0001273441-16-000052 Sample Contracts

Gran Tierra Energy Inc. Deferred Stock Unit Award Agreement
Stock Unit Award Agreement • February 29th, 2016 • Gran Tierra Energy Inc. • Crude petroleum & natural gas

Pursuant to the Deferred Stock Unit Grant Notice (the “Grant Notice”) and this Deferred Stock Unit Award Agreement (the “Agreement”), Gran Tierra Energy Inc. (the “Company”) has awarded you a Deferred Stock Unit Award (the “Award”) under the Company’s 2007 Equity Incentive Plan (the “Plan”) for the number of Deferred Stock Units as indicated in the Grant Notice. Capitalized terms not explicitly defined in this Agreement but defined in the Plan will have the same definitions as in the Plan. Except as otherwise explicitly provided herein, in the event of any conflict between the terms of this Agreement and the Plan, the terms of the Plan shall control.

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