changes in general economic and business conditions

EX-10.15.1 13 a06513exv10w15w1.txt EXHIBIT 10.15.1 EXHIBIT 10.15.1 FIRST AMENDMENT TO THE MASTER TRAVEL SERVICES AGREEMENT This First Amendment to the MASTER TRAVEL SERVICES AGREEMENT ("Amendment") is made as of December 1, 2004, by and between Westran Services Corporation, a California corporation ("Westran"), on one hand, and Westcorp, a California corporation ("Westcorp"), Western Financial Bank, a federally chartered savings bank (the "Bank"), WFS Financial Inc, a California corporation ("WFS"), WestFin Insurance Agency, Inc. ("WFIA"), a California corporation, WFS Receivables Corporation ("WFSRC"), a California corporation, and Western Financial Associate Solutions ("WFAS"), a California corporation, on the other ("Companies" or in the singular "Company"). RECITALS WHEREAS, Westran, Westcorp, WFS, WFSRC, WFIA, WFAS and the Bank have previously entered into a Master Travel Services Agreement, dated as of January 1, 2004 ("Agreement"); and WHEREAS, the parties desire to amend the Agreement to include WFS Receivables Corporation 3 as a Member; and NOW, THEREFORE, in consideration of the mutual covenants and promises contained in the Agreement and in this Amendment and for other good and sufficient consideration, the Agreement is amended as follows: AGREEMENT WFS Receivables Corporation 3 is included as a Member to the Agreement effective as of December 1, 2004. Except as amended specifically herein, all terms and conditions of the Agreement, shall remain in full force and effect. All capitalized terms not herein defined shall have the same meaning as set forth in the Agreement. This Amendment may be executed in any number of counterparts and by separate parties hereto on separate counterparts, each of which when executed shall be deemed an original, but all such counterparts taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned have executed this Amendment on the date set forth below. WESTRAN SERVICES CORP By: _________________________________ Date: December ___________, 2004 Shelley M. Chase, President WESTCORP By: ______________________________________ Date: December ___________, 2004 Lee Whatcott, Executive Vice President WESTERN FINANCIAL BANK By: ________________________________ Date: December ___________, 2004 James E. Tecca, President President, Commercial Banking WESTFIN INSURANCE AGENCY, INC. By: ________________________________ Date: December ___________, 2004 Mark Olson, Vice President WFS RECEIVABLES CORPORATION By: ________________________________ Date: December ___________, 2004 John Coluccio, President WESTERN FINANCIAL ASSOCIATE SOLUTIONS By: ________________________________ Date: December ___________, 2004 Karen Marchak, President WFS RECEIVABLES CORPORATION 3 By: ____________________________________ Date: December ___________, 2004 Keith Ford, Assistant Vice President 2