._h_t_m_l_"_.

5. If you receive an error message of any type, your quote/bid/proposal was not transmitted and must be resubmitted if you wish it to be considered for award. You may resubmit by repeating the steps for electronic submittal or by datafaxing your quote/bid/proposal to Area Code (309)782-2047.

6. Quotes/bids/proposals must arrive in their entirety by the time specified in the solicitation. Quoters/Bidders/Offerors bear the responsibility of timely transmission of their quotes/bids/proposals to ensure the availability of an open transmission line and to take into consideration the length of time required to complete the required upload transaction prior to the time established in the solicitation.

a. Any contract awarded as result of this solicitation will be posted to the Internet for downloading and paper copies will not be distributed. This is a material condition of the solicitation and by submission of a bid or proposal, the vendor agrees to accept an electronic award transmitted in the manner described above.

b. Notice of award to the awardee will be issued only via electronic mail. Venders who wish to be notified if they receive an award as a result of this solicitation must provide their electronic mail address in the space provided below. If the vendor fails to

provide an electronic mail address, then a separate notice of award will not be provided and it shall be the sole responsibility of the vendor to periodically check the Internet to determine if he/she has received an award. In this event, the vendor's failure to check the Internet and download a copy of the award in a timely manner shall not be an excuse for failure to perform or grounds for a delivery schedule extension.

c. Notice of award to unsuccessful offerors shall be issued only via the Federal Business Opportunities (FedBusOpps)or electronic mail. Vendors who wish to receive an electronic mail notice if they are unsuccessful must provide an electronic mail address in the space provided below. If the vendor fails to provide an electronic mail address, then a separate notice will not be provided, and it shall be the sole responsibility of the vendor to periodically check the FedBusOpps to determine if an award has been made. In this event, the vendor's failure to check the FedBusOpps to determine if an award has been made shall not constitute grounds for an extension of the ten (10) day protest period allowed in regulations.

Vendor's Electronic Mail Address:

Reference No. of Document Being Continued Page 45 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

(End of Provision)

(LS7013)
PRICE

1. THE OFFEROR SHALL ENTER FIRM FIXED UNIT PRICES FOR EACH ORDERING PERIOD AND QUANTITY RANGE, ON THE APPLICABLE PRICING EVALUATION

SHEET. THE OFFEROR SHALL ALSO ENTER FIRST ARTICLE TEST (FAT) PRICE IN THE SPACE PROVIDED ON THE PRICING EVALUATION SHEET. ALL UNIT PRICES PROPOSED WILL BE BINDING.

2. THE GOVERNMENT RESERVES THE RIGHT TO REQUIRE THE SUBMISSION OF ANY DATA (I.E. COST OR PRICING DATA) NECESSARY TO VALIDATE THE

REASONABLENESS OF AN OFFER.

*** END OF NARRATIVE L 001 ***

Reference No. of Document Being Continued Page 46 of 46 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-R-0051}MOD/AMD

Name of Offeror or Contractor:

SECTION M - EVALUATION FACTORS FOR AWARD

If the provision requires additional or unique information, then that information is provided immediately after the provision title.

(MA7001)

	Re_g_u_l_a_t_o_r__ C_i_t_e		T_i_t_l_e_	D_a_t_e_


M-1	52.215-4507	EVALUATION OF OFFERS		MAR/1988
	TACOM-RI

An offeror must quote on all items in this solicitation to be eligible for award. All items will be awarded only as a unit. Evaluation of offers will be based, among other factors, upon the total price quoted for all items.

(End of Provision)

(MS7100)
PRICE

1. THE GOVERNMENT WILL EVALUATE OFFERS BASED ON PRICES PROPOSED FOR ALL ORDERING PERIODS AND ANY OTHER PRICE RELATED FACTORS REQUIRED

BY THE SOLICITATION.

2. FOR EACH PROPOSAL, THE GOVERNMENT WILL CALCULATE A TOTAL EVALUATED PRICE BY MULTIPLYING THE PROPOSED UNIT PRICES FOR EACH RANGE AND

ORDERING PERIOD BY THEIR RESPECTIVE WEIGHT AND MAXIMUM QUANTITY, AND SUMMING THEIR TOTALS. THE WEIGHT ASSOCIATED WITH EACH RANGE REPRESENTS THE LIKELIHOOD THAT AN ORDER, IF PLACED, WOULD BE PLACED WITHIN THAT RANGE.

FOR PURPOSES OF EVALUATION, FAT PRICE (FOR CLIN 0001) WILL BE ADDED TO THE TOTAL EVALUATED CLIN PRICE, AS APPLICABLE. FAILURE TO PROPOSE FAT MAY BE CONSIDERED A REASON FOR DISQUALIFICATION. THE PRICE FOR FAT WILL BE AMORTIZED INTO THE UNIT PRICE FOR THE INITIAL DELIVERY ORDER.

3. THE TOTAL EVALUATED PRICE IS THE SUM OF THE WEIGHTED EVALUATION PRICE FOR ALL ORDERING PERIODS PLUS FAT PRICE.

*** END OF NARRATIVE M 001 ***

AWARD/CONTRACT

1. This Contract Is A Rated Order

Rating DOA5

Page 1 Of 5

Under DPAS (15 CFR 700)

2. Contract (Proc. Inst. Ident) No.

3. Effective Date

4. Requisition/Purchase Request/Project No.

W52H09-05-D-0260

2005AUG03

SEE SCHEDULE

5. Issued By

Code

W52H09

6. Administered By (If Other Than Item 5)

Code S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-CFA-C

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL

61299-7630

DALLAS TX 75201-2843

e-mail address: CHRISTINE.CARSON@US.ARMY.MIL

SCD A PAS S4402A5703APC ADP PT HQ0339

7. Name And Address Of Contractor (No. Street, City, County, State, And Zip Code)

8. Delivery

OPTEX SYSTEMS INC

FOB Origin X Other (See Below) SEE SCHEDULE

1420

PRESIDENTIAL DR

9. Discount For Prompt Payment

RICHARDSON, TX 75081-2769

10. Submit Invoices

Item

TYPE BUSINESS: Other Small Business Performing in U.S.

(4 Copies Unless Otherwise Specified)

Code

0BK64

Facility Code

To The Address Shown In:

11. Ship To/Mark For

Code

12. Payment Will Be Made By

Code HQ0339

SEE SCHEDULE

DFAS COLUMBUS CENTER

DFAS-CO/WEST ENTITLEMENT OPERATIONS

PO BOX 182381

COLUMBUS OH

43218-2381

13. Authority For Using Other Than Full And Open Competition:

14. Accounting And Appropriation Data

10 U.S.C. 2304(c)(

)

41 U.S.C. 253(c)(

)

15A. Item No.

15B. Schedule Of Supplies/Services

15C. Quantity

15D. Unit

15E. Unit Price

15F. Amount

SEE SCHEDULE

CONTRACT TYPE:

KIND OF CONTRACT:

Firm-Fixed-Price

Supply Contracts and Priced Orders

Contract Expiration Date: 2010JUN30

15G. Total Amount Of Contract

$0.00

16. Table Of Contents

(X)

Section

Description

Page(s) (X)

Section

Description

Page(s)

Part I - The Schedule

Part II - Contract Clauses

Solicitation/Contract Form

Contract Clauses

Supplies or Services and Prices/Costs

Part III - List Of Documents, Exhibits, And Other Attachments

Description/Specs./Work Statement

List of Attachments

Packaging and Marking

Part IV - Representations And Instructions

Inspection and Acceptance

Representations, Certifications, and

Deliveries or Performance

Other Statements of Offerors

Contract Administration Data

Instrs., Conds., and Notices to Offerors

Special Contract Requirements

Evaluation Factors for Award

Contracting Officer Will Complete Item 17 Or 18 As Applicable

17.

Contractor's Negotiated Agreement (Contractor is

18. ^X

Award (Contractor is not required to sign this document.) Your offer on

required to sign this document and return

copies to

Solicitation Number W52H0905R0051

including the additions or

issuing office.) Contractor agrees to furnish and deliver all items

changes made by you which additions or changes are set forth in full above, is

or perform all the services set forth or otherwise identified above

hereby accepted as to the items listed above and on any continuation sheets. This

and on any continuation sheets for the consideration stated herein.

award consummates the contract which consists of the following documents: (a)

The rights and obligations of the parties to this contract shall be

the Government's solicitation and your offer, and (b) this award/contract. No

subject to and governed by the following documents: (a) this

further contractual document is necessary.

award/contract, (b) the solicitation, if any, and (c) such provisions,

representations, certifications, and specifications, as are attached

or incorporated by reference herein. (Attachments are listed

herein.)

19A. Name And Title Of Signer (Type Or Print)

20A. Name Of Contracting Officer

VICKI AHLGRIM

VICKI.AHLGRIM@US.ARMY.MIL (309)782-3220

19B. Name of Contractor

19c. Date Signed

20B. United States Of America

20C. Date Signed

/SIGNED/

2005AUG03

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8069

25-106

Standard Form 26 (Rev. 4-85)

PREVIOUS EDITIONS UNUSABLE

GPO : 1985 0 - 478-632

Prescribed By GSA-FAR (4.8 CFR) 53.214(a)

Reference No. of Document Being Continued

Page 2 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}

MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION A - SUPPLEMENTAL INFORMATION

CONTRACT W52H09-05-D-0260 IS AWARDED TO OPTEX SYSTEMS, INC. THIS CONTRACT IS A 5-YEAR, FIRM FIXED PRICE, INDEFINITE QUANTITY (IDIQ)

CONTRACT (SEE FAR 16.504) FOR THE FOLLOWING ITEMS:

CLIN 0001, M137A2 PANORAMIC TELESCOPE, NSN:

1240-01-483-6103, P/N:

12984713

CLIN 0002, M137A3 PANORAMIC TELESCOPE, NSN:

1240-01-483-6100, P/N:

12984775

THIS CONTRACT CONTAINS A REQUIREMENT FOR FIRST ARTICLE TESTING (SEE CLAUSES ES6016 AND IF7116). INSPECTION/ACCEPTANCE FOR THE FIRST

ARTICLE TEST REPORT WILL BE ORIGIN/DESTINATION; FOB IS DESTINATION.

DELIVERY PRODUCTION RATES SHALL BE AS FOLLOWS:

CLIN

0001AA - FIRST ARTICLE TEST (FAT) REPORT:

300 ADA (AFTER DATE OF AWARD)

CLIN

0001AB - PRODUCTION QTY WITH FAT:

450 ADA, INITIAL PRODUCTION OF 25, WITH 25 PER MONTH

THEREAFTER

DELIVERY ORDERS SUBSEQUENT TO THE MINIMUM

GUARANTEED QTY AND TO FAT APPROVAL:

270 ADA, INITIAL PRODUCTION OF 25, WITH 25 PER MONTH

THEREAFTER

CLIN

0002AA - PRODUCTION QTY WITHOUT FAT:

450 ADA, INITIAL PRODUCTION OF 10, WITH 10 PER MONTH

THEREAFTER

DELIVERY ORDERS ISSUED SUBSEQUENT TO DELIVERY ORDER 0001:

270 ADA, INITIAL PRODUCTION OF 10, WITH 10 PER MONTH

THEREAFTER

EARLIER DELIVERY IS ACCEPTABLE IF ACCOMPLISHED AT NO ADDITIONAL COST TO THE GOVERNMENT.

FOR ADMINISTRATIVE PURPOSES, WHEN MULTIPLE APPROPRIATION/FUND TYPES ARE USED ON THE SAME DELIVERY ORDER, THE CLIN STRUCTURE SHALL BE

AS FOLLOWS:

CLIN 0001AB - PRODUCTION QTY WITH FAT

CLIN 0001AC - PRODUCTION QTY WITH FAT

CLIN

0001AD - PRODUCTION QTY WITH FAT

CLIN

0002AA - PRODUCTION QTY WITHOUT FAT

CLIN

0002AB - PROCUDTION QTY WITHOUT FAT

CLIN

0002AC - PRODUCTION QTY WITHOUT FAT, ETC.

5.	THE PERIOD OF PERFORMANCE UNDER THIS IDIQ CONTRACT IS FIVE YEARS. THE ORDERING PERIODS (OP) ARE AS FOLLOWS:

	ORDERING PERIOD (OP) 1: AWARD DATE - 30 JUN 2006 ORDERING PERIOD (OP) 2: 1 JUL 2006 - 30 JUN 2007 ORDERING PERIOD (OP) 3: 1 JUL 2007 - 30 JUN 2008 ORDERING PERIOD (OP) 4: 1 JUL 2008 - 30 JUN 2009 ORDERING PERIOD (OP) 5: 1 JUL 2009 - 30 JUN 2010

6.	THE FIRM FIXED PRICES FOR ALL PERFORMANCE PERIODS ARE REFLECTED ON ATTACHMENT 001, DATED JULY 8, 2005, AS PROVIDED BY THE CONTRACTOR

IN RESPONSE TO SOLICITATION W52H09-05-R-0051, AS AMENDED.

