PEPSI /AMPM ALL-STAR ACCESS SWEEPSTAKES OFFICIAL RULES

PEPSI /AMPM ALL-STAR ACCESS SWEEPSTAKES OFFICIAL RULES NO PURCHASE NECESSARY. THE PEPSI/AMPM ALL-STAR ACCESS SWEEPSTAKES ( SWEEPSTAKES ) IS ONLY OPEN TO LEGAL RESIDENTS RESIDING IN ARIZONA, CALIFORNIA, GEORGIA, ILLINOIS, INDIANA, NEVADA, OHIO, OREGON, WASHINGTON, OR WISCONSIN THROUGHOUT THE SWEEPSTAKES PERIOD WHO ARE 18 YEARS OF AGE OR OLDER AT THE TIME OF ENTRY. SWEEPSTAKES SHALL BE CONSTRUED AND EVALUATED ACCORDING TO UNITED STATES LAW. DO NOT ENTER THIS SWEEPSTAKES UNLESS YOU ARE ELIGIBLE. VOID WHERE PROHIBITED. 1. HOW TO ENTER: No purchase, and no entry fee, payment or proof-of-purchase necessary to participate in Sweepstakes. Sweepstakes begins on April 3, 2012 at 12:00:00 p.m. (noon) Eastern Daylight Time ( EDT ) and ends May 31, 2012 at 11:59:59 a.m. EDT ( Sweepstakes Period ). a. Enter Online: Visit www.winwithpepsiatampm.com (the Web Site ) during the Sweepstakes Period and follow the instructions provided to register and submit an entry. You will be required to enter the UPC ( Sweepstakes Code ) from a 1 liter bottle or 2 liter bottle of any PEPSI product purchased at a participating AMPM store (while supplies last). To be eligible to enter, you must be registered on the Web Site. If you are not registered at the Web Site, you must complete the registration page located on the Web Site before entering the Sweepstakes. Registration is free. Once registered, follow the online instructions to submit an entry. Limit one (1) Sweepstakes Code per entry. Limit one (1) online entry per name and per e-mail address per day. A day is defined as 12:00:00 a.m. EDT through 11:59:59 p.m. EDT that same day except on April 3, 2012 when hours will be from 12:00:00 p.m. EDT through 11:59:59 p.m. EDT and on May 31, 2012 when the hours will be from 12:00:00 a.m. EDT through 11:59:59 a.m. EDT. The name of the person submitting the e-mail address upon Sweepstakes entry must be (a) the name of the person who registered on the Web Site for such e-mail address, and (b) the name of the authorized account holder of such e-mail address, otherwise, entry may be deemed void. In the event of dispute over the identity of a potential winner, online entries will be declared made by the authorized account holder of the e-mail address submitted at the time of entry, and potential winner may be required to provide identification sufficient to show that he/she is the authorized account holder of the e-mail address submitted upon entry. It is solely the responsibility of the entrant to notify the Pepsi Cola Company ( Sponsor ) in writing if the entrant changes his or her e-mail address during the Sweepstakes Period. To do so, go to the Registration page and follow the instructions on how to update your profile. Proof of e-mailing does not constitute proof of delivery or entry. All entries become the property of Sponsor and will not be acknowledged or returned to entrant. Every entry submission must be manually keystroked and manually entered by the individual entrant; 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 e-mail or IP addresses may be blocked. b. Enter by Mail: To enter by mail, hand print your full name and address (including city,

