Sublease Agreement



 Exhibit 10.66 

 

					
	



	 	STANDARD SUBLEASE	 	

 (Short-form to be used with post 1995 AIR leases) 

(NOTE: DO NOT USE IF LESS THAN ENTIRE PREMISES ARE BEING SUBLET. FOR SITUATIONS 

WHERE THE PREMISES ARE TO BE OCCUPIED BY MORE THAN ONE TENANT OR SUBTENANT USE 

THE “STANDARD SUBLEASE—MULTI-TENANT” FORM) 
 1. Basic Provisions (“Basic Provisions”). 
 1.1
Parties: This Sublease (“Sublease”), dated for reference purposes only 6/29/2011, is made by and between Quantum Fuel Systems Technologies Worldwide, Inc., a Delaware corporation
(“Sublessor”) and On The Edge Marketing, a California corporation (“Sublessee”), (collectively the “Parties”, or individually a “Party”). 

1.2 Premises: That certain real property, including all improvements therein, and commonly known by the street address of
25372 Commercentre Drive, Lake Forest located in the County of Orange, State of California and generally described as (describe briefly the nature of the property) An approximate 62,030 SF industrial building
(“Premises”). 
 1.3 Term: Three (3) years and eleven (11) months commencing July 1,
2011 (“Commencement Date”) and ending May 31, 2015 (“Expiration Date”). 
 1.4 Early Possession: If the Premises are available Sublessee may have non-exclusive possession of the Premises commencing
-                                         
                                         
                                         
                                         
(“Early Possession Date”). 
 1.5 Base Rent: $ 26,052.60 per month
(“Base Rent”), payable on the first (1st) day of each month commencing July 1, 2011 
  

	þ	If this box is checked, there are provisions in this Lease for the Base Rent to be adjusted. 


1.6 Base Rent and Other Monies Paid Upon Execution: 
 (a) Base Rent: $ 26,052.60 for the period September and October 2011. 
 (b) Security Deposit: $ See Addendum (“Security Deposit”). 
 (c) Association Fees: $ N/A for the period
                                         
                                         
               
 (d) Other:
$-                                       
                                         
                                     for
                                         
           
                                         
                                         
                                         
                                         
                                         
       . 
 (e) Total Due Upon Execution of this Lease:
$26,052.60 
 1.7 Agreed Use: The Premises shall be used and occupied only for Corporate
office, warehousing, research and development, and all other operations incidental to the conduct of such business which are not in violation of law or of covenants, conditions or restrictions of record.
                                         
                                         
                                         
                                         
             and for no other purposes. 
 1.8 Real Estate
Brokers: 
 (a) Representation: The following real estate brokers (the “Brokers”) and
brokerage relationships exist in this transaction (check applicable boxes): 
  

	þ	Cushman & Wakefield and Cresa Partners represents Sublessor exclusively (“Sublessor’s Broker”); 


 

	þ	Voit Real Estate Services represents Sublessee exclusively (“Sublessee’s Broker”); or 


 

	 ̈	                           
              represents both Sublessor and Sublessee (“Dual Agency”). 

 (b) Payment to Brokers: Upon execution and delivery of this Sublease by both Parties, Sublessor shall pay to the Brokers for the brokerage services rendered by the Brokers the fee agreed to in the
attached separate written agreement or if no such agreement is attached, the sum of          or          % of the total Base Rent payable for the original
term of the Sublease, the sum of          or          of the total Base Rent payable during any period of time that the Sublessee occupies the Premises
subsequent to the original term of the Sublease, and/or the sum of          or          % of the purchase price in the event that the Sublessee or anyone
affiliated with Sublessee acquires from the owner of the Premises any rights to the Premises. Per Separate Agreement Four (4%) percent to Voit Real Estate Services 
 1.9 Guarantor. The obligations of the Sublessee under this Sublease shall be guaranteed by
                                         
   
                                         
                                         
                                         
                                         
                                         
           
                                         
                                         
                                         
                                         
                                         
                    (“Guarantor”). 

  
 



 
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 1.10 Attachments. Attached hereto are the following, all of which constitute a part
of this Sublease: 
  

	þ	an Addendum consisting of Paragraphs
  13.1                      through
  13.6                    ; 

  

	þ	a plot plan depicting the Premises; 

  

	 ̈	a Work Letter; 

  

	þ	a copy of the master lease and any and all amendments to such lease (collectively the “Master Lease”); 


 

					
	 ̈     other (specify):	 	  

	  

	  
	 	.

