0001047469-11-001973 Sample Contracts

Change of Control Agreement March 7, 2011
Waiver and General Release Agreement • March 10th, 2011 • Advance America, Cash Advance Centers, Inc. • Personal credit institutions • South Carolina

Advance America, Cash Advance Centers, Inc., a Delaware corporation (the "Company"), considers it essential to the best interests of its stockholders to take reasonable steps to retain key management personnel. Further, the Board of Directors of the Company (the "Board") recognizes that the uncertainty and questions that might arise among management in the context of any possible Change of Control (as defined below) of the Company could result in the departure or distraction of management personnel to the detriment of the Company and its stockholders.

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RETIREMENT AGREEMENT AND GENERAL RELEASE
Retirement Agreement and General Release • March 10th, 2011 • Advance America, Cash Advance Centers, Inc. • Personal credit institutions • South Carolina

This Retirement Agreement and General Release (the "Agreement") is entered into by and between Advance America, Cash Advance Centers, Inc. (the "Company") and Kenneth E. Compton ("Executive"), as of February 28, 2011.

SECOND AMENDMENT
Advance America, Cash Advance Centers, Inc. • March 10th, 2011 • Personal credit institutions • North Carolina

THIS SECOND AMENDMENT (this "Amendment") dated as of February 17, 2011 to the Credit Agreement referenced below is by and among Advance America, Cash Advance Centers, Inc., a Delaware corporation (the "Borrower"), the Guarantors identified on the signature pages hereto (the "Guarantors"), the Lenders identified on the signature pages hereto and Bank of America, N.A., as administrative agent (in such capacity, the "Administrative Agent").

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