Common use of Performance-Based Award Clause in Contracts

Performance-Based Award. The Performance-Based Award shall relate to the period beginning on , 2011 and ending on , 2014 (the “Performance Period”). The Performance-Based Award is granted under, and subject to the terms of, the Forest Oil Corporation 2007 Stock Incentive Plan (as it may be amended from time to time, the “Plan”), and shall constitute a “Performance Award” under the Plan that is subject to the payment limitations described in clause (ii) of the penultimate sentence of Paragraph V(a) of the Plan. A copy of the Plan is available upon request. The Time-Based Award is not granted under, and shall not be subject to the terms of, the Plan. The Awards are subject to your acceptance of and agreement to all the applicable terms, conditions and restrictions described in this Cash-Based Award Agreement (this “Agreement”). To the extent that any provision of this Agreement as it relates to the Performance-Based Award conflicts with the expressly applicable terms of the Plan, you acknowledge and agree that those terms of the Plan shall control and, if necessary, the applicable provisions of this Agreement shall be deemed amended so as to carry out the purpose and intent of the Plan. Terms that have their initial letters capitalized, but that are not otherwise defined in this Agreement or Appendix A attached hereto, shall have the meanings given to them in the Plan in effect as of the date of this Agreement. This Agreement sets forth the terms of the agreement between you and the Company with respect to the Awards. By accepting this Agreement, you agree to be bound by all of the terms hereof. For all purposes of this Agreement, you will be considered to have terminated from employment with the Company when you incur a “separation from service” within the meaning of Section 409A(a)(2)(A)(i) of the Code and applicable administrative guidance thereunder.

Performance-Based Award. The Performance-Based Award shall relate to the period beginning on ____________, 2011 20__ and ending on ____________, 2014 20__ (the “Performance Period”). The Performance-Based Award is granted under, and subject to the terms of, the Forest Oil Corporation 2007 Stock Incentive Plan (as it may be amended from time to time, the “Plan”), and shall constitute a “Performance Award” under the Plan that is subject to the payment limitations described in clause (ii) of the penultimate sentence of Paragraph V(a) of the Plan. A copy of the Plan is available upon request. The Time-Based Award is not granted under, and shall not be subject to the terms of, the Plan. The Awards are subject to your acceptance of and agreement to all the applicable terms, conditions and restrictions described in this Cash-Based Award Agreement (this “Agreement”). To the extent that any provision of this Agreement as it relates to the Performance-Based Award conflicts with the expressly applicable terms of the Plan, you acknowledge and agree that those terms of the Plan shall control and, if necessary, the applicable provisions of this Agreement shall be deemed amended so as to carry out the purpose and intent of the Plan. Terms that have their initial letters capitalized, but that are not otherwise defined in this Agreement or Appendix A attached hereto, shall have the meanings given to them in the Plan in effect as of the date of this Agreement. This Agreement sets forth the terms of the agreement between you and the Company with respect to the Awards. By accepting this Agreement, you agree to be bound by all of the terms hereof. For all purposes of this Agreement, you will be considered to have terminated from employment with the Company when you incur a “separation from service” within the meaning of Section 409A(a)(2)(A)(i) of the Code and applicable administrative guidance thereunder.