GLORI ENERGY
INC.

(f/k/a Glori Acquisition Corp.)


 


DIRECTOR’S
AGREEMENT


 


THIS
DIRECTOR’S AGREEMENT (“Agreement”) is executed on [________], 2014 (the
“Effective Date”), by and between Glori Energy Inc. (f/k/a Glori Acquisition Corp.), a Delaware
corporation (“Company”), and [_______] (“Director”).


 


WITNESSETH:


 


In consideration of
the mutual covenants set forth herein, the parties do hereby agree as follows:


 


1.          Appointment
as Director. Director has been elected, and hereby accepts his or her election, to the Board of Directors (“Board”)
of the Company. Director will use his or her reasonable efforts to participate fully in all Board activities including Board meetings
and calls, as well as meetings and calls of Board committees of which Director is a member. Director may at any time and for any
reason resign from the Board. This Agreement shall not be deemed an employment contract between the Company and Director.


 


2.          Term.
The term of this Agreement shall be from the effective date of this Agreement through the earlier of (a) Director’s resignation
from the Board, (b) the conclusion of the Director’s term of service, or (c) Director’s removal from the Board. The
Director’s term of service will last until his or her successor is elected, duly qualified and assumes the office of Director.


 


3.          Compensation.
Director shall receive (i) an annual fee of $[_________] for each year, pro rata for each part of a year [and (ii) an annual option
award for the purchase of [_________] shares of the Company’s common stock, $0.0001 par value, pursuant to the Glori Energy Inc.
2015 Long Term Incentive Plan (the “Plan”)], in each case, as adjusted from time to time in accordance
with the Company's Bylaws. Director shall be entitled to no other compensation in consideration of his or her service as a director,
except as otherwise determined by the Board.


 


4.          Indemnification;
Insurance; and Expenses.


 


(a)         Director
shall be indemnified pursuant to the Indemnification Agreement executed concurrently herewith between the Company and Director
and pursuant to the Company's Certificate of Incorporation and Bylaws.


 


(b)         Reasonable
business expenses, including but not limited to business travel expense (including, without limitation, the cost of attending board
meetings and any meetings of committees of which Director is a member) shall be reimbursed to Director consistent with the Company’s
travel and expense reimbursement policy.


 




    	 



    	 



    

 


(c)         The
Company shall maintain directors and officers liability insurance in such amounts and coverage as shall be approved from time to
time by the Board and agrees to maintain such coverage during the term of Director’s service hereunder.


 


5.          Confidential
Information and Non-Disclosure. Director shall use all reasonable efforts to protect confidential information (“Confidential
Information”) of the Company. Upon completion of Director’s term of service, Director shall use all reasonable
efforts to return to Company or destroy all Confidential Information furnished by Company whether in written or electronic format.


 


6.          Construction.
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware.


[Signature Page Follows]


 




    	- 2 -



    	 



    

  


The parties hereto
have executed this contract effective the day and year first written above.


 


	 	GLORI ENERGY INC.
	 	 
	 	By:	 
	 	Name:	Stuart Page
	 	Title:	Chief Executive Officer
	 	 
	 	DIRECTOR:
	 	 
	 	 
	 	[_____________]


 


Signature Page to Director’s
Agreement