7. ALL DELIVERIES ARE TO BE FOB DESTINATION. EACH DELIVERY ORDER WILL PROVIDE THE SHIPPING DESTINATIONS. EACH DELIVERY ORDER WILL

REFLECT THE PRICE FOR THE QUANTITY RANGE THAT APPLIES. ALL DELIVERY ORDERS WILL BE ISSUED UNILATERALLY BY THE GOVERNMENT WITH FIRM DELIVERY DATES.

8. THE GOVERNMENT'S PROJECTED MINIMUM QUANTITY, IDENTIFIED IN SOLICITATION W52H09-05-R-0051, WAS AMENDED BY DISCUSSION LETTER DATED

JUNE 30, 2005, AS FOLLOWS: 254 EACH, FOR CLIN 0001. THE GOVERNMENT'S ONLY LIABILITY UNDER THIS CONTRACT IS FOR THE MINIMUM QUANTITY IDENTFIED ABOVE FOR THE FIRST PERFORMANCE PERIOD. THE GUARANTEED MINIMUM QUANTITY WILL BE OBLIGATED AT TIME OF AWARD OF THIS IDIQ CONTRACT AS DELIVERY ORDER 0001.

9. ALL TERMS AND CONDITIONS OF REQUEST FOR PROPOSAL W52H09-05-R-0051, AMENDMENTS THERETO, AND THE CONTRACTOR'S FINAL PROPOSAL REVISION, DATED JULY 8, 2005, ARE HEREBY INCORPORATED.

*** END OF NARRATIVE A 003 ***

Reference No. of Document Being Continued

Page

3 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}

MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

SECURITY CLASS: Unclassified

0001AA

D_A_T_A I_T_E_M_

*_*__N_S_P_ *_* $

*_*__N_S_P__*_*_

NOUN: FIRST ARTICLE TEST REPORT

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Destination

Government Approval/Disapproval Days: 30

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

D_A_Y_S A_F_T_E_R_ A_W_A_R_D

001

0300

FOB POINT: Destination

SHIP TO:

(Z55555)

TACOM-ROCK ISLAND

ATTN AMSTA-LC-CFA

ROCK ISLAND IL 61299-7630

P_R_O_D_U_C_T_I_O__

Q_T_Y W_/_F_A_T

0001AB

*_*__N_/_A_ *_*

NOUN: M137A2 PANORAMIC TELESCOPE

D_e_s_c_r_i_p_t_i_o_n_/_S_p_e_c_s_._/_W_o_r S_t_a_t_e_m_e_n_t

TOP DRAWING NR: 12984713

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

XU W0K8 USA OSC ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

Reference No. of Document Being Continued

Page

4 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}

MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

MARK FOR: ATTN: DAVE HERRERA

0002

FSCM: 1240

PART NR: 12984775

SECURITY CLASS: Unclassified

0002AA

P_R_O_D Q_T_Y_ W_/_O F_A_T

*_*__N_/_A_ *_*

NOUN: M137A3 PANORAMIC TELESCOPE

D_e_s_c_r_i_p_t_i_o_n_/_S_p_e_c_s_._/_W_o_r S_t_a_t_e_m_e_n_t

TOP DRAWING NR: 12984775

DATE: 04-NOV-2004

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

FOB POINT: Destination

0003

D_A_T_A I_T_E_M_

*_*__N_S_P_ *_* $

*_*__N_S_P__*_*_

I_n_s_p_e_c_t_i_o__		a_n_d A_c_c_e_p_t_a_n_c_e
INSPECTION: Origin				ACCEPTANCE: Destination

		Reference No. of Document Being Continued			Page 5 of 5
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD


Name of Offeror or Contractor:		OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS


List of				Number
A_d_d_e_n_d_a		T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment 001	PRICING EVALUATION SHEET			001

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 4

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00001

2006APR25

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-CFA-C

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

VICKI AHLGRIM

VICKI.AHLGRIM@US.ARMY.MIL (309)782-3220

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2006APR25

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 4 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00001

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION TO BASIC AWARD W52H09-05-D-0260 IS TO:

1)	INCORPORATE AN ASSIGNMENT OF CLAIMS PER FAR 32.801

2)	DELETE ALL REFERENCE TO TRITIUM THROUGHOUT THIS AWARD, MIL SPEC, TDP, OR ANY OTHER ATTACHMENT ASSOCIATED WITH THIS AWARD.

3)	DELETE REFERENCE TO QAPS AND AIE. THEY DO NOT APPLY.

4)	INCORPORATE THE FOLLOWING ECPS AT NO COST TO THE GOVERNMENT:

H04A2062, H04A5016, H04A5005, H04A2074, H05A2044.

5) Incorporate the following verbiage in regards to the TDP, ECPs, ect.:

"On all drawings where Finish 4.10 is called out as a cleaning operation, any method of vapor degreasing or solvent cleaning that leaves a clean and water break free surface, and removes any organic contaminants or other interfering films is acceptable."

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 005 ***

	Reference No. of Document Being Continued		Page 3 of 4
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD ^P00001


Name of Offeror or Contractor:	OPTEX SYSTEMS INC

SECTION I - CONTRACT CLAUSES

St_a_t_u___ R __ o_ C_i_t_e	T_i_t_l_e		D_a_t_e_

I-1 ADDED 52.232-23	ASSIGNMENT OF CLAIMS		JAN/1986

Reference No. of Document Being Continued

Page 4 of 4

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}

MOD/AMD ^P00001

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS

List of

Number

A_d_d_e_n_d_a

T_i_t_l_e

D_a_t_e_

o_f P_a_g_e_s_

T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment

002

ECP

H04A2062

Attachment

003

ECP

H04A2074

Attachment

004

ECP

H04A5005

Attachment

005

ECP

H04A5016

Attachment

006

ECP

H05A2044

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 3

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00002

2006MAY18

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-CFA-C

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

VICKI AHLGRIM

VICKI.AHLGRIM@US.ARMY.MIL (309)782-3220

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2006MAY18

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 3 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00002

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION IS TO:

1)	INCORPORATE ECPS H04A2076, H04A5007, H04A5012.

2)	AS A RESULT OF THE INCORPORATION THE THE ECPS, THE UNIT PRICES FOR CLINS 0001 AND 0002 HAVE INCREASED BY $22.09 PER UNIT. REVISED

PRICING SHEET IS ATTACHED.

3)	CORRECT VERBIAGE IN		MIL-T-48554:
a)	In paragraph	3.6.2,	"	3.5.8 through 3.5.9.2 inclusive " should be replaced by " 3.11.6 through 3.11.7.2 inclusive and
3.11.2.5 "
b)	In paragraph	3.6.3,	the sentence "15 in each direction of 3 mutually perpendicular axes" and the word "each" at the end of the
sentence: "Vertical: +50g				half sine wave .010 sec. +/- .001 sec. duration, 15 each" should be removed.
c)	In paragraph	3.6.4.2,		in the last sentence " shall exhibit no evidence of damage or physical failure and shall meet the

requirements of this specification."" the word "the" should be replaced with the word "all".

d)	In the table heading "At -50 degrees F and +150 degrees F" in paragraph 3.11.6, "+150" should be replaced with "+145"

e)	In paragraph 4.2, the last sentence should read "The 3 telescopes shall be tested in accordance with, and meet the requirements of,

Tables I and II and paragraphs 4.9.2 and 4.9.3."

f) In Table I, the requirement for Vibration "B" should be changed from "3.6.5" to "3.6.4.2" and the Test procedure for Collimation Change should be changed from "4.7.2" to "4.7.3" .

g)	The reliability assurance testing, if performed, will be done by the government

h)	In paragraph 4.9.1, "3.7.1" should be changed to "3.6.1", also "3.12" should be changed to "3.11.6 through 3.11.7.2 inclusive"" and

"3.7.6" should be changed to "3.7 through 3.14 inclusive".

i) In paragraph 4.9.3, the first sentence should read "This test is applicable to the Reliability Assurance Samples and First Article Samples only."

j) In paragraph 4.9.4, the two references to "3.6.5" should both be changed to "3.6.4.2"

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 006 ***

		Reference No. of Document Being Continued			Page 3 of 3
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD ^P00002


Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS


List of				Number
A_d_d_e_n_d_a		T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment	007	ECP H04A2076
Attachment	008	ECP H04A5007
Attachment	009	ECP H04A5012

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 3

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00003

2006AUG18

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-CFA-C

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: G

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

X C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2006AUG18

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 3 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00003

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION P00003 TO W52H09-05-D-0260 IS TO:

1)	INCORPORATE THE ECPS H05A5003, H05A2035, H06A2018, H06A2027 (NORS 1-7 ONLY), H06A5003

2)	INCORPORATE REQUESTS FOR DEVIATION (RFD)s H06A7022,

3)	INCORPORATE THE FOLLOWING VERBIAGE IN REGARDS TO THE TECHNICAL DATA PACKAGE:

a)	On THE TOP VIEW OF drawing 8587347, the ".144 +.005/-.001 dia" should read ".144 +.005/-.001 dia, .32+.01 deep, 2 holes."

b)	For P/N 13012648 (Singlet):

	-Note 3. Equivalent F.L. (NOMINAL) = 2.484" -Note 4. Back Focal Length = 2.403" +/-0.009"

For P/N 13012649 (Doublet):

-Note 5. Equivalent Focal Length (NOMINAL) = 5.986"

-Back Focal Length was not specified in the original, and as such, may be left unstated.

THE ABOVE IS ACCOMPLISHED AT NO ADDITIONAL COST TO THE GOVERNMENT.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 007 ***

Reference No. of Document Being Continued

Page 3 of 3

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}

MOD/AMD ^P00003

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS

List of

Number

A_d_d_e_n_d_a

T_i_t_l_e

D_a_t_e_

o_f P_a_g_e_s_

T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment

010

ECP

H05A5003

Attachment

011

ECP

H05A2035

Attachment

012

ECP

H06A2018

Attachment

013

ECP

H06A2027

Attachment

014

ECP

H06A5003

Attachment

015

RFD

H06A7022

PIIN/SIIN		^{W52H09-05-D-0260}
MOD/AMD		P00003
ATT/EXH ID		Attachment 011
PAGE		1

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 3

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00004

2007JUN15

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007JUN15

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 3 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00004

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICTION P00004 IS TO:

1)	INCORPORATE ECPS H06A2031, H06A2064, H07A2001, H06A2091, H07A5002,

2)	INCORPORATE REQUESTS FOR WAIVERS (RFWs) H06A6051, H06A6052, H06A6053, H06A6061, H06A6083, H06A6084, H06A7060, H06A7061, H06A7053,

H07A6011, H07A6032, H07A6033, H07A6034, H07A6035, H07A6036, H07A6037.

3) THE DODAAC FOR SHIPMENT OF FIRST ARTICLE TEST REPORT IS CORRECTED TO W52H09.

THE ABOVE IS INCORPORATED AT NO ADDITIONAL COST TO THE GOVERNMENT.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0008 ***

		Reference No. of Document Being Continued			Page 3 of 3
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD ^P00004


Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS


List of				Number
A_d_d_e_n_d_a		T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment	0016	H06A6051
Attachment	0017	H06A2064
Attachment	0018	H06A2091
Attachment	0019	H07A2001
Attachment	0020	H07A5002
Attachment	0021	H06A6051
Attachment	0022	H06A6052
Attachment	0023	H06A6053
Attachment	0024	H06A6061
Attachment	0025	H06A6083
Attachment	0026	H06A6084
Attachment	0027	H06A7060
Attachment	0028	H06A7061
Attachment	0029	H06A7053
Attachment	0030	H07A6011
Attachment	0031	H07A6032
Attachment	0032	H07A6033
Attachment	0033	H07A6034
Attachment	0034	H07A6035
Attachment	0035	H07A6036
Attachment	0036	H07A6037

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 3

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00005

2007OCT12

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007OCT12

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 3 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00005

Name of Offeror or Contractor: OPTEX SYSTEMS INC
SECTION A - SUPPLEMENTAL INFORMATION
THE PURPOSE OF THIS MODIFICATION P00005 TO W52H0905D0260 IS TO:

1)	INCORPORATE ECP H07A2020.

2)	AS A RESULT OF THE ABOVE CHANGE THE UNIT PRICE IS INCREASED BY $23.08 PER UNIT. SEE ATTACHED REVISED PRICING SPREADSHEET.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0009 ***

	Reference No. of Document Being Continued			Page 3 of 3
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD ^P00005


Name of Offeror or Contractor:	OPTEX SYSTEMS INC

SECTION J - LIST OF ATTACHMENTS


List of			Number
A_d_d_e_n_d_a	T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment 0037 ECP H07A2020

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 3

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

P00006

2009AUG20

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA, TEXAS

CCTA-AR-FA

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS S4402A5703APC

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC.

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2439

10A. Modification Of Contract/Order No.

W52H09-05-D-0260

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority) 43.103(a)

(3)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Contract Expiration Date: 2010JUN30

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2009AUG20

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 3 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260}MOD/AMD ^P00006

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

SECTION A - SUPPLEMENTAL INFORMATION

1. The purpose of this modification is to incorporate the following Engineering Change Proposal for Packaging changes:

H09A2003, 9 pgs

2. As a result of the incorporation of the Packaging ECP, the unit prices for CLINS 0001 and 0002 have increase by $42.68 and $47.68. Revised pricing spreadsheet is attached as pg 2a.