 2. Premises. 
 2.1 Letting. Sublessor hereby subleases to Sublessee, and Sublessee hereby subleases from Sublessor, the Premises, for the term, at the rental, and upon all of the terms, covenants and conditions
set forth in this Sublease. While the approximate square footage of the Premises may have been used in the marketing of the Premises for purposes of comparison, the Base Rent stated herein is NOT tied to square footage and is not subject to
adjustment should the actual size be determined to be different. Note: Sublessee is advised to verify the actual size prior to executing this Sublease. 
 2.2 Condition. Sublessor shall deliver the Premises to Sublessee broom clean and free of debris on the Commencement Date or the Early Possession Date, whichever first occurs (“Start
Date”), and warrants that the existing electrical, plumbing, fire sprinkler, lighting, heating, ventilating and air conditioning systems (“HVAC”), and any items which the Sublessor is obligated to construct pursuant to the
Work Letter attached hereto, if any, other than those constructed by Sublessee, shall be in good operating condition on said date. If a non-compliance with such warranty exists as of the Start Date, or if one of such systems or elements should
malfunction or fail within the appropriate warranty period, Sublessor shall, as Sublessor’s sole obligation with respect to such matter, except as otherwise provided in this Sublease, promptly after receipt of written notice from Sublessee
setting forth with specificity the nature and extent of such non-compliance, malfunction or failure, rectify same at Sublessor’s expense. The warranty periods shall be as follows: (i) 6 months as to the HVAC systems, and (ii) 30 days
as to the remaining systems and other elements. If Sublessee does not give Sublessor the required notice within the appropriate warranty period, correction of any such non-compliance, malfunction or failure shall be the obligation of Sublessee at
Sublessee’s sole cost and expense. 
 2.3 Compliance. Sublessor warrants that any improvements, alterations or
utility installations made or installed by or on behalf of Sublessor to or on the Premises comply with all applicable covenants or restrictions of record and applicable building codes, regulations and ordinances (“Applicable
Requirements”) in effect on the date that they were made or installed. Sublessor makes no warranty as to the use to which Sublessee will put the Premises or to modifications which may be required by the Americans with Disabilities Act or
any similar laws as a result of Sublessee’s use NOTE: Sublessee is responsible for determining whether or not the zoning and other Applicable Requirements are appropriate for Sublessee’s intended use, and acknowledges that past uses of
the Premises may no longer be allowed. If the Premises do not comply with said warranty, Sublessor shall, except as otherwise provided, promptly after receipt of written notice from Sublessee setting forth with specificity the nature and extent
of such non-compliance, rectify the same. 
 2.4 Acknowledgements. Sublessee acknowledges that: (a) it has been
given an opportunity to inspect and measure the Premises, (b) it has been advised by Sublessor and/or Brokers to satisfy itself with respect to the size and condition of the Premises (including but not limited to the electrical, HVAC and fire
sprinkler systems, security, environmental aspects, and compliance with Applicable Requirements and the Americans with Disabilities Act), and their suitability for Sublessee’s intended use, (c) Sublessee has made such investigation as it
deems necessary with reference to such matters and assumes all responsibility therefor as the same relate to its occupancy of the Premises, (d) it is not relying on any representation as to the size of the Premises made by Brokers or Sublessor,
(e) the square footage of the Premises was not material to Sublessee’s decision to sublease the Premises and pay the Rent stated herein, and (f) neither Sublessor, Sublessor’s agents, nor Brokers have made any oral or written
representations or warranties with respect to said matters other than as set forth in this Sublease. In addition, Sublessor acknowledges that: (i) Brokers have made no representations, promises or warranties concerning Sublessee’s ability
to honor the Sublease or suitability to occupy the Premises, and (ii) it is Sublessor’s sole responsibility to investigate the financial capability and/or suitability of all proposed tenants. 

2.5 Americans with Disabilities Act. In the event that as a result of Sublessee’s use, or intended use, of the Premises the
Americans with Disabilities Act or any similar law requires modifications or the construction or installation of improvements in or to the Premises, Building, Project and/or Common Areas, the Parties agree that such modifications, construction or
improvements shall be made at:     ̈  Sublessor’s expense    þ  Sublessee’s expense.

