0001193125-09-242898 Sample Contracts

ARRANGEMENT AGREEMENT among QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC. - and - 2224784 ONTARIO INC. - and - SCHNEIDER POWER INC. Dated as of November 24, 2009
Arrangement Agreement • November 27th, 2009 • Quantum Fuel Systems Technologies Worldwide Inc • Motor vehicle parts & accessories • Ontario

THIS ARRANGEMENT AGREEMENT (this “Agreement”) is made as of November 24, 2009 by and among Quantum Fuel Systems Technologies Worldwide, Inc., a Delaware corporation (“Parent”), 2224784 Ontario Inc., a corporation incorporated under the Ontario Business Corporations Act and a wholly-owned subsidiary of Parent (“Purchaser”) and Schneider Power Inc. a corporation incorporated under the Ontario Business Corporations Act (the “Company”).

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AGREEMENT AND CONSENT
Agreement and Consent • November 27th, 2009 • Quantum Fuel Systems Technologies Worldwide Inc • Motor vehicle parts & accessories • Minnesota

THIS AGREEMENT AND CONSENT (“Agreement”) is made and entered into this 24th day of November, 2009, by and between Quantum Fuel Systems Technologies Worldwide, Inc. (“Quantum”), WB QT, LLC (“WB QT”), and Whitebox Advisors, LLC (“WB Advisors”).

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