Pepsi - Rock Band

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PEPSI/ROCK BAND SWEEPSTAKES/INSTANT WIN OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN A PRIZE. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.

1. PROMOTION PERIOD: The Pepsi Rock Band Sweepstakes/Instant Win promotion (the "Promotion") period begins June 2, 2009 at 12:00:01 a.m. ET and ends September 13, 2009 at 11:59:59 p.m. ET (the "Promotion Period"). By participating in the Promotion, each Participant (as defined below) unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of Pepsi-Cola Company, Purchase, New York ("Pepsi") and MTV Networks, a division of Viacom International Inc. ("MTVN" and collectively with Pepsi, the "Sponsors"), whose decisions shall be final and binding and non-appealable in all respects.

2. NO PURCHASE NECESSARY: For one (1) free game piece/Official Rules send a self-addressed stamped envelope postmarked by August 24, 2009 to: Pepsi Rock Band Sweepstakes/Instant Win Game Piece, P.O. Box 750116, El Paso, TX 88575-0116. Residents of VT may omit return postage. Limit one (1) free request per hand-addressed postmarked outer envelope. No photocopies or mechanically reproduced requests will be accepted. Sponsors assume no liability for lost, late, stolen, illegible, incomplete, misdirected, mutilated or postage-due mail or requests.

3. ELIGIBILITY: The Promotion is open only to legal residents of one of the fifty (50) United States or the District of Columbia who are thirteen (13) years of age or older at the time of entry. To win the Harrah's prize, you must be 21 years of age or older. Officers, directors and employees of PepsiCo, Inc., Pepsi-Cola Company, its bottlers, MTVN, Yahoo! Inc. ("Yahoo!"), prize suppliers, each of their respective parents, subsidiary and affiliated companies, distributors, advertising, promotional and judging agencies, agents and representatives persons engaged in the development, production or distribution of materials for this Promotion (collectively, the "Promotion Parties") and the immediate family members (parent, child, sibling, and spouse of each) of and/or persons living in the same household as such individuals (whether related or not) are not eligible to participate or win. No groups, clubs, newsletters or organizations can participate in this Promotion on behalf of the group, club or organization. If a potential Sweepstakes or Instant Win prize winner is an eligible minor, the applicable Sweepstakes or Instant Win prize may be awarded to his or her parent or legal guardian, who will be required to sign and return all Sweepstakes or Instant Win prize acceptance documents and assume all responsibilities of the Sweepstakes or Instant Win prize winner or prize will be forfeited.

4. WHERE TO FIND CODES ON PACKAGES: During the Promotion Period, or until supplies are exhausted, whichever comes first, each specially-marked bottle cap of Pepsi-Cola products and certain fountain cups will include a unique twelve (12) character alphanumeric code (each, a "Code") worth one (1) Pepsi Rock Band point (hereinafter a "Point"). During the Promotion Period, whichever comes first, look for Codes under specially-marked bottle caps of 20 oz and 1 liter Pepsi, Diet Pepsi, Caffeine Free Pepsi, Caffeine Free Diet Pepsi, Pepsi One, Wild Cherry Pepsi, Wild Cherry Diet Pepsi, Pepsi Max, Diet Pepsi Lime, Pepsi Lime, Diet Pepsi Lemon, Diet Sierra Mist and, in certain participating markets, on specially-marked Pepsi fountain cups available at participating locations during the Promotion Period or until supplies of specially-marked bottle caps and fountain cups are exhausted, whichever occurs first. Not all brands and package sizes may participate or be available in all areas. In addition, Pepsi reserves the right, at its sole discretion, to introduce new products, package sizes and/or game pieces which will contain a Code and may have a different Point value than listed above. Pepsi also reserves the right, at its sole discretion, to distribute Codes at various times throughout the Promotion Period through additional means which may include, without limitation, the following: (a) via on-pack stickers at certain participating retailers, (b) distributed via Catalina coupons at certain participating retailers, (c) distributed via cash register receipts at certain participating retailers, (d) on game cards distributed at select sampling sites and sporting/entertainment events, (e) by e-mail to online subscribers of PepsiCo newsletters (including but not limited to Pepsi Xtras Newsletter and/or Dewsletter) and subject to the terms and limitations set forth in such e-mail, (f) by text message to consumers who have opted to receive information about Pepsi promotions via text message. If you so elect to opt in, then you hereby specifically acknowledge and understand that you may incur separate, additional charges from your wireless provider for the sending and receipt of such text messages. In limited areas, certain bottle caps on specially-marked 20 oz. bottles may contain a product offer (see Rule 14 below) instead of a Code. Total number of Codes anticipated to be distributed by Pepsi throughout the Promotion Period is approximately 1 billion based upon an estimated number of Codes produced at the time of printing of these Official Rules; actual number may vary. If any part of a Code is counterfeited, or if the Code comes from other games or promotions, or if any part is illegible, mutilated, altered or tampered with in any way, or if it contains or reflects printing, typographical, mechanical or other errors, the Code, as applicable, will be rejected and will be deemed void and invalid. Pepsi's sole liability with respect to a defective Code shall be a replacement with one Code worth one (1) Point while supplies last. Each participant acknowledges and agrees that the decisions of Sponsors shall be final, binding and conclusive in all matters relating to the Promotion, including without limitation determinations regarding the validity of Codes and other materials submitted for verification. Codes may not be sold, traded, bartered, auctioned (including through Internet auction sites), transferred, given away or obtained through any source other than from one of the methods mentioned above or through the "No Purchase Necessary" method of entry outlined in Rule 2 above. Promotion materials are null and void and will be rejected if not obtained through authorized, legitimate channels.

5. REGISTER ON-LINE AT WWW.PEPSIROCKBAND.COM: Go to www.PepsiRockBand.com ("Website") during the Promotion Period, follow the on-screen instructions and register for the Promotion using your Yahoo! ID and password along with a complete, valid name, street address (including city, state and zip code), e-mail address, date of birth, phone number, and gender (phone number and gender are at the option of the registrant) and set up your free Promotion account ("Account") at no charge. You must have a Yahoo! ID to enter the Promotion. If you are not an existing Yahoo! ID holder, follow the instructions to register for a free Yahoo! ID. Follow the instructions to completely fill out and submit the ID registration form. You will be asked to provide your first and last name, physical mailing address (no post office boxes), telephone number, and email address. You may also be asked to answer optional questions, however, they need not be answered in order to be eligible for the Promotion. Limit one (1) Account per person/e-mail address. The Website database clock will be the official timekeeper for this Promotion.

6. ENTER CODE(S) INTO YOUR ACCOUNT:
To enter a Code into your Account, follow the instructions on screen to enter the Code exactly as it appears and then click "Submit". Limit 1,000 Points per Account. Individuals who enter a Code into the Website will be referred to herein as "Participant". Each time you enter a valid Code during the Promotion Period, your Account will automatically be credited with the Point(s) associated with that Code which can be used for either (a) an Instant Win Game of your choice (see Rule 7 (c) and (d) below for details on the Instant Win games and see Rule 10 below for details on the Instant Win prizes available to be won) or (b) a Sweepstakes of your choice (see Rule 7 (a) and (b) below for details on the Sweepstakes and selecting your sweepstakes drawing and Rule 9 below for details on the Sweepstake prizes available to be won). Points have no cash value, may not be transferred to a third party(ies) and may not be aggregated from multiple Accounts. Any unused Points remaining in an Account after the end of the Promotion Period will be void and of no value. The "Account History" section of the Website is designed to record all transactions within your Account, including the last ten (10) Codes entered, and Points used for Instant Win and/or Sweepstakes. When logged onto your Account you can check your Account History for point balances and details. Sponsors assume no liability for discrepancies, delays, omissions, inconsistencies or errors in the number of Codes entered or the number of Points acquired as a result thereof as reported on the Website. The decisions of Yahoo! and Sponsors with respect to Code entry, Account History balances and Point transactions are final and binding and non-appealable in all respects. Standard text messaging charges will apply for all text messages received in connection with the Promotion.

7. SWEEPSTAKES/INSTANT WIN GAME:
The Sweepstakes and Instant Win Game period begins at 12:00:01 a.m. ET on June 2, 2009 and ends at 11:59:59 p.m. ET on September 13, 2009 (the "Game Period").

A. Sweepstakes: Browse the Website and select the drawing you wish to enter (the "Sweepstakes"). There will be at least one (1) drawing from each prize category each week of the Promotion Period.