3. All other terms and conditions remain unchanged.

*** END OF NARRATIVE A0010 ***

	Reference No. of Document Being Continued			Page 3 of 3
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260}	MOD/AMD ^P00006


Name of Offeror or Contractor:	OPTEX SYSTEMS INC.

SECTION J - LIST OF ATTACHMENTS


List of			Number
A_d_d_e_n_d_a	T_i_t_l_e	D_a_t_e_	o_f P_a_g_e_s_	T_r_a_n_s_m_i_t_t_e_d B_y__

Attachment 0038 ECP H09A2003		03-MAR-2009	009

PAGE 1 OF 8

ORDER FOR SUPPLIES OR SERVICES

1. CONTRACT PURCH ORDER/AGREEMENT NO.	2. DELIVERY ORDER/CALL NO. 3. DATE OF ORDER/CALL		4. REQUISITION/PURCH REQUEST NO.	5. PRIORITY
		(YYYYMMMDD)
W52H09-05-D-0260	0001	2005AUG03	SEE SCHEDULE	DOA5


6. ISSUED BY	CODE W52H09	7. ADMINISTERED BY (If other than 6)	CODE S4402A	8. DELIVERY FOB

TACOM-ROCK ISLAND
AMSTA-LC-CFA-C		DCMA DALLAS
CHRISTINE CARSON (309)782-4301		600 NORTH PEARL STREET		DESTINATION
ROCK ISLAND IL 61299-7630		SUITE 1630
EMAIL: CHRISTINE.CARSON@US.ARMY.MIL		DALLAS TX 75201-2843		X OTHER

(See Schedule if

SCD: A

PAS: NONE

ADP PT: HQ0339

other)

9. CONTRACTOR

CODE

0BK64

FACILITY

10. DELIVER TO FOB POINT BY (Date)

11. X IF BUSINESS IS

(YYYYMMMDD)

X SMALL

OPTEX SYSTEMS INC

1420 PRESIDENTIAL DR

SEE SCHEDULE

SMALL

NAME

RICHARDSON, TX 75081-2769

12. DISCOUNT TERMS

DISADVANTAGED

AND

ADDRESS

WOMAN-OWNED

13. MAIL INVOICES TO THE ADDRESS IN BLOCK

TYPE BUSINESS: Other Small Business Performing in U.S.

See Block 15

14. SHIP TO

CODE

15. PAYMENT WILL BE MADE BY

CODE HQ0339

MARK ALL

SEE SCHEDULE

DFAS COLUMBUS CENTER

PACKAGES AND

DFAS-CO/WEST ENTITLEMENT OPERATIONS

PAPERS WITH

PO BOX 182381

IDENTIFICATION

COLUMBUS OH 43218-2381

NUMBERS IN

BLOCKS 1 AND 2

16.

DELIVERY/

CALL

THIS DELIVERY ORDER IS ISSUED ON ANOTHER GOVERNMENT AGENCY OR IN ACCORDANCE WITH AND SUBJECT TO TERMS AND CONDITIONS OF ABOVE NUMBERED CONTRACT.

TYPE

ORDER

Reference your

Oral

Written Quotation

, Dated

PURCHASE

furnish the following on terms specified herein.

ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE NUMBERED P URCHASE ORDER AS IT MAY PREVIOUSLY HAVE

BEEN OR IS NOW MODIFIED, SUBJECT TO ALL OF THE TERMS AND CONDITIONS SET FORTH, AND AGREES TO PERFORM THE SAME.

NAME OF CONTRACTOR

SIGNATURE

TYPED NAME AND TITLE

DATE SIGNED

(YYYYMMMDD)

If this box is marked, supplier must sign Acceptance and return the following number of copies:

17. ACCOUNTING AND APPROPRIATION DATA/LOCAL USE

SEE SCHEDULE

18. ITEM NO. 19. SCHEDULE OF SUPPLIES/SERVICE

20. QUANTITY

21.

22. UNIT PRICE

23. AMOUNT

ORDERED/

UNIT

ACCEPTED*

SEE SCHEDULE

CONTRACT TYPE:

Firm-Fixed-Price

KIND OF CONTRACT:

Supply Contracts and Priced Orders

* If quantity accepted by the Government is

24. UNITED STATES OF AMERICA

25. TOTAL

$3,291,724.90

same as quantity ordered, indicate by X.

VICKI AHLGRIM /SIGNED/

26.

If different, enter actual quantity accepted below

VICKI.AHLGRIM@US.ARMY.MIL (309)782-3220

DIFFERENCES

quantity ordered and encircle.

BY:

CONTRACTING/ORDERING OFFICER

27a. QUANTITY IN COLUMN 20 HAS BEEN

INSPECTED

RECEIVED

ACCEPTED, AND CONFORMS TO CONTRACT EXCEPT AS NOTED

b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

c. DATE

d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

(YYYYMMMDD)

REPRESENTATIVE

e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

28. SHIP. NO.

29. D.O. VOUCHER NO.

30. INITIALS

32. PAID BY

33. AMOUNT VERIFIED CORRECT FOR

PARTIAL

f. TELEPHONE NUMBER

g. E-MAIL ADDRESS

FINAL

31. PAYMENT

34. CHECK NUMBER

36. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT.

COMPLETE

a. DATE

b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

35. BILL OF LADING NO.

PARTIAL

(YYYYMMMDD)

FINAL

37. RECEIVED AT

38. RECEIVED BY (Print)

39. DATE RECEIVED

40. TOTAL CON-

41. S/R ACCOUNT NUMBER

42. S/R VOUCHER NO.

(YYYYMMMDD)

TAINERS

DD FORM 1155, DEC 2001

PREVIOUS EDITION IS OBSOLETE.

Reference No. of Document Being Continued Page 2 of 8 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC SUPPLEMENTAL INFORMATION

1. THIS DELIVERY ORDER, 0001, TO CONTRACT W52H09-05-D-0260 IS FOR 254 EACH M137A2 PANORAMIC TELESCOPE, NSN: 1240-01-483-6103 FOR CLINS

0001AB (179) AND 0001AC (75), AND 50 EACH M137A3 PANORAMIC TELESCOPE, NSN: 1240-01-483-6100 FOR CLIN 0002AA.

2. UNIT PRICES HAVE BEEN ADJUSTED ON THIS DELIVERY ORDER TO AMORTIZE FIRST ARTICLE TEST COSTS. FUTURE DELIVERY ORDERS WILL USE UNIT

PRICES PROPOSED BY THE CONTRACTOR FOR THE APPROPRIATE QUANTITY RANGES AND ORDERING PERIOD, AS SUBMITTED BY THE CONTRACTOR 8 JULY 2005.

3.	THIS ORDER IS ISSUED DURING ORDERING PERIOD 1 (DATE OF AWARD - 30 JUN 2006) FOR A TOTAL PRICE OF $3,291,724.90.

4.	FIRST ARTICLE TEST (FAT) IS REQUIRED. FOR CLIN 0001AA, FAT INCLUDES 5 EACH M137A2 PANORAMIC TELESCOPES. FAT REPORT IS DUE 1 JUN

2006 (300 DAYS AFTER AWARD).

5. FOR CLINS 0001AB AND 0001AC, DELIVERY OF THE INITIAL QUANTITY OF 25 EACH IS DUE 30 OCT 06 (450 DAYS AFTER AWARD), FOB DESTINATION, AND 25 EACH PER MONTH THEREAFTER.

FOR CLIN 0002AA, DELIVERY OF THE INITIAL QUANTITY OF 10 EACH IS DUE 30 OCT 06 (450 DAYS AFTER AWARD), FOB DESTINATION, AND 10 PER MONTH THEREAFTER.

6.	EARLY DELIVERIES ARE AUTHORIZED AT NO ADDITIONAL COST TO THE GOVERNMENT.

7.	ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 001 ***

Reference No. of Document Being Continued

Page

3 of 8

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AA

F_I_R_S_T A_R_T_I_C_L_E_

*_*__N_S_P_ *_* $

*_*__N_S_P__*_*_

NOUN: FIRST ARTICLE TEST REPORT

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Destination

Government Approval/Disapproval Days: 30

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

01-JUN-2006

FOB POINT: Destination

SHIP TO:

(Z55555)

TACOM-ROCK ISLAND

ATTN AMSTA-LC-CFA

ROCK ISLAND IL 61299-7630

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0001AB

179

1_0_,_5_3_4_._3_5_0_0_0 $

1_,_8_8_5_,_6_4_8_._6_5

NOUN: TELESCOPE,PANORAMIC

PRON: W15AFC06M1 PRON AMD: 01

ACRN: AA

AMS CD: 33104540041

CUSTOMER ORDER NO: 2C5AF1081ALF

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

Reference No. of Document Being Continued

Page

4 of 8

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207T701 W52H1C J W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

004

30-JAN-2007

005

28-FEB-2007

006

30-MAR-2007

007

30-APR-2007

008

30-MAY-2007

009

29-JUN-2007

010

30-JUL-2007

011

30-AUG-2007

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

XU W0K8 USA OSC ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA OSC ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0001AC

$ 1_0_,_5_3_4_._3_5_0_0_0_ $

7_9_0_,_0_7_6_._2_5_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F192M1 PRON AMD: 01

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

Reference No. of Document Being Continued

Page

5 of 8

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__

S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207H983 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

FOB POINT: Destination

SHIP TO: P_A_R_C_E__ P_O_S_T A_D_D_R_E_S_S
(W31G1Z) XR W0L7 ANNISTON MUNITIONS CENTER
TRANS OFFICER 256 235 6837 CL V
7 FRANKFORD AVE BLDG 380
ANNISTON AL 36201-4199
_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ C O_R_D_E_R N_U_M_B_E_R
W52H09-05-D-0260/0001

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095207H984		W62G2T J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		2	29-DEC-2006

002		13	30-JAN-2007

003		13	28-FEB-2007

004		10	30-MAR-2007

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S
(W62G2T) XU DEF DIST DEPOT SAN JOAQUIN
25600 S CHRISMAN ROAD
REC WHSE 10 PH 209 839 4307
TRACY CA 95304-5000
C _O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
W52H09-05-D-0260/0001

NSN: 1240-01-483-6100

0002

FSCM: 19200

PART NR: 12984775

SECURITY CLASS: Unclassified

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0002AA

$ 1_2_,_3_2_0_._0_0_0_0_0_

6_1_6_,_0_0_0_._0_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F193M1 PRON AMD: 01

ACRN: AB

AMS CD: 060011

Reference No. of Document Being Continued

Page

6 of 8

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095205H983 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S
(W31G1Z) XR W0L7 ANNISTON MUNITIONS CENTER
TRANS OFFICER 256 235 6837 CL V
7 FRANKFORD AVE BLDG 380
ANNISTON AL 36201-4199
C _O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
W52H09-05-D-0260/0001

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095205H984		W62G2T J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		5	29-DEC-2006

002		10	30-JAN-2007

003		10	28-FEB-2007

FOB POINT: Destination

D _A_T_A _T_E_M_I

0003

$ _*__N_S_P_ * *_* $

* _*__N_S_P__*_*_

NOUN: CONTRACT DATA REQ LIST
SECURITY CLASS: Unclassified

		Reference No. of Document Being Continued	Page	7 of 8
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY UNIT	UNIT PRICE	AMOUNT

CONTRACTOR WILL PREPARE AND DELIVER THE
TECHNICAL DATA IN ACCORDANCE WITH THE
REQUIREMENTS, QUANTITIES AND SCHEDULES
SET FORTH IN THE CONTRACT DATA REQUIREMENTS
LISTS (DD FORM 1423), EXHIBIT A. IT IS
REQUIRED THAT DATA ITEMS BE DELIVERED
USING ELECTRONIC MEDIA. REFER TO THE
DD FORM 1423 FOR MORE SPECIFIC ELECTRONIC
DELIVERY INFORMATION
A DD250 IS NOT REQUIRED
(End of narrative B001)

I_n_s_p_e_c_t_i_o__		a_n_d A_c_c_e_p_t_a_n_c_e
INSPECTION: Origin				ACCEPTANCE: Destination

Reference No. of Document Being Continued

Page 8 of 8

CONTINUATION SHEET

PIIN/SIIN

^{W52H09-05-D-0260/0001}

MOD/AMD

Name of Offeror or Contractor:

OPTEX SYSTEMS INC

CONTRACT ADMINISTRATION DATA

PRON/

JOB

LINE

AMS CD/

OBLG

ORDER

ACCOUNTING

OBLIGATED

IT_E___

MI_P__

A R_N ST_ _ A C_O_U_N_T_I_N C_L_A_S_S_I_F_I_C_A_T_I_O_N

NU_M_B_E_R_

S A_T_ O__

A_M_O_U_N__

0001AB

W15AFC06M1

52033000056D6D02P33104526KB

S11116

576C06

W52H09

1,885,648.65

33104540041

2C5AF1081ALF

0001AC

M151F192M1

X4930AC9G 6D

26KB

S11116

W52H09

790,076.25

060011

0002AA

M151F193M1

X4930AC9G 6D

26KB

S11116

W52H09

616,000.00

060011

TOTAL

3,291,724.90

SERVICE

ACCOUNTING

OBLIGATED

NA_M__

_T_O_T_A_L

BY_Y

A_C_R_N

N_T_I_N__ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_A_T_I_O_N

A_M_O_U_N_T

Army

52033000056D6D02P33104526KB

S11116

W52H09

1,885,648.65

Army

X4930AC9G 6D

26KB

S11116

W52H09

1_,_4_0_6_,_0_7_6_._2_5

TOTAL

3,291,724.90

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 7

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2006MAY25

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-CFA-C

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0001

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

SEE SECTION G (IF APPLICABLE)

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

VICKI AHLGRIM

VICKI.AHLGRIM@US.ARMY.MIL (309)782-3220

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2006MAY25

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 7 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION 01 TO W52H09-05-D-0260 DELIVERY ORDER 0001 IS TO:

1) AS A RESULT OF INCORPORATING ECPS H04A2076, H04A5007, H04A5012, THE UNIT PRICE OF CLINS 0001AB, 0001AC, AND 0002AA HAVE BEEN

INCREASED BY $22.09 PER UNIT.

