LEASE TERMINATION AGREEMENT

LEASE TERMINATION AGREEMENT

This Agreement (the "Agreement") is entered into October 17, 2007, by and between Quantum Fuel Systems Technologies Worldwide, Inc., a Delaware corporation ("Quantum" or "Tenant"), on the one hand and Cartwright Real Estate Holdings, LLC, a California limited liability company ("Cartwright" or "Landlord"), as successor in interest to Klein Investments, Family Limited Partnership ("Klein"), on the other hand. Quantum and Cartwright will sometimes be collectively referred to within this Agreement as the "Parties".

R E C I T A L S

This Agreement is made with reference to the following facts and objectives:

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   2. On or about March 5, 2004, Klein, as landlord and Quantum, as tenant entered into a written Standard Industrial/Commercial Single Tenant Lease-Net and Addendum (collectively "Lease") for the premises located at 17872 Cartwright Road, Irvine, California ("Premises"). Cartwright is Klein's successor in interest under the Lease and is the current Landlord to Tenant.

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   4. The term of the Lease is scheduled to expire August 17, 2009. Landlord and Tenant have agreed to an early termination of the lease which shall be effective August 31, 2008 ("Termination Date"), subject to the terms and condition set forth in this Agreement.

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   6. Landlord and Tenant desire to enter into this Agreement for the purpose of agreeing to terminate the Lease; establishing their relative rights, duties and obligations under the Lease up through and including the Termination Date; and establishing their relative rights, duties and obligations following the termination of the Lease.

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   8. Unless otherwise defined herein, Capitalized terms shall have the meaning ascribed to such terms in the Lease.

• • NOW, THEREFORE , the Parties hereby acknowledge and agree as follows:

     

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   2. RETURN OF POSSESSION OF PREMISES: Subject to Paragraph 4 hereof, Tenant will surrender and return possession of the Premises to Landlord on or prior to August 31, 2008: (i) in the same condition as exists as of the date of this Agreement, ordinary wear and tear excepted, and free and clear of all of Tenant's personal property, trash and other removable items and free and clear of any other leasehold occupants. Landlord and Tenant acknowledge and agree that the recent damages to the Premises caused by a partial collapse of the roof and broken sprinkler line will be repaired and/or replaced in accordance with the terms, covenants and conditions of the Lease regarding the same. Nothing herein is intended to or does release the Parties or their insurers from any obligations relating to such damage and loss. Except as otherwise provided in Paragraph 2 hereof, Landlord acknowledges and agrees that the restoration obligations under the Lease are hereby waived and prior to vacating the premises Tenant shall not be obligated to (i) remove any Lessee Owned Alterations, (ii) remove or replace any Utility Installations, (iii) remove any other improvements to the Premises, and (iv) repair or replace the parking lot, truck bays or any other portion of Premises.

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   4. LEASE TERMINATION: Subject to Paragraph 4 , Landlord and Tenant each acknowledges and agrees that the Lease and all of the Parties' right, title and interest under the Lease and any estate created thereby shall be deemed terminated effective on the Termination Date; provided, however, that the following obligations of the Tenant and/or Landlord shall not be released and shall survive termination of the Lease: (i) Tenant's obligation to return the Premises in good operating condition and state of repair, ordinary wear and tear excepted; (ii) Tenant's obligations under Paragraphs 6.2(c) and 6.2(d) of the Lease (hazardous substances); (iii) Tenant's obligations under Paragraph 8.7 of the Lease which arise on or prior to the Termination Date (personal injury claims), (iv) Tenant's obligation to pay the rent, expenses, real estate taxes