B. Use a Point to Enter a Sweepstakes Drawing: To enter your selected drawing, indicate the number of Points you wish to use (each Point you use is worth one (1) entry into that drawing) and click "Play Now". Each time you enter a drawing, the number of Point(s) you use will be automatically deducted from your Account. One Point is only good for one entry into one drawing selected by Participant and not for any preceding/subsequent drawings. Non-winning entries into any drawing will not be rolled into subsequent drawings except that all non-winning entries into any Sweepstakes Drawing or Instant Win Game will be entered into a last chance sweepstakes (the "Last Chance Sweepstakes" (see Rules 11 and 12 below). You may allocate as many Points into a drawing as you wish, and/or you may enter as many drawings as you wish, provided those Points are available in your Account at the time of Sweepstakes. Points, once used for entry, cannot be refunded, transferred or re-used. Entries for each given week's Sweepstakes Drawing must be submitted by 11:59:59 p.m. ET for that particular week (see Sweepstakes Drawing Schedule below for more details). The last date/time to enter a Sweepstakes drawing is 11:59:59 p.m. ET September 13, 2009. Sweepstakes drawings will be held every Tuesday during the Promotion Period. If your entry is drawn, we will notify you via the email address you used when you registered your Account. In the event of dispute regarding the identity of the holder of the Yahoo! ID, dispute will be resolved in favor of the individual who is both the authorized holder of the Yahoo! ID and password associated with the account (based upon information submitted at the time the account was created or updated upon registration for this Promotion) and, if available, the "authorized email account holder" of the "alternate email address" provided when the Yahoo! ID was created. "Authorized email account holder" is defined as the natural person assigned an email address by an internet access provider, online service provider, or other organization (i.e. business, educational institution) responsible for assigning email addresses for the domain associated with the submitted email address. If there is a discrepancy between the name of the person listed as the authorized holder of the Yahoo! ID and the authorized email account holder of the alternate email address provided when the Yahoo! ID was created, that Yahoo! ID will be disqualified and prize will be forfeited. Potential prize winner may be required to provide Promotional Parties with proof that he/she is the authorized account holder as described above. Each entry submission must be manually key stroked and manually entered by the individual Participant; automated and/or repetitive electronic submission of entries (including but not limited to entries made using any script, macro, bot or Sweepstakes service) will be disqualified and transmissions from these or related email or IP addresses may be blocked. All entries become the property of Sponsors and will not be returned to Participant.

C. Instant Win Game - Browse the Website and select the Instant Win game you wish to play (the "Instant Win Game"). There will be two (2) Instant Win Games available each day of the Promotion Period.

D. Use a Point to Play an Instant Win Game: There will be up to 24 hourly prizes awarded each day of the Promotion Period. There will be up to 5,000 daily prizes awarded each day of the Promotion Period. If, for whatever reason, there are not 24 hourly prize winners or 5,000 daily prize winners in any given day, the remaining prizes not awarded that day will be accumulated during the Promotion Period and will be added to the daily prize pool on September 13, 2009. To play an Instant Win Game use one (1) Point to enter that Instant Win Game. Points, once used for entry, cannot be refunded, transferred or re-used. The last date/time to play an Instant Win Game is 11:59:59 p.m. ET September 13, 2009. To play the Instant Win Game just click on "Play Now" for one game play in the Instant Win Game. If you receive a winning prize message on your screen, you may be eligible to win the prize indicated in the message. If you receive a non-winning message on your screen, you are not a winner. There will be one (1) last chance sweepstakes from among all eligible non-winning entries for all Sweepstakes and non-winning Instant Win prize categories, which will be conducted on or about September 30, 2009 ("Last Chance Sweepstakes"). In the event of dispute regarding the identity of the holder of the Yahoo! ID, dispute will be resolved in favor of the individual who is both the authorized holder of the Yahoo! ID and password associated with the account (based upon information submitted at the time the account was created or updated upon registration for this Promotion) and, if available, the "authorized email account holder" of the "alternate email address" provided when the Yahoo! ID was created. "Authorized email account holder" is defined as the natural person assigned an email address by an internet access provider, online service provider, or other organization (i.e. business, educational institution) responsible for assigning email addresses for the domain associated with the submitted email address. If there is a discrepancy between the name of the person listed as the authorized holder of the Yahoo! ID and the authorized email account holder of the alternate email address provided when the Yahoo! ID was created, that Yahoo! ID will be disqualified and prize will be forfeited. Potential prize winner may be required to provide Promotional Parties with proof that he/she is the authorized account holder as described above. Upon receiving a potential Rock Band 2 Special Edition bundle Instant Win Game notification, Participant will be provided an opportunity to verify and if necessary update their mailing address. It is solely the responsibility of the potential Rock Band 2 Special Edition bundle Instant Win Game recipient to update their mailing address at this time.

8. SWEEPSTAKES DRAWINGS: There are fifteen (15) weekly drawings during the Promotion Period. There will be at least one (1) random drawing from each prize category each week of the sweepstakes entry period beginning on June 9, 2009 with the last weekly drawing on September 15, 2009 (the "Sweepstakes Entry Period"). Sponsors reserve the right, in their sole discretion to add additional prize categories at various times throughout the Sweepstakes Entry Period. In addition, there will be one (1) last chance sweepstakes from among all eligible non-winning entries for all Sweepstakes and non-winning Instant Win prize categories, which will be conducted on or about September 30, 2009 ("Last Chance Sweepstakes"). All potential Sweepstakes winners are subject to verification by Sponsors in their sole discretion. No responsibility is assumed by Sponsors for any inability of a potential Participant to successfully enter any drawing due to circumstances outlined in Rule 18 below or otherwise. Sponsors reserve the right to reschedule any drawing in accordance with Rule 19 below. Each valid Point entered into a particular prize category weekly drawing will have one (1) chance to win that prize category weekly drawing and will not be eligible for any prior or subsequent weekly drawing in any prize category; except that all non-winning entries entered into any weekly drawing for a particular prize category or any non-winning daily Instant Win entry will be automatically entered into a Last Chance Sweepstakes (see Rule 12 below). All drawings described herein will be random drawings and will be conducted by an independent judging organization selected by Sponsors ("Judges") whose decisions shall be final and non-appealable in all respects. See table below for Sweepstakes Entry Period. Odds of winning a weekly drawing depend on the number of entries received for each weekly drawing in each prize category. Odds of winning the Last Chance Sweepstakes depend upon the total number of eligible entries received during the Sweepstakes and Instant Win Entry Period.

SWEEPSTAKES ENTRY INFORMATION

Week	Sweepstakes Entry Begins	Sweepstakes Entry Ends
	All Entries begin at 12:00:01 a.m.ET	All Entries end at 11:59:59 p.m. ET
1	6/2/09	6/7/09
2	6/8/09	6/14/09
3	6/15/09	6/21/09
4	6/22/09	6/28/09
5	6/29/09	7/5/09
6	7/6/09	7/12/09
7	7/13/09	7/19/09
8	7/20/09	7/26/09
9	7/27/09	8/2/09
10	8/3/09	8/9/09
11	8/10/09	8/16/09
12	8/17/09	8/23/09
13	8/24/09	8/30/09
14	8/31/09	9/6/09
15	9/7/09	9/13/09

All Sweepstakes Drawings will take place on the Tuesday after the drawing deadline.

9. SWEEPSTAKES PRIZES:

Category/Prize Description	Quantity Awarded Per Week	Winner Per Household Limit	Estimated Retail Value ("ERV")
Trip To Harrah's Prizes (see Rule 9A below for Details)	1	One	$2,400
Xbox 360 Console, which includes a 3 Month Gold Subscription to Xbox LIVE	10	One	$319.98
Flip Video MinoHD camcorder	15	One	$229.99
Rock Band Bandmate awarded in the form of a coupon code good towards the purchase of one (1) Rock Band Bandmate	3	One	$80.00
$25 Rock Band gift card for use at www.RockBandStore.com	50	One	$25.00
The Beatles: Rock Band Limited Edition Premium Bundle (see Rule 9B below for Details)	400 Starting 9/6	One	$249.00

The trip prize listed below will be awarded during the Sweepstakes Entry Period. In connection with any trip prize, Sponsors are not responsible for any cancelled, delayed or rescheduled event. Please see the prize calendar at http://www.PepsiRockBand.com for dates/details (the "Prize Calendar"). The online Prize Calendar will only display the Harrah's Trip Prize and will show which property is available to be won each week throughout the Promotion Period. You can only enter for that week's Sweepstakes Drawing. There is a limit of one (1) prize per category per name/address/household.

TOTAL PRIZE VALUE: The total value of all prizes available to be won during the Sweepstakes Entry Period is approximately $2,557,695.

9A. Harrah's Trip Prize - There will be a total of fifteen (15) Trip Prizes to a Harrah's location (either Las Vegas, NV, New Orleans, LA or Atlantic City, NJ). Check Website for Sweepstakes Drawing information. Trip prize includes roundtrip coach air transportation for two (2) people (winner and one (1) travel guest) from an airport near winner's home within the U.S. (airport, carrier and itinerary selected by Sponsors) to either Las Vegas, NV, New Orleans, LA or Atlantic City, NJ (depending on Sweepstakes entered), one (1) double occupancy standard hotel room for two (2) nights, ground transportation from airport to hotel and from hotel back to airport, and $300 food credit and two (2) gift bags (one (1) for the winner and one (1) for the travel guest). Trip must be completed by September 30, 2010. ERV up to $2,400, depending upon winner's point of travel origin. If the applicable permanent residence of the winner is within 150 miles of a travel destination city, Sponsors reserve the right to offer ground transportation to such city in lieu of air transportation. Transportation and accommodations are subject to availability, blackout periods, government restrictions and regulations, other restrictions may apply. All other expenses not specifically mentioned herein are solely the responsibility of the prize winner and his or her travel guest. All travel must be taken on dates specified; no alternative travel dates available. Winner and travel guest must travel on same itinerary. Winner and travel guest must be 21 years of age or older. Travel guest will also be required to sign and return a travel release before any travel occurs.

