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CIRCLE K® "BE A POLAR POP STAR" VIDEO CONTEST

OFFICIAL RULES

NO PURCHASE NECESSARY. VOID WHERE PROHIBITED. PURCHASE DOES NOT INCREASE YOUR CHANCES OF WINNING. OPEN ONLY TO LEGAL RESIDENTS OF ILLINOIS, INDIANA, IOWA, KENTUCKY, AND MISSOURI.

1. CONTEST: To enter the "Be a Polar Pop Star" Video Contest ("Contest"), Participants (as defined below) must submit a video performance of the "Polar Pop Jingle" song, maintaining the integrity of the song lyrics and melody and complying with the other requirements set forth in these Official Rules (each video performance will be deemed a "Video"). Each individual participating in a Video in any manner, including without limitation by appearing in, being heard in, arranging, videotaping, or otherwise contributing to the Video, will be deemed a "Participant" for purposes of these Official Rules. FOR A VIDEO TO BE ENTERED IN THE CONTEST, ALL PARTICIPANTS IN THE VIDEO, OR THEIR PARENTS OR GUARDIANS AS APPLICABLE, MUST SEPARATELY (A) PROVIDE THE INFORMATION REQUIRED ON THE ENTRY FORM AT POLARPOP.COM OR CIRCLEKMIDWEST.COM (THE "WEBSITE"), (B) READ THESE OFFICIAL RULES AND THE ASSIGNMENT AND RELEASE, (C) AGREE TO THESE OFFICIAL RULES BY CLICKING THE "I AGREE TO THE OFFICIAL RULES" ACCEPTANCE BOX ON THE ENTRY FORM AND ENTERING THEIR INITIALS, (D) AGREE TO THE ASSIGNMENT AND RELEASE BY CLICKING THE "I AGREE TO THE ASSIGNMENT AND RELEASE" ACCEPTANCE BOX ON THE ENTRY FORM AND ENTERING THEIR INITIALS; AND (E) FINALIZE THEIR ENTRY BY CLICKING ON THE "SUBMIT" BUTTON ON THE ENTRY FORM. IN THE EVENT CIRCLE K DOES NOT RECEIVE A VALID ENTRY FORM FROM EVERY PARTICIPANT IN A VIDEO DURING THE CONTEST PERIOD (AS DEFINED BELOW), THE RESPECTIVE VIDEO AND ALL PARTICIPANTS IN THAT VIDEO WILL BE DISQUALIFIED FROM THE CONTEST.

2. ELIGIBILITY: Participants must be legal residents of Illinois, Indiana, Iowa, Kentucky, or Missouri who are: (a) eighteen (18) years of age or older at the time of entry, or (b) younger than eighteen (18) years of age at the time of entry provided that such minor Participant's parent or guardian agrees to these Official Rules and the Assignment and Release on the minor Participant's behalf. Only online entries will be accepted, and all Participants, or their parents or guardians as applicable, must have a valid email address and Internet access as of the date of their entry in the Contest. Participants may enter, appear in, or contribute to only one (1) Video in the Contest, and only four (4) Participants per Video will be eligible for a prize. In the event Circle K receives multiple Videos, only the first Video submitted by or on behalf of a Participant will be entered in the Contest and all subsequent Videos, and Participants in those subsequent Videos, will be disqualified from the Contest. Employees, officers, and directors, including immediate family members (spouse, parent, child, and sibling, and their respective spouses, regardless of where they reside) and any person residing in their same households, whether or not related, of Circle K and each of its parents, affiliated companies, subsidiaries, licensees, distributors, dealers, retailers, printers, promotion and advertising agencies, and any and all other companies associated with the Contest are not eligible to enter the Contest or win a prize. Circle K will make the final determination as to whether Participants are eligible to take part in the Contest and whether the Videos meet the requirements of these Official Rules.

