STOCK PLEDGE AGREEMENT

STOCK PLEDGE AGREEMENT

This STOCK PLEDGE AGREEMENT ("Agreement"), dated as of September 26, 2008, is made and given by ConSolTec GmbH, a German limited liability company registered with the Munich commercial register under HRB 143414 ("Pledgor") to Quantum Fuel Systems Technologies Worldwide, Inc., a Delaware corporation (the "Lender")

RECITALS

A.         On or around September 26, 2008, the Lender loaned asola Advanced and Automotive Solar Systems GmbH, a German limited liability company company registered with the Jena commercial register under HRB 112643, the sum of U.S. Two Million One Hundred Ninety Six Thousand One Hundred Fifty ($2,196,150) U.S. Dollars, which loan is evidenced by a Promissory Note, dated September 26, 2008, issued by Asola to Lender.

B.          Pledgor is the majority owner of Asola.

C.         As a material inducement to Lender's agreement to make the loan, Pledgor agreed to guaranty Asola's obligations under the Promissory Note and to secure its guaranty with a pledge of its ownership interest in Quantum Solar Energy, Inc.

D.         The Pledgor finds it advantageous, desirable and in the best interests of the Pledgor to comply with the requirement that this Pledge Agreement be executed and delivered to the Lender.

NOW, THEREFORE, in consideration of the premises and in order to induce the Lender to make the loan, the Pledgor hereby agrees with the Lender as follows:

1. 1. Pledge . As security for the payment and performance of the Pledgor's guaranty of Asola's obligations under the Promissory Note, Pledgor hereby pledges to the Lender and grants to the Lender a security interest (the "Security Interest") in all shares of common stock in Quantum Solar Energy, Inc. now owned or hereafter acquired by Pledgor ("Pledged Shares"), and all dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any or all of the Pledged Shares (the "Collateral"). Pledgor agrees that at any time and from time to time, Pledgor will promptly execute and deliver all further instruments and documents, and take all further action that may be necessary or that the Lender may reasonably request, in order to perfect and protect the Security Interest or to enable the Lender to exercise and enforce its rights and remedies hereunder with respect to any Collateral (but any failure to request or assure that any Pledgor executes and delivers such instruments or documents or to take such action shall not affect or impair the validity, sufficiency or enforceability of this Pledge Agreement and the Security Interest, regardless of whether any such item was or was not executed and delivered or action taken in a similar context or on a prior occasion).

1. 2. Delivery of Collateral . All certificates and instruments representing or evidencing the Pledged Shares shall be delivered to the Lender, together with an undated stock power executed in blank, contemporaneously with the execution of this Pledge Agreement.
   3. Voting Rights . Except as otherwise provided herein, Pledgor shall be entitled to exercise or refrain from exercising any and all voting and other consensual rights pertaining to the Pledged Shares and to receive and retain any and all dividends paid in respect of the Collateral; provided, however, that any and all

1. 3. 1. 1. dividends paid or payable other than in cash in respect of, and instruments and other property received, receivable or otherwise distributed in respect of, or in exchange for, any Collateral,
         2. dividends and other distributions paid or payable in cash in respect of any Collateral in connection with a partial or total liquidation or dissolution or in connection with a reduction of capital, capital surplus or paid-in-surplus, and
         3. cash paid, payable or otherwise distributed in redemption of, or in exchange for, any Collateral,

shall be, and shall be forthwith delivered to the Lender to hold as, Collateral and shall, if received by the Pledgor be received in trust for the benefit of the Lender and promptly delivered to the Lender as Collateral in the same form as so received (with any necessary indorsement or assignment). The Pledgors shall, upon request by the Lender, promptly execute all such documents and do all such acts as may be necessary to give effect to the provisions of this Section.

Upon the occurrence and during the continuance of any Event of Default, the Lender shall have the right in its sole discretion, and Pledgor shall execute and deliver all such proxies and other instruments as may be necessary or appropriate to give effect to such right, to terminate all rights of Pledgor to exercise or refrain from exercising the voting and other consensual rights that it would otherwise be entitled to exercise pursuant to this Section 3, and all such rights shall thereupon become vested in the Lender who shall have the sole right to exercise or refrain from exercising such voting and other consensual rights.

1. 4. Transfers and Other Liens . Pledgor agrees that it will not (i) sell, assign (by operation of law or otherwise) or otherwise dispose of, or grant any option with respect to, any of the Collateral, or (ii) create or permit to exist any Lien, upon or with respect to