9B. The Beatles: Rock Band Limited Edition Premium Bundle - There will be a total of four hundred (400) Beatles Bundles awarded during the weeks of August 31 and September 7. See Drawing Schedule above in Rule 8 (line 14 and 15) for drawing information. The Beatles: Rock Band Limited Edition Premium Bundle prize consists of The Beatles Rock Band software, Hofner Bass controller, The Beatles branded Rock Band drums, Microphone and Microphone Stand. ERV $249. The anticipated manufacturer’s release date for retail sales is September 9, 2009. This release date is at the sole discretion of the manufacturer and is subject to change. Sponsor shall deliver these prizes in a timely manner after the manufacturer has released this prize into retail channels.

Prizes pictured on the Website are for promotional purposes ONLY and may not be the actual prize awarded.

10. INSTANT WIN PRIZES
There are two (2) Instant Win Games (See Rule 10 (a) and 10 (b) below). Sponsors reserve the right, in their sole discretion to add additional prize categories at various times throughout the Instant Win Entry Period. In addition, there will be one (1) last chance drawing from among all eligible non-winning entries for all Sweepstakes and Instant Win prize categories, which will be conducted on or about September 30, 2009 ("Last Chance Sweepstakes") (see Rules 11 and 12 below). All potential Instant Win winners are subject to verification by Sponsors in their sole discretion. No responsibility is assumed by Sponsors for any inability of a potential Participant to successfully enter any Instant Win Game due to circumstances outlined in Rule 18 below or otherwise. Sponsors reserve the right to restructure any Instant Win Game in accordance with Rule 19 below. A. Hourly Prizes - Twenty-four (24) prizes are available to be won each day of the Promotion Period (the "Hourly Prize"). The Hourly Prizes consist of one (1) Rock Band 2 Special Edition game bundle which includes the game software, microphone, wireless guitar and wireless drum set. Winner will be notified with a message on the website that they have won a Rock Band 2 Special Edition bundle for the specific game console (Xbox 360, PlayStation 3, or Wii) that they indicated upon Entry. This winning message will also display the address that the Participant provided when they registered for the Promotion. Participant will either (a) confirm that the address is correct; or (b) provide the correct address to which their Rock Band 2 Special Edition game bundle should be sent. It is solely the responsibility of the potential Rock Band 2 Special Edition bundle Instant Win Game recipient to update their mailing address at this time. Participant will then hit "Submit", and will be notified that their Rock Band 2 Special Edition bundle will be delivered in 8-10 weeks. ERV $189.99. Limit three (3) hourly prizes (i.e. one (1) Rock Band 2 Special Edition bundle of each game console [Xbox 360, PlayStation 3 and WII]) per name/address/household per Promotion Period. B. Daily Prize - Five Thousand (5,000) prizes are available to be won each day of the Promotion Period (the "Daily Prize"). Each Daily Prize consists of one (1) Rock Band Downloadable Track per winner. Winner will be notified with a message on the Website that they have won a downloadable Rock Band track. Winner should follow the directions on the Website to redeem their prize. Winners will have until September 30, 2009 to select their game console/system and track, and track must be redeemed in winner's game console/system by December 31, 2009. ERV $1.99, per prize.

TOTAL PRIZE VALUE OF INSTANT WIN PRIZES: The total value of all Instant Win prizes available to be won during the Instant Win Game Entry Period is approximately $1,509,015.

11. LAST CHANCE SWEEPSTAKES DRAWING PRIZE: The Last Chance Sweepstakes prize will consist of One (1) Xbox 360 Console which includes a three (3) Month Gold Subscription to Xbox LIVE and One (1) Rock Band 2 Special Edition game bundle which includes the game software, microphone, wireless guitar and wireless drum set. ERV $509.97.

12. LAST CHANCE SWEEPSTAKES DRAWING: On or about September 30, 2009, Sponsors and/or their judging agency shall conduct a random drawing from all non-winning entries received during the Instant Win Entry Period and the Sweepstakes Entry Period (the "Last Chance Sweepstakes Drawing").

13. PRIZE SWEEPSTAKES/INSTANT GAME WINNER NOTIFICATION: Potential Sweepstakes and Instant Win prize winners may be notified by email, mail and/or phone (at Sponsors' sole discretion) at the email address/postal address/phone number provided at the time of registration on the Website. Potential Sweepstakes or Instant Win prize winners may be required to sign and return an Affidavit of Eligibility and Liability Release ("Affidavit") within ten (10) days of the initial attempted prize winner notification (as indicated by the date referenced in the Affidavit). Failure to return the Affidavit within ten (10) days, as stated in the Affidavit, may result in Sweepstakes and Instant Win prize forfeiture, and an alternate winner may be selected, by means of another random drawing. Any mail returned as undeliverable without a forwarding address may result in Prize forfeiture and an alternate winner may be selected at Sponsors' sole discretion. Sweepstakes and Instant Win prizes will be sent to winners at the email address and/or postal address provided during registration on the Website. Sponsors are not responsible for mail returned as undeliverable. Allow eight (8) to ten (10) weeks for shipment of Sweepstakes or Instant Win prize (or tickets/itineraries in the case of Prizes in the form of trips) by mail following notification process. Sweepstakes and Instant Win prizes will only be delivered to addresses within the United States.

14. PEPSI PRODUCT OFFERS. The following Pepsi product offer will only be available in limited areas on specially-marked 20 oz. bottles in lieu of a Code; check specially-marked labels to see if such offer is available in your area. Terms of offer: BUY PEPSI 20 OZ., GET ONE FREE. The offer applies solely to participating Pepsi bottle products and the free 20 oz. may be redeemed only in a subsequent visit to the same store by December 31, 2009. Maximum retail value up to $1.39 (consumer pays tax and deposit, if applicable). Odds of receiving this offer are 1 in 8 (in areas where available). TO REDEEM THIS OFFER, present bottle cap with the buy-one-get-one-free message at a participating retailer on your next store visit to the same store (i.e., where you bought the original 20 oz. bottle of any Pepsi product),and get another 20 oz. bottle for free. Redeem by December 31, 2009. Not all retailers may be participating. You pay deposit charge and/or sales tax, if applicable. Limit one (1) redemption per person per store visit. NOTE: BOTTLE CAPS PRINTED WITH THESE OFFERS WILL NOT CONTAIN A GAME CODE FOR THE PEPSI ROCK BAND PROMOTION. Odds for this product offer are 1:8.

15. CODE LIMITS: All Codes are subject to verification in accordance with these Official Rules. Each Code can be used only once. Only the Code on specially-marked Pepsi Rock Band bottle cap/game pieces as otherwise stated in Rule 4 above, will be valid; no other codes from any other products, promotions or any other part of a participating package are valid. The maximum number of valid Points per person/Account that can be entered at the Website is 1,000 total throughout the Promotion Period. Codes that are not verified or recognized as valid by Sponsors or that are deemed to have been previously entered by the end of the Sweepstakes Entry or Instant Win Period with respect to Sweepstakes entries or Instant Win are void. All Codes must be entered by the deadline dates as specified in Rule 7 above. Codes/Points in a particular Account cannot be transferred to or combined with or shared with Codes/Points from any other Account.

16. GENERAL CONDITIONS ON SWEEPSTAKES OR INSTANT WIN PRIZES: No substitution of Sweepstakes or Instant Win prizes is offered, no transfer of Sweepstakes or Instant Win prizes to a third party is permitted and non-cash Sweepstakes or Instant Win prizes are not redeemable for cash value. Sponsors reserve the right to award a prize of equal or greater value in the event the published Sweepstakes or Instant Win prizes become unavailable. Any difference between the stated estimated value of a Sweepstakes or Instant Win prize and the actual value of Sweepstakes or Instant Win prize will not be awarded. Sweepstakes or Instant Win prize recipients are responsible for all applicable federal, state, and local taxes, if any, on a Sweepstakes or Instant Win prize. You are not entered into a Sweepstakes until your Code/Point has been submitted and verified in accordance with these Official Rules, and you have fully complied with these Official Rules.