2)	THIS IS A TOTAL INCREASE TO DELIVERY ORDER 0001 OF $6715.36.

3)	AS A RESULT OF CORRECTIONS TO THE TECHNICAL DATA PACKAGE, THE DUE DATE FOR THE FIRST ARTICLE TEST REPORT IS REVISED

FROM: 01-JUN-2006 TO: 28-JUL-2006.

4) ALLOW FOR THE PURCHASE OF LONG LEAD ITEMS PRIOR TO FIRST ARTICLE APPROVAL TO FACILITATE ON-TIME DELIVERY, IN ACCORDANCE WITH CLAUSE

I-78 OF THE CONTRACT, FAR 52.209 -3, FIRST ARTICLE APPROVAL - CONTRACTOR TESTING, aLTERNATE I AND ALTERNATE II.

THE FOLLOWING ITEMS ARE HEREBY AUTHORIZED AS LONG LEAD ITEMS. THE COST ASSOCIATED WITH THESE ITEMS MAY INCLUDE THE PURCHASE OF MATERIALS AS WELL AS PRODUCTION TO THE EXTENT ESSENTIAL TO MEET THE DELIVERY SCHEDULE.

MATERIAL		PO AMOUNT
BEARINGS		$8246.00
CASTINGS		69,269.58
CIRCUIT CARD		12,825.00
COUNTER		742,924.00
FIBER OPTIC		7,936.00
GEAR		274,908.80
HARDWARE		27,915.36
ID PLATE		1,568.00
MACHINED COMPONENTS		400,692.16
OPTICS		158,365.50
PACKING		2,719.94
RELIEF VALVE		30,720.00
SEAL		4,214.40
SPRING		3,447.30
SWITCH		2_,_0_9_9_._2
		$1,747,851.00

IN ACCORDANCE WITH THE DOD PROGRESS PAYMENTS CLAUSE, DFARS 252.232 -7004, BY REFERENCE CLAUSE I-65 OF THE CONTRACT, PAYMENT REQUESTS MAY BE SUBMITTED FOR NO MORE THAN 90% OF THE ABOVE AMOUNT, OR $1,573,065.90, ACCOMPANIED BY SUPPORTING DOCUMENTATION.

5) AS A RESULT OF NUMBER 4 ABOVE, FAR 52.232 -4506 PROGRESS PAYMENT LIMITATION, IS HEREBY SUPERCEDED BY THE ABOVE.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 002 ***

		Reference No. of Document Being Continued		Page	3 of 7
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY	UNIT	UNIT PRICE	AMOUNT

	SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS


0001	NSN: 1240-01-483-6103
	FSCM: 19200
	PART NR: 12984713
	SECURITY CLASS: Unclassified


0001AA	F_I_R_S_T A_R_T_I_C_L_E_	1	LO $	___N_S_P_ _ $	___N_S_P____


	NOUN: FIRST ARTICLE TEST REPORT

P _a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

_n_s_p_e_c_t_i_o__ I a_n_d A_c_c_e_p_t_a_n_c_e
INSPECTION: Origin ACCEPTANCE: Destination
Government Approval/Disapproval Days: 30

D _e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__		S_I__ C_D M_A_R__ F_O_R	T__ C_D
001
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y	_D_E_L__D_A_T_E_
001	1	28-JUL-2006


FOB POINT: Destination

SHIP TO:
(Z55555)	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R_Y O_R_D_E_R N_U_M_B_E_R
W52H09-05-D-0260/0001

SHIP TO: TACOM-ROCK ISLAND
ATTN: AMSTA-LC-CFA CHRISTINE CARSON
ROCK ISLAND IL 61299-7630
(End of narrative F001)

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0001AB

179

$ 1_0_,_5_5_6_._4_4_0_0_0

1_,_8_8_9_,_6_0_2_._7_6

NOUN: TELESCOPE,PANORAMIC

PRON: W15AFC06M1

PRON AMD: 02

ACRN: AA

AMS CD: 33104540041

CUSTOMER ORDER NO: 2C5AF1081ALF

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

Reference No. of Document Being Continued

Page

4 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207T701 W52H1C J W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

004

30-JAN-2007

005

28-FEB-2007

006

30-MAR-2007

007

30-APR-2007

008

30-MAY-2007

009

29-JUN-2007

010

30-JUL-2007

011

30-AUG-2007

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0001AC

EA $

1_0_,_5_5_6_._4_4_0_0_0_ $

7_9_1_,_7_3_3_._0_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F192M1 PRON AMD: 01

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

Reference No. of Document Being Continued

Page

5 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__

S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207H983 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

FOB POINT: Destination

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095207H984		W62G2T J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		2	29-DEC-2006

002		13	30-JAN-2007

003		13	28-FEB-2007

004		10	30-MAR-2007

FOB POINT: Destination

		NSN: 1240-01-483-6100
0002		FSCM: 19200
		PART NR: 12984775
		SECURITY CLASS: Unclassified

P _R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

0002AA

50 EA $ _2_,_3_4_2_._0_9_0_0_0_1 $

6 _1_7_,_1_0_4_._5_0_

Reference No. of Document Being Continued

Page

6 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

NOUN: TELESCOPE,PANORAMIC

PRON: M151F193M1

PRON AMD: 01

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095205H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2006

002

30-NOV-2006

003

29-DEC-2006

FOB POINT: Destination

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095205H984		W62G2T J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		5	29-DEC-2006

002		10	30-JAN-2007

003		10	28-FEB-2007

FOB POINT: Destination

Reference No. of Document Being Continued

Page 7 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}

MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AB

W15AFC06M1

1,885,648.65 $

3,954.11

1,889,602.76

33104540041

576C06

2C5AF1081ALF

0001AC

M151F192M1

790,076.25 $

1,656.75

791,733.00

060011

0002AA

M151F193M1

616,000.00 $

1,104.50

617,104.50

060011

NET CHANGE $

6,715.36

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_

C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

52033000056D6D02P33104526KB

S11116

W52H09

3,954.11

Army

X4930AC9G 6D

26KB

S11116

W52H09

2_,_7_6_1_._2_5

NET CHANGE $

6,715.36

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

3,291,724.90

6,715.36

3,298,440.26

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 6

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2007JAN08

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0001

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

NO CHANGE TO OBLIGATION DATA

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 4

It Modifies The Contract/Order No. As Described In Item 14.

X A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor ^Xis not,

is required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007JAN08

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 6 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION 02 TO W52H0905D0260 DELIVERY ORDER 0001 IS TO REVISE THE DELIVERY SCHEDULE. THIS SCHEDULE REVISION IS NECESSARY BECAUSE OF ONGOING TECHNICAL DATA ISSUES, ENGINEERING CHANGE PROPOSALS, ETC. THEREFORE, THE SCHEDULE REVISION IS DONE AT NO COST TO EITHER PARTY.

SEE SCHEDULE B FOR REVISED DELIVERY DATES.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A 0003 ***

		Reference No. of Document Being Continued		Page	3 of 6
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY	UNIT	UNIT PRICE	AMOUNT

	SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS


0001AA	F_I_R_S_T A_R_T_I_C_L_E_	1	LO $	___N_S_P_ _ $	___N_S_P____


	NOUN: FIRST ARTICLE TEST REPORT

P _a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

_n_s_p_e_c_t_i_o__ I a_n_d A_c_c_e_p_t_a_n_c_e
INSPECTION: Origin ACCEPTANCE: Destination
Government Approval/Disapproval Days: 30

D _e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__		S_I__ C_D M_A_R__ F_O_R	T__ C_D
001
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y	_D_E_L__D_A_T_E_
001	1	09-MAR-2007


FOB POINT: Destination

SHIP TO:
(Z55555)	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R_Y O_R_D_E_R N_U_M_B_E_R
W52H09-05-D-0260/0001

SHIP TO: TACOM-ROCK ISLAND
ATTN: AMSTA-LC-GAWC CHRISTINE CARSON
BLDG 104, 2ND FLR, SE
ROCK ISLAND IL 61299-7630
MARK FOR ATTN: CHRISTINE CARSON

(End of narrative F001)

P_R_O_D_U_C_T_I_O__

Q_U_A_N_T_I_T_Y

0001AB

179

$ 1_0_,_5_5_6_._4_4_0_0_0

1_,_8_8_9_,_6_0_2_._7_6

NOUN: TELESCOPE,PANORAMIC

PRON: W15AFC06M1

PRON AMD: 02 ACRN: AA

AMS CD: 33104540041

CUSTOMER ORDER NO: 2C5AF1081ALF

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__

a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__

o_r P_e_r_f_o_r_m_a_n_c_e

Reference No. of Document Being Continued

Page

4 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207T701 W52H1C J

W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-MAR-2007

002

30-APR-2007

003

30-MAY-2007

004

30-JUN-2007

005

30-JUL-2007

006

30-AUG-2007

007

30-SEP-2007

008

30-OCT-2007

009

DELETED

010

DELETED

011

DELETED

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

_C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R_Y O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

0001AC

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

EA $

1_0_,_5_5_6_._4_4_0_0_0_ $

7_9_1_,_7_3_3_._0_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F192M1 PRON AMD: 02

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-MAY-2007

002

30-JUN-2007

		Reference No. of Document Being Continued	Page	5 of 6
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY UNIT UNIT PRICE		AMOUNT

003	5	30-JUL-2007
004	5	30-AUG-2007
005	5	30-SEP-2007
006	5	30-OCT-2007
007	7	30-NOV-2007

FOB POINT: Destination

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095207H984 W62G2T J			1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		5	30-MAY-2007
002		5	30-JUN-2007
003		5	30-JUL-2007
004		5	30-AUG-2007
005		5	30-SEP-2007
006		5	30-OCT-2007
007		8	30-NOV-2007

FOB POINT: Destination

0002AA

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

$ 1_2_,_3_4_2_._0_9_0_0_0_

6_1_7_,_1_0_4_._5_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F193M1 PRON AMD: 02

ACRN: AB

AMS CD: 060011

Reference No. of Document Being Continued

Page

6 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095205H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-JUN-2007

002

30-JUL-2007

003

30-AUG-2007

004

30-SEP-2007

005

30-OCT-2007

FOB POINT: Destination

DOC		SUPPL R_E___C_D_ M_I_L_S_T_R_I_P_
A_D_D__	S_I__	C_D M_A_R__ F_O_R T__ C_D
002 W52H095205H984		W62G2T J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y		_D_E_L__D_A_T_E_
001		5	30-JUN-2007

002		5	30-JUL-2007

003		5	30-AUG-2007

004		5	30-SEP-2007

005		5	30-OCT-2007

FOB POINT: Destination

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 7

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2007OCT12

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0001

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

SEE SECTION G (IF APPLICABLE)

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007OCT12

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 7 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION 03 TO W52H0905D0260 DO 0001 IS TO:

1) TO INCREASE THE UNIT PRICE OF 0001AB, 0001AC, AND 0002AA BY $23.08 EACH, DUE TO INCORPORATION OF ECP H07A2020 INTO BASIC AWARD.

THIS IS A TOTAL INCREASE TO DELIVERY OREDER 0001 OF $7016.32, FROM $3,298,440.26 TO $3,305,456.58.