3. CONTEST PERIOD: Participants may enter the Contest at the Website between 12:00:01 a.m. EST on August 5, 2009, through 11:59:59 p.m. EST on October 6, 2009 (the "Contest Period"), by clicking on the Contest banners, buttons, or links to access the online entry form for the Contest. No Videos will be accepted after 11:59:59 p.m. EST on October 6, 2009, and Circle K will keep the official clock for the Contest.

4. ACCEPTANCE: By clicking the "I Agree to the Official Rules" and "I Agree to the Assignment and Release" acceptance boxes, entering his or her initials, providing the information requested, and clicking the "SUBMIT" button on the entry form, Participant or, if applicable, minor Participant's parent or guardian on his or her behalf, represents and warrants to Circle K that (a) he or she is at least eighteen (18) years of age; (b) he or she is authorized to consent to these Official Rules and the Assignment and Release; and (c) he or she consents to be legally bound by the terms and conditions of these Official Rules and the Assignment and Release, as well as the Terms of Use and Privacy Policy for the Website, which will be deemed incorporated herein. Participant or, if applicable, minor Participant's parent or guardian on his or her behalf, further agrees that taking the foregoing actions constitutes an electronic signature as defined by the Electronic Signatures in Global and National Commerce Act ("E-Sign") and the Uniform Electronic Transactions Act ("UETA") and that Participant or, if applicable, minor Participant's parent or guardian on his or her behalf, has formed, executed, entered into, and accepted these Official Rules, the Assignment and Release, and the Terms of Use and Privacy Policy for the Website, and acknowledged and agreed that his or her entry is an electronic record for purposes of E-Sign, UETA, and the Uniform Computer Information Transactions Act and as such is completely valid, has legal effect, is enforceable, and is binding on, and non-refutable by Participant or, if applicable, minor Participant.

5. VIDEO REQUIREMENTS: Videos must be uploaded during the Contest entry process and conform to the following requirements:

a. Videos must show at least one Participant performing the "Polar Pop Jingle" song, keeping the integrity of the song lyrics and melody.
b. Videos must incorporate the Polar Pop trademarks, and images of the Polar Pop branding, logos, and packaging will be available at the Website for this purpose.
c. Videos must be submitted in one of the following formats: avi, mov, mpg, wma, .mp3, .mpeg, .dv, .gcelp, .wav, .wmv, .qt, .mp4, .amr-nb, .mod, .3g2, .asf, .3gp, .flv, or .movieclip.
d. Videos may not exceed thirty (30) seconds in length.
e. Videos must be in the English language.
f. Videos must be original, unpublished, and constitute the sole work of the Participants.
g. Videos may not be submitted in any other contest besides the Contest, and Videos may not be otherwise publicly displayed or distributed, including without limitation on YouTube, MySpace, Facebook, or any other website.
h. Except with regard to the "Polar Pop Jingle" song, Videos may not include imitations of famous people, characters, or artists from movies, television shows, songs, or other copyrighted content.
i. Videos may not contain references to third party trademarks, names, or logos.

6. LIMITED LICENSE: Subject to the terms and conditions of these Official Rules, Circle K grants to Participant a nonexclusive, limited license to use Circle K's Polar Pop trademarks, including the Polar Pop branding, logos, and packaging (the "Trademarks"), solely in connection with Section 5(b) above and for no other purpose. Participant will not alter, modify or edit the Trademarks. Participant acknowledges that Circle K has established certain standards of quality and character for the Trademarks and agrees to maintain Circle K's trademark use standards. Participant acknowledges that Circle K is the sole and exclusive owner of the Trademarks. All use of the Trademarks by Participant, and all goodwill existing, acquired, or developed in the Trademarks will inure solely to the benefit of Circle K. Participant shall not assert any claim of ownership of, or any claim to, any goodwill or reputation associated with the Trademarks or otherwise challenge or contest, directly or indirectly, the validity, ownership, or registration of the Trademarks. Except as expressly licensed in these Official Rules, Circle K will retain all rights and interests in its Website, trademarks, copyrights, and other intellectual property rights. This license may be terminated by Circle K at any time and upon termination, the license shall revert to Circle K, and Participant shall not make any further use whatsoever of the Trademarks.