 3. Possession. 
 3.1 Early Possession. Any provision herein granting Sublessee Early Possession of the Premises is subject to and conditioned upon the Premises being available for such possession prior to the
Commencement Date. Any grant of Early Possession only conveys a non-exclusive right to occupy the Premises. If Sublessee totally or partially occupies the Premises prior to the Commencement Date, the obligation to pay Base Rent shall be abated for
the period of such Early Possession. All other terms of this Sublease (including but not limited to the obligations to pay Sublessee’s Share of Common Area Operating Expenses, Real Property Taxes and insurance premiums and to maintain the
Premises) shall, however, be in effect during such period. Any such Early Possession shall not affect the Expiration Date. 

3.2 Delay in Commencement. Sublessor agrees to use its best commercially reasonable efforts to deliver possession of the Premises
by the Commencement Date. If, despite said efforts, Sublessor is unable to deliver possession as agreed, the rights and obligations of Sublessor and Sublessee shall be as set forth in Paragraph 3.3 of the Master Lease (as modified by Paragraph 6.3
of this Sublease). 
 3.3 Sublessee Compliance. Sublessor shall not be required to tender possession of the Premises to
Sublessee until 

  
 



 
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Sublessee complies with its obligation to provide evidence of insurance. Pending delivery of such evidence, Sublessee shall be required to perform all of its obligations under this Sublease from
and after the Start Date, including the payment of Rent, notwithstanding Sublessor’s election to withhold possession pending receipt of such evidence of insurance. Further, if Sublessee is required to perform any other conditions prior to or
concurrent with the Start Date, the Start Date shall occur but Sublessor may elect to withhold possession until such conditions are satisfied. 

4. Rent and Other Charges. 
 4.1 Rent Defined. All monetary obligations of Sublessee to Sublessor under the terms of this Sublease (except for the Security Deposit) are deemed to be rent (“Rent”). Rent shall
be payable in lawful money of the United States to Sublessor at the address stated herein or to such other persons or at such other places as Sublessor may designate in writing. 

4.2 Utilities. Sublessee shall pay for all water, gas, heat, light, power, telephone, trash disposal and other utilities and
services supplied to the Premises, together with any taxes thereon. 
 5. Security Deposit. The rights and obligations of Sublessor and
Sublessee as to said Security Deposit shall be as set forth in Paragraph 5 of the Master Lease (as modified by Paragraph 6.3 of this Sublease). 

6. Master Lease. 
  

			
	
6.1 Sublessor is the lessee of the Premises by virtue of the “Master Lease”, 
wherein
	 	     Braden Court

	 Associates, a California general partnership


 is the lessor, hereinafter the “Master Lessor”. 

6.2 This Sublease is and shall be at all times subject and subordinate to the Master Lease. 

6.3 The terms, conditions and respective obligations of Sublessor and Sublessee to each other under this Sublease shall be the terms and
conditions of the Master Lease except for those provisions of the Master Lease which are directly contradicted by this Sublease in which event the terms of this Sublease document shall control over the Master Lease. Therefore, for the purposes of
this Sublease, wherever in the Master Lease the word “Lessor” is used it shall be deemed to mean the Sublessor herein and wherever in the Master Lease the word “Lessee” is used it shall be deemed to mean the Sublessee herein.

  

					
	 6.4 During the term of this Sublease and for all periods subsequent for obligations which have arisen prior to the termination of this
Sublease, Sublessee does hereby expressly assume and agree to perform and comply with, for the benefit of Sublessor and Master Lessor, each and every obligation of Sublessor under the Master Lease except for the following paragraphs which are
excluded

	therefrom: 	 	 1.2, 1.3, 1.5-1.7, 1.10, 2.4-2.5, 3.1-3.5, 4.1, 5, 7.4(d) and 15.3

	  
	 	.

 6.5 The obligations that Sublessee has assumed under paragraph 6.4 hereof are hereinafter referred to as
the “Sublessee’s Assumed Obligations”. The obligations that sublessee has not assumed under paragraph 6 4 hereof are hereinafter referred to as the “Sublessor’s Remaining Obligations”. 

6.6 Sublessee shall hold Sublessor free and harmless from all liability, judgments, costs, damages, claims or demands, including
reasonable attorneys fees, arising out of Sublessee’s failure to comply with or perform Sublessee’s Assumed Obligations. 
 6.7 Sublessor agrees to maintain the Master Lease during the entire term of this Sublease, subject, however, to any earlier termination of the Master Lease without the fault of the Sublessor, and to
comply with or perform Sublessor’s Remaining Obligations and to hold Sublessee free and harmless from all liability, judgments, costs, damages, claims or demands arising out of Sublessor’s failure to comply with or perform Sublessor’s
Remaining Obligations. 
 6.8 Sublessor represents to Sublessee that the Master Lease is in full force and effect and that no
default exists on the part of any Party to the Master Lease. 
 7. Assignment of Sublease and Default. 

