EXHIBIT 10.16
WESTCORP ESOP AND SALARY SAVINGS PLAN
PARTICIPATION AGREEMENT
THIS AGREEMENT, among Westcorp, a California corporation, (hereinafter
referred to as the "the Plan Sponsor"), and the following subsidiaries: WESTERN
FINANCIAL ASSOCIATE SOLUTIONS, a California corporation, WESTERN FINANCIAL BANK,
a federally chartered savings bank, WFS FINANCIAL INC, a California corporation,
WESTFIN INSURANCE AGENCY, INC., a California corporation, WFS RECEIVABLES
CORPORATION, a Nevada corporation, and WESTRAN SERVICES CORPORATION, a
California corporation (each individually referred to as "Subsidiary" and
collectively referred to as "Subsidiaries"), and the ADMINISTRATIVE COMMITTEE,
on behalf of the Westcorp ESOP and Salary Savings Plan (the "Plan"), is
effective as of January 1, 2004.
WHEREAS, the Plan Sponsor originally adopted the Plan effective January 1,
1975, and its sponsorship of the Plan remains in effect;
WHEREAS, each Subsidiary, in accordance with Section 2.13 of the Plan, has
been approved by the Administrative Committee as an entity eligible to sponsor
the Plan; and
WHEREAS, each Subsidiary, pursuant to resolutions adopted by its Board of
Directors, has accepted it designation as an entity eligible to sponsor the
Plan, and has specifically indicated its desire to adopt the Plan and be bound
by its terms.
NOW, THEREFORE, it is mutually agreed as follows:
1. Each Subsidiary hereby adopts the Plan and accepts co-sponsorship of
the Plan with the Plan Sponsor, effective as of the date specified
above, and specifically
agrees to be bound by the terms of the Plan as restated effective
January 1, 2001 and as subsequently amended.
2. Each Subsidiary hereby agrees that the Plan Sponsor and/or the
Administrative Committee can amend the Plan and Trust documents as
provided in the documents, to be bound by any such amendments
entered into by the Plan Sponsor and/or the Administrative Committee
in accordance with Section 17.1 of the Plan, and that it shall be
deemed to have approved such amendments.
3. Each Subsidiary hereby agrees that the Plan shall be administered by
the Administrative Committee as provided in Section 11.3 of the
Plan.
4. To the extent not specified by the terms of the Plan, each
Subsidiary agrees that the Plan Sponsor shall have the sole
authority and discretion to determine the amounts of employer
contributions that the Subsidiary shall make to the Plan.
5. The Plan Sponsor accepts the adoption and co-sponsorship of the Plan
by the Subsidiary, effective as of the date specified above.
6. The Administrative Committee agrees to the adoption and
co-sponsorship of the Plan by the Subsidiary, effective as of the
date specified above.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed this ___________ day of _______________, 2004.
WESTCORP
By: __________________________________
WESTERN FINANCIAL ASSOCIATE SOLUTIONS
By: __________________________________
WESTERN FINANCIAL BANK
By: __________________________________
WFS FINANCIAL INC
By: __________________________________
WESTFIN INSURANCE AGENCY, INC.
By: __________________________________
WFS RECEIVABLES CORPORATION
By: __________________________________
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WESTRAN SERVICES CORPORATION
By: __________________________________
WESTCORP ESOP AND SALARY SAVINGS PLAN
By: __________________________________
Xxxxxxx Xxxxxxxxxx on behalf of the
Administrative Committee for the Plan