7. PROHIBITED CONTENT: Videos may not include any of the following content: (a) pornography, adult-oriented content, or any other sexually-explicit material; (b) lotteries or gambling; (c) explicit language or content, images of violence, discrimination, or promotion of illegal activities; (d) content in violation of third party rights including without limitation patents, copyrights, trademarks, trade secrets, or other intellectual property rights, privacy, or similar rights; (e) libelous, defamatory, disparaging, tortious, or slanderous materials; (f) content that denigrates, disparages, or reflects negatively on (i) Circle K or any of its respective owners or employees, or (ii) any person, company, product or service; (g) tobacco, alcohol or drugs; (h) dangerous stunts; (i) real weapons of any kind including without limitation guns, knives, or projectiles; (j) material that promotes bigotry, racism, hatred, or harm against any group or individual or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, age, or any other basis protected by federal, state, or local law, ordinance, or regulation; (k) individuals under the legal age of majority, unless a parent or guardian consents to these Official Rules and the Assignment and Release on such minor Participant's behalf; or (l) material that is unlawful or in violation of or contrary to the laws or regulations of the state where the Video is created. Videos containing prohibited or inappropriate content as determined by Circle K, in its sole discretion, will be disqualified and will not be eligible to win a prize.

8. SELECTION OF WINNERS.

a. Circle K will judge those Videos received during the Contest Period that meet the requirements of these Official Rules and select two (2) groups of five (5) Videos, for a total of ten (10) Videos, to feature on the Website (the "Featured Videos"). Circle K will select the first group of five (5) Featured Videos from among those Videos submitted to Circle K between 12:00:01 a.m. EST on August 5, 2009 through 11:59:59 p.m. EST on September 1, 2009. Circle K will notify Participants in the first five (5) Featured Videos of their selection by email and post the first five (5) Featured Videos on the Website on or about September 8, 2009. Circle K will select the second (5) Featured Videos from all Videos submitted during the Contest Period (i.e., no later than 11:59:59 p.m. EST on October 6, 2009). Circle K will notify Participants in the second five (5) Featured Videos of their selection by email and post the second five (5) Featured Videos on the Website on or about October 11, 2009. Circle K will select the Featured Videos based on the following criteria: originality, creative use and incorporation of the Polar Pop trademarks, and quality of production. In the event two Videos receive the same score, the score for creative use and incorporation of the Polar Pop trademarks will be used as the tiebreaker. Circle K will have sole discretion in applying the selection criteria to select the Featured Videos.
b. Voting for each of the ten (10) Featured Videos will be available on the Website between 12:00:01 a.m. EST on October 12, 2009, and 11:59:59 p.m. EST on November 3, 2009 (the "Voting Period"), during which time visitors to the Website will have the opportunity to vote for their favorite Featured Video(s). Registration with the Website is required to vote. Each unique email address will be limited to five (5) votes during the Voting Period. Automated methods of voting and voting through multiple Website accounts are strictly prohibited. In addition, the offering, advertising, or payment by a Participant of any compensation, incentive, or item of value to induce voting for a Featured Video or any other activity in connection with the Contest is strictly prohibited. The Featured Video receiving the most votes during the Voting Period will be deemed the "Grand Prize Video" and the remaining nine (9) Featured Videos will be deemed "First Prize Videos," subject to verification and compliance with these Official Rules and any Eligibility, Publicity Release, and Liability Waiver. Circle K will notify the Participants in the Grand Prize Video and the First Prize Videos of their selection by email on or about November 5, 2009. In the event two or more Featured Videos tie for the most votes during the Voting Period, Circle K will determine the Grand Prize Video according to the highest scores for the Featured Video selection criteria described above.

