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Master Travel Services Agreement

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 This Consulting Services Agreement involves

WESTCORP /CA/ | Westran Services Corp. | Western Financial Bank | WFS Financial Inc | WestFin Insurance Agency, Inc. | WFS Receivables Corporation

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Governing Law: California     Date: 3/14/2005
Industry: SandLs/Savings Banks     Sector: Financial

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                                                                   EXHIBIT 10.15




      This MASTER TRAVEL SERVICES AGREEMENT ("Agreement") is made as of this

January 1, 2004, by and between Westran Services Corp., 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").




      A. Whereas, Westran, Westcorp, WFS, the Bank and WFIA have previously

entered into a Travel Services Agreement, dated as of August 28, 2002, as

subsequently amended (the "Original Agreement");


      B. Whereas, in accordance with Section 8.1 of the Original Agreement, the

Companies desire to supercede the Original Agreement, in whole, and replace it

with this Agreement;


      C. Whereas, Westcorp is the sole shareholder of Westran, having formed

Westran as a wholly-owned subsidiary for the purpose of providing travel



      D. Whereas, Westcorp is the sole shareholder of the Bank, which in turn is

the majority shareholder of WFS, WFIA, and WFAS;


      E. Whereas, the Bank is the sole shareholder of WFS, which in turn is the

sole shareholder of WFSRC;


      F. Whereas, the Companies desire to obtain travel services from Westran on

a nonexclusive basis;


      G. Whereas, Westran is willing to provide such travel services, on the

terms and conditions described below; and


      H. Whereas, Westran and the Companies desire to set forth the terms of

their relationship in order to ensure that, in accordance with Office of Thrift

Supervision ("OTS") regulations, Westran functions as and remains a corporate

entity separate and apart from the Companies and to ensure that Westran and the

Companies meet the requirements of Sections 23A and 23B of the Federal Reserve

Act, as implemented by OTS Regulations 563.41 (Transactions with Affiliates).




      Now therefore, in consideration of the mutual promises set forth herein,

and in reliance upon the recitals set forth above, the parties agree as follows:


      1. Westran will provide non-exclusive travel related services for the

Companies, including but not limited to arranging for commercial, corporate

(Part 91 Federal Aviation Regulations ("FAR"), or charter (Part 135 FAR) air

transportation, ground transportation, and lodging.




      2.     Services


            2.1    Corporate Aircraft Services. Westran has a corporate aircraft

available for use. If an employee of Company wishes to use the corporate

aircraft, employee completes a Westran Corporate Aircraft Request form ("CAR"),

and obtains approval from Ernest Rady, or Thomas Wolfe, or Lee Whatcott, in

accordance with the policy established by Companies. The CAR is submitted to the

Westran Travel Coordinator ("Travel Coordinator") who schedules the trip. Travel

Coordinator will advise requester of the prevailing rate prior to finalizing any



            2.2    Charter Aircraft Services. Westran has its corporate aircraft

available for charter through its lessee, Elite Aviation. Pursuant to its

agreement with Elite Aviation, Westran reserves the right to override a charter

arranged by Elite Aviation to a non-related entity; however, as much advance

notice as possible is requested in order to minimize scheduling conflicts.

Additionally, Company use may be booked as a charter in certain instances, such

as when Elite Aviation charter is overridden by Company use.


            2.3    Commercial Air Travel. Westran will coordinate and arrange

commercial air travel for employees of Companies consistent with the policies of

requesting Company. Employees submit to the Westran Travel Coordinator a

completed Commercial Travel Request form ("CTR"), approved in accordance with

travel policies establish by the Companies.


            2.4    Ancillary Travel Services. Ancillary travel services,

including lodging and ground transportation, may be arranged through Westran in

conjunction with scheduled charter or commercial air travel.


            2.5    Administrative Service. Westran will provide administrative

services necessary to accomplish travel coordination and planning. Such services

include, but are not limited to, the time of the Travel Coordinator and

materials and supplies.


      3.     Time and Method of Payment.


            3.1    Corporate air travel services will be billed by Westran at the

prevailing charter rate established with Elite Aviation. The current rate is

$2,388.00 per hour for use by any of the Companies. This rate is subject to

change without notice to Companies.


            3.2    Commercial air travel and ancillary travel services shall be

direct billed to the using Company at actual cost.


            3.3    Companies acknowledge that Westran incurs administrative costs

in coordinating travel for Companies and Companies agree to reimburse Westran

for these administrative costs. Westran shall estimate the time spent by the

Travel Coordinator for each Company in performing travel related services and

the costs of material and supplies and will bill the Companies accordingly. The

charges for administrative service are and will be consistent with costs

incurred by Companies when Companies perform these functions internally. Westran

hereby agrees to pass on to the Companies in the same ratio as the Companies use

travel services, any revenue received by Westran as a result of the revenue

sharing provisions of its agreement with an outside travel management company.





      Costs shall be billed by Westran and shall be payable by the Companies

within thirty (30) days of r

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