THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made on ________________, 2006 by and between Quantum Fuel Systems Technologies Worldwide, Inc. ("Quantum" or the "Company") and Jeffrey P. Beitzel ("Employee"). Capitalized terms not otherwise defined in the body of this Agreement shall have the meanings specified in Section 5 hereof.

WHEREAS, Employer desires to employ Employee in accordance with the terms and conditions of this Agreement and Employee desires to be so employed by Employer;

WHEREAS, the terms and conditions of this Agreement have been approved by the Company's independent Board of Directors and its Compensation Committee; and

WHEREAS, by executing this Agreement, the parties desire to amend in its entirety that certain Employment Agreement by and between the Company and Employee dated March 3, 2005.

NOW, THEREFORE, in consideration of the foregoing and the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

1. . EMPLOYMENT.

   The Company hereby employs Employee as its Chief Operating Officer and as President of Tecstar Automotive Group, Inc. Employee hereby accepts employment under this Agreement and agrees to devote his best effort and substantially full time, attention and energy to the Company's business. Employee's duties shall include all of the duties, including reasonable business-related travel, normally associated with the position named above, and shall include such other activities, responsibilities and duties that are consistent with such position as may be reasonably assigned from time to time by the Board of Directors. The Company, through the Board of Directors, shall retain full direction and control of the manner, means and methods by which Employee performs the services for which he is employed hereunder.

2. COMPENSATION.

   1. BASE SALARY. During the Term, Quantum will pay Employee a base salary of Seven Hundred Twenty Five Thousand dollars ($725,000) per year. The Board of Directors and Compensation Committee shall review this base salary at least annually and approve any recommended increases. Said salary, including any increases, shall be paid to Employee in accordance with the Company's normal payroll policies as in effect from time to time.

   2. INCENTIVE COMPENSATION. During the Term, Employee shall be eligible for: (a) participation in any executive cash bonus plan adopted from time to time by the Company and (b) awards under any long-term incentive compensation plans adopted from time to time by the Company including, but not limited to, deferred compensation, stock options and restricted stock.

   3. BENEFITS. During the Term, Employee shall be entitled to the following benefits:

      1. Except as otherwise specified in this Agreement, the fringe benefits that from time to time the Company makes generally available to its executive officers.

      2. Term life insurance coverage, paid for by the Company, in the face amount of at least One Million dollars ($1,000,000).

      3. Personal umbrella insurance coverage, paid for by the Company, in an amount not less than Ten Million dollars ($10,000,000).

      4. Fully paid membership (including initial assessment, monthly dues and other mandatory fees imposed on the members) in such golf and social clubs that Employee deems appropriate and useful.

      5. If Employee becomes eligible to receive payments under the Company's standard long-term disability ("LTD") insurance, supplemental LTD insurance coverage, such that the combination of monthly payments from the Company's standard LTD plan and from this supplemental LTD policy shall equal one twelfth (1/12) of sixty percent (60%) of Employee's annual base salary as in effect from time to time.
         
          

         End of Preview

          

         Home        Intelligence        Services        Subscriptions        News        About Us

         Contact Us       Terms of Use       Resend Documents       Shopping Cart

         Copyright © 2008 The Consus Group LLC