These Terms and Conditions of Stock Unit Award (these “ Terms ”) apply to a particular stock unit award (the “ Award ”) if incorporated by reference in the Notice of Stock Unit Grant (the “ Grant Notice ”) corresponding to that particular grant. The recipient of the Award identified in the Grant Notice is referred to as the “ Grantee .” The effective date of grant of the Award as set forth in the Grant Notice is referred to as the “ Date of Grant .” The Award was granted under and subject to the Clean Energy Fuels Corp. 2016 Performance Incentive Plan (the “ Plan ”). The number of shares covered by the Award are subject to adjustment under Section 7.1 of the Plan. Capitalized terms are defined in the Plan if not defined herein. The Award has been granted to the Grantee in addition to, and not in lieu of, any other form of compensation otherwise payable or to be paid to the Grantee. The Grant Notice and these Terms are collectively referred to as the “ Award Agreement ” applicable to the Award.