7.1 Sublessor hereby assigns and transfers to Master Lessor Sublessor’s interest in this Sublease, subject however to the provisions
of Paragraph 8.2 hereof. 
 7.2 Master Lessor, by executing this document, agrees that until a Default shall occur in the
performance of Sublessor’s Obligations under the Master Lease, that Sublessor may receive, collect and enjoy the Rent accruing under this Sublease. However, if Sublessor shall Default in the performance of its obligations to Master Lessor then
Master Lessor may, at its option, receive and collect, directly from Sublessee, all Rent owing and to be owed under this Sublease. In the event, however, that the amount collected by Master Lessor exceeds Sublessor’s obligations any such excess
shall be refunded to Sublessor. Master Lessor shall not, by reason of this assignment of the Sublease nor by reason of the collection of the Rent from the Sublessee, be deemed liable to Sublessee for any failure of the Sublessor to perform and
comply with Sublessor’s Remaining Obligations. 
 7.3 Sublessor hereby irrevocably authorizes and directs Sublessee upon
receipt of any written notice from the Master Lessor stating that a Default exists in the performance of Sublessor’s obligations under the Master Lease, to pay to Master Lessor the Rent due and to become due under the Sublease. Sublessor agrees
that Sublessee shall have the right to rely upon any such statement and request from Master Lessor, and that Sublessee shall pay such Rent to Master Lessor without any obligation or right to inquire as to whether such Default exists and
notwithstanding any notice from or claim from Sublessor to the contrary and Sublessor shall have no right or claim against Sublessee for any such Rent so paid by Sublessee. 
 7.4 No changes or modifications shall be made to this Sublease without the consent of Master Lessor. 
 8. Consent of Master Lessor. 
 8.1 In the event that the Master Lease
requires that Sublessor obtain the consent of Master Lessor to any subletting by Sublessor then, this Sublease shall not be effective unless, within 10 days of the date hereof, Master Lessor signs this Sublease thereby giving its consent to this
Subletting. 
 8.2 In the event that the obligations of the Sublessor under the Master Lease have been guaranteed by third
parties then 

  
 



 
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neither this Sublease, nor the Master Lessor’s consent, shall be effective unless, within 10 days of the date hereof, said guarantors sign this Sublease thereby giving their consent to this
Sublease. 
 8.3 In the event that Master Lessor does give such consent then: 

(a) Such consent shall not release Sublessor of its obligations or alter the primary liability of Sublessor to pay the Rent and perform
and comply with all of the obligations of Sublessor to be performed under the Master Lease. 
 (b) The acceptance of Rent by
Master Lessor from Sublessee or any one else liable under the Master Lease shall not be deemed a waiver by Master Lessor of any provisions of the Master Lease. 
 (c) The consent to this Sublease shall not constitute a consent to any subsequent subletting or assignment. 
 (d) In the event of any Default of Sublessor under the Master Lease, Master Lessor may proceed directly against Sublessor, any guarantors or any one else liable under the Master Lease or this Sublease
without first exhausting Master Lessor’s remedies against any other person or entity liable thereon to Master Lessor. 

(e) Master Lessor may consent to subsequent sublettings and assignments of the Master Lease or this Sublease or any amendments or
modifications thereto without notifying Sublessor or any one else liable under the Master Lease and without obtaining their consent and such action shall not relieve such persons from liability. 

(f) In the event that Sublessor shall Default in its obligations under the Master Lease, then Master Lessor, at its option and without
being obligated to do so, may require Sublessee to attorn to Master Lessor in which event Master Lessor shall undertake the obligations of Sublessor under this Sublease from the time of the exercise of said option to termination of this Sublease but
Master Lessor shall not be liable for any prepaid Rent nor any Security Deposit paid by Sublessee, nor shall Master Lessor be liable for any other Defaults of the Sublessor under the Sublease. 

