0001104659-08-015777 Sample Contracts

STORM RECOVERY PROPERTY SERVICING AGREEMENT between CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC Issuer and CLECO POWER LLC Servicer Dated as of March 6, 2008
Storm Recovery Property Servicing Agreement • March 6th, 2008 • Cleco Katrina/Rita Hurricane Recovery Funding LLC • Asset-backed securities • Louisiana

STORM RECOVERY PROPERTY SERVICING AGREEMENT dated as of March 6, 2008 (this “Agreement”) between CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC, a Louisiana limited liability company (the “Issuer”), and CLECO POWER LLC, a Louisiana limited liability company (“Cleco Power”), as the servicer of the Storm Recovery Property hereunder (together with each successor to Cleco Power in such capacity pursuant to Section 6.03 or 7.04, the “Servicer”).

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STORM RECOVERY PROPERTY SALE AGREEMENT between CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC Issuer and CLECO POWER LLC Seller Dated as of March 6, 2008
Storm Recovery Property Sale Agreement • March 6th, 2008 • Cleco Katrina/Rita Hurricane Recovery Funding LLC • Asset-backed securities • Louisiana

STORM RECOVERY PROPERTY SALE AGREEMENT (this “Agreement”) dated as of March 6, 2008, between CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC, a Louisiana limited liability company (the “Issuer”), and CLECO POWER LLC, a Louisiana limited liability company, as seller (the “Seller”).

ADMINISTRATION AGREEMENT
Administration Agreement • March 6th, 2008 • Cleco Katrina/Rita Hurricane Recovery Funding LLC • Asset-backed securities • Louisiana

ADMINISTRATION AGREEMENT, dated as of March 6, 2008 (this “Administration Agreement”), is by and between CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC, a Louisiana limited liability company, as Issuer (the “Issuer”), and CLECO POWER LLC, a Louisiana limited liability company (“Cleco Power”), as Administrator (in such capacity, the “Administrator”). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in Appendix A to the Indenture more fully described below.

CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC CLECO POWER LLC $180,600,000 2008 SENIOR SECURED STORM RECOVERY BONDS UNDERWRITING AGREEMENT February 28, 2008
Underwriting Agreement • March 6th, 2008 • Cleco Katrina/Rita Hurricane Recovery Funding LLC • Asset-backed securities • New York
CLECO KATRINA/RITA HURRICANE RECOVERY FUNDING LLC Issuer and Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of March 6, 2008
First Supplemental Indenture • March 6th, 2008 • Cleco Katrina/Rita Hurricane Recovery Funding LLC • Asset-backed securities • New York

This FIRST SUPPLEMENTAL INDENTURE dated as of March 6, 2008 (this “Supplement”), by and among Cleco Katrina/Rita Hurricane Recovery Funding LLC, a Louisiana limited liability company (the “Issuer”), and U.S. Bank National Association, in its capacity as trustee (the “Trustee”), is entered into pursuant to the Indenture dated as of even date herewith between the Issuer and the Trustee (the “Indenture”).

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