Form of Fifth Agreement to Extend the Board of Managers Services Agreement, effective as of May 1, 2021, by and among Cleco Group LLC, Cleco Corporate Holdings LLC, and Cleco Power LLC and Manager

This Fifth Agreement to Extend the Boards of Managers Services Agreement (the “Fifth Extension Agreement”) is made by and between Cleco Group LLC, a Delaware limited liability company, Cleco Corporate Holdings LLC, a Louisiana limited liability, and Cleco Power LLC, a Louisiana limited liability company (each a “Company” and collectively, the “Companies”), and _______________ (“Manager”).

WHEREAS, the Board of Managers Services Agreement (the “Agreement”) between the Companies and Manager dated April 11, 2016 expired on April 30, 2017;

WHEREAS, the Companies and the Manager entered into an extension agreement dated May 1, 2017 which expired on April 30, 2018 (the “First Extension Agreement”);

WHEREAS, the Companies and the Manager entered into an extension agreement dated May 1, 2018 which expired on April 30, 2019 (the “Second Extension Agreement”);

WHEREAS, the Companies and the Manager entered into an extension agreement dated May 1, 2019 which expires on April 30, 2020; (the “Third Extension Agreement”); and

WHEREAS, the Companies and the Manager entered into an extension agreement dated May 1, 2020 which expires on April 30, 2021; (the “Fourth Extension Agreement”); and

WHEREAS, the Companies and the Manager each desire to extend and continue said Agreement for the period of time and subject to the terms set forth in this Fifth Extension Agreement;

NOW THEREFORE, for good value, the parties hereto agree to the following:

1. This Fifth Extension Agreement shall become effective on May 1, 2021 and continue through April 30, 2022 subject to the early termination provisions found in Section 3 of the Agreement.

2. “Schedule 1 – Independent Director Compensation” of the Agreement shall be amended as follows:

3. This Fifth Extension Agreement shall be on all other terms and conditions as stated in the Agreement.

By their signatures below, the undersigned representative of the Companies certifies that they are fully authorized to enter into the terms and conditions of this Fifth Extension Agreement and to execute and bind the Companies and their predecessors, successors, parents, subsidiaries, affiliates and assigns to this Fifth Extension Agreement.

In witness whereof, the parties hereto enter into this Fifth Extension Agreement effective as of May 1, 2021.

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