(g) Unless directly contradicted by other provisions of this Sublease, the consent of Master Lessor to this Sublease shall not constitute
an agreement to allow Sublessee to exercise any options which may have been granted to Sublessor in the Master Lease (see Paragraph 39.2 of the Master Lease). 
 8.4 The signatures of the Master Lessor and any Guarantors of Sublessor at the end of this document shall constitute their consent to the terms of this Sublease. 

8.5 Master Lessor acknowledges that, to the best of Master Lessor’s knowledge, no Default presently exists under the Master Lease of
obligations to be performed by Sublessor and that the Master Lease is in full force and effect. 
 8.6 In the event that
Sublessor Defaults under its obligations to be performed under the Master Lease by Sublessor, Master Lessor agrees to deliver to Sublessee a copy of any such notice of default. Sublessee shall have the right to cure any Default of Sublessor
described in any notice of default within ten days after service of such notice of default on Sublessee. If such Default is cured by Sublessee then Sublessee shall have the right of reimbursement and offset from and against Sublessor. 

9. Additional Brokers Commissions. 
 9.1 Sublessor agrees that if Sublessee exercises any option or right of first refusal as granted by Sublessor herein, or any option or right substantially similar thereto, either to extend the term of
this Sublease, to renew this Sublease, to purchase the Premises, or to lease or purchase adjacent property which Sublessor may own or in which Sublessor has an interest, then Sublessor shall pay to Broker a fee in accordance with the schedule of
Broker in effect at the time of the execution of this Sublease. Notwithstanding the foregoing, Sublessor’s obligation under this Paragraph is limited to a transaction in which Sublessor is acting as a Sublessor, lessor or seller. 

9.2 If a separate brokerage fee agreement is attached then Master Lessor agrees that if Sublessee shall exercise any option or right of
first refusal granted to Sublessee by Master Lessor in connection with this Sublease, or any option or right substantially similar thereto, either to extend or renew the Master Lease, to purchase the Premises or any part thereof, or to lease or
purchase adjacent property which Master Lessor may own or in which Master Lessor has an interest, or if Broker is the procuring cause of any other lease or sale entered into between Sublessee and Master Lessor pertaining to the Premises, any part
thereof, or any adjacent property which Master Lessor owns or in which it has an interest, then as to any of said transactions, Master Lessor shall pay to Broker a fee, in cash, in accordance with the schedule attached to such brokerage fee
agreement. 
 9.3 Any fee due from Sublessor or Master Lessor hereunder shall be due and payable upon the exercise of any option
to extend or renew, upon the execution of any new lease, or, in the event of a purchase, at the close of escrow. 
 9.4 Any
transferee of Sublessor’s interest in this Sublease, or of Master Lessor’s interest in the Master Lease, by accepting an assignment thereof, shall be deemed to have assumed the respective obligations of Sublessor or Master Lessor under
this Paragraph 9. Broker shall be deemed to be a third-party beneficiary of this paragraph 9. 
 10. Representations and Indemnities of
Broker Relationships. The Parties each represent and warrant to the other that it has had no dealings with any person, firm, broker or finder (other than the Brokers, if any) in connection with this Sublease, and that no one other than said
named Brokers is entitled to any commission or finder’s fee in connection herewith. Sublessee and Sublessor do each hereby agree to indemnify, protect, defend and hold the other harmless from and against liability for compensation or charges
which may be claimed by any such unnamed broker, finder or other similar party by reason of any dealings or actions of the indemnifying Party, including any costs, expenses, attorneys’ fees reasonably incurred with respect thereto. 

11. Attorney’s fees. If any Party or Broker brings an action or proceeding involving the Premises whether founded in tort, contract or
equity, or to declare rights hereunder, the Prevailing Party (as hereafter defined) in any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys’ fees. Such fees may be awarded in the same suit or recovered in a
separate suit, whether or not such action or proceeding is pursued to decision or judgment. The term, “Prevailing Party” shall include, without limitation, a Party or Broker who substantially obtains or defeats the relief sought, as the
case may be, whether by compromise, settlement, judgment, or the abandonment by the other Party or Broker of its claim or defense. The attorneys’ fees award shall not be computed in accordance with any court fee schedule, but shall be such as
to fully reimburse all attorneys’ fees reasonably incurred. In 

  
 



