0001564590-16-022049 Sample Contracts

COBALT INTERNATIONAL ENERGY, INC.
Stock Unit Award Agreement • August 2nd, 2016 • Cobalt International Energy, Inc. • Crude petroleum & natural gas • Delaware

You have been granted an award of performance stock units (this “Award”) on the following terms and subject to the provisions of Attachment A and the Cobalt International Energy, Inc. 2015 Long Term Incentive Plan (the “Plan”). Unless defined in this Award Agreement (including Attachment A, this “Agreement”), capitalized terms will have the meanings assigned to them in the Plan. In the event of a conflict among the provisions of the Plan, this Agreement and any descriptive materials provided to you, the provisions of the Plan will prevail.

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COBALT INTERNATIONAL ENERGY, INC. LETTERHEAD]
Cobalt International Energy, Inc. • August 2nd, 2016 • Crude petroleum & natural gas

We are pleased to inform you that you have been designated as eligible to participate in the Cobalt International Energy, Inc. Executive Severance and Change in Control Benefit Plan (as it may be amended from time to time, the “Plan”), as a Tier [1/2/3] Executive. Your participation in the Plan is subject to the terms and conditions of the Plan and your execution and delivery of this agreement, which constitutes a Participation Agreement (as defined in the Plan). A copy of the Plan is attached hereto as Annex A and is incorporated herein and deemed to be part of this Participation Agreement for all purposes.

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