17. CODE VERIFICATION: All caps, Codes and/or Points are subject to verification at the sole discretion of Sponsors. Anti-fraud detection devices may be used for verification purposes. Codes will be void if they fail to pass anti-fraud detection measures, or, if determined by Sponsors in their sole discretion, to be unauthorized or illegitimately obtained (e.g., through means other than those stated in Rule 4 above) or if they contain an unauthorized message, code or other marking not issued by Sponsors for use in this Promotion, or if they are defective or if they contain printing or other mechanical errors or are printed or produced in error or if they are illegible or unreadable or blank. No Sweepstakes or Instant Win prize claim or Point redemption will be valid if such Sweepstakes or Point redemption is associated with any Code/Point deemed void for any reason, including without limitation, the following: (a) the Code/Point is not verified or recognized as being validly issued by Pepsi in the Promotion; (b) the Code/Point is determined to have been previously entered and used; (c) the Code/Point is incorrectly or incompletely entered or submitted; or (d) the Code/Point or corresponding cap or Code is otherwise void. Sponsors shall have no obligation to the holder of any void cap or Code/Point. No Points will be credited for any Code deemed void for any reason, including without limitation, the following: (i) the Code is not verified or recognized as a valid Code issued by Pepsi in the Promotion; (ii) the Code is determined to have been previously entered and used; or (iii) the Code is incorrectly or incompletely entered or submitted. Sponsors shall have no obligation to the holder of any void Code. Notwithstanding the foregoing, Sponsors may, at their sole discretion and without obligation, elect to replace an illegible Code, with another randomly selected Code if appropriate upon request, while supplies last. Sponsors reserve the right to inspect and examine any illegible Code prior to issuing a replacement. Replacements shall be issued at Pepsi's sole discretion and may be denied in the event of non-compliance with these Official Rules. Sponsors may change their policy or set limitations and restrictions on replacements at any time and without any form of notice. Except as expressly stated above, Sponsors, or any of the Promotion Parties, shall not have any liability or obligation to the holder of a void game piece or to any third party, with respect to any void Code. All Codes become the property of Pepsi and will not be returned or acknowledged.

18. LIMITATIONS OF LIABILITY: No responsibility or liability is assumed by the Sponsors or by any of the Promotion Parties for technical problems or technical malfunction arising in connection with any of the following occurrences which may affect the operation of the Website (or by any means of registering for, or participating in any part of, the Promotion): hardware or software errors; faulty computer, telephone, cable, satellite, network, electronic, wireless or Internet connectivity or other online or mobile phone communication problems; errors or limitations of any Internet service providers, servers, hosts or providers; garbled, jumbled or faulty data transmissions; failure of any e-mail or text messaging transmissions to be sent or received; lost, late, delayed or intercepted e-mail or text messaging transmissions; inaccessibility of the Website in whole or in part for any reason; traffic congestion on the Internet or Website; unauthorized human or non-human intervention of the operation of the Promotion, including without limitation, unauthorized tampering, hacking, theft, virus, bugs, worms; or destruction of any aspect of the Promotion, or loss, miscount, misdirection, inaccessibility or unavailability of an Account used in connection with the Promotion. Neither Sponsors nor any of the Promotion Parties are responsible for any typographical or printing errors in the Codes, any indication of the number of used and available Points in an Account, any display or announcement of Sweepstakes or Instant Win prizes or these Official Rules, or any inaccurate or incorrect data contained on the Website, including without limitation, the number of entries entered in any particular drawing, or any personal injury or property damage or losses of any kind which may be sustained to user's or any other person's computer equipment or mobile phone equipment resulting from online participation in the Promotion, or use of or download of any information from the Website, or ROCK BAND or MTVN websites or any other website owned by Sponsor or Promotion Parties, or the use of or download of any music or video downloads. Use of the Website is at each user's own risk. WITHOUT LIMITING THE FOREGOING, EVERYTHING ON THE WEBSITE IS PROVIDED "AS IS", WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. Under no circumstances will Sponsors or any of the Promotion Parties be liable for punitive exemplary, special, indirect, incidental, consequential, or any other damages.

19. MODIFICATION: In no event will Sponsors be obligated to award more prizes than the number of prizes stated in these Official Rules. If for any reason Sponsors determine in their sole discretion that the Promotion is no longer capable of running as intended by these Official Rules for any reason whatsoever, including but not limited to, any occurrences described in Rule 18 above, or any other causes which may corrupt or impair the integrity, security, fairness or proper conduct of the Promotion, Sponsors, at their sole discretion, reserves the right to cancel, terminate, suspend, postpone, delay or modify the Promotion in whole or in part, including without limitation, any means of entry, at any time if any aspect of the Promotion is not capable of running as planned or as intended by these Official Rules for any reason whatsoever, as determined by Sponsors in their sole discretion, or if Sponsors determine that more Sweepstakes or Instant Win prize claims are submitted and/or more Sweepstakes or Instant Win prize notices are distributed than the number of Sweepstakes or Instant Win prizes offered in these Official Rules. In such event, Sponsors shall immediately suspend all drawings and Sweepstakes or Instant Win prize awards, and Sponsors reserve the right to award any remaining Sweepstakes or Instant Win prizes (up to the total set forth in these Official Rules) in a manner deemed fair and equitable by Sponsors, such as by way of example and not by way of limitation, in a random drawing from among the eligible entries received up to the time of the impairment, and neither Sponsors nor their Administrators nor any of the Promotion Parties shall have any further liability to any participant in connection with the Promotion.

20. CONDUCT: By participating in this Promotion, each Participant and each participant in the Promotion hereby agrees to be bound by each of these Official Rules and the decisions of the Sponsors which shall be final and binding and non-appealable in all respects. Failure by any Participant or participant in the Promotion to comply with these Official Rules may result in disqualification. Sponsors reserve the right at their sole discretion to (a) disqualify any individual from participating in any aspect of Promotion if Sponsors and/or their Administrators deems or suspects that such person has engaged in or has attempted to engage in any of the following: (i) acting in violation of these Official Rules or the terms and conditions of the Website; or (ii) damaging, tampering with or corrupting the operation of the Promotion; or (iii) acting with intent to annoy, harass or abuse any other person; or (iv) using of any automated bot, script or other robotic, mechanical, programmed or automated devices to submit data to the Website through online, text messaging or phone-in means; or (v) repeated attempts to enter void Codes in one or more Accounts, as determined by Sponsors; or (vi) any unsportsmanlike, inappropriate, uncooperative, disruptive, fraudulent, potentially fraudulent, or unusual behavior or activity; or (vii) any activity deemed in the sole discretion of Sponsors and their Administrators to be generally inconsistent with the intended operation of the Promotion. CAUTION: ANY ATTEMPT BY A PERSON TO DELIBERATELY DAMAGE OR CORRUPT ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE SWEEPSTAKES OR EVENT IS A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, SPONSORS AND THEIR ADMINISTRATORS AND THE PROMOTION PARTIES HEREBY RESERVE THE RIGHT TO PROSECUTE AND SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT OF THE LAW. Sponsors' failure to enforce any term of these Official Rules shall not constitute a waiver of that or any other provision.

21. RELEASES: All Participants, as a condition of participation in this Promotion, agree to release Sponsors and Promotion Parties from and against any and all liability, claims or actions of any kind whatsoever for injuries, damages, or losses to persons or property which may be sustained in connection with: (a) accessing the Website; (b) submitting an entry or otherwise participating in any aspect of the Promotion; (c) the receipt, ownership or use of any Sweepstakes or Instant Win prize awarded; (d) while preparing for, participating in or traveling to or from any prize-related activity; or (e) any typographical or other error in these Official Rules or the announcement of offering of any Sweepstakes or Instant Win prize, any Offer. Sponsors make no representations or warranties of any kind concerning the appearance, safety or performance of any Sweepstakes or Instant Win prize, any Offer, except for any express manufacturer's warranty as may be included with the prize. Each prize winner bears all risk of loss or damage to his/her respective Sweepstakes or Instant Win prize, or any Offer after it has been delivered. Except for residents of TN and where prohibited by law, each prize winner hereby grants to Sponsors and the Promotion Parties the right to print, publish, broadcast and use worldwide in any media whether now known or hereinafter devised (including without limitation the use online at the Website or at any other websites owned, controlled and/or operated by Sponsors) such prize winner's name, address, voice, statement, picture or other likeness, without additional compensation, for any and all public relations, advertising and promotional purposes as may be determined by Sponsors.

22. DISPUTES: This Promotion is governed by the laws of the United States and the State of New York, without respect to conflict of law doctrines. As a condition of participating in this Promotion, you agree (1) that any and all disputes which cannot be resolved between the parties, and causes of action arising out of or in connection with this Promotion, shall be resolved individually, without resort to any form of class action, exclusively by final and binding arbitration under the rules of the American Arbitration Association and held at the AAA office in New York, New York, (2) the Federal Arbitration Act shall govern the interpretation, enforcement and all proceedings at such arbitration; and (3) judgment upon such arbitration award may be entered in any court having jurisdiction. Further, in any such dispute, under no circumstances will participants be permitted to obtain awards for, and all participants hereby waive all rights to claim, punitive, exemplary, special, indirect, incidental or consequential damages, including attorneys' fees, other than Participant's actual out-of-pocket expenses (e.g. costs associated with entering), and all participants hereby further waive all rights to have damages multiplied or increased.

If a court determines that the Arbitration section above is unenforceable, then this Promotion is governed by the laws of the United States and the State of New York, without respect to conflict of law doctrines and the following section shall apply. As a condition of participating in this Promotion, you agree that any and all disputes which cannot be resolved between the parties, and causes of action arising out of or in connection with this Promotion, shall be resolved individually, without resort to any form of class action, exclusively before a court located in New York having jurisdiction. Further, in any such dispute, under no circumstances will participants be permitted to obtain awards for, and all participants hereby waive all rights to claim, punitive, exemplary, special, indirect, incidental or consequential damages, including attorneys' fees, other than Participant's actual out-of-pocket expenses (e.g. costs associated with entering), and all participants hereby further waive all rights to have damages multiplied or increased. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS REGARDING THESE LIMITATIONS. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the registrant and Sponsors in connection with the Promotion, shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to any choice of law or conflict of law rules (whether of the State of New York or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York.