state and zip code), your age, and daytime phone number on a 3 x 5 card. Mail your entry in a first-class, stamped envelope to: Pepsi/ampm All-Star Access Sweepstakes, PO Box 1128, Young America, MN 55594-1128. Mail-in entries must be postmarked by May 31, 2012 and received by June 7, 2012. Limit one (1) entry per day and per outer-mailing envelope. No photocopied or mechanically reproduced entries accepted. No responsibility is assumed by Sponsor for lost, late, illegible, incomplete, stolen, postage-due or misdirected mail. All entries become the property of Sponsor and will not be acknowledged or returned to entrant. 2. PRIZE DETAILS: One (1) prize will be awarded consisting of a trip for winner and one (1) guest to attend the 2012 MLB All-Star Game in Kansas City, Missouri on July 10, 2012 (hereinafter referred to as the Game ). Prize includes two (2) tickets to the Game, Fan Fest, and the Home Run Derby (altogether the Events ), round-trip coach air transportation for two (2) from an airport near winner's home (airport and carrier selected by Sponsor), one (1) double-occupancy standard hotel room for four (4) nights, ground transportation to/from airport/hotel/events, two (2) commemorative gift bags, and $250.00 spending money. Estimated retail value up to $5,210.00 depending upon winner's point of travel origin. If winner resides within 150 miles of Game, ground transportation may be substituted in lieu of air transportation at Sponsor s sole discretion. All other expenses not specifically mentioned herein are solely the responsibility of prize winner. All travel must be taken on dates specified by Sponsor at time of notification; no alternative travel dates are available. Event dates and times will be determined in the sole discretion of Major League Baseball Properties, Inc. and the Office of the Commissioner of Baseball, as applicable, and is subject to change. All travel subject to availability, blackout periods, government restrictions and regulations, hotel, airline, airport or other transportation terminal (or other types of transportation) restrictions and regulations. Other restrictions may apply. Sponsor and the MLB Entities assume no responsibility for cancelled, delayed, suspended or rescheduled events (including, but not limited to airline flights, Game) beyond its control. Travel guest must sign and return a travel release before any ticketing or travel occurs. Winner and guest must have all necessary identification and/or travel documents (e.g., a valid U.S. driver s license) required for travel within the United States. Winner and travel guest must travel on same itinerary. A minor guest (under age of 18) on trip must be accompanied by minor's parent or legal guardian who must be the winner. The terms and conditions of the tickets awarded as prizes will govern in the event a legal game, exhibition or event, as defined by Major League Baseball, is not played due to weather, an act of God, an act of terrorism, civil disturbance or any other reason. Winner agrees to comply with all applicable stadium regulations in connection with the prize. Sponsor and the applicable MLB Entities reserve the right to remove or to deny entry to winner and/or guest who engages in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person at the game, exhibition or event. Sponsor and the MLB Entities will not be responsible for Acts of God, acts of terrorism, civil disturbances, work stoppage or any other natural disaster outside their control that may cause the cancellation of Major League Baseball games, exhibitions or events. Major League Baseball game, event and exhibition tickets awarded as part of the prize may not be resold or offered for resale. Any such resale may result in disqualification and prize forfeiture, and may invalidate the license granted by the game ticket(s). Prize is nontransferable. 3. DRAWING: Winner will be selected in a random drawing on or about June 11, 2012 from among all eligible entries received by an independent judging agency whose decisions are final and binding. Odds of winning are solely dependent upon the total number of eligible entries received. Entries submitted for this Sweepstakes do not remain eligible for any

subsequent drawings or sweepstakes. 4. ELIGIBILITY: YOU MUST BE A LEGAL U.S. RESIDENT RESIDING IN ARIZONA, CALIFORNIA, GEORGIA, ILLINOIS, INDIANA, NEVADA, OHIO, OREGON, WASHINGTON, OR WISCONSIN THROUGHOUT THE SWEEPSTAKES PERIOD AND 18 YEARS OF AGE OR OLDER AT THE TIME OF ENTRY to be eligible to win. Potential winner may be required to provide proof of legal U.S. residency if requested by Sponsor to determine eligibility and as a condition of prize award. Major League Baseball Properties, Inc., Major League Baseball Enterprises, Inc., MLB Advanced Media, L.P., MLB Advanced Media, Inc, MLB Advanced Media DH, LLC, MLB Media Holdings, Inc., MLB Media Holdings, L.P., MLB Online Services, Inc., the Office of the Commissioner of Baseball, and the Major League Baseball Clubs, and each of their respective shareholders, employees, parents, directors, officers, affiliates, representatives, agents, successors, and assigns (hereinafter, "MLB Entities"), employees of BP Products North America, Inc. and participating ampm and BP locations, Pepsi Beverages Company, PepsiCo, Inc. and Pepsi-Cola Company and its bottlers, and all of their respective parents, subsidiaries, divisions, affiliates, suppliers, printers, distributors and advertising, promotional and judging agencies (collectively, Sponsor and Promotion Parties ) and the immediate family members of each, are not eligible to participate or win. 5. DISCLAIMER: Sweepstakes Codes are void if not obtained through authorized, legitimate channels, or if any part is defective, altered, duplicated, photocopied, forged, counterfeited, mutilated or tampered with in any way, or if Sweepstakes Codes contain or are the result of printing, seeding, typographical, mechanical or other errors, or do not contain proper security devices. Sole liability for a regular official Sweepstakes Code is limited to replacement with a free randomly selected official Sweepstakes Code, while supplies last. All submitted Sweepstakes Codes become property of Sponsor, and will not be returned. 6. GENERAL: This Sweepstakes is governed by the laws of the United States and of the State of New York, without respect to conflict of law doctrines. No substitution of prize is offered, no transfer of prize to a third party is permitted, and any non-cash prize may not be redeemed for cash value. Sponsor reserves the right to substitute a prize of equal or greater value in the event any prize becomes unavailable. Each participate acknowledges and agrees that the decisions of Sponsor shall be final, binding and conclusive in all matters. As a condition of participating in this Sweepstakes, 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 Sweepstakes, 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 hereby waive all rights to claim punitive, incidental or consequential damages, including attorneys fees, other than participants actual out-of-pocket expenses (e.g. costs associated with entering), and participants further waive all rights to have damages multiplied or increased. Prize winner will be solely responsible for all applicable federal, state and local taxes on prize. If applicable, winner may receive an IRS Form 1099 for the retail value of the prize. All other expenses on the receipt and use of the prize not specifically mentioned herein are solely the responsibility of the winner. Any portion of a prize not accepted by winner will be forfeited. 7. CONDUCT: By entering this Sweepstakes, entrants agree to be bound by these Official Rules and the decisions of the judges that shall be final and binding in all respects. The

