Exhibit








Exhibit 10.1






FOURTH AGREEMENT TO EXTEND THE 
BOARD OF MANAGERS SERVICES AGREEMENT  


This Fourth Agreement to Extend the Boards of Managers Services Agreement (the “Fourth 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 31, 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 each desire to extend and continue said Agreement for the period of time and subject to the terms set forth in this Fourth Extension Agreement;


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


1.    This Fourth Extension Agreement shall become effective on April 30, 2020 and continue through April 29, 2021, 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:


	
	
	Independent director compensation                                                      Annual                          Per Quarter

	Base compensation - each independent director                                        $ 150,000                         $ 37,500

	Additional compensation if a Committee Chair                                        $ 20,000                            $ 5,000

	Additional compensation if Board Chair                                                   $ 82,500                            $ 20,625




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








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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 Fourth Extension Agreement and to execute and bind the Companies and their predecessors, successors, parents, subsidiaries, affiliates and assigns to this Fourth Extension Agreement.




[Signature page follow]




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In witness whereof, the parties hereto enter into this Fourth Extension Agreement effective as of _________________________, 2020. 


Cleco Group LLC
    


By: _________________________________


Name: _William G. Fontenot_____________


Title: _President & CEO________________    




Cleco Corporate Holdings LLC 




By: _________________________________


Name: _William G. Fontenot_____________


Title: _President & CEO________________    




Cleco Power LLC 




By: _________________________________


Name: _William G. Fontenot_____________


Title: _ CEO________________        




MANAGER    


____________________________________
Date        
















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