9. PRIZES: Up to four (4) Participants in the one (1) Grand Prize Video will receive free Polar Pop fountain drinks for one (1) year in the form of a Circle K Gift Card with a value of $251.16 (Two Hundred Fifty-One U.S. Dollars and Sixteen Cents), equal to one $.69 (Sixty-Nine Cent) Polar Pop per day for 365 days, tax not included, and one (1) Polar Pop Star t-shirt (the "Grand Prize"). The approximate retail value of the Grand Prize will range from $261.16 (Two Hundred Sixty-One U.S. Dollars and Sixteen Cents) to $1,044.64 (One Thousand Forty-Four U.S. Dollars and Sixty-Four Cents), depending on the number of Participants in the Grand Prize Video. Up to four (4) Participants in each of the nine (9) First Prize Videos will each receive one (1) $50 (Fifty U.S. Dollar) Circle K Gift Card and one (1) Polar Pop Star t-shirt (each, a "First Prize"). The total approximate retail value of the First Prizes will range from $540 (Five Hundred Forty U.S. Dollars) to $2,160 (Two Thousand One Hundred Sixty U.S. Dollars), depending on the number of Participants in the First Prize Videos. Up to four (4) Participants in the first one hundred (100) Videos received meeting the requirements of these Official Rules but not selected to be one of the Featured Videos will receive a Polar Pop travel mug. The approximate retail value of each Polar Pop travel mug is $4.99 (Four U.S. Dollars and Ninety-Nine Cents), and the total approximate retail value of all the Polar Pop travel mugs awarded will range from $499 (Four Hundred Ninety-Nine U.S. Dollars) to $1,996 (One Thousand Nine Hundred Ninety-Six U.S. Dollars), depending on the number of Participants in the qualifying Videos. The total approximate retail value of all prizes in the Contest will range from $1,300.16 (One Thousand Three Hundred U.S. Dollars and Sixteen Cents) to $5,200.64 (Five Thousand Two Hundred U.S. Dollars and Sixty-Four Cents), depending on the number of Participants awarded prizes in connection with the Contest. Circle K Gift Cards can be used for the purchase of goods and services at participating Circle K stores. Circle K Gift Cards are not redeemable for cash except where required by law. Lost or stolen Circle K Gift Cards cannot be replaced. There are no service fees or expiration dates connected with the use of Circle K Gift Cards. To check card balance see store cashier, check your receipt, or call 1-866-294-9866. Visit circlek.com for Circle K store locations.

10. LIMITATIONS OF LIABILITY: Neither Circle K nor its parents, affiliated companies, subsidiaries, licensees, distributors, dealers, retailers, printers, advertising and promotion agencies, any and all other companies associated with the presentation of the Contest, nor any of their respective officers, directors, employees, agents, and representatives (collectively, the "Released Parties") assumes any liability or responsibility resulting from any person's participation in or attempt to participate in the Contest or download of any information in connection with participating in the Contest. No responsibility or liability is assumed by the Released 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 email transmissions to be sent to or received; lost, late, delayed, or intercepted email transmissions; inaccessibility of the Website in whole or in part for any reason; traffic congestions on the Internet or the Website; unauthorized human or non-human intervention in 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 account used in connection with the Contest. The Released Parties are not responsible for any typographical errors in the announcement of prizes or these Official Rules or the Assignment and Release or any inaccurate or incorrect data contained on the Website. Use of the Website is at the user’s own risk. The Released Parties are not responsible for any personal injury or property damage or losses of any kind which may be sustained to any 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.

11. PRIVACY: To enter the Contest, Participants, or their parents or guardians if applicable, must register with the Website and disclose certain personally identifiable information. All personally identifiable information submitted by Participants, or their parents or guardians, is subject to, and will be treated in a manner consistent with, the Website Privacy Policy, which is accessible at the Website.