23. WINNERS' LIST: For a list of the Sweepstakes and Instant Win prize winners for prizes valued at over $25, send a SASE postmarked by October 13, 2009 to: Pepsi Rock Band Sweepstakes/Instant Win Winner's List, P.O. Box 750094, El Paso, TX 88575-0094.

24. SPONSORS: Pepsi-Cola Company, 700 Anderson Hill Road, Purchase, New York 10577 and MTV Networks, a division of Viacom International Inc. 1515 Broadway, New York, NY 10036.

PEPSI ROCK BAND VIDEO CONTEST ("Contest") OFFICIAL CONTEST RULES

BEFORE YOU ENTER, READ THE OFFICIAL CONTEST RULES BELOW INCLUDING THE YAHOO! TERMS OF SERVICE WHICH ARE INCORPORATED HEREIN. YOU MUST AGREE TO THESE OFFICIAL RULES BY CLICKING THE CHECKBOX WHERE INDICATED WHEN ENTERING THE CONTEST.

BY ENTERING THIS CONTEST, YOU AGREE TO EACH SPONSORS' (AS DEFINED BELOW) PRIVACY POLICIES, AVAILABLE AT THE CONTEST WEBSITE, AND THAT YOUR ENTRY AND THE PERSONAL INFORMATION COLLECTED FROM YOU IN CONNECTION WITH THIS CONTEST WILL BE SHARED WITH PEPSI-COLA COMPANY ("PEPSI") AND MTV NETWORKS, A DIVISION OF VIACOM INTERNATIONAL INC. ("MTVN"), AND, COLLECTIVELY WITH PEPSI AND MTVN ("SPONSORS") AND THAT YOU MAY BE CONTACTED BY THE SPONSORS IN CONNECTION WITH THE CONTEST. YOUR INFORMATION WILL NOT BE USED FOR MARKETING PURPOSES UNLESS YOU OPT-IN AT REGISTRATION.

NO PURCHASE NECESSARY. VOID WHERE PROHIBITED. PURCHASE DOES NOT INCREASE YOUR CHANCES OF WINNING. OPEN ONLY TO LEGAL RESIDENTS OF ONE (1) OF THE FIFTY (50) UNITED STATES OR THE DISTRICT OF COLUMBIA (COLLECTIVELY, THE "ELIGIBILITY AREA") WHO ARE THIRTEEN (13) YEARS OF AGE OR OLDER AND LOCATED IN THE ELIGIBILITY AREA AT THE TIME OF ENTRY. VOID ELSEWHERE AND WHERE PROHIBITED BY LAW. SEE BELOW FOR ADDITIONAL ELIGIBILITY RESTRICTIONS.

1. ELIGIBILITY: Open only to legal residents of the Eligibility Area who are 13 years of age or older at time of entry. The following individuals are not eligible: employees, contractors, directors and officers of PepsiCo, Inc., Pepsi, its bottlers, Yahoo! Inc. ("Yahoo!"), MTVN and each of their respective parent, subsidiaries and affiliated companies, agents, representatives, distributors, web design, advertising, fulfillment, insurance agencies, judging and Contest agencies involved in the administration, development, fulfillment and execution of this Contest (collectively, "Contest Parties"), and the immediate family members (spouse, parent, child, sibling and spouse or "step" of each) and those living in the same households (those persons whether related or not who live in the same residence for at least three months during the twelve-month period preceding the start date of the Contest) of each such employee, contractor, director or officer.

2. How To Participate: You must be registered on www.PepsiRockBand.com site and follow the directions on that site to register and/or update an existing profile.

3. CONTEST SCHEDULE: You may enter the Contest between 12:00:01 a.m. ET June 2, 2009 and 11:59:59 p.m. ET July 28, 2009 ("Contest Period").

TO ENTER: To enter the Contest go to www.PepsiRockBand.com ("Website") during the Contest Period. If you have previously registered for the Pepsi Rock Band promotion (the "Promotion"), you can login with your username and password you first entered at registration. If you have not previously registered for the Promotion, follow the on-screen instructions and register for the Promotion using your Yahoo! ID and password along with a complete, valid name, street address (including city, state and zip code), e-mail address, date of birth, phone number, and gender (phone number and gender are at the option of the registrant) and set up your free Promotion account ("Account") at no charge. Limit one (1) Account per person/e-mail address. You must have a Yahoo! ID to enter the Promotion. If you are not an existing Yahoo! ID holder, follow the instructions to register for a free Yahoo! ID. Follow the instructions to completely fill out and submit the ID registration form. You will be asked to provide your first and last name, physical mailing address (no post office boxes), telephone number, and email address. You may also be asked to answer optional questions, however, they need not be answered in order to be eligible for the Promotion. The Website database clock will be the official timekeeper for this Promotion.

TO UPLOAD YOUR VIDEO: BEFORE YOU WILL BE ALLOWED TO CONTINUE, YOU MUST EXPRESSLY AGREE AND CONSENT TO BE BOUND BY ALL THE TERMS AND CONDITIONS OF THE www.PepsiRockBand.com site TERMS OF SERVICE AND PRIVACY POLICY. IF YOU DO NOT AGREE TO ANY OF THESE TERMS, PLEASE DO NOT USE THE WEBSITE OR ENTER THE CONTEST. Starting at 12:00:01 a.m. ET on June 2, 2009 (the "Pepsi Time"), when prompted, you will be asked to upload your original Submission to the Website. During the Contest Period, you may submit your Pepsi Rock Band music video, which must use one (1) of the forty (40) approved Rock Band music tracks allocated to this Contest and listed on the Website (the "Submission"). See Technical Requirements and Additional Requirements below for more details. Go to the "Upload Your Video" navigation item, then click on the "Upload Now" page where you will be uploading your video, as well as filling out the information about your Submission (e.g. song title, full legal names (no nicknames) of yourself and up to nine (9) other band members/performers who appear in the video (each "Band Member" or collectively "Band Members"), as well as contact information for these individuals so that we can contact all registered Band Members in the event your Submission is chosen as a Semi-Finalist (as defined below). Before uploading the Submission, you will be required to agree that you have (a) read or have had these Official Contest Rules read to you and you are in agreement with these Official Contest Rules, and (b) received permission for the use of the image/likeness of any and all identifiable persons appearing in your Submission and that each identifiable person appearing in your Submission is a registered Band Member. If your Submission is chosen as a Semi-Finalist, each registered Band Member will be required to submit a signed Release Form (as defined below) (to be provided by Sponsors) granting Sponsors permission to use his or her image/likeness . Submissions that do not include all required information and adhere to the Official Contest Rules will be considered void.

JUDGING CRITERIA - Once your Submission is uploaded and reviewed the Submission will be approved for entry into the Pepsi Rock Band Video Gallery and visitors to the Website will have an opportunity to view and rate your Submission. Viewer rating will count towards 10% of the judging criteria.

Judging Requirements For Semi-Finalists

Judging Criteria ("Judging Criteria") is as follows:
(#1) Originality - 45%

(#2) Creativity - 45%

(#3) Viewer Rating - 10%

Technical Requirements
A video file must be submitted - the video file(s) must be a creative interpretation of a music video using one (1) of the forty (40) Rock Band tracks allocated to this Contest and listed on the Website, must not be more than six (6) minutes in length (all copyrighted material must be removed prior to Submission), and must feature the Rock Band game and/or instrument(s) at some point during the video

The video file size should be kept at or under one Gig (1G) for quicker upload/encoding time (max file size is 1G)

Video files must be provided in one of the following file formats: WMV, ASF, QT, MOV, MPG, 3GP, 3GP2, or AVI format. Semi-Finalists may be asked to provide the original audio and video files used during production of the entry for broadcast purposes. This may include uncompressed QuickTime files, final audio mix and/or separate audio tracks for dialogue, music, and effects. These items are not mandatory to become a Semi-Finalist