 
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addition, Sublessor shall be entitled to attorneys’ fees, costs and expenses incurred in the preparation and service of notices of Default and consultations in connection therewith, whether
or not a legal action is subsequently commenced in connection with such Default or resulting Breach ($200 is a reasonable minimum per occurrence for such services and consultation). 
 12. No Prior or Other Agreements; Broker Disclaimer. This Sublease contains all agreements between the Parties with respect to any matter mentioned herein, and no other prior or contemporaneous
agreement or understanding shall be effective. Sublessor and Sublessee each represents and warrants to the Brokers that it has made, and is relying solely upon, its own investigation as to the nature, quality, character and financial responsibility
of the other Party to this Sublease and as to the use, nature, quality and character of the Premises. Brokers have no responsibility with respect thereto or with respect to any default or breach hereof by either Party. The liability (including court
costs and attorneys’ fees), of any Broker with respect to negotiation, execution, delivery or performance by either Sublessor or Sublessee under this Sublease or any amendment or modification hereto shall be limited to an amount up to the fee
received by such Broker pursuant to this Sublease; provided, however, that the foregoing limitation on each Broker’s liability shall not be applicable to any gross negligence or willful misconduct of such Broker. 

ATTENTION: NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE AIR COMMERCIAL REAL ESTATE ASSOCIATION OR BY ANY REAL ESTATE BROKER AS TO THE
LEGAL SUFFICIENCY, LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS SUBLEASE OR THE TRANSACTION TO WHICH IT RELATES. THE PARTIES ARE URGED TO: 

1. SEEK ADVICE OF COUNSEL AS TO THE LEGAL AND TAX CONSEQUENCES OF THIS SUBLEASE. 
 2. RETAIN APPROPRIATE CONSULTANTS TO REVIEW AND INVESTIGATE THE CONDITION OF THE PREMISES. SAID INVESTIGATION SHOULD INCLUDE BUT NOT BE LIMITED TO: THE POSSIBLE PRESENCE OF HAZARDOUS SUBSTANCES, THE
ZONING OF THE PROPERTY, THE STRUCTURAL INTEGRITY, THE CONDITION OF THE ROOF AND OPERATING SYSTEMS, AND THE SUITABILITY OF THE PREMISES FOR SUBLESSEE’S INTENDED USE. 
 WARNING: IF THE SUBJECT PROPERTY IS LOCATED IN A STATE OTHER THAN CALIFORNIA, CERTAIN PROVISIONS OF THE SUBLEASE MAY NEED TO BE REVISED TO COMPLY WITH LAWS OF THE STATE IN WHICH THE PROPERTY IS
LOCATED 
  

									
	Executed at:	 	  
	 		 	Executed at:	 	  

	On:	 	  
	 		 	On:	 	  

			
	By Sublessor:	 		 	By Sublessee:
	 Quantum Fuel Systems Technologies Worldwide,
	 		 	 On The Edge Marketing,

	 Inc., a Delaware corporation
	 		 	 a California corporation

					
	By:	 	 




	 		 	By:	 	 





	Name Printed:	 	 Brian Olson
	 		 	Name Printed:	 	 Brian Horowitz

	Title:	 	 CFO
	 		 	Title:	 	 President

					
	By:	 	  
	 		 	By:	 	  

	Name Printed:	 	  
	 		 	Name Printed:	 	  

	Title:	 	  
	 		 	Title:	 	  

	Address:	 	 25242 Arctic Ocean
	 		 	Address:	 	 25871 Atlantic Ocean

		 	Lake Forest, CA 92630	 		 		 	Lake Forest, CA 92630
	 	 		 	 
	Telephone:	 	 (949) 399-4500
	 		 	Telephone:	 	 (949) 305-4830

	Facsimile:	 	 (      )
	 		 	Facsimile:	 	 (      )

	Email:	 	  
	 		 	Email:	 	  

	Email:	 	  
	 		 	Email:	 	  

	Federal ID No.	 	  
	 		 	Federal ID No.	 	  

			
	BROKER:	 		 	BROKER:
	 Cushman & Wakefield of California, Inc.
	 		 	 Voit Real Estate Services

	  
	 		 	  




  

									
	Attn:	 	 Todd Martens
	 		 	Attn:	 	 Mike Cargile

	Title:	 	 Associate
	 		 	Title:	 	 Senior Vice President

	Address:	 	 2020 Main Street, Suite 1000
	 		 	Address:	 	 2020 Main Street, Suite 100

		 	Irvine, CA 92614	 		 		 	Irvine, CA 92614
	 	 		 	 
	Telephone:	 	 (949) 955-7657
	 		 	Telephone:	 	 (949) 851-5100

	Facsimile:	 	 (949) 474-0405
	 		 	Facsimile:	 	 (949) 261-9092

	Email:	 	  
	 		 	Email:	 	 mcargile@voitco.com

	Federal ID No.	 	  
	 		 	Federal ID No.	 	  



