0000916457-12-000073 Sample Contracts

CALPINE CORPORATION RESTRICTED STOCK AGREEMENT Pursuant to the Amended and Restated 2008 Equity Incentive Plan
Restricted Stock Agreement • December 26th, 2012 • Calpine Corp • Electric services • Delaware

This Restricted Stock Agreement ("Agreement"), entered into on December 21, 2012 (the "Grant Date"), which is the date on which the Grant described below was approved by the Compensation Committee (the "Committee") of the Board of Directors of Calpine Corporation between Calpine Corporation, a Delaware corporation (the "Corporation"), and Jack A. Fusco (the "Employee"). Except as otherwise provided herein, or unless the context clearly indicates otherwise, capitalized terms not otherwise defined herein shall have the same definitions as provided in the Plan.

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COMPANY LETTERHEAD]
Letter Agreement • December 26th, 2012 • Calpine Corp • Electric services
CALPINE CORPORATION AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 26th, 2012 • Calpine Corp • Electric services

This AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this "Amendment") is entered into as of December 21, 2012 by and between Calpine Corporation (the "Company") and Thaddeus Miller ("Executive") (hereinafter collectively referred to as "the parties"). Capitalized terms not otherwise defined in this Amendment shall have the meaning ascribed to them in the Executive Employment Agreement by and between the parties, dated as of August 11, 2008, (the "Employment Agreement").

CALPINE CORPORATION AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • December 26th, 2012 • Calpine Corp • Electric services

This AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT (this "Amendment") is entered into as of December 21, 2012 by and between Calpine Corporation (the "Company") and Jack Fusco ("Executive") (hereinafter collectively referred to as "the parties"). Capitalized terms not otherwise defined in this Amendment shall have the meaning ascribed to them in the Executive Employment Agreement by and between the parties, dated as of August 10, 2008, (the "Employment Agreement").

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