VOTING AGREEMENT

     This VOTING  AGREEMENT  (the  "Agreement")  is made and entered  into as of
October  14,  2005.  by and  between  Jerry Cash  ("Cash")  and Third  Point LLC
("Stockholder").

     NOW,  THEREFORE,  in consideration of $10.00 and the promises and covenants
set forth in this Agreement and for other good and valuable  consideration,  the
receipt and sufficiency of which are acknowledged, the parties agree as follows:

     1.  STOCKHOLDER  SHARES.  Stockholder  agrees to hold the Cash  shares (the
"Shares")  of  voting  capital  stock  of  QRC  (569,339  shares),   a  Delaware
corporation (the "Company"),  transferred to Stockholder by Cash subject to, and
to vote the Shares in accordance with, the provisions of this Agreement.

     2. VOTING.  On any matter  presented to the stockholders of the Company for
vote (whether by written  consent or at a meeting),  Stockholder  shall vote the
Shares as  directed  in  writing by Cash.  If  Stockholder  receives  no written
direction with respect to the voting of the Shares for a particular  stockholder
vote or  consent,  Stockholder  shall  abstain  from  voting the Shares for such
particular vote or consent.

     3.  SUCCESSORS.  The provisions of this Agreement shall be binding upon any
successor in interest to any of the Shares.

     4. TERMINATION. This Agreement shall terminate on March 31, 2006.

     5. MISCELLANEOUS.

        5.1  Specific  Performance.  The  parties agree that it is impossible to
measure in money the  damages  which will  accrue to a party  hereto or to their
heirs,  personal  representatives,  or assigns by reason of a failure to perform
any of the  obligations  under this  Agreement  and agree that the terms of this
Agreement shall be specifically enforceable. If any party or his heirs. personal
representatives,  or assigns institutes any action or proceeding to specifically
enforce the provisions hereof, any person against whom such action or proceeding
is brought  hereby  waives the claim or defense  therein that such party or such
personal representative has an adequate remedy at law, and such person shall not
offer in any such action or proceeding  the claim or defense that such remedy at
law exists.

        5.2  Governing  Law.  This  Agreement shall be governed by and construed
in  accordance  with  the laws of the  state  of  Delaware,  without  regard  to
conflicts of laws principles.

        5.3  Amendment or Waiver.  This  Agreement  may  be amended  or modified
(or provisions of this Agreement  waived) only upon the written  consent of both
of the parties hereto. Any amendment or waiver so effected shall be binding upon
each of the parties hereto and any assignee of any such party.

        5.4  Severability.  If one or more of the  provisions of this  Agreement
is held to be invalid, illegal or unenthrecable in any respect, such invalidity,
illegality  or  unenforeeability  shall not affect any other  provision  of this
Agreement, and this Agreement shall be construed as






if such  invalid,  illegal  or  unenforceable  provision  had never
been contained herein.

        5.5  Successors  and  Assigns.  The  provisions  hereof  shall inure  to
the benefit of, and be binding  upon,  the parties  hereto and their  respective
successors.  Assigns,  heirs,  executors  and  administrators  and  other  legal
representatives.

        5.6  Counterparts.   This Agreement may  be  executed  in  one  or  more
counterparts,  each of  which  will be  deemed  an  original,  but all of  which
together shall constitute one instrument.

        5.7  Notices.  All  notices  required  in connection with this Agreement
shall be in writing and shall he deemed  effectively  given:  (a) upon  personal
delivery to the party to be notified, (b) when sent by confirmed electronic mail
or facsimile if sent during normal business hours of the recipient; if not, then
on the next  business day, (c) five days after having been sent by registered or
certified mail. return receipt requested,  postage prepaid, or (d) one day after
deposit with a nationally  recognized  overnight  courier,  specifying  next day
delivery, with written notification of receipt. All communications shall be sent
to the holder  appearing  on the books of the Company or at such address as such
party may  designate  by 10 days  advance  written  notice to the other  parties
hereto.

        5.8  Entire  Agreement.  This Agreement constitutes the full and  entire
understanding  and  agreement  between the parties  with regard to the  subjects
hereof  and  thereof  and no party  shall be liable or bound to any other in any
manner  by any  oral  or  written  representations,  warranties,  covenants  and
agreements except as specifically set forth herein and therein.

                            [Signature page follows.]


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     In witness whereof;  the parties hereto have executed this Voting Agreement
as of' the date first above written.

CASH:                                STOCKHOLDER:


/s/ Jerry Cash                       /s/ Justin Nadlen
-----------------------------        ---------------------------------------
Jerry Cash                           Third Point LLC
                                     390 Park Avenue, 18th Floor
                                     New York, NY  10022


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