Exhibit 10.3


 


[INCENTIVE
/ NONQUALIFIED] STOCK OPTION AGREEMENT

(Under the Advance America, Cash Advance Centers, Inc.
2004 Omnibus Stock Plan)


 


THIS [INCENTIVE /
NONQUALIFIED] STOCK OPTION AGREEMENT (this “Agreement”) dated
as of                             
(“Grant Date”), is between Advance America, Cash Advance Centers, Inc.,
a Delaware corporation (the “Company”), and                             
(the “Participant”), relating to options granted under the Advance
America, Cash Advance Centers, Inc. 2004 Omnibus Stock Plan, as it may be
amended from time to time (the “Plan”). 
Capitalized terms used in this Agreement without definition shall have
the meaning ascribed to such terms in the Plan.


 


1.                                      Grant
of Option, Option Price, and Term.


 


(a)                                  The
Company hereby grants to the Participant [a Nonqualified Stock
Option / an Incentive Stock Option] (the “Option”) to
purchase                             
shares (the “Option Shares”) of Company Stock during the Option Period
(as defined below) at a price of $              
per share (the “Option Price”), subject to the provisions of the Plan
and the terms and conditions herein.


 


(b)                                 The
term of this Option shall be for a period of [              ]
from the Grant Date (the “Option Period”).  During the Option Period, the Option shall be
vested as of the date set forth below for the cumulative percentage of the
Option set forth opposite such date, and shall be exercisable upon such dates
and in such amounts:


 


	
  Date

  	
   

  	
  Cumulative
  Percentage Exercisable

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  



 


Notwithstanding the
foregoing, in the event the Participant incurs a termination of employment for
any reason whatsoever as an employee of the Company or an Affiliate, or ceases
to be an officer or non-employee director of, or consultant to, the Company or
an Affiliate, the provisions of Section 7(e) of the Plan relating to
termination of employment shall apply. 
For purposes of this Agreement, “cause” means (i) the conviction of the Participant
for committing a felony under any federal or state law, (ii) dishonesty in
the course of fulfilling the Participant’s duties as an employee or director
of, or consultant or advisor to, the Company or any Affiliate, or (iii) willful
and deliberate failure on the part of the Participant to perform such duties in
any material respect.  The determination
of “cause” shall be made by the Committee, in its sole discretion.


 


(c)                                  The
Option granted hereunder is designated as [a Nonqualified Stock
Option / an Incentive Stock Option], which is not transferable by the
Participant except by the terms of the Plan.


 


(d)                                 The
Company shall not be required to issue any fractional shares of Company Stock.


 





















 


2.                                      Exercise.


 


The Option may not be
transferred without the consent of the Committee and shall be exercisable during
the Participant’s lifetime only by the Participant (or his or her
representative as provided in the Plan) and after the Participant’s death only
by a representative as provided in the Plan. 
The Option may be exercised only to the extent the Option is vested,
unless otherwise agreed to by the Committee, and may be exercised only by the
delivery to the Company of a properly completed written notice, in form
satisfactory to the Committee, which notice shall specify the number of Option
Shares to be purchased and the aggregate Option Price for such shares, together
with payment in full of such aggregate Option Price.  Payment shall only be made as specified in
the Plan.  If any part of the payment of
the Option Price is made in shares of Company Stock, such shares shall be
valued by using their Fair Market Value as of the date of exercise of the
Option.


 


3.                                      Payment
of Withholding Taxes.


 


If the Company is
obligated to withhold an amount on account of any tax imposed as a result of
the exercise of the Option, the Participant shall be required, at the time of
exercise, to pay such amount to the Company, as provided in the Plan.  The Participant acknowledges and agrees that
he or she is responsible for the tax consequences associated with the grant of
the Option and its exercise.


 


4.                                      Changes
in Company’s Capital Structure.


 


The existence of the
Option will not affect in any way the right or authority of the Company or its
stockholders to make or authorize (a) any or all adjustments,
recapitalizations, reorganizations, or other changes in the Company’s capital
structure or its business; (b) any merger or consolidation of the Company;
(c) any issuance of bonds, debentures, preferred, or prior preference
stock ahead of or affecting the Company Stock or the rights thereof; (d) the
dissolution or liquidation of the Company; (e) any sale or transfer of all
or any part of the Company’s assets or business; or (f) any other
corporate act or proceeding, whether of a similar character or otherwise.


 


5.                                      Plan.


 


The Option is granted
pursuant to the Plan, and the Option and this Agreement are in all respects
governed by the Plan and subject to all of the terms and provisions thereof,
whether such terms and provisions are incorporated in this Agreement by
reference or are expressly cited.  In the
event of any conflict between, or inconsistency with, the Plan and this
Agreement, the terms of the Plan shall control and be binding.  The Participant hereby acknowledges receipt
of a copy of the Plan.


 


6.                                      Employment
Rights.


 


No provision of this
Agreement or of the Option granted hereunder shall give the Participant any
right with respect to the continuation of employment by or the provision of
services to the Company or any Affiliate; create any inference as to the length
of employment of the Participant; create any inference as to the length of
employment of or service by the


 


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Participant; interfere in
any way with the right of the Company to at any time terminate such employment
or service or to increase or decrease the compensation of the Participant; or
give the Participant any right to participate in any employee welfare or
benefit plan or other program (other than the Plan) of the Company or any
Affiliate.


 


7.                                      Governing
Law.


 


This Agreement and the
Option granted hereunder shall be governed by, and construed and enforced in
accordance with, the laws of the State of Delaware without reference to its
principles of conflicts of law, except to the extent federal laws would be
mandatorily applicable.


 


8.                                      Waiver;
Cumulative Rights.


 


The failure or delay of
either party to require performance by the other party of any provision hereof
shall not affect its right to require performance of such provision unless and
until such performance has been waived in writing.  Each and every right hereunder is cumulative
and may be exercised in part or in whole from time to time.


 


9.                                      Notices.


 


Any notice which either
party hereto may be required or permitted to give the other shall be in writing
and may be delivered personally or by mail, postage prepaid, addressed to the
Secretary of the Company, at its then corporate headquarters, and the
Participant at the Participant’s address as shown on the Company’s payroll
records, or to such other address as the Participant, by notice to the Company,
may designate in writing from time to time.


 


10.                               Conditional
Grant.


 


If the Participant is a
resident of a community property state, this Option is granted upon the
condition that, and the Option Shares shall be forfeited unless, each and any
person who is a spouse of the Participant at any time on or after the Grant
Date (including any person who becomes a spouse after the Grant Date) executes
a Consent of Spouse form provided by the Committee, unless the Committee shall
waive either such condition.


 


[Remainder of the page intentionally left blank;

signature page follows.]


 


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IN WITNESS WHEREOF,
the Company has caused this Agreement to be duly executed by an officer thereunto
duly authorized, and the Participant hereby acknowledges that he/she has read
carefully and understands this Agreement and the Plan and agrees to be bound by
all of the provisions set forth in such documents and has hereunto set his
hand, all as of the day and year first above written.


 


 


	
   

  	
  Advance
  America, Cash Advance Centers,

  Inc.

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
  Name:

  	
   

  	
   

  
	
   

  	
  Title:

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Participant

  
	
   

  	
   

  
	
   

  	
  Signed:

  	
   

  	
   

  
						



 


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