									
	Broker/Agent DRE License #:	 	 01469247
	 		  	    Broker/Agent DRE License #:	 	 00491668



  
 



 
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	Consent to the above Sublease is hereby given.	 		 		 	
	Executed at:	 	  
	 		 	Executed at:	 	  

	On:	 	  
	 		 	On:	 	  

			
	By Master Lessor:	 		 	By Guarantor(s):
	 Braden Court Associates, a California
	 		 	By:	 	  

	 general partnership
	 		 	Name Printed:	 	  

		 		 		 	Address:	 	
	By:	 	 




	 		 		 	  

	Name Printed:	 	 Norm N. Nowell
	 		 		 	  

	Title:	 	 Manager of Nowell Investments, LLC,
	 		 		 	
	a California limited liability company; General Partner	 		 	By:	 	  

		 		 	Name Printed:	 	  

	By:	 	  
	 		 	Address:	 	  

	Name Printed:	 	  
	 		 	  

	Title:	 	  
	 		 		 	
	Address:	 	 26522 La Alameda
	 		 		 	
		 	Mission Viejo, CA 92691	 		 		 	
	 	 		 		 	
	Telephone:	 	 (949) 348-3333
	 		 		 	
	Facsimile:	 	 (      )
	 		 		 	
	Email:	 	  
	 		 		 	
	Federal ID No.	 	  
	 		 		 	

 NOTICE: These forms are often modified to meet changing requirements of
law and industry needs. Always write or call to make sure you are utilizing the most current form: AIR Commercial Real Estate Association, 800 W 6th Street, Suite 800, Los Angeles, CA 90017. Telephone No. (213) 687-8777. Fax No.:
(213) 687-8616. 
 ©Copyright 1997 By AIR Commercial Real Estate Association. All rights reserved. No part of
these works may be reproduced in any form without permission in writing. 

  
 



 
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 ADDENDUM 
 Date: 6/29/2011 

					
		
	By and Between (Lessor)	  	 Quantum Fuel Systems Technologies Worldwide, Inc.,

		  	 a Delaware corporation

	(Lessee)	  	 On The Edge
Marketing



					
		
	Address of Premises:	  	 25372 Commercentre Drive

		  	 Lake Forest, CA 92630


 Paragraph 13 
 In the event of any conflict between the provisions of this Addendum and the printed provisions of the Lease, this Addendum shall control. 

 

	13.1	Rent Schedule: 

  

									
	 July 2011 - August 2011
	  	$	0/SF	  	  	$	0.00	  
	 September 2011 - December 2011
	  	$	0.210/SF	  	  	$	13,026.30	  
	 January 2012 - June 2012
	  	$	0.420/SF	  	  	$	26,052.60	  
	 July 2012 - June 2013
	  	$	0.433/SF	  	  	$	26,858.99	  
	 July 2013 - June 2014
	  	$	0.446/SF	  	  	$	27,665.38	  
	 July 2014 - May 2015
	  	$	0.459/SF	  	  	$	28,471.77	  

  

	13.2	Sublessee will not under any circumstances be responsible to pay any common area maintenance charges, real estate taxes, building insurance or the like.


  

	13.3	Sublessor will make its commercially reasonably best efforts to cause the Master Lessor to comply with and fulfill its obligations under 7.2 of the Master Lease.


  

	13.4	Tenant Improvement Allowance: 


Sublessor shall provide Sublessee a $45,000 tenant improvement allowance. Sublessee shall use 50% ($22,500) of TI Allowance for actual
physical improvements to the premises. The remaining 50% ($22,500) may be used to offset Sublessee’s rent obligation. 
  

	13.5	Security Deposit: 

 No later than
June 29, 2011, Sublessee shall pay Sublessor a Security Deposit in the amount of $28,471.77. 
  

	13.6	Parking: 

 Sublessor, at
Sublessor’s sole cost, shall in a mutually acceptable manner (as an example, placing orange cones in the area, installing a sign on the wall, etc.) clearly indicate the area noted on the attached parking exhibit is no parking area. (See Exhibit
A: Site Plan Showing Parking and No Parking Areas). 

  
 



 
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 STANDARD SUBLEASE 
 FLOOR PLAN 
 



 
  

  
 



 
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