AIRCRAFT DRY LEASE

Exhibit 10.2

AIRCRAFT DRY LEASE

This Lease of aircraft is made effective as of May 9, 2006, by and between Advance America, Cash Advance Centers, Inc. a corporation, with an address of 135 N. Church Street, Spartanburg, South Carolina 29306 (“Lessor”) and Arizona, LLC a limited liability company, with an address of 961 E. Main St. Spartanburg, South Carolina 29302 (“Lessee”).

RECITALS

The parties recite that:

A.            WHEREAS, AA Air, LLC a limited liability company, with an address of 135 N. Church Street, Spartanburg, South Carolina 29306 is the registered owner and Advance America, Cash Advance Centers, Inc., is the lessee under an Aircraft Dry Lease by and between AA Air, LLC and Advance America, Cash Advance Centers, Inc. (“Master Lease”) of the following aircraft, together with the engines, APU(s) and all appliances, parts, instruments, avionics and appurtenances thereto, including any replacement part(s) or engine(s) which may be installed on the Aircraft from time to time, and all logs, manuals and other records relating to such Aircraft (collectively, “Aircraft”):

B.            WHEREAS, Lessor and Lessee desires to sub-lease the Aircraft under such terms and conditions as are mutually satisfactory to the parties.

The parties agree as follows:

Section One-Lease of Aircraft

For One and No/100 Dollar ($1.00) and other good and valuable consideration, Lessor agrees to lease the Aircraft to Lessee on a nonexclusive basis.  It shall be conclusively presumed between the parties that Lessee has fully inspected the Aircraft having knowledge that it is in good condition and repair and that Lessee is satisfied with and has accepted the Aircraft in such condition and repair. THE AIRCRAFT IS LEASED “AS IS” AND “WHERE IS”. LESSOR HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING FITNESS FOR A PARTICULAR PURPOSE.

Section Two-Term

This Lease will commence on the date first above written and continue for one year after said date. Thereafter, this Lease will be automatically renewed on a month to month

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basis, unless sooner terminated by either party as hereinafter provided. Either party may at any time terminate this Lease upon thirty (30) days written notice to the other party, delivered personally or by certified mail, return receipt requested, at the address for said other party as set forth above.

Section Three-Commercial Operation Restriction

Neither Lessee nor Lessor will make the Aircraft available for hire within the meaning of the Federal Aviation Regulations. The Aircraft is to be operated strictly in accordance with 14 C.F.R. Part 91.

Section Four-Scheduling

Lessee will provide Lessor with requests for flight time and proposed flight schedules as far in advance of any given flight as possible, and in any case, at least twelve (12) hours in advance of Lessee’s planned departure. Requests for flight time will be in a form whether oral or written, mutually convenient to and agreed upon by the parties. In addition to proposed schedules and flight times, Lessee will provide at least the following information for each proposed flight at some time prior to scheduled departure as required by the Lessor:

(a)            Proposed departure point;

(b)            Destination;

(c)            Time of flight;

(d)            Number of anticipated passengers;

(e)            Nature and extent of luggage and/or cargo to be carried;

(f)             Date and time of return for return flight, if any;

(g)            Names and addresses of flight crew to be hired by Lessee; and

(h)            Any flight information concerning the proposed flight that may be pertinent or required by Lessor.

Lessor has final authority over the scheduling of the Aircraft, provided, however, that the Lessor will use its best efforts to accommodate Lessee’s needs and to avoid conflicts in scheduling.

Section Five-Insurance

At all times during the term of this Lease, Lessor will cause to be carried and maintained physical damage insurance with respect to the Aircraft in the amount set forth below:

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At all times during the term of this Lease, Lessor will also cause to be carried and maintained third party aircraft liability insurance, passenger legal liability insurance, property damage liability insurance, and medical expense insurance in the amounts set forth below:

Lessee’s proportionate share of the cost of the above insurance is included in Lessee’s lease payments to Lessor. Lessee will also bear the cost of paying any deductible amount on any policy of insurance in the event of a claim or loss.

Any policies of insurance carried in accordance with this Lease: (i) shall name Lessee as an additional insured; and (ii) shall contain a waiver by the underwriter thereof of any right of subrogation against Lessor. Each liability policy shall be primary without right of contribution from any other insurance which is carried by Lessee or Lessor and shall expressly provide that all of the provisions thereof, except the limits of liability, shall operate in the same manner as if there were a separate policy covering each insured.

Section Six-Restrictions on Use

Lessee may operate the Aircraft only for the purposes and within the geographical limits set forth in the insurance policy or policies obtained in compliance with this Lease. The Aircraft will be operated at all times in accordance with the flight manual and all manufacturers suggested operating procedures. Furthermore, Lessee will not use the Aircraft in violation of any foreign, federal, state, territorial, or municipal law or regulation and will be solely responsible for any fines, penalties, or forfeitures occasioned by any violation by Lessee. If such fines or penalties are imposed on Lessor and paid by Lessor, Lessee will reimburse Lessor for the amount thereof within thirty (30) days of receipt by Lessee of written demand from Lessor. Lessee will not base the Aircraft, or permit it to be based, outside the limits of the United States of America, without the written consent of Lessor.

The Aircraft will be flown only by certificated and qualified pilots and will be maintained only by certificated and qualified mechanics. Lessee, through its pilot in command, is authorized to incur up to $5,000 worth of necessary maintenance and repair work for the Aircraft per flight, by certificated and qualified mechanics, without the prior written approval of Lessor. Lessee will be reimbursed for such expenditures upon Lessor’s receipt of invoices and proof of payment by Lessee. In the event the insurance on the Aircraft would be

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invalidated because Lessee is unable to obtain certificated and qualified pilots and mechanics, Lessee will not operate the Aircraft until such time as certificated and qualified pilots and mechanics are obtained and insurance on the Aircraft is made valid.

Lessee will not directly or indirectly create, incur, assume or suffer to exist any lien on or with respect to the Aircraft. Lessee will promptly, at its own expense, take such action as may be necessary to discharge any lien not excepted above if the same will arise at any time.

Section Seven-Inspection by Lessor

Lessee agrees to permit Lessor or any authorized agent to inspect the Aircraft at any reasonable time and to furnish any information in respect to the Aircraft and its use that Lessor may reasonably request.

Section Eight-Alterations

Except in accordance w