Additional Requirements

Submission must be primarily in English.
All entries must be received by 11:59:59 p.m. ET July 28, 2009.
No more than ten (10) registered Band Members (including yourself) are permitted to appear in the video and each Band Member must be included as registered member at the time the video is submitted. If a Submission has more individuals in the video than there are registered Band Members, the Submission will be void.
All Band Member names must be the individual's full legal name (no nicknames) except for the name of the band, which may be fictitious. Valid contact information (telephone number, email and complete mailing address) must be provided for each Band Member, so Sponsors may contact them if selected as a Semi-Finalist and subsequently a Grand Prize Winner (as defined below).
Only one person can register a video regardless of the number of Band Members.
Once uploaded, Submission will not be returned. Sponsors may, in their sole discretion, remove, delete and/or forfeit any Submission they deem inappropriate or otherwise non-compliant.
The person registering for the Contest and uploading the Submission will be deemed the entrant ("Entrant"). The Entrant is the one (1) person who owns the Yahoo! ID associated with the registration. If any group elects to collaborate on a Submission, they are required to designate one (1) person as the Entrant to enter the Contest, agree to these Contest Rules on behalf of the group and for purposes of these Contest Rules that one (1) person shall be defined as "Entrant Group". The Entrant or Entrant Group and all registered Band Members of the group shall each be required to sign an Affidavit (as discussed below). Neither Sponsors nor any of the Contest Parties are liable for any disputes between collaborators arising under or related to the Contest.
Submission cannot be uploaded more than one (1) time throughout the Contest.
Each Submission must comply with the Yahoo! Terms of Service ("Terms of Service") located at http://info.yahoo.com/legal/us/yahoo/utos/utos-173.html, the Yahoo! Content Upload Additional Terms of Service, located at http://info.yahoo.com/legal/us/yahoo/contentupload/details.html, and these Official Contest Rules.
Each Submission must be the original work of the Entrant or Entrant Group; it may not have won a previous contest or an award; it must not infringe any third party's intellectual property or other rights; it must be suitable for display and publication on national television (i.e., may not be obscene or indecent, including but not limited to nudity or profanity); it must not contain obscene or pornographic material; it must not contain defamatory statements (including but not limited to words or symbols that are widely considered offensive to individuals of a certain race, ethnicity, religion, sexual orientation or socioeconomic group); it must not include threats to any person, place, business, group or world peace; it must not invade privacy or other rights of any person, firm or entity, and it must not in any other way violate applicable laws and regulations or network standards.
Each Submission must not feature or reference any commercial products and/or company trademarks, logos, brands or endorsements (including third party logos on street scenes, panoramic views, vehicle license plates, clothing such as t-shirts, hats, etc.) except that Submission may contain Sponsors' or Contest Parties logos.
Each Submission must not contain any copyrighted works (other than those owned by the Entrant or Entrant Group or any registered member of the group). You may not include any music except for the pre-approved music listed as eligible on the Website. Use of any unauthorized music may result in disqualification of Submission, in Sponsors' sole discretion.
If Sponsors, at any time during the Promotion Period, receive a complaint, (including but not limited to a cease and desist letter, general letter of complaint, etc.), alleging intellectual property infringement in an Entrant's or Entrant Groups Submission, Sponsors reserve the right to remove such Submission from the Website at any point in the Promotion Period, without prior notice to Entrant or Entrant Group.

All Submissions will be reviewed for content before being published or judged; however, such review does not relieve Entrant or Entrant Group from responsibility for compliance with these Official Contest Rules. Submissions that do not comply with these Official Contest Rules or that otherwise contain prohibited or inappropriate content as determined by the Sponsors, in their sole discretion, will be disqualified and will not be published or considered for prizes. Sponsors make the final determination as to which Submissions are eligible to take part in this Contest and be considered for a Semi-Finalist position. Certain Submissions may be featured from time to time on the Website during the Contest Period, in Sponsors' sole discretion; being selected as a featured Submission is unrelated to the Judging Criteria and does not guarantee selection as a Semi-Finalist or Grand Prize Winner in the Contest.

By submitting a Submission, Entrant or Entrant Group agrees that:

a. any and all disputes, claims and causes of action arising out of or connected with their Submission will be resolved individually, without resort to any form of class action;

b. any and all claims, judgments and awards will be limited to actual third-party, out-of-pocket costs incurred, but in no event will attorneys' fees be awarded or recoverable;

c. under no circumstances will Entrant or Entrant Group be permitted to obtain any award for, and Entrant or Entrant Group knowingly and expressly waives all rights to seek, punitive, incidental, consequential or special damages, lost profits and/or any other damages;

d. they irrevocably waive any right to seek injunctive or equitable relief; and

e. they release and indemnify and hold harmless Sponsors, the Contest Parties and the Judges from any and all claims that any commercial, advertising, presentation, web content or any other material subsequently produced, presented, and/or prepared by or on behalf of Sponsors infringes on the rights of Entrant's or Entrant Group's work as contained in any Submission.

By entering this Contest and uploading your Submission, you irrevocably grant to Sponsors, the Contest Parties and their agents the unconditional and perpetual right to post, display, publish, use, adapt, edit and/or modify such Submission in any way, in any and all media, for any purpose, without limitation, and without consideration to you. Semi-Finalists agree to irrevocably assign and transfer to the Sponsors any and all rights, title and interest in Submission, including, without limitation, all copyrights and waive all moral rights in Submission. All Contest Entrants or Entrant Groups further agree to release and indemnify and hold harmless Sponsors and the Contest Parties from any and all claims that any commercial, advertising, presentation, web content or any other material subsequently produced, presented, and/or prepared by or on behalf of Sponsors infringes on the rights of Entrant's or Entrant Group's work as contained in any Submission.

4. SELECTION OF SEMI-FINALSTS: Up to five (5) Semi-Finalist Submissions (each a "Semi-Finalist") will be selected by a judging process in which a panel of judges ("Judges") will evaluate each eligible Submission based on the judging criteria set forth above. There will be a limit of one (1) Semi-Finalist Video per registered member (by way of example, if a registered band member is also a registered Band Member of another Entrant or Entrant Group, only one (1) of their Submissions in which they are a registered Band Member can be a Semi-Finalist). In the event of a tie for a fifth Semi-Finalist spot, the tie will be broken based on the highest score in the first Judging Criteria, continuing thereafter to each Judging Criteria in order, as needed to break the tie. Each registered Band Member of a potential Semi-Finalist video will need to complete, sign and return a Release Form (as defined below) within three (3) days of its receipt in which the potential Semi-Finalist will acknowledge that, among other things, the Submission is a "work for hire" and will irrevocably assign and transfer to the Sponsors any and all rights, title, goodwill and interest in and to Submission, including, without limitation, all copyrights, and waive all moral rights in such Submission (the "Release Form"). If the Entrant is under the age of 18 (or 19 in NE or AL; 21 in MS) the Entrant will be required to have their parent or legal guardian, on their behalf, complete, sign and return the Release Form within three (3) days of its receipt. If any Release Form is not returned in the specified time, that Submission shall be ineligible for inclusion in the Semi-Finalist Gallery (by way of example and not by way of limitation, if a potential Semi-Finalist Video has 5 Band Members but only four (4) registered Band Members return their Release Form, that Semi-Finalist Video will not be eligible for inclusion in the Semi-Finalist Gallery and Sponsors shall have no further obligation to the Entrant or Entrants Group. If the required Release Forms are not returned in a timely manner by each registered Band Member of a Semi-Finalist video, then the number of Semi-Finalist Submissions which are available for the registered users to vote will be reduced accordingly. A Submission will not be posted for public voting as a Semi-Finalist unless the properly and fully completed Release Form by all Band Members is received by Sponsors within three (3) days of its receipt. All Semi-Finalists are subject to verification, including without limitation, verification of eligibility, compliance with these Official Contest Rules and completion of a Release Form (described below) by each registered Band Member. If attempted notification is returned as undeliverable, if a Semi-Finalist or any registered Band Member cannot be verified, or if a Semi-Finalist or any registered Band Member is otherwise unable to accept prize, prize will be forfeited and may be awarded to an alternate Semi-Finalist provided sufficient time remains, in Sponsors' sole discretion.

Notification of possible selection as a Semi-Finalist must be kept confidential until the Semi-Finalists are publicly revealed by Sponsors or your Semi-Finalist position will be forfeited and your Submission will not be posted for public voting.

If the actual, alleged or publicized conduct of any registered Band Member of the Semi-Finalist is illegal or, if any registered Band Member has been charged with or convicted of a crime, or in Sponsors' sole discretion is otherwise grossly offensive or violates generally accepted standards of behavior (including, but not limited to, illicit drug use or public intoxication) or otherwise leads the Sponsors to believe or conclude that the public association with the Semi-Finalist band subjects Sponsors to ridicule, contempt, controversy, embarrassment or scandal, Sponsors in their sole discretion may disqualify Semi-Finalist and each Band Members of that Semi-Finalist video will lose their Semi-Finalist position and their video will no longer be eligible for the Grand Prize.

Entrant or Entrant Group agrees that the Sponsors have the sole right to decide all matters and disputes arising in this Contest and that all decisions of Sponsors are final and binding. By acceptance of the Grand Prize (defined below), Entrant or Entrant Group agrees to release, indemnify and hold harmless Sponsors and Contest Parties, as well as each of their respective parent and affiliated companies, and each of their employees, representatives, contractors, advertisers and Sponsors from any and all liability, loss, damage, cost or claim relate to any allegation regarding the acceptance or use of their prize, including but not limited to the airing of the commercial Submission.