2) TO REVISE THE DELIVERY SCHEDULE. SEE SECTION B.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0004 ***

Reference No. of Document Being Continued

Page

3 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

179

EA $

1_0_,_5_7_9_._5_2_0_0_0 $

1_,_8_9_3_,_7_3_4_._0_8

NOUN: TELESCOPE,PANORAMIC

PRON: W15AFC06M1

PRON AMD: 03

ACRN: AA

AMS CD: 33104540041

CUSTOMER ORDER NO: 2C5AF1081ALF

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207T701 W52H1C J

W52H1C

P_R_O__ C_D

B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2007

002

30-NOV-2007

003

30-DEC-2007

004

30-JAN-2008

005

28-FEB-2008

006

30-MAR-2008

007

30-APR-2008

008

30-MAY-2008

009

30-JUN-2008

FOB POINT: Destination

SHIP TO:

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

Reference No. of Document Being Continued

Page

4 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

0001AC

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

EA $

1_0_,_5_7_9_._5_2_0_0_0_ $

7_9_3_,_4_6_4_._0_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F192M1 PRON AMD: 03

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2007

002

30-NOV-2007

003

30-DEC-2007

004

30-JAN-2008

005

28-FEB-2008

006

30-MAR-2007

007

DELETED

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CENTER

TRANS OFFICER 256 235 6837 CL V

7 FRANKFORD AVE BLDG 380

ANNISTON AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H095207H984 W62G2T J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2007

002

30-NOV-2007

003

30-DEC-2007

Reference No. of Document Being Continued

Page

5 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

004

30-JAN-2008

005

28-FEB-2008

006

30-MAR-2008

007

DELETED

FOB POINT: Destination

SHIP TO:

(W62G2T)

XU DEF DIST DEPOT SAN JOAQUIN

25600 S CHRISMAN ROAD

REC WHSE 10 PH 209 839 4307

TRACY

CA 95304-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

0002

NSN: 1240-01-483-6100

FSCM: 19200

PART NR: 12984775

SECURITY CLASS: Unclassified

0002AA

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

EA $

1_2_,_3_6_5_._1_7_0_0_0_ $

6_1_8_,_2_5_8_._5_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F193M1 PRON AMD: 03

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095205H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-JAN-2008

002

28-FEB-2008

003

30-MAR-2008

004

30-APR-2008

005

30-MAY-2008

FOB POINT: Destination

SHIP TO:

			Reference No. of Document Being Continued	Page	6 of 7
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES		QUANTITY UNIT UNIT PRICE		AMOUNT


(W31G1Z)	XR W0L7 ANNISTON MUNITIONS CENTER
	TRANS OFFICER 256 235 6837 CL V
	7 FRANKFORD AVE BLDG 380
	ANNISTON AL 36201-4199

	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
	W52H09-05-D-0260/0001

DOC	SUPPL R_E___C_D_		M_I_L_S_T_R_I_P_
A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D
002 W52H095205H984 W62G2T		J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y	_D_E_L__D_A_T_E_
001	5		30-JAN-2008

002	5		28-FEB-2008

003	5		30-MAR-2008

004	5		30-APR-2008

005	5		30-MAY-2008


FOB POINT: Destination

SHIP TO:
(W62G2T)	XU DEF DIST DEPOT SAN JOAQUIN
	25600 S CHRISMAN ROAD
	REC WHSE 10 PH 209 839 4307
	TRACY	CA 95304-5000

	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
	W52H09-05-D-0260/0001

Reference No. of Document Being Continued

Page 7 of 7

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}

MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AB

W15AFC06M1

1,889,602.76

4,131.32

1,893,734.08

33104540041

576C06

2C5AF1081ALF

0001AC

M151F192M1

791,733.00

1,731.00

793,464.00

060011

0002AA

M151F193M1

617,104.50

1,154.00

618,258.50

060011

NET CHANGE

7,016.32

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

52033000056D6D02P33104526KB S11116

W52H09

4,131.32

Army

X4930AC9G 6D

26KB S11116

W52H09

2_,_8_8_5_._0_0

NET CHANGE $

7,016.32

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

3,298,440.26

7,016.32

3,305,456.58

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

21 050720330000

S11116 56D6D023310454004126KB

576C06S11116 W52H09

97 0X0X4930AC9G

S11116 56D00000600110000026KB

S11116

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 5

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2008AUG06

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA TEXAS

AMSTA-LC-GFA-A

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0001

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

SEE SECTION G (IF APPLICABLE)

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2008AUG06

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

	Reference No. of Document Being Continued		Page	2 of 5
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰⁴


Name of Offeror or Contractor: OPTEX SYSTEMS INC


SECTION A - SUPPLEMENTAL INFORMATION
The Purpose of this Modification 04 to W52H09-05-D-0260 DO 0001 is to:

1) Divert Shipments of 75 EA

From : W31G1Z	W62G2T
XR W0L7 Anniston Munitions Center	XU DEF DIST Depot San Joaquin
Trans Officer 256 235 6837 CL V	25600 S Chrisman Road
7 Frankford Ave Bldg 380	Rec Whse 10 PH 209 839 4307
Anniston AL 36201-4199	Tracy	CA 95304-500

To: W52H1C
XU W0K8 USA Rock Island Arsenal
Bldg 299 Gillespie Av and Beck Lane
Rock Island IL 61299-5000

2) For Administrative purposes, the diverted shipments from Tracy and Annistion (CLIN 0001AC DOC REL CODE 001 and 002) to Rock Island will be under CLIN 0001AD.

3)	CLIN 0001AC is being deleted and being replaced with CLIN 0001AD.

4)	ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0006 ***

		Reference No. of Document Being Continued		Page	3 of 5
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD		⁰⁴

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY UNIT	UNIT PRICE		AMOUNT

	SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS



0001	NSN: 9999-99-999-9999
	NOUN: M119 HOWITZER M137
	SECURITY CLASS: Unclassified


0001AC	D_E_L_E_T_E_D_

NSN: 1240-01-483-6103

(End of narrative B001)

0001AD

P_R_O_D_U_C_T_I_O__

Q_U_A_N_T_I_T_Y

$ 1_0_,_5_7_9_._5_2_0_0_0_

7_9_3_,_4_6_4_._0_0_

NOUN: M119

HOWITZER M137

PRON: 2C8140221A PRON AMD: 01

ACRN: AC

AMS CD: 32101366022

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__

a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__

o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W15BW982073342 Y00000 M

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2007

002

30-NOV-2007

003

30-DEC-2007

004

30-JAN-2008

005

28-FEB-2008

006

30-MAR-2008

FOB POINT: Destination

SHIP TO:

(Y00000)

SHIPPING INSTRUCTIONS FOR CONSIGNEE

(SHIP TO) WILL BE FURNISHED PRIOR

TO SCHEDULED DELIVERY DATE FOR ITEM

PRODUCTION DELIVERY SCHEDULE,

REQUIRED UNDER THIS REQUISITION.

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

		Reference No. of Document Being Continued	Page	4 of 5
CONTINUATION SHEET
	PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD		⁰⁴

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES	QUANTITY UNIT	UNIT PRICE	AMOUNT

	W52H09-05-D-0260/0001

SHIP TO:
(W52H1C)
XU W0K8 USA Rock Isl Arsenal
BLDG 299 Gillespie Av and Beck Lane
Rock Island IL 61299-5000

(End of narrative F001)

Reference No. of Document Being Continued

Page 5 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}

MOD/AMD ⁰⁴

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AC

M151F192M1

793,464.00 $

-793,464.00

0.00

060011

0001AD

2C8140221A

0.00 $

793,464.00

32101366022

8RM223

A18P30222R2C

NET CHANGE $

0.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

X4930AC9G 6D

26KB S11116

W52H09

-793,464.00

Army

82033000085R5R13P32101331E1 S28017

W52H09

7_9_3_,_4_6_4_._0_0

NET CHANGE $

0.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

3,305,456.58

0.00

3,305,456.58

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

97 0X0X4930AC9G

S11116 56D00000600110000026KB

S11116 W52H09

21 081020330000

S28017 85R5R133210136602231E1

8RM223S28017 W52H09

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 6

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2009SEP10

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA, TEXAS

CCTA-AR-FA

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC.

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2439

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0001

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2005AUG03

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

ACRN: AD NET INCREASE: $2,384.00

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: G

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

X C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of: 43.103 (a) (1)

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2009SEP10

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 6 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰⁵

Name of Offeror or Contractor: OPTEX SYSTEMS INC. SECTION A - SUPPLEMENTAL INFORMATION

The purpose of this modification 05 to W52H09-05-D-0260 to DO 0001 is to:

1.	Increase the unit price from $12,365.17 by $47.68, for a new unit price of $12,412.85.

2.	For Administrative purposes, this increase will be represented on CLIN 1002AA.

3.	Therefore, for each Panoramic Telescope shipped against CLIN 0002AA, the contractor shall bill against CLIN 0002AA ($12,365.17), and

1002AA ($47.68) for a total unit price of $12,412.85.

4. To date, the total quantity left for delivery for CLIN 0002AA is 50 each, Panoramic Telescope, NSN: 1240-01-483-6100, PN: 12984775. All other CLINS have been delivered in full.

5. Revised the delivery schedule, see section B.

All other terms and conditions remain unchanged.

*** END OF NARRATIVE A0009 ***

Reference No. of Document Being Continued

Page

3 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD

⁰⁵

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

179

EA $

1_0_,_5_7_9_._5_2_0_0_0 $

1_,_8_9_3_,_7_3_4_._0_8

NOUN: TELESCOPE,PANORAMIC

PRON: W15AFC06M1

PRON AMD: 03

ACRN: AA

AMS CD: 33104540041

CUSTOMER ORDER NO: 2C5AF1081ALF

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095207T701 W52H1C J W52H1C

P_R_O__ C_D

B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-OCT-2007

002

30-NOV-2007

003

30-DEC-2007

004

30-JAN-2008

005

28-FEB-2008

006

30-MAR-2008

007

30-APR-2008

008

30-MAY-2008

009

30-JUN-2008

FOB POINT: Destination

SHIP TO:

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

Reference No. of Document Being Continued

Page

4 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰⁵

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

0001AD

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

1_0_,_5_7_9_._5_2_0_0_0_

7_9_3_,_4_6_4_._0_0_

NOUN: M119 HOWITZER M137

PRON: 2C8140221A PRON AMD: 02

ACRN: AC

AMS CD: 32101366022

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

0002

NSN: 1240-01-483-6100

FSCM: 19200

PART NR: 12984775

SECURITY CLASS: Unclassified

0002AA

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

1_2_,_3_6_5_._1_7_0_0_0_

6_1_8_,_2_5_8_._5_0_

NOUN: TELESCOPE,PANORAMIC

PRON: M151F193M1 PRON AMD: 03

ACRN: AB

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H095205H983 W31G1Z J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-JUN-2010

002

DELETED

003

DELETED

004

DELETED

005

DELETED

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CTR

TRANS OFFICER 256 235 6837 CL V

Reference No. of Document Being Continued

Page

5 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}MOD/AMD ⁰⁵

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT UNIT PRICE

AMOUNT

7 FRANKFORD AVE BLDG #380

ANNISTON

AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H095205H984 W62G2T J

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-JUL-2010

002

DELETED

003

DELETED

004

DELETED

005

DELETED

FOB POINT: Destination

SHIP TO:

(W62G2T)

XR W1BG DEF DIST DEPOT SAN JOAQUN

25600 S CHRISMAN ROAD

REC WHSE 16B PH 209 839 4307

TRACY

CA 95304-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0001

1002

SECURITY CLASS: Unclassified

1002AA

U_N_I_T P_R_I_C_E_ I_N_C_R_E_A_S_E

2_,_3_8_4_._0_0

NOUN: PACKAGING FOR PANTELS

PRON: W19ADW35M1 PRON AMD: 01

ACRN: AD

AMS CD: 53459562147

Items shipped on CLIN 0002AA shall also billed

against this CLIN 1002AA for 47.68 each up to

50 units

THIS CLIN IS FOR BILLING PURPOSES ONLY. NO

SEPERATE DELIVERY REQUIRED.

(End of narrative B001)

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e

DLVR SCH

PERF COMPL

R_E_L C_D_

Q_U_A_N_T_I_T_Y

D_A_T_E_

001

30-SEP-2011

$ 2,384.00

Reference No. of Document Being Continued

Page

6 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0001}

MOD/AMD ⁰⁵

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

1002AA

W19ADW35M1

0.00

2,384.00

53459562147

974W35

NET CHANGE

2,384.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

92035000096D6D02P53459525FB S11116

W52H09

2_,_3_8_4_._0_0

NET CHANGE $

2,384.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

3,305,456.58

2,384.00

3,307,840.58

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

21 091120350000

S11116 96D6D025345956214725FB

974W35S11116 W52H09

PAGE 1 OF 4

ORDER FOR SUPPLIES OR SERVICES

1. CONTRACT PURCH ORDER/AGREEMENT NO.	2. DELIVERY ORDER/CALL NO. 3. DATE OF ORDER/CALL		4. REQUISITION/PURCH REQUEST NO.	5. PRIORITY
		(YYYYMMMDD)
W52H09-05-D-0260	0002	2006AUG18	SEE SCHEDULE	DOA5


6. ISSUED BY	CODE W52H09	7. ADMINISTERED BY (If other than 6)	CODE S4402A	8. DELIVERY FOB

TACOM-ROCK ISLAND
AMSTA-LC-CFA-C		DCMA DALLAS
CHRISTINE CARSON (309)782-4301		600 NORTH PEARL STREET		X DESTINATION
ROCK ISLAND IL 61299-7630		SUITE 1630
EMAIL: CHRISTINE.CARSON@US.ARMY.MIL		DALLAS TX 75201-2843		OTHER

(See Schedule if

SCD: A

PAS: NONE

ADP PT: HQ0339

other)

9. CONTRACTOR

CODE

0BK64

FACILITY

10. DELIVER TO FOB POINT BY (Date)

11. X IF BUSINESS IS

(YYYYMMMDD)

X SMALL

OPTEX SYSTEMS INC

1420 PRESIDENTIAL DR

SEE SCHEDULE

SMALL

NAME

RICHARDSON, TX 75081-2769

12. DISCOUNT TERMS

DISADVANTAGED

AND

ADDRESS

WOMAN-OWNED

13. MAIL INVOICES TO THE ADDRESS IN BLOCK

TYPE BUSINESS: Other Small Business Performing in U.S.

