Exhibit 10.6
FIRST AMENDMENT TO CORPORATE SERVICES AGREEMENT BETWEEN NORDSTROM
CREDIT INC AND NORDSTROM fsb
This First Amendment to Corporate Services Agreement ("First
Amendment") is entered into effective February 1, 2001, between Nordstrom Credit
Inc., a Colorado corporation with its corporate offices at ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ("NCI"), and Nordstrom fsb, a nationally
chartered federal savings bank, with its main banking office located at ▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ ("Bank").
RECITALS:
A. NCI and Bank are parties to that certain Corporate Services Agreement
entered into effective February 1, 2001 (the "Agreement").
B. The Parties desire to amend the Agreement to clarify the method of
calculation of Labor Cost, as defined in the Agreement.
AMENDMENT:
Therefore, in consideration of the foregoing recitals, incorporated by this
reference, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties agree to amend the
Agreement as follows:
1. Section 7 (b) of the Agreement is amended in its entirety to read as follows:
(b) The total Labor Cost for the Bank employees performing such Services.
The "Labor Cost" shall be calculated using one of the two following
methods:
(1) For Services performed by Bank employees in departments in which
automated systems track employee activity, such as call center
employees for whom phone reports are produced showing time spent
performing Services provided hereunder, the following method shall be
used:
A. The department's average hourly rate including benefits (the
"Department Rate") will be calculated.
B. The automated reports will be used to calculate the total
number of department employee hours spent on each Service.
C. The Department Rate will be applied to the hours spent on each
Service to determine the Labor Cost.
(2) For Services performed by other Bank employees, the following
method shall be used:
A. The Bank employee will fill out the Excel spreadsheet
established for time tracking purposes by the Bank's
accounting department, or provide information to the
accounting department as to the percentage of the employee's
time spent providing Services.
B. The accounting department will utilize this information to
calculate the number of hours spent providing Services by each
Bank department.
C. The accounting department will also determine what percentage
of the total number of hours worked by employees of that
department was spent providing Services, and will further
determine what percentage was spent on each Service.
D. The percentages determined as described above will then be
applied to the total monthly salary amount paid to employees
of that department.
E. The salary amounts attributable to each Service, determined as
described above, will be added to the cost of benefits related
to those salary amounts to determine the Labor Cost.
The calculation of Labor Cost as described in this Section 7(b) shall
be applied to Services performed by both hourly and salaried employees.
The Bank's accounting department shall periodically verify that the
calculation of Labor Cost as described above results in Fees equal to
or greater than the amount of Fees the Bank would have been paid if
Labor Cost were calculated utilizing the exact wage amounts plus
benefits of employees providing Services.
2. Except as otherwise specifically set forth above, terms used in this First
Amendment shall have the meanings defined in the Agreement. Except as otherwise
specifically amended by this First Amendment, the Agreement remains in full
force and effect according to its terms.
IN WITNESS WHEREOF, NCI and Bank have each caused this First Amendment to be
signed and delivered by its duly authorized officer, all as of the date first
set forth above.
Nordstrom Credit, Inc. Nordstrom fsb
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇
Title: President Title: President