5(a). Selection of Grand Prize Winner - The Semi-Finalists will be posted for individuals who are registered on the Website to vote on their favorite at http://www.PepsiRockBand.com starting on 12:00:01 a.m. ET on August 8, 2009 and ending 11:59:59 p.m. ET on September 1, 2009 ("Voting Period"). Limit ten (10) votes per Semi-Finalist Video per registered user per day. A "day" is defined as the 24 hours between 12:00:01 am ET and 11:59:59 pm ET each day. Any attempt to manipulate, game or otherwise modify the voting system, as determined by the Contest Parties in their sole discretion, will render the associated votes void. At the close of the Voting Period, the Judges will determine the Grand Prize Winning Video (defined below) based on the Submission with the highest tally of votes received during the Voting Period (the "Grand Prize Winning Video"). The Entrant and each registered Band Member, if applicable, of the Grand Prize Winning Video shall each be deemed (the "Grand Prize Winner"). In the unlikely event of a tie, the Judges will determine the Grand Prize Winning Video based on the Submission which is considered by the Judges, in their sole discretion, to be the most creative. Upon completion of the Voting Period, Grand Prize Winner (as defined above) will be notified by phone and/or mail at the phone number and/or address provided on their registration and will be required to complete, sign and return an Affidavit of Eligibility/Liability Release, and, where lawful, a Publicity Release within three (3) days of its receipt or Grand Prize will be forfeited. If the Grand Prize Affidavit of Eligibility/Liability Release, and, where lawful, a Publicity Release is returned as undeliverable to any Grand prize Winner (as defined above) without a forwarding address, then the Grand Prize Winning Video position and associated prize will be forfeited. Notification of possible award of Grand Prize must be kept confidential by each registered Band Member of the Grand Prize Winning Video until announced during the MTV VMA Awards show on September 13, 2009 or your Grand Prize position and associated prize will be forfeited.

GRAND PRIZE: One (1) Grand Prize will be awarded to each registered Band Member (Entrant and up to nine (9) registered Band Members) of the Grand Prize Winning Video consisting of a trip to the 2009 MTV Video Music Awards and receipt of a MTV VMA Moonman statue (the "Grand Prize"). Grand Prize trip to MTV Video Music Awards and receipt of a MTV VMA Moonman statue will be awarded to each registered Band Member of the Grand Prize Winning Video. Grand Prize includes round-trip coach air transportation from a major gateway airport near Grand Prize Winner's residence(s) within the U.S. to destination city determined by MTVN in its sole discretion, one (1) standard single occupancy hotel rooms for two (2) nights, one (1)) cash voucher of $200 each, ground transportation to/from destination airport to hotel and the MTV Video Music Awards show, and one (1)) ticket to attend the MTV Video Music Awards show (the "Event"). Date of Event and seating subject to change at MTVN's sole discretion. Sponsors are not responsible for any delayed, cancelled or postponed Event. The Grand Prize also consists of a MTV VMA Moonman Statues. If a Grand Prize Winner resides within 150 miles of destination city, ground transportation may be substituted in lieu of air transportation at MTVN's sole discretion. Approximate retail value ("ARV") of Grand Prize is $2,100 for each registered Band Member, depending on Grand Prize Winner's point of travel origin. No responsibility is assumed by Sponsors for any related event that is delayed, rescheduled, postponed or cancelled in whole or in part for any reason whatsoever, including without limitation, any force majeure event such as hurricane, fire, flood, earthquake, explosion, labor dispute or strike, act of God or public enemy, war, insurrection, or terrorist threat. In the event of such cancellation or postponement, neither Sponsor shall have any further liability or obligation to winner.

Grand Prize Winner shall keep confidential and not reveal or disclose to any third party, that they are a Grand Prize Winner or that their Submission is the winning Grand prize Submission prior to the Grand Prize Winner announcement at the Event. For the avoidance of doubt, Grand Prize Winner may not provide any comments to any outside press in connection with the Contest and/or the Grand Prize Winner's participation in the Event (including, but not limited to, the outcome of the Contest) without the prior written approval of Sponsors, which Sponsors may withhold at their sole and absolute discretion. If any Grand Prize Winner breaches this confidentiality portion of these Contest Rules, Sponsors will not award the Grand Prize to that Grand Prize Winning Video and may award the Grand Prize to an alternate Grand Prize Winning Video, in Sponsors' sole discretion. If for any reason any Grand Prize related event is delayed, cancelled or postponed, the Sponsors reserve the right, but are not obligated, to cancel or modify the Contest in their sole discretion and shall award a substitute prize of comparable or greater value.

TRIP RESTRICTIONS: Actual value may vary depending on Grand Prize Winner's point of travel origin, air transportation and hotel fluctuations. Any difference between stated ARV and actual value will not be awarded. Airport, airline, tickets and/or hotel accommodations for the Grand Prize are to be selected by Sponsors in their sole discretion. Grand Prize Winner (as defined above) must have all necessary identification and/or travel documents (e.g. valid U.S. Driver's License) required for travel within the U.S. All travel must be completed on the dates specified by Sponsors; alternate travel dates are not available. Unused travel will be forfeited. All other expenses not mentioned herein (including but not limited to taxes, personal charges, meals, tips, gratuities, room service charges, any additional costs to the room, baggage fees and other incidental expenses) are solely the responsibility of Grand Prize Winner. All meals, gratuities, and other expenses associated with the Grand Prize trip not specifically mentioned in these Official Contest Rules are the Grand Prize Winner's sole responsibility. All travel must be completed on the dates specified by Sponsors, or Grand Prize will be forfeited. Grand Prize Winner's participation in any or all activities for the prize is voluntary. In the event that Grand Prize Winner elects not to participate in any or all designated activities for the Grand Prize, Grand Prize Winner will be afforded no additional compensation in exchange therefore. If a Grand Prize Winner is a minor (under the age of 18 (19 in AL or NE and 21 in MS) the parent or legal guardian of that minor will be awarded the Grand Prize and must sign all prize acceptance documents and accept Grand Prize on behalf of minor. The parent or legal guardian of such minor will be required to sign and return a travel release before any travel occurs. It is understood and agreed that if the parent or legal guardian chooses, the minor may appear with the other registered Band Members to receive the MTV VMA Moonman statue. The parent or legal guardian of the minor will be provided the following: one (1) round-trip coach air transportation from a major gateway airport near Grand Prize Winner's residence within the U.S. (parent or legal guardian and minor child must travel on same itinerary); and one (1) ticket to attend the Event. ARV for the parent or legal guardian is $800. The parent or legal guardian of such minor will share a hotel room, cash voucher and ground transportation that are awarded to the minor winning Band Member he/she is accompanying.

5(b). SEMI-FINALIST PRIZE WINNER - - for the remaining (up to four) Semi-Finalist Videos which appeared in the Semi-Finalist Gallery but were not the Grand Prize Winning video, each registered Band Member of those Submissions shall receive one (1) gift basket and shall each be referred to as "Semi-Finalist Winner". ARV $200.

Each Semi-Finalist Prize Winner shall keep confidential and not reveal or disclose to any third party, that they are a Semi-Finalist Prize Winner prior to the Grand Prize Winner announcement at the Event. For the avoidance of doubt, Semi-Finalist Prize Winner may not provide any comments to any outside press in connection with the Contest and/or the Semi-Finalist Prize Winner's participation in the Event (including, but not limited to, the outcome of the Contest) without the prior written approval of Sponsors, which Sponsors may withhold at their sole and absolute discretion. If any Semi-Finalist Winner breaches this confidentiality portion of these Contest Rules, Sponsors will not award the Semi-Finalist Prize to the registered Band Members of that Semi-Finalist Prize Winning Video.

6. GENERAL CONDITIONS: All Entrants or Entrant Groups must have a valid registration on the Website and e-mail address. The registered Band Members of each of the up to five (5) Semi-Finalist Videos will be notified by phone and/or email and each registered Band Member will be required to complete, sign and return a Release Form within three (3) days or their Semi-Finalist position will be forfeited. Notification of possible Semi-Finalist position must be kept confidential until the up to five (5) Semi-Finalist videos have been presented on the Website. Sponsors will be responsible for notifying each registered Band Member of the winning Submission. Your Submission will not be posted for public voting as a Semi-Finalist unless the properly and fully completed Release Forms are received by Sponsors from all registered Band Members no later than August 3, 2009 Once the Voting Period has ended and the Grand Prize Winner has been selected, the Entrant or Entrant Group and each registered Band Member of the winning Submission will be considered a Grand Prize Winner. The Entrant or Entrant Group and each registered Band Member of the winning Submission will be notified by Sponsors by phone and/or email and each registered Band Member will be required to complete, sign and return an Affidavit of Eligibility/Liability Release, and, where lawful, a Publicity Release within three (3) days or their Grand Prize position will be forfeited. Notification of possible award of Grand Prize must be kept confidential until announced during the MTV VMA Awards show on September 13, 2009 or your Grand Prize position and associated prize will be forfeited. Each Grand Prize Winner is solely responsible for any taxes on their respective prize, and each will receive an IRS Form 1099 for the value of their prize. No substitution of prize is offered, except at the sole discretion of the Sponsors. Grand Prizes are non-transferable. By participating, Entrants or Entrant Groups agree to these Official Contest Rules, the Yahoo! Inc. Terms of Service and Sponsors' Privacy Policy (available at http://www.PepsiRockBand.com) which are final and binding in all respects. Unclaimed prizes will not be awarded. Each person whose image, likeness and/or voice appears in a Semi-Finalist video must agree that he/she (i) will execute an MTV "Appearance Release", (ii) will execute a standard SAG Commercials Contract, (iii) will accept minimum scale compensation and talent residuals, and (iv) will be bound by the terms and conditions of such contract, including exclusivity. If a prize, or any portion thereof, cannot be awarded for any reason, Sponsors reserve the right to substitute prize with another prize of equal or greater value. If for any reason the Contest is not capable of running as planned, including without limitation, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest, Sponsors reserve the right, at their sole discretion to cancel, modify or terminate the Contest. Further, Sponsors reserve the right, at their sole discretion, to disqualify any individual deemed to be (a) tampering or attempting to tamper with the entry process, the voting process or the operation of the Contest or any Sponsors or Yahoo! website; (b) violating the Official Contest Rules; (c) violating the terms of service, conditions of use and/or general rules or guidelines of any Yahoo! Inc. property or service; or (d) acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. Sponsors reserve the right to require a potential Grand Prize winner to submit to a confidential background check to confirm eligibility and help ensure that the use of any such person in advertising or publicity for the Contest will not bring Sponsors into public disrepute, contempt, scandal or ridicule or reflect unfavorably on the Contest as determined by Sponsors in their sole discretion. This Contest is offered only in the Eligibility Areas (as defined above) and is governed by the laws of the state of New York, without regard to the conflict of laws principles. All claims relating in any manner to this Contest or to any Submission must be resolved in the federal or state courts located in New York.

