THIS SECURITY AGREEMENT (this “ Agreement ”), dated as of January 31, 2007, is made and given by each of the
undersigned (each a “ Grantor ” and collectively, the “ Grantors ”), to WB QT, LLC, a Delaware limited liability company, in its
capacity as Agent (in such capacity, the “ Secured Party ”), for the “Lenders” as defined in and from time to time party to the
Credit Agreement (defined below).
A. Quantum Fuel Systems Technologies Worldwide, Inc., a Delaware corporation (the “ Borrower ”), the Lenders and the
Secured Party have entered into a Credit Agreement dated as of January 31, 2007 (as the same may hereafter be amended,
supplemented, extended, restated, or otherwise modified from time to time, the “ Credit Agreement ”) pursuant to which the
Lenders have agreed to extend to the Borrower certain credit accommodations.
B. It is a condition precedent to the obligation of the Lenders to extend credit accommodations pursuant to the terms of the
Credit Agreement that this Agreement be executed and delivered by the Grantors.
C. All the Grantors (other than the Borrower) are direct or indirect Subsidiaries (as defined in the Credit Agreement) of the
D. Each Grantor finds it advantageous, desirable and in its best interests to comply with the requirement that it execute and
deliver this Agreement to the Secured Party.
NOW, THEREFORE, in consideration of the premises and in order to induce the Lenders to enter into the Credit
Agreement and to extend credit accommodations to the Borrower thereunder, each Grantor hereby agrees with the Secured
Party for the benefit of the Secured Party and the Lenders as follows:
Section 1. Defined Terms .
1(a) As used in this Agreement, the following terms shall have the meanings indicated:
“ Account ” means a right to payment of a monetary obligation, whether or not earned by performance, (i) for
property that has been or is to be sold, leased, licensed, assigned, or otherwise d