See Block 15

14. SHIP TO

CODE

15. PAYMENT WILL BE MADE BY

CODE HQ0339

MARK ALL

SEE SCHEDULE

DFAS COLUMBUS CENTER

PACKAGES AND

DFAS-CO/WEST ENTITLEMENT OPERATIONS

PAPERS WITH

PO BOX 182381

IDENTIFICATION

COLUMBUS OH 43218-2381

NUMBERS IN

BLOCKS 1 AND 2

16.

DELIVERY/

CALL

THIS DELIVERY ORDER IS ISSUED ON ANOTHER GOVERNMENT AGENCY OR IN ACCORDANCE WITH AND SUBJECT TO TERMS AND CONDITIONS OF ABOVE NUMBERED CONTRACT.

TYPE

ORDER

Reference your

Oral

Written Quotation

, Dated

PURCHASE

furnish the following on terms specified herein.

ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE NUMBERED P URCHASE ORDER AS IT MAY PREVIOUSLY HAVE

BEEN OR IS NOW MODIFIED, SUBJECT TO ALL OF THE TERMS AND CONDITIONS SET FORTH, AND AGREES TO PERFORM THE SAME.

NAME OF CONTRACTOR

SIGNATURE

TYPED NAME AND TITLE

DATE SIGNED

(YYYYMMMDD)

If this box is marked, supplier must sign Acceptance and return the following number of copies:

17. ACCOUNTING AND APPROPRIATION DATA/LOCAL USE

SEE SCHEDULE

18. ITEM NO. 19. SCHEDULE OF SUPPLIES/SERVICE

20. QUANTITY

21.

22. UNIT PRICE

23. AMOUNT

ORDERED/

UNIT

ACCEPTED*

SEE SCHEDULE

CONTRACT TYPE:

Firm-Fixed-Price

KIND OF CONTRACT:

Supply Contracts and Priced Orders

* If quantity accepted by the Government is

24. UNITED STATES OF AMERICA

25. TOTAL

$1,697,397.68

same as quantity ordered, indicate by X.

LISA DEVLIN /SIGNED/

26.

If different, enter actual quantity accepted below

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

DIFFERENCES

quantity ordered and encircle.

BY:

CONTRACTING/ORDERING OFFICER

27a. QUANTITY IN COLUMN 20 HAS BEEN

INSPECTED

RECEIVED

ACCEPTED, AND CONFORMS TO CONTRACT EXCEPT AS NOTED

b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

c. DATE

d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

(YYYYMMMDD)

REPRESENTATIVE

e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

28. SHIP. NO.

29. D.O. VOUCHER NO.

30. INITIALS

32. PAID BY

33. AMOUNT VERIFIED CORRECT FOR

PARTIAL

f. TELEPHONE NUMBER

g. E-MAIL ADDRESS

FINAL

31. PAYMENT

34. CHECK NUMBER

36. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT.

COMPLETE

a. DATE

b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

35. BILL OF LADING NO.

PARTIAL

(YYYYMMMDD)

FINAL

37. RECEIVED AT

38. RECEIVED BY (Print)

39. DATE RECEIVED

40. TOTAL CON-

41. S/R ACCOUNT NUMBER

42. S/R VOUCHER NO.

(YYYYMMMDD)

TAINERS

DD FORM 1155, DEC 2001

PREVIOUS EDITION IS OBSOLETE.

Reference No. of Document Being Continued Page 2 of 4 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SUPPLEMENTAL INFORMATION

1.	DELIVERY ORDER 0002 IS ISSUED FOR 152 EACH, M137A2 PANORAMIC TELESCOPE, NSN: 1240-01-483-6103.

2.	THE UNIT PRICE OF $11,167.09 EACH REFLECTS THE UNIT PRICE FOR CLIN 0001 FOR ORDERING PERIOD 02, 1 JULY 2006 THROUGH 30 JUNE 2007.

THE TOTAL VALUE OF THIS DELIVERY ORDER IS $1,697,397.68.

3. THE MAXIMUM ALLOWABLE QUANTITY UNDER THE LONG TERM CONTRACT IS 1457 EACH. TO DATE, THE TOTAL QUANTITY OBLIGATED UNDER THE CONTRACT

IS 456 EACH.

4.	THE DELIVERY SCHEDULE IS ESTABLISHED IN SECTION B. EARLY DELIVERY IS AUTHORIZED IF AT NO ADDITIONAL COST TO THE GOVERNMENT.

5.	THIS DELIVERY ORDER IS SUBJECT TO THE TERMS AND CONDITIONS OF BASIC CONTRACT W52H09-05-D-0260.

*** END OF NARRATIVE A 001 ***

Reference No. of Document Being Continued

Page

3 of 4

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

152

EA $

1_1_,_1_6_7_._0_9_0_0_0 $

1_,_6_9_7_,_3_9_7_._6_8

NOUN: TELESCOPE,PANORAMIC

PRON: 2C6AH1261A PRON AMD: 01

ACRN: AA

AMS CD: 32101366046

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H096223T700 W52H1C J W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-AUG-2007

002

30-SEP-2007

003

30-OCT-2007

004

30-NOV-2007

005

30-DEC-2007

006

30-JAN-2008

007

28-FEB-2008

FOB POINT: Destination

SHIP TO: F_R_E_I_G_H__ A_D_D_R_E_S_S

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0002

Reference No. of Document Being Continued

Page 4 of 4

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}

MOD/AMD

Name of Offeror or Contractor:

OPTEX SYSTEMS INC

CONTRACT ADMINISTRATION DATA

PRON/

JOB

LINE

AMS CD/

OBLG

ORDER

ACCOUNTING

OBLIGATED

IT_E___

MI_P__

A R_N ST_ _ A C_O_U_N_T_I_N C_L_A_S_S_I_F_I_C_A_T_I_O_N

NU_M_B_E_R_

S A_T_ O__

A_M_O_U_N__

0001AB

2C6AH1261A

AA 2

62033000065R5R13P32101326KB S28017

6RM169

W52H09

1,697,397.68

32101366046

A16P30462R2C

TOTAL

1,697,397.68

SERVICE

ACCOUNTING

OBLIGATED

NA_M__

_T_O_T_A_L BY_Y A_C_R_N

N_T_I_N__ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_A_T_I_O_N

A_M_O_U_N_T

Army

62033000065R5R13P32101326KB S28017

W52H09

1_,_6_9_7_,_3_9_7_._6_8

TOTAL

1,697,397.68

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 4

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2007OCT18

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0002

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2006AUG18

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

ACRN: AA NET INCREASE: $3,508.16

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007OCT18

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 4 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION 01 TO W52H0905D0260 DO 0002 IS TO:

1) TO INCREASE THE UNIT PRICE OF 0001AB BY $23.08 EACH, DUE TO INCORPORATION OF ECP H07A2020 INTO BASIC AWARD. THIS IS A TOTAL

INCREASE TO DELIVERY ORDER 0002 OF $3508.16, FROM $1,697,397.68 TO $1,700,905.84.

2) TO REVISE THE DELIVERY SCHEDULE. SEE SECTION B.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0002 ***

Reference No. of Document Being Continued

Page

3 of 4

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

152

EA $

1_1_,_1_9_0_._1_7_0_0_0 $

1_,_7_0_0_,_9_0_5_._8_4

NOUN: TELESCOPE,PANORAMIC

PRON: 2C6AH1261A PRON AMD: 01

ACRN: AA

AMS CD: 32101366046

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H096223T700 W52H1C J W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-JUL-2008

002

30-AUG-2008

003

30-SEP-2008

004

30-OCT-2008

005

DELETED

006

DELETED

007

DELETED

FOB POINT: Destination

SHIP TO:

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0002

Reference No. of Document Being Continued

Page 4 of 4

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}

MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AB

2C6AH1261A

$ 1,697,397.68

3,508.16

1,700,905.84

32101366046

6RM169

A16P30462R2C

NET CHANGE

3,508.16

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

62033000065R5R13P32101326KB S28017

W52H09

3_,_5_0_8_._1_6

NET CHANGE $

3,508.16

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

1,697,397.68

3,508.16

1,700,905.84

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

21 060820330000

S28017 65R5R133210136604626KB

6RM169S28017 W52H09

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 5

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2009SEP10

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA, TEXAS

CCTA-AR-FA

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC.

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2439

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0002

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2006AUG18

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

ACRN: AB NET INCREASE: $6,402.00

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: G

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

X C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of: 43.103(a)(1)

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2009SEP10

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 5 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC. SECTION A - SUPPLEMENTAL INFORMATION

The purpose of this modification 02 to W52H09-05-D-0260 to DO 0002 is to:

1.	Increase the unit price from $11,190.17 by $42.68, for a new unit price of $11,232.85.

2.	For Administrative purposes, this increase will be represented on CLIN 1001AB.

3.	Therefore, for each Panoramic Telescope shipped against CLIN 0001AB, the contractor shall bill against CLIN 0001AB ($11,190.17), and

1001AB ($42.68) for a total unit price of $11,232.85.

4.	To date, the total left to deliver for CLIN 0001AB is 150 each for the Panoramic Telescope, NSN: 1240-01-483-6103, PN:12984713.

5.	Revised the delivery schedule, see section B.

All other terms and conditions remain unchanged.

*** END OF NARRATIVE A0003 ***

Reference No. of Document Being Continued

Page

3 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD

⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

152

EA $

1_1_,_1_9_0_._1_7_0_0_0 $

1_,_7_0_0_,_9_0_5_._8_4

NOUN: TELESCOPE,PANORAMIC

PRON: 2C6AH1261A PRON AMD: 01

ACRN: AA

AMS CD: 32101366046

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H096223T700 W52H1C J W52H1C

P_R_O__ C_D B_R__ B_L_K P_T

G19

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

20-AUG-2009

002

30-SEP-2009

003

30-OCT-2009

004

27-NOV-2009

005

31-DEC-2009

006

29-JAN-2010

007

26-FEB-2010

008

31-MAR-2010

FOB POINT: Destination

SHIP TO:

(W52H1C)

XU W0K8 USA ROCK ISL ARSENAL

BLDG 299 GILLESPIE AV AND BECK LANE

ROCK ISLAND

IL 61299-5000

MARK FOR:

XU W0K8 USA ROCK ISL ARSENAL

TRANSPORTATION OFFICE

BLDG 102 RODMAN AVE AND GILLESPIE

ROCK ISLAND

IL 61299-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

Reference No. of Document Being Continued

Page

4 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT UNIT PRICE

AMOUNT

W52H09-05-D-0260/0002

1001

SECURITY CLASS: Unclassified

1001AB

U_N_I_T P_R_I_C_E_ I_N_C_R_E_A_S_E

6_,_4_0_2_._0_0

NOUN: PACKAGING FOR PANTELS

PRON: W19ACW35M1

PRON AMD: 01

ACRN: AB

AMS CD: 53459562147

Items shipped on CLIN 0001AB shall also billed

against this CLIN 1001AB for 42.68 each up to

150 units

THIS CLIN IS FOR BILLING PURPOSES ONLY. NO

SEPERATE DELIVERY REQUIRED.

(End of narrative B001)

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e

DLVR SCH

PERF COMPL

R_E_L C_D_

Q_U_A_N_T_I_T_Y

D_A_T_E_

001

30-SEP-2011

6,402.00

Reference No. of Document Being Continued

Page

5 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0002}

MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

1001AB

W19ACW35M1

0.00

6,402.00

53459562147

974W35

NET CHANGE

6,402.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

92035000096D6D02P53459525FB S11116

W52H09

6_,_4_0_2_._0_0

NET CHANGE $

6,402.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

1,700,905.84

6,402.00

1,707,307.84

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

21 091120350000

S11116 96D6D025345956214725FB

974W35S11116 W52H09

PAGE 1 OF 5

ORDER FOR SUPPLIES OR SERVICES

1. CONTRACT PURCH ORDER/AGREEMENT NO.

2. DELIVERY ORDER/CALL NO. 3. DATE OF ORDER/CALL

4. REQUISITION/PURCH REQUEST NO.

5. PRIORITY

(YYYYMMMDD)

W52H09-05-D-0260

0003

2007JUN15

SEE SCHEDULE

DOA5

6. ISSUED BY

CODE

W52H09

7. ADMINISTERED BY (If other than 6)

CODE S4402A

8. DELIVERY FOB

TACOM-ROCK ISLAND

AMSTA-LC-GAWC-B

DCMA DALLAS

CHRISTINE CARSON (309)782-4301

600 NORTH PEARL STREET

X DESTINATION

ROCK ISLAND IL 61299-7630

SUITE 1630

DALLAS TX 75201-2843

OTHER

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

(See Schedule if

SCD: A

PAS: NONE

ADP PT: HQ0339

other)

9. CONTRACTOR

CODE

0BK64

FACILITY

10. DELIVER TO FOB POINT BY (Date)

11. X IF BUSINESS IS

(YYYYMMMDD)

X SMALL

OPTEX SYSTEMS INC

1420 PRESIDENTIAL DR

SEE SCHEDULE

SMALL

NAME

RICHARDSON, TX 75081-2769

12. DISCOUNT TERMS

DISADVANTAGED

AND

ADDRESS

WOMAN-OWNED

13. MAIL INVOICES TO THE ADDRESS IN BLOCK

TYPE BUSINESS: Other Small Business Performing in U.S. See Block 15

14. SHIP TO

CODE

15. PAYMENT WILL BE MADE BY

CODE HQ0339 MARK ALL

SEE SCHEDULE

DFAS COLUMBUS CENTER

PACKAGES AND

DFAS-CO/WEST ENTITLEMENT OPERATIONS

PAPERS WITH

PO BOX 182381

IDENTIFICATION

COLUMBUS OH 43218-2381

NUMBERS IN

BLOCKS 1 AND 2

16.