7. Grant of Rights To Sponsors.

By submitting a Submission, Entrant or Entrant Group hereby agrees that:

a. In consideration of entering a Submission in the Promotion, Entrant or Entrant Group on behalf of themselves and all registered Band Members, their heirs, executor, administrator and assigns, hereby assign to Sponsors all rights, interest and goodwill in the Submission, including an irrevocable grant to Sponsors of the exclusive, perpetual, royalty-free, worldwide license and right to broadcast, exhibit and/or otherwise use the Submission and every element thereof, in whole or in part, in any manner or medium now or hereafter known or devised, including but not limited to the possible use of the Submission by Sponsors in advertising. All Submissions, upon submission, become the property of Sponsors, and each of their successors, assigns and licensees. Sponsors will have the exclusive right to make unlimited derivative works therefrom, to assign or transfer any or all such rights and to grant unlimited sublicenses and make any edits or modifications to Submission. Without limiting the forgoing, Sponsors will have the right to use the Submission in any merchandising, advertising, marketing, promotion or for any other commercial or non-commercial purpose. Entrant or Entrant Group forever waives and relinquishes on behalf of themselves, their heirs, executor, and administrator and assigns any and all rights, including but not limited to goodwill, in and to the Submission. Entrant or Entrant Group also irrevocably grants Sponsors the right to use their name, voice, likeness and biographical material in or related to the Submission. Entrant or Entrant Group agrees not to issue any publicity on behalf of or in connection with Sponsors, their Submission and/or their participation in this Promotion.

b. Entrant or Entrant Group acknowledges that they have no right of approval or consultation with respect to Sponsors' use of the Submission. Sponsors will not be responsible for the return or preservation of the Submission. Sponsors shall use their sole discretion in determining the extent and manner of the use of the Submission and Sponsors are not obligated in any way to use or exploit the same or any rights granted by Entrant or Entrant Group, or any portion thereof, in any medium or any manner whatsoever, including but not limited to use on Sponsors' website. Entrant or Entrant Group further agrees that the Submission is not being submitted in confidence or in trust, and that no confidential or fiduciary relationship is intended or created. Entrant or Entrant Group further acknowledges and agrees that by entering their Submission, they warrant that the Submission is their original work.

c. Entrant or Entrant Group acknowledges that, upon entering their Submission, Sponsors own and control all rights, including but not limited to the copyright, intellectual property, goodwill in and to their Submission and hereby irrevocably grants to Sponsors the unconditional and perpetual right and permission to trademark, copyright (as appropriate), reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, exhibit and/or otherwise use or reuse (without limitation as to when or to the number of times used), the Entrant's or Entrant Group's name, address, image, voice, likeness, statements, biographical material and Submission, including, but not limited to, advertising, as well as any additional photographic images, video images, portraits, interviews or other materials relating to the Entrant or Entrant Group and arising out of his/her participation in this Promotion (with or without using the Entrant's or Entrant Group's name) (collectively, the "Additional Materials") in any media throughout the world for any purpose, without limitation, and without additional review, compensation, or approval from the Entrant or Entrant Group or any other party.

8. Promotion Terms of Submission. As conditions of entry into this Promotion and by uploading a Submission, each Entrant or Entrant Group represents and warrants that:

a. their entire Submission: (i) is wholly original; (ii) has been created solely by the Entrant or Entrant Group and/or Band Members listed upon Submission on the Website; (iii) has been legally obtained and/or created; (iv) does not infringe the intellectual property, privacy or publicity rights or any other legal or moral rights of any third party or violate applicable laws, regulations or network standards; (v) they have not granted or transferred any rights in or to the Submission to any third party prior to the date of Submission; and (vi) Entrant or Entrant Group has not done anything which has impaired and will not do anything to impair the rights granted to Sponsors in any way.

b. if their Submission is chosen by the Judges to be a Semi-Finalist, Entrant or Entrant Group, or if they are under the age of 18 (19 in NE or AL; 21 in MS) their parent or legal guardian, will complete, sign and return within three (3) days the Release Form in which the Entrant or Entrant Group (or their parent/legal guardian on their behalf) will reaffirm that the Submission is, among other things, a "work for hire" and will irrevocably assign and transfer to the Sponsors any and all rights, title, goodwill and interest in and to the Submission, including without limitation, all copyrights, trademarks and waive all moral rights in such Submission. If any Release is returned as undeliverable without a forwarding address, then the Submission will be ineligible for further review or consideration by Sponsors.

c. by entering a Submission, Entrant or Entrant Group agrees to indemnify and hold harmless Sponsors, the Judges, the Contest Parties, each of their respective parents, subsidiaries, affiliates, successors, licensees, and assigns, and each of their directors, officers, agents, equity holders and employees, from and against any and all claims, losses, costs, damages, liabilities and costs and expenses (including reasonable attorneys' fees costs) which arise out of any breach of any of their Submission, covenants, agreements, obligations, representations or warranties set forth herein.

9. LIMITATIONS OF LIABILITY AND RELEASE: No liability or responsibility is assumed by Sponsors or Contest Parties resulting from any user's participation in or attempt to participate in the Contest or ability or inability to upload or download any information in connection with participating in the Contest. No responsibility or liability is assumed by Sponsors or Contest Parties for technical problems or technical malfunction arising in connection with any of the following occurrences which may affect the operation of the Contest: hardware or software errors; faulty computer, telephone, cable, satellite, network, electronic, wireless or Internet connectivity or other online communication problems; errors or limitations of any Internet service providers, servers, hosts or providers; garbled, jumbled or faulty data transmissions; failure of any e-mail transmissions to be sent or received; lost, late, delayed or intercepted e-mail transmissions; inaccessibility of the Website in whole or in part for any reason; traffic congestion on the Internet or the Website; unauthorized human or non-human intervention of the operation of the Contest, including without limitation, unauthorized tampering, hacking, theft, virus, bugs, worms; or destruction of any aspect of the Contest, or loss, miscount, misdirection, inaccessibility or unavailability of an email account used in connection with the Contest. Sponsors and Contest Parties are not responsible for any typographical errors in the announcement of prizes or these Official Contest Rules, or any inaccurate or incorrect data contained on the Website. Use of Website is at user's own risk. Sponsors and the Contest Parties are not responsible for any personal injury or property damage or losses of any kind which may be sustained to user's or any other person's computer equipment resulting from participation in the Contest, use of the Website or the download of any information from the Website. By participating in the Contest, the Grand Prize Winner releases Sponsors, Contest Parties from any and all claims, damages or liabilities arising from or relating to such Entrant's or Entrant Group's participation in the Contest. By accepting a prize in the Contest, each Grand Prize Winner agrees that the Sponsors and Contest Parties shall not be liable for any loss or injury resulting from participation in the Contest, acceptance or use of any prize, or any travel related thereto. Sponsors and Contest Parties are not liable in the event that any portion of the Contest, event or the event broadcast is cancelled due to weather, fire, strike, acts of war or terrorism, or any other condition beyond their control (a "Force Majeure Event").

10. WINNERS' LIST: For the name(s) of the Grand Prize Winner(s) and the Semi-Finalist Prize Winners, visit the www.PepsiRockBand.com Website between September 13, 2009 and September 30, 2009. You may also obtain a winners' list at the end of the promotion by sending a self-addressed stamped envelope to "Pepsi/Rock Band" Winner's List Requests, PO Box 750094, El Paso, TX 88575-0094. All requests for winner's list should be postmarked no later than September 30, 2009.

11. SPONSORS: Pepsi-Cola Company, 700 Anderson Hill Road, Purchase, NY 10577 and MTV Networks, a division of Viacom International Inc., 1515 Broadway, New York, NY 10036.

BEATLES MANIA SWEEPSTAKES

All Entrants who have submitted eligible videos into the Video Contest will be also be entered into the Beatles Mania Sweepstakes for a chance to win one (1) of ten (10) The Beatles: Rock Band Limited Edition Premium Bundles (ERV of $249.99). Drawing will be held on 7/29/09. Winners will receive their prize after the nationwide release date 9/9/09 at the address provided when registering their Account. Winning the Beatles Mania Sweepstakes has no bearing on whether winner’s video goes on to win the Video Contest. All videos submitted must be in compliance with Official Contest Rules. Subject to Rules. Void where prohibited.