12. GENERAL CONDITIONS: Winners are solely responsible for any taxes on the Grand Prize and First Prizes. No substitution of the Grand Prize or First Prizes will be offered, except at the sole discretion of Circle K. The Grand Prize and the First Prizes are non-transferable and non-refundable. No cash equivalent of the Grand Prize or the First Prizes will be offered by Circle K, except as provided herein. Unclaimed prizes may be awarded to runners-up, if applicable. Potential winners will be notified initially by email. Once contacted, potential winners will be sent a potential winner packet via email and will be required to submit identification and to complete, sign, and return an Affidavit of Eligibility, Publicity Release, and Liability Waiver within five (5) days of attempted notification or the prizes may be forfeited. All potential winners are subject to verification, including without limitation verification of eligibility, compliance with these Official Rules, and completion of release forms. In addition, Circle K reserves the right to require a confidential background check upon the potential winner selection to help ensure that the use of any such person in advertising or publicity for the Contest will not bring Circle K into public disrepute, contempt, scandal, or ridicule or reflect unfavorably on the Contest or Circle K, as determined by Circle K in its sole discretion, and that the awarding of the prize to the potential winner will not violate applicable U.S. laws or regulations. In addition, Circle K reserves the right to require the potential winner to submit the information necessary for the confidential background check and authorize the check through electronic means designated by Circle K, in order to expedite the process of verifying the potential winner as eligible to receive the prize. If a potential winner has been convicted of a felony or a misdemeanor of moral turpitude or has filed a petition in bankruptcy within the previous ten (10) years, or a potential winner fails to submit the information for the background check and authorize the check electronically where instructed to do so by Circle K, or Circle K determines in its sole discretion that use of the potential winner in advertising might reflect unfavorably on Circle K or that the awarding of the prize may violate applicable U.S. laws or regulations, Circle K may disqualify the potential winner. If attempted notification is returned as undeliverable, if a potential winner is not verified as eligible or cleared via the background check, or if a potential winner is otherwise determined to be ineligible to receive a prize, the prize will be forfeited and may be awarded to an alternate winner in Circle K's sole discretion. If a Grand Prize or First Prize, or any portion thereof, cannot be awarded for any reason, Circle K reserves the right to substitute the Grand Prize or First Prize with another prize of equal or greater value. If for any reason the Contest is not capable of running as planned, including 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, Circle K reserves the right, at its sole discretion, to disqualify any individual who is responsible or who tampers with the entry process, and to cancel, modify, or terminate the Contest. The Contest is void where prohibited or restricted by law, rule, or regulation. This Contest and these Official Rules and the Assignment and Release will be governed by the laws of the State of Indiana. Any court of competent jurisdiction sitting within the State of Indiana will be the exclusive jurisdiction and venue for any dispute arising out of or relating to this Contest, these Official Rules, or the Assignment and Release. In the event that the Contest is challenged by any legal or regulatory authority, Circle K reserves the right to discontinue or modify the Contest, or to disqualify Participants residing in the affected geographic areas. In such event, the Released Parties will not have any liability to any Participants who are disqualified due to such an action.

13. WINNERS' LIST / RULES: The Featured Videos and the Grand Prize Video will be posted on the Website on or about November 5, 2009, through December 31, 2009. For Contest winner information (available on or about November 5, 2009), or an additional copy of the Official Rules, send a self-addressed, stamped envelope specifying "Winners' List" or "Rules" to: The "Be a Polar Pop Star" Video Contest c/o OTT Communications, 11840 Capital Way, Louisville, Kentucky 40299. Requests must be received by December 31, 2009.

14. SPONSOR: The Contest is presented by Mac's Convenience Stores LLC, 4080 W. Jonathan Moore Pike, P. O. Box 347, Columbus, Indiana 47201 ("Circle K"). At its sole discretion, Circle K may delegate its duties and responsibilities under these Official Rules and the Assignment and Release to its parents, affiliated companies, subsidiaries, licensees, distributors, dealers, retailers, printers, advertising and promotion agencies, and any and all other companies associated with the presentation of the Contest.