DELIVERY/

CALL

THIS DELIVERY ORDER IS ISSUED ON ANOTHER GOVERNMENT AGENCY OR IN ACCORDANCE WITH AND SUBJECT TO TERMS AND CONDITIONS OF ABOVE NUMBERED CONTRACT.

TYPE

ORDER

Reference your

Oral

Written Quotation

, Dated

PURCHASE

furnish the following on terms specified herein.

ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE NUMBERED P URCHASE ORDER AS IT MAY PREVIOUSLY HAVE

BEEN OR IS NOW MODIFIED, SUBJECT TO ALL OF THE TERMS AND CONDITIONS SET FORTH, AND AGREES TO PERFORM THE SAME.

NAME OF CONTRACTOR

SIGNATURE

TYPED NAME AND TITLE

DATE SIGNED

(YYYYMMMDD)

If this box is marked, supplier must sign Acceptance and return the following number of copies:

17. ACCOUNTING AND APPROPRIATION DATA/LOCAL USE

SEE SCHEDULE

18. ITEM NO. 19. SCHEDULE OF SUPPLIES/SERVICE

20. QUANTITY

21.

22. UNIT PRICE

23. AMOUNT

ORDERED/

UNIT

ACCEPTED*

SEE SCHEDULE

CONTRACT TYPE:

Firm-Fixed-Price

KIND OF CONTRACT:

Supply Contracts and Priced Orders

* If quantity accepted by the Government is

24. UNITED STATES OF AMERICA

25. TOTAL

$2,233,418.00

same as quantity ordered, indicate by X.

LISA DEVLIN /SIGNED/

26.

If different, enter actual quantity accepted below

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

DIFFERENCES

quantity ordered and encircle.

BY:

CONTRACTING/ORDERING OFFICER

27a. QUANTITY IN COLUMN 20 HAS BEEN

INSPECTED

RECEIVED

ACCEPTED, AND CONFORMS TO CONTRACT EXCEPT AS NOTED

b. SIGNATURE OF AUTHORIZED GOVERNMENT REPRESENTATIVE

c. DATE

d. PRINTED NAME AND TITLE OF AUTHORIZED GOVERNMENT

(YYYYMMMDD)

REPRESENTATIVE

e. MAILING ADDRESS OF AUTHORIZED GOVERNMENT REPRESENTATIVE

28. SHIP. NO.

29. D.O. VOUCHER NO.

30. INITIALS

32. PAID BY

33. AMOUNT VERIFIED CORRECT FOR

PARTIAL

f. TELEPHONE NUMBER

g. E-MAIL ADDRESS

FINAL

31. PAYMENT

34. CHECK NUMBER

36. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT.

COMPLETE

a. DATE

b. SIGNATURE AND TITLE OF CERTIFYING OFFICER

35. BILL OF LADING NO.

PARTIAL

(YYYYMMMDD)

FINAL

37. RECEIVED AT

38. RECEIVED BY (Print)

39. DATE RECEIVED

40. TOTAL CON-

41. S/R ACCOUNT NUMBER

42. S/R VOUCHER NO.

(YYYYMMMDD)

TAINERS

DD FORM 1155, DEC 2001

PREVIOUS EDITION IS OBSOLETE.

Reference No. of Document Being Continued Page 2 of 5 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SUPPLEMENTAL INFORMATION

1.	DELIVERY ORDER 0003 IS ISSUED FOR 200 EACH M137A2 PANORAMIC TELESCOPE, NSN 1240-01-483-6103, PN 12984713.

2.	THE UNIT PRICE OF $11,167.09 EACH REFLECTS THE UNIT PRICE FOR CLIN 0001 FOR ORDERING PERIOD 02, 1 JUL 2006 THROUGH 30 JUN 2007. THE

TOTAL VALUE OF THIS DELIVERY ORDER IS $2,233,418.00.

3. THE MAXIMUM ALLOWABLE QUANTITY UNDER THE LONG TERM CONTRACT IS 1457 EACH OF M137A2 AND 1000 EACH M137A3. TO DATE, THE TOTAL

QUANTITY OBLIGATED UNDER THE CONTRACT IS 606 EACH M137A2 AND 50 EACH M137A3.

4.	THE DELIVERY SCHEDULE IS ESTABLISHED IN SECTION B. EARLY DELIVERY IS AUTHORIZED IF AT NO ADDITIONAL COST TO THE GOVERNMENT.

5.	THIS DELIVERY ORDER IS SUBJECT TO THE TERMS AND CONDITIONS OF CONTRACT W52H09-05-D-0260.

*** END OF NARRATIVE A0001 ***

Reference No. of Document Being Continued

Page

3 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

200

$ 1_1_,_1_6_7_._0_9_0_0_0 $

2_,_2_3_3_,_4_1_8_._0_0

NOUN: M137A2 TELESCOPE,PANORAMIC

PRON: M171R213M1 PRON AMD: 01

ACRN: AA

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H097151H975 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-AUG-2008

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CENTER

TRANS OFFICER 256 235 6837 CL V

7 FRANKFORD AVE BLDG 380

ANNISTON AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H097151H976 W62G2T

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-SEP-2008

002

30-NOV-2008

FOB POINT: Destination

SHIP TO:

(W62G2T)

XU DEF DIST DEPOT SAN JOAQUIN

25600 S CHRISMAN ROAD

REC WHSE 10 PH 209 839 4307

TRACY

CA 95304-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

		Reference No. of Document Being Continued		Page	4 of 5
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES		QUANTITY UNIT	UNIT PRICE	AMOUNT

	W52H09-05-D-0260/0003
DOC	SUPPL R_E___C_D_		M_I_L_S_T_R_I_P_
A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D
003 W52H097151H977 W25G1U		J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y	_D_E_L__D_A_T_E_
001	25	30-OCT-2008
002	25	30-DEC-2008
003	25	30-JAN-2009
004	25	28-FEB-2009
005	25	30-MAR-2009
006	5	30-APR-2009

FOB POINT: Destination
SHIP TO:
(W25G1U)	SU TRANSPORTATION OFFICER
	DDSP NEW CUMBERLAND FACILITY
	2001 MISSION DRIVE DOOR 113 134
	NEW CUMBERLAND PA 17070-5001
	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
	W52H09-05-D-0260/0003

Reference No. of Document Being Continued

Page 5 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}

MOD/AMD

Name of Offeror or Contractor:

OPTEX SYSTEMS INC

CONTRACT ADMINISTRATION DATA

PRON/

JOB

LINE

AMS CD/

OBLG

ORDER

ACCOUNTING

OBLIGATED

IT_E___

MI_P__

A R_N ST_ _ A C_O_U_N_T_I_N C_L_A_S_S_I_F_I_C_A_T_I_O_N

N_U_M_B_E_R_

S_T_A_T_I_O_N

A_M_O_U_N_T

0001AB

M171R213M1

AA 2

97 X4930AC9G 6D

26KB

S11116

W52H09

2,233,418.00

060011

TOTAL

2,233,418.00

SERVICE

ACCOUNTING

OBLIGATED

NA_M__

_T_O_T_A_L BY_Y A_C_R_N

AC_C_O_U_N_T_I_N__ C_L_A_S_S_I_F_I_C_A_T_I_O_N

ST_A_ I_O__

A_M_O_U_N_T

Army

97 X4930AC9G 6D

26KB

S11116

W52H09

2_,_2_3_3_,_4_1_8_._0_0

TOTAL

2,233,418.00

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

97 0X0X4930AC9G S11116 76D00000600110000026KB

S11116

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 5

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2007OCT18

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA DALLAS

AMSTA-LC-GAWC-B

600 NORTH PEARL STREET

CHRISTINE CARSON (309)782-4301

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: CHRISTINE.CARSON@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0003

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2007JUN15

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

ACRN: AA NET INCREASE: $4,616.00

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

LISA DEVLIN

LISA.DEVLIN@US.ARMY.MIL (309)782-5541

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2007OCT18

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 5 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC SECTION A - SUPPLEMENTAL INFORMATION

THE PURPOSE OF THIS MODIFICATION 01 TO W52H0905D0260 DO 0003 IS TO:

1) TO INCREASE THE UNIT PRICE OF 0001AB BY $23.08 EACH, DUE TO INCORPORATION OF ECP H07A2020 INTO BASIC AWARD. THIS IS A TOTAL

INCREASE TO DELIVERY ORDER 0003 OF $4616.00, FROM $2,333,418.00 TO $2,238,034.00.

2) TO REVISE THE DELIVERY SCHEDULE. SEE SECTION B.

ALL OTHER TERMS AND CONDITIONS REMAIN UNCHANGED.

*** END OF NARRATIVE A0002 ***

Reference No. of Document Being Continued

Page

3 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

200

EA $

1_1_,_1_9_0_._1_7_0_0_0 $

2_,_2_3_8_,_0_3_4_._0_0

NOUN: TELESCOPE,PANORAMIC

PRON: M171R213M1 PRON AMD: 02

ACRN: AA

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H097151H975 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-NOV-2008

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CENTER

TRANS OFFICER 256 235 6837 CL V

7 FRANKFORD AVE BLDG 380

ANNISTON AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H097151H976 W62G2T

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-NOV-2008

002

30-DEC-2008

FOB POINT: Destination

SHIP TO:

(W62G2T)

XU DEF DIST DEPOT SAN JOAQUIN

25600 S CHRISMAN ROAD

REC WHSE 10 PH 209 839 4307

TRACY

CA 95304-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

		Reference No. of Document Being Continued		Page	4 of 5
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES		QUANTITY UNIT UNIT PRICE		AMOUNT

	W52H09-05-D-0260/0003
DOC	SUPPL R_E___C_D_		M_I_L_S_T_R_I_P_
A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D
003 W52H097151H977 W25G1U		J	1
D_E___R_E_L_ C_D	Q_U_A_N_T_I_T_Y	_D_E_L__D_A_T_E_
001	14	30-NOV-2008
002	12	30-DEC-2008
003	48	30-JAN-2009
004	48	28-FEB-2009
005	8	30-MAR-2009
006	DELETED
FOB POINT: Destination
SHIP TO:
(W25G1U)	SU TRANSPORTATION OFFICER
	DDSP NEW CUMBERLAND FACILITY
	2001 MISSION DRIVE DOOR 113 134
	NEW CUMBERLAND PA 17070-5001
	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
	W52H09-05-D-0260/0003

Reference No. of Document Being Continued

Page 5 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}

MOD/AMD ⁰¹

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AB

M171R213M1

2,233,418.00 $

4,616.00

2,238,034.00

060011

NET CHANGE $

4,616.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_

C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

X4930AC9G 6D

26KB

S11116

W52H09

4_,_6_1_6_._0_0

NET CHANGE $

4,616.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

2,233,418.00

4,616.00

2,238,034.00

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

97 0X0X4930AC9G

S11116 76D00000600110000026KB

S11116

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 5

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2008AUG06

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA TEXAS

AMSTA-LC-GFA-A

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2769

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0003

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2007JUN15

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

SEE SECTION G (IF APPLICABLE)

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: 8

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of:

X D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2008AUG06

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued

Page

2 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}

MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION A - SUPPLEMENTAL INFORMATION

The purpose of this modification 02 to W52H09-05-D-0260 DO 0003 is to:

1) Divert Shipments of 175 ea

From:

W31G1Z

W62G2T

XR W0L7 Anniston Munitions Center

XU DEF DIST DEPOT San Joaquin

Trans Officer 256 235 6837 CL V

25600 S Chrisman Road

7 Frankford Ave Bldg 380

Rec Whse 10 PH 209 839 4307

Anniston AL 36201-4199

Tracy

CA 95304-5000

W25G1U

SU Transportation Officer

DDSP New Cumberland Facility

2001 Mission Drive Door 113 134

New Cumberland PA 17070-5001

To:

W52H1C

XU W0K8 USA Rock Island Arsenal

Bldg 299 Gillespie Av and Beck Lane

Rock Island IL 61299-5000

2)	For administrative purposes, the diverted shipments from Annistion, Tracy, and New Cumberland (CLIN 0001AB DOC REL CODE 001, 002,

003)	to Rock Island will be under Clin 0001AC.

3)	The total dollar value of CLIN 0001AB is decreased by $1,958,279.70 from $2,238,034.00 to $279,754.25. CLIN 0001AC is added for

$$1,958,279.70.

4) All other terms and conditions remain the same.