Official Rules will be available at participating ampm locations and posted on the Web Site throughout the Sweepstakes Period. Failure to comply with these Official Rules may result in disqualification. Sponsor reserves the right at its sole discretion to disqualify any individual found to be tampering with the entry process or the operation of the Sweepstakes or the Web Site; or to be acting in any manner deemed by Sponsor to be in violation of the Official Rules; or to be acting in any manner deemed by Sponsor to be unsportsmanlike or disruptive, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY ATTEMPT BY A USER OR ENTRANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE SWEEPSTAKES IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW. 8. LIMITATIONS OF LIABILITY: MLB Entities, Sponsor and Promotion Parties assume no responsibility or liability for (a) any incorrect or inaccurate entry information, or for any faulty or failed electronic data transmissions; (b) any unauthorized access to, or theft, destruction or alteration of entries at any point in the operation of this Sweepstakes; (c) any technical malfunction, failure, error, omission, interruption, deletion, defect, delay in operation or communications line failure, regardless of cause, with regard to any equipment, systems, networks, lines, satellites, servers, computers or providers utilized in any aspect of the operation of the Sweepstakes; (d) inaccessibility or unavailability of the Internet or the Web Site or any combination thereof; or (e) any injury or damage to participants or to any other person's computer which may be related to or resulting from any attempt to participate in the Sweepstakes or download of any materials in the Sweepstakes. If, for any reason, the Sweepstakes is not capable of running as planned for reasons which may include without limitation, infection by computer virus, tampering, unauthorized intervention, fraud, technical failures, or any other causes which may corrupt or affect the administration, security, fairness, integrity or proper conduct of this Sweepstakes, then Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Sweepstakes in whole or in part. 9. WINNER NOTIFICATION: Winner will be notified by phone at the phone number provided at the time of entry and will be required to respond to the phone call within 48 hours indicating whether he/she can accept the prize. If no return call is received within the time allotted, an alternate winner will be selected, if time permits. Any alternate winner selected will also be required to respond to the phone call within 48 hours. Winner will be required to sign and return an Affidavit of Eligibility/Liability Release with (where lawful) a publicity release within three (3) days of attempted winner notification as indicated by the date on the Affidavit. Failure to return any required documents within three (3) days may result in prize forfeiture, and an alternate winner may be selected. Any winner notification or prize returned as undeliverable without a forwarding address will result in prize forfeiture and an alternate winner may be selected. 10. WINNER RELEASES: All entrants, as a condition of entry into the Sweepstakes, agree to release the MLB Entities, Sponsor 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 accessing a Web Site, submitting an entry or otherwise participating in any aspect of the Sweepstakes, the receipt, ownership or use of any prize awarded, or while preparing for, participating in or traveling to or from any prize-related activity or any typographical or other error in these Official Rules or the

announcement of offering of any prize. The winner shall bear all risk of loss or damage to their prize after it has been delivered. MLB Entities, Sponsor and Promotion Parties make no representations or warranties of any kind concerning the appearance, safety or performance of any prize. Except for residents of TN and where prohibited by law, winner grants to Sponsor and the MLB Entities the right to print, publish, broadcast and use worldwide in any media now known or hereinafter known (including without limitation use online at the Web Site), the winner s name, address, voice, statement, picture or other likeness, without additional compensation, for public relations, advertising and promotional purposes as may be determined by Sponsor and the MLB Entities, as applicable. 11. WINNERS' LIST: For the name of the winner, send a self-addressed, stamped envelope, to be received by June 29, 2012, to: Pepsi/ampm All-Star Access Sweepstakes Winner s List, P.O. Box 750233, El Paso, TX 88575-0233. 12. SPONSOR: Pepsi-Cola Company, 700 Anderson Hill Road, Purchase, NY 10577. Sponsor is a promotional partner of Major League Baseball Properties, Inc. Major League Baseball trademarks and copyrights are used with permission of the applicable Major League Baseball Entity. Pepsi is a promotional partner of Major League Baseball Properties, Inc. Sweepstakes not produced or executed by any MLB Entity. PEPSI, DIET PEPSI, the Pepsi Globe, MTN DEW, the MTN DEW Logo, the Mtn Dew Landscape and AQUAFINA are registered trademarks of PepsiCo, Inc. Major League Baseball trademarks and copyrights are used with permission of Major League Baseball Properties, Inc. Visit MLB.com.