PEPSI®/WINNING TEAM SWEEPSTAKES OFFICIAL RULES NO PURCHASE NECESSARY. SWEEPSTAKES ONLY OPEN TO LEGAL RESIDENTS OF THE U.S. (EXCLUDING RESIDENTS OF AK, DC, HI, ID, ME, MT, ND, OR, RI, WA and WY) THROUGHOUT THE SWEEPSTAKES PERIOD AND WHO ARE 18 YEARS OF AGE (19 in AL or NE) 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-ofpurchase necessary to participate in Sweepstakes. Sweepstakes starts December 29, 2013 at 12:00:00 p.m. Eastern Time (“ET”) and ends February 3, 2014 at 11:59:59 p.m. ET (the "Sweepstakes Period"). There are two ways to enter: (a) ONLINE: During the Sweepstakes Period, you may purchase one (1) Pepsi product (e.g., Pepsi, Diet Pepsi, Pepsi Next, Pepsi Max, Mountain Dew, or Diet Mountain Dew) and one (1) Frito-Lay product (e.g., Tostitos, Doritos, Lays, Cheetos or Ruffles) from a participating Dollar General® Store to receive a promotional code (the “Code”) printed on your receipt, (See below for instructions on how to enter without a purchase). After obtaining a Code, you must visit www.pepsiwinningteam.com (the “Web Site”) and follow the instructions provided to enter your Code, register and submit an entry. 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. Limit one (1) entry per person/name/email address/household per day. 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 email 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. Proof of e-mailing does not constitute proof of delivery or entry. 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) NO PURCHASE NECESSARY: To receive one (1) entry without a purchase, Hand print your first and last name, complete street address, date of birth and daytime phone number on a 3 ½” x 5” piece of paper postmarked by February 2, 2014 to: AMOE Request – Pepsi® Winning Team Sweepstakes, PO Box 1021, Dept 863-752, Young America, MN 55594-1021. Each entry must be mailed separately in a hand-addressed, stamped envelope. Main-in entries must be postmarked by February 3, 2014 and received by February 16, 2014. No photocopied or mechanically reproduced entries accepted. No responsibility is assumed by Sponsor or its Administrators for lost, late, mutilated, illegible, incomplete, misdirected or postage-due mail. Limit one (1) entry per person/name/address email address/household per day, regardless of the method of entry. A day is understood to start at 12:00:00 a.m. ET and end at 11:59:59 p.m. ET the same day, except on December 29, 2013 when a day will start at 12:00 p.m. ET and end at 11:59:59 p.m. ET. All entries become the property of Sponsor and will not be returned to entrant. 2. PRIZES: Grand Prize: Two hundred fifty (250) Grand Prize Winners will each be awarded (1) $100 NFLshop.com Gift Card. ARV: $100.00 USD for each Grand Prize. First Prizes: One thousand (1000) First Prize Winners will each be awarded one (1) $20 Dollar General® Store gift card. ARV: $20.00 USD for each First Prize. Total ARV of all prizes is $45,000 USD. Each gift card is subject to the terms and conditions on the gift card (and on the applicable gift card’s website), which shall govern the use of the gift card. The use of a gift card constitutes the user’s acceptance of the terms and conditions. Prize winners should read the terms and conditions on the gift card or coupon carefully. Prize winners must protect the gift card and treat the gift card as they would any other valuable document. Each gift card will not be redeemed or exchanged for cash, except where required by law. Each gift card will not be replaced or replenished if it is lost, stolen, damaged, destroyed or used without a prize winner’s permission and will be voided if altered or defaced. 3. DRAWING: Grand Prize and First Prize winners will be selected in a random drawing to take place on or about February 21, 2014 from among all eligible entries received throughout the entire Sweepstakes Period. The drawing will be conducted 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 during the Sweepstakes Period. Entries submitted during the Sweepstakes Period are only eligible for this Sweepstakes and do not remain eligible for any subsequent drawings or sweepstakes. Limit one (1) Prize per person/household.

4. ELIGIBILITY: YOU MUST BE A LEGAL U.S. RESIDENT (EXCLUDING RESIDENTS OF AK, DC, HI, ID, ME, MT, ND, OR, RI, WA and WY) THROUGHOUT THE SWEEPSTAKES PERIOD AND 18 YEARS OF AGE (19 in AL or NE) OR OLDER AT THE TIME OF ENTRY to be eligible to win. Potential winners 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. Void where prohibited. Employees Dollar General Corporation, Sponsor and its bottlers, Young America, TracyLocke, and all of their respective parents, subsidiaries, divisions, affiliates, suppliers, printers, distributors and advertising, promotional and judging agencies and all of their employees, officers, directors and agents (collectively, “Sponsor and Promotion Parties”), the NFL Entities (asdefined below in Rule #12) and the immediate family members of each, are not eligible to participate or win. 5. GENERAL: This Sweepstakes is governed by the laws of New York State. Prizes will be awarded and/or delivered only to addresses within the United States. As a condition of participating in this Sweepstakes, participants agree that any and all disputes which cannot be resolved between the Sponsor and Promotion 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 Participant’s actual out-of-pocket expenses (e.g. costs associated with entering), and Participants further waive all rights to have damages multiplied or increased. These Official Rules and their performance will be binding on participant and their heirs, administrators, executor, successors and assigns. Unclaimed prizes will not be awarded. Except as determined by Sponsor in its sole discretion, no substitution of prize is offered, no transfer of prize to a third party is permitted, and prize may not be redeemed for cash value (unless at the sole discretion of Sponsor). Prize winners 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. 6. 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 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 WEB SITE 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. 7. LIMITATIONS OF LIABILITY: Sponsor assumes 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, Web Site, or network-related equipment or any combination thereof; (e) any injury or damage to any Participant’s 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. 8. WINNER NOTIFICATION: Potential winners will be notified by e-mail at the e-mail address provided at the time of registration. Any winner notification returned as undeliverable may result in prize forfeiture and an alternate winner may be selected. Prizes will be shipped to the prize winner’s address provided at the time of registration within 6-8 weeks from the random drawing. 9. WINNER RELEASES: All entrants, as a condition of entry into the Sweepstakes, agree to release the NFL Entities (as defined below in Rule #12) and the Sponsor and Promotion Parties from and against any and all liability, claims or actions of any kind whatsoever for injuries (including death), damages, or losses to persons or property which may be sustained in connection with accessing the 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. Sponsor makes no representations or warranties of any kind concerning the appearance, safety or performance of any prize. Except for residents of Tennessee and where

prohibited by law, winner grants to Sponsor 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. 10. WINNERS LIST: For the names of prize winners, send a self-addressed, stamped envelope (VT residents may omit return postage) to: Pepsi®/Winning Team Sweepstakes Winners List Request, PO Box 3000, Dept 863-752, Young America, MN 55558-3000. Winners’ list requests should be postmarked by March 15, 2014 and must be received by March 24, 2014. 11. SPONSOR: Pepsi-Cola Company, 700 Anderson Hill Road, Purchase, New York 10577. 12. THE NFL ENTITIES: The National Football League, its member professional football clubs, NFL Ventures, Inc., NFL Ventures, L.P., NFL Properties LLC, NFL Enterprises LLC and each of their respective subsidiaries, employees (collectively, the “NFL Entities”) will have no liability or responsibility for any claim arising in connection with participation in this sweepstakes or any prize awarded. The NFL Entities have not offered or sponsored this sweepstakes in any way.