*** END OF NARRATIVE A0003 ***

Reference No. of Document Being Continued

Page

3 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

EA $

1_1_,_1_9_0_._1_7_0_0_0_ $

2_7_9_,_7_5_4_._2_5_

NOUN: TELESCOPE,PANORAMIC

PRON: M171R213M1 PRON AMD: 02

ACRN: AA

AMS CD: 060011

NSN: 1240-01-483-6103

(End of narrative B001)

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H097151H975 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-NOV-2008

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CENTER

TRANS OFFICER 256 235 6837 CL V

7 FRANKFORD AVE BLDG 380

ANNISTON AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H097151H976 W62G2T

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-NOV-2008

002

DELETED

FOB POINT: Destination

SHIP TO:

(W62G2T)

XR W1BG DEF DIST DEPOT SAN JOAQUN

25600 S CHRISMAN ROAD

			Reference No. of Document Being Continued	Page	4 of 5
CONTINUATION SHEET
		PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

ITEM NO	SUPPLIES/SERVICES		QUANTITY UNIT UNIT PRICE		AMOUNT

	REC WHSE 16B PH 209 839 4307
	TRACY	CA 95304-5000

	C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R
	W52H09-05-D-0260/0003

DOC		SUPPL R_E___C_D_	M_I_L_S_T_R_I_P_
	A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D
003	DELETED

Ship To:
(W52H1C)
XU W0K8 USA Rock Island Arsenal
Bldg 299 Gillespie Av amd Beck Lane
Rock Island IL 61299-5000

(End of narrative F001)

0001AC

P_R_O_D_U_C_T_I_O__

Q_U_A_N_T_I_T_Y

175

$ 1_1_,_1_9_0_._1_7_0_0_0

1_,_9_5_8_,_2_7_9_._7_5

NOUN: M119

HOWITZER M137

PRON: 2C8150221A PRON AMD: 01

ACRN: AB

AMS CD: 32101366022

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__

a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__

o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W15BW982073345 Y00000 M

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-NOV-2008

002

30-DEC-2008

003

30-JAN-2009

004

28-FEB-2009

005

30-MAR-2009

FOB POINT: Destination

SHIP TO:

(Y00000)

SHIPPING INSTRUCTIONS FOR CONSIGNEE

(SHIP TO) WILL BE FURNISHED PRIOR

TO SCHEDULED DELIVERY DATE FOR ITEM

PRODUCTION DELIVERY SCHEDULE,

REQUIRED UNDER THIS REQUISITION.

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

Reference No. of Document Being Continued

Page 5 of 5

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}

MOD/AMD ⁰²

Name of Offeror or Contractor: OPTEX SYSTEMS INC

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

0001AB

M171R213M1

2,238,034.00 $

-1,958,279.75

279,754.25

060011

0001AC

2C8150221A

0.00 $

1,958,279.75

32101366022

8RM223

A18P30222R2C

NET CHANGE $

0.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

X4930AC9G 6D

26KB S11116

W52H09

-1,958,279.75

Army

82033000085R5R13P32101331E1 S28017

W52H09

1_,_9_5_8_,_2_7_9_._7_5

NET CHANGE $

0.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

2,238,034.00

0.00

2,238,034.00

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

97 0X0X4930AC9G

S11116 76D00000600110000026KB

S11116 W52H09

21 081020330000

S28017 85R5R133210136602231E1

8RM223S28017 W52H09

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. Contract ID Code

Page 1 Of 6

Firm-Fixed-Price

2. Amendment/Modification No.

3. Effective Date

4. Requisition/Purchase Req No.

5. Project No. (If applicable)

2009SEP10

SEE SCHEDULE

6. Issued By

Code W52H09

7. Administered By (If other than Item 6)

Code

S4402A

TACOM-ROCK ISLAND

DCMA, TEXAS

CCTA-AR-FA

600 NORTH PEARL STREET

MATTHEW KOPEL (309)782-7888

SUITE 1630

ROCK ISLAND IL 61299-7630

DALLAS TX 75201-2843

EMAIL: MATTHEW.KOPEL@US.ARMY.MIL

SCD A

PAS NONE

ADP PT HQ0339

8. Name And Address Of Contractor (No., Street, City, County, State and Zip Code)

9A. Amendment Of Solicitation No.

OPTEX SYSTEMS INC.

1420 PRESIDENTIAL

9B. Dated (See Item 11)

RICHARDSON, TX 75081-2439

10A. Modification Of Contract/Order No.

W52H09-05-D-0260/0003

TYPE BUSINESS: Other Small Business Performing in U.S.

10B. Dated (See Item 13)

Code ^0BK64

Facility Code

2007JUN15

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers

is extended,

is not extended.

Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended by one of the following methods:

(a) By completing items 8 and 15, and returning

copies of the amendments: (b) By acknowledging receipt of this ame ndment on each copy of the

offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR

ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE

SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such

change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the

opening hour and date specified.

12. Accounting And Appropriation Data (If required)

ACRN: AC NET INCREASE: $8,536.00

13. THIS ITEM ONLY APPLIES TO MODIFICATIONS OF CONTRACTS/ORDERS

KIND MOD CODE: G

It Modifies The Contract/Order No. As Described In Item 14.

A. This Change Order is Issued Pursuant To:

The Changes Set Forth In Item 14 Are Made In

The Contract/Order No. In Item 10A.

B. The Above Numbered Contract/Order Is Modified To Reflect The Administrative Changes (such as changes in paying office, appropriation data, etc.)

Set Forth In Item 14, Pursuant To The Authority of FAR 43.103(b).

X C. This Supplemental Agreement Is Entered Into Pursuant To Authority Of: 43.103(a)(1)

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor

is not,

^Xis required to sign this document and return

copies to the Issuing Office.

14. Description Of Amendment/Modification (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)

SEE SECOND PAGE FOR DESCRIPTION

Except as provided herein, all terms and conditions of the document referenced in item 9A or 10A, as heretofore changed, remains unchanged and in full force

and effect.

15A. Name And Title Of Signer (Type or print)

16A. Name And Title Of Contracting Officer (Type or print)

JOYCE L KLEIN

JOYCE.KLEIN@US.ARMY.MIL (309)782-5051

15B. Contractor/Offeror

15C. Date Signed

16B. United States Of America

16C. Date Signed

/SIGNED/

2009SEP10

(Signature of person authorized to sign)

(Signature of Contracting Officer)

NSN 7540-01-152-8070

30-105-02

STANDARD FORM 30 (REV. 10-83)

PREVIOUS EDITIONS UNUSABLE

Prescribed by GSA FAR (48 CFR) 53.243

Reference No. of Document Being Continued Page 2 of 6 CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC. SECTION A - SUPPLEMENTAL INFORMATION

The purpose of this modification 03 to W52H09-05-D-0260 to DO 0003 is to:

1.	Increase the unit price for CLINS 0001AB and 0001AC from $11,190.17 by $42.68, for a new unit price of $11,232.85.

2.	For Administrative purposes, this increase will be represented on CLIN 1001AB.

3.	Therefore, for each Panoramic Telescope shipped against CLIN 0001AB, the contractor shall bill against CLIN 0001AB ($11,190.17), and

1001AB ($42.68) for a total unit price of $11,232.85 and for CLIN 0001AC, the contractor shall bill against CLIN 0001AC($11,190.17), and 1001AB ($42.68) for a total unit price of $11,232.85.

4. To date, the total quantity left for delivery for CLIN's 0001AB and 0001AC is 200 each, Panoramic Telescope, NSN: 1240-01-483-6103, PN: 12984713.

5. Revised the delivery schedule, see section B.
All other terms and conditions remain unchanged.

*** END OF NARRATIVE A0004 ***

Reference No. of Document Being Continued

Page

3 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD

⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT

UNIT PRICE

AMOUNT

SECTION B - SUPPLIES OR SERVICES AND PRICES/COSTS

0001

NSN: 1240-01-483-6103

FSCM: 19200

PART NR: 12984713

SECURITY CLASS: Unclassified

0001AB

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

EA $

1_1_,_1_9_0_._1_7_0_0_0_ $

2_7_9_,_7_5_4_._2_5_

NOUN: TELESCOPE,PANORAMIC

PRON: M171R213M1 PRON AMD: 02 ACRN: AA

AMS CD: 060011

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_

M_I_L_S_T_R_I_P_ A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W52H097151H975 W31G1Z

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

31-MAR-2010

FOB POINT: Destination

SHIP TO:

(W31G1Z)

XR W0L7 ANNISTON MUNITIONS CTR

TRANS OFFICER 256 235 6837 CL V

7 FRANKFORD AVE BLDG #380

ANNISTON

AL 36201-4199

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

DOC

SUPPL R_E___C_D_

M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

002 W52H097151H976

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-APR-2010

FOB POINT: Destination

SHIP TO:

(W62G2T)

XR W1BG DEF DIST DEPOT SAN JOAQUN

25600 S CHRISMAN ROAD

REC WHSE 16B PH 209 839 4307

TRACY

CA 95304-5000

C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R__ O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

Reference No. of Document Being Continued

Page

4 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY

UNIT

UNIT PRICE

AMOUNT

0001AC

P_R_O_D_U_C_T_I_O__ Q_U_A_N_T_I_T_Y

175

EA $

1_1_,_1_9_0_._1_7_0_0_0 $

1_,_9_5_8_,_2_7_9_._7_5

NOUN: M119 HOWITZER M137

PRON: 2C8150221A

PRON AMD: 01

ACRN: AB

AMS CD: 32101366022

P_a_c_k_a_g_i_n__ a_n_d M_a_r_k_i_n_g

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e DOC

SUPPL

R_E___C_D_ M_I_L_S_T_R_I_P_

A_D_D__ S_I__ C_D M_A_R__ F_O_R T__ C_D

001 W15BW982073345 Y00000 M

D_E___R_E_L_ C_D

Q_U_A_N_T_I_T_Y

_D_E_L__D_A_T_E_

001

30-APR-2010

002

28-MAY-2010

003

27-AUG-2010

004

30-SEP-2010

005

29-OCT-2010

006

30-NOV-2010

007

31-DEC-2010

008

30-JAN-2011

FOB POINT: Destination

SHIP TO:

(Y00000) C_O_N_T_R_A_C_T_/_D_E_L_I_V_E_R_Y O_R_D_E_R N_U_M_B_E_R

W52H09-05-D-0260/0003

SECURITY CLASS: Unclassified

1001

U_N_I_T P_R_I_C_E_ I_N_C_R_E_A_S_E

1001AB

8_,_5_3_6_._0_0

NOUN: PACKAGING FOR PANTELS

PRON: W19ABW35M1

PRON AMD: 01

ACRN: AC

AMS CD: 53459562147

Items shipped on CLIN 0001AB or 0001AC shall

also billed against this CLIN 1002AA for 42.68

each up to 200 units

Reference No. of Document Being Continued

Page

5 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}MOD/AMD ⁰³

Name of Offeror or Contractor:

OPTEX SYSTEMS INC.

ITEM NO

SUPPLIES/SERVICES

QUANTITY UNIT UNIT PRICE

AMOUNT

THIS CLIN IS FOR BILLING PURPOSES ONLY. NO

SEPERATE DELIVERY REQUIRED.

(End of narrative B001)

I_n_s_p_e_c_t_i_o__ a_n_d A_c_c_e_p_t_a_n_c_e

INSPECTION: Origin

ACCEPTANCE: Origin

D_e_l_i_v_e_r_i_e__ o_r P_e_r_f_o_r_m_a_n_c_e

DLVR SCH

PERF COMPL

R_E_L C_D_

Q_U_A_N_T_I_T_Y

D_A_T_E_

001

30-SEP-2011

8,536.00

Reference No. of Document Being Continued

Page

6 of 6

CONTINUATION SHEET

PIIN/SIIN ^{W52H09-05-D-0260/0003}

MOD/AMD ⁰³

Name of Offeror or Contractor: OPTEX SYSTEMS INC.

SECTION G - CONTRACT ADMINISTRATION DATA

PRON/

LINE

AMS CD/

OBLG STAT/

INCREASE/DECREASE

CUMULATIVE

_I__TE_E_ _

_M__I__P_R

AC_R_N_

JO__ O_R_D N_O_

P_R_I_O_R A_M_O_U_N_T

A_M_O_U_N_T_

1001AB

W19ABW35M1

0.00

8,536.00

53459562147

974W35

NET CHANGE

8,536.00

SERVICE

NET CHANGE

ACCOUNTING

INCREASE/DECREASE

N_A_M_E

B_Y A_C_R_N

AC_C_O_ N_T_ C_L_A_S_S_I_F_I_C_A_T_I_O_N

S_T_ T_I_O__

A_M_O__U_N_T

Army

92035000096D6D02P53459525FB S11116

W52H09

8_,_5_3_6_._0_0

NET CHANGE $

8,536.00

PRIOR AMOUNT

INCREASE/DECREASE

CUMULATIVE

O_F A_W_A_R_D

A_M_O_U_N_T_

_O_B_L_I_G__A_M_T__

NET CHANGE FOR AWARD: $

2,238,034.00

8,536.00

2,246,570.00

AC_R_N_

ED___A_C_C_O_U_N_T_I_N_G__C_L_A_S_S_I_F_I_C_A_T_I_O_N

21 091120350000

S11116 96D6D025345956214725FB

974W35S11116 W52H09