Official Rules: Fred Meyer

Game: Dr Pepper/Kroger/ More to Explore with Indiana Jones™ Game ("Game")

Sponsor: Dr Pepper/Seven Up, Inc., 5301 Legacy Drive, Plano, TX 75024 ("Sponsor")

Account: Fred Meyer ("Account")

Administrator: Brandmovers, Inc.1 ("Administrator")

Winners List Request Deadline: June 21, 2008 ("Winners List Request Deadline")

Minimum Age: Entrants must be at least 18 or older at time of participation ("Minimum Age")

ADDRESSES:

*Website: www.DrPepperMoreToExplore.com ("Website")

Winners' List Address: Dr Pepper More to Explore Winners' List, c/o Brandmovers, Inc, P.O. Box 723188, Atlanta, GA 31139 ("Winner's List Address")

Free Code: Available upon request at the Website.

PRIZES:

Grand Prize: 8,000 Grand Prizes: 1 Movie Ticket to see Indiana Jones™ the Kingdom of the Crystal Skull (ARV: $14) ("Grand Prize").

First Prize: 1,000 First Prizes: 1 $10.00 Gift Card to Kroger or its Affiliated Stores (ARV: $10) ("First Prize").

Second Prize: 1,000 Second Prizes: 1 $5.00 Gift Card to Kroger or its Affiliated Stores (ARV: $5.00) ("Second Prize")

DATES:

Game Start Date: 12:00:01 AM PT May 25, 2008 ("Game Start Date")

Game End Date: 12:00:01 AM PT June 7, 2008 ("Game End Date")

Game Promotion Period: May 25 through June 7, 2008 ("Game Promotion Period").

Free Code Request Deadline: 12:00:01 AM PT June 7, 2008 ("Free Code Request Deadline")

Game Prize Claim Deadline: 12:00:01 AM PT June 8, 2008 ("Game Prize Claim Deadline")

Winners' List Request Deadline: June 21, 2008 ("Winners' List Request Deadline')

WHERE TO FIND CODES FOR GAME PLAY:

When you purchase any two (2) Dr Pepper or Diet Dr Pepper 12-Packs, a code ("Code") will be printed out at checkout via Catalina. Participating products are available at participating retailers during the Game Promotion Period. Not all brands and/or packages may be available in all markets. Codes must be obtained through actual retail purchase through legitimate channels of product purchase or through free game piece request as described below. Codes may not be bartered, sold, or transferred.

FREE CODES:

To obtain a free Code go to the Website during the Game Promotion Period and click the "Get a Code" link. You will be asked to input your date of birth and e-mail address and click "submit". A Code will be immediately generated in the Code field. Limit of one (1) free generated Code request per day per person, household, or email address regardless of the method used to obtain a Code. For purposes of the Game, each day is defined as a 24-hour period, beginning at 12:00:01 a.m. ET and ending at 11:59:59 p.m. ET. Any use of robotic, repetitive, automatic, programmed or similar entry methods or agents will void all entries by that entrant.

All Codes and prize claims are subject to verification and compliance with these Official Rules.

HOW TO REDEEM GAME CODES:

Go to the Website during the Promotion Period. You will need to complete the promotional registration process by filling out the registration form including your actual name, address, birth date, email address, telephone and a unique password. After you enter your Code, click "submit". You will be told if you have won, and if you have, what you have won. You are not a winner of a Game Prize until you have completed and submitted the online registration form and your Code has been submitted and verified in accordance with these Official Rules, and you have fully complied with these Official Rules. Registration/prize claim must be completed by the Game Prize Claim Deadline. Proof of play and/or winning will not be deemed valid unless verified by Sponsor.

PRIZES:

Codes entered on the Website from all Dr Pepper More to Explore with Indiana Jones™ Games for participating Kroger Divisions and its affiliated stores: Ralph's, Fry's, Dillions, Fred Meyer, King Soopers, and QFC("Affiliated Stores") will be date stamped and the Code that is entered closest to the specific date/time designated by the Administrator or its agency each day during the Promotion Period will be eligible to win one prize from one (1) combined prize pool for all participating Kroger Divisions and its Affiliated Stores. Odds depend upon number of Codes entered during the Promotion Period from both requests for free Codes and purchases of Dr Pepper and Diet Dr Pepper.

NOTE THAT THE FOLLOWING TERMS AND CONDITIONS APPLY TO ALL ACCOUNT-SPECIFIC DR PEPPER/MORE TO EXPLORE WITH INDIANA JONES™ GAMES AND SWEEPSTAKES

NO PURCHASE NECESSARY. OPEN TO RESIDENTS OF THE FOLLOWING US STATES: WA, OR, CA, AK, NV, ID, MT, WY, UT, CO, AZ, NM, TX, KS, NE, MO, AR, LA, IL, MI, IN, OH, TN, KY, WV, VA, NC, SC, GA, AL, and MS. VOID OUTSIDE ELIGIBLE STATES AND WHERE PROHIBITED. PURCHASE DOES NOT IMPROVE CHANCE OF WINNING. THE PROMOTION IS GOVERNED BY THE LAWS OF THE STATE OF TEXAS. ALL FEDERAL, STATE AND LOCAL LAWS AND REGULATIONS APPLY. FOR ONLINE GAMES, INTERNET ACCESS AND VALID EMAIL ADDRESS REQUIRED. ACCESS VIA INTERNET TV NOT VALID.

ELIGIBILITY:

Winners must be legal resident of 1 of the Eligible States and at least the Minimum Age. Employees, officers and directors of Sponsor, its licensed bottlers, Lucasfilms™ LTD, Account, the Administrator and their respective parent, affiliated and subsidiary companies (collectively, the "Promotion Parties"), and their promotional partners, advertising and promotional agencies, printers and suppliers of Promotion and packaging materials, redemption/recycling centers, owners/operators and those responsible for making purchasing decisions relative to marketing and promotions of retail establishments that sell Sponsor products, web masters and web and/or online promotion developers and persons engaged in the development of promotional materials, judging or administration organizations, or auditing or legal firms and members of any of the above's immediate family or household members (whether or not related) of such employees, officers, and directors are not eligible. Immediate family, regardless of whether or not they live in the same residence, includes:

parents
children
stepparents
stepchildren
siblings
stepsiblings
spouses

There is a limit of one Grand Prize per family or household.

CODE VERIFICATION:

All Codes are subject to verification at the sole discretion of Sponsor. Anti-fraud detection devices may be used for verification purposes. Sponsor reserves the right to require submission of any cap/label/game piece for which a Code has been entered. Replacements shall be issued at Sponsor's sole discretion. Except as expressly stated above, Sponsor shall have no liability or obligation with respect to any void Code.

GENERAL CONDITIONS:

By participating, you accept and agree to abide by these Official Rules and all decisions of Sponsor and its independent judging and administration organizations, which are final and legally binding in all respects. No substitution of prize is offered, no transfer of all or any part of prize to a third party permitted, and not redeemable for cash. In the event that a prize cannot be awarded for any reason or winner is not capable of redeeming Prize for any reason, then neither Sponsor nor any of the Promotion Parties shall be obligated to award any prize and Sponsor reserves the right, in its sole discretion, whether or not to substitute the prize (or portion of prize) with a prize of comparable or greater value or cash value. If, for any reason, more than the stated number of prizes are available and/or claimed, Sponsor reserves the right to award the prizes in such category by random drawing from among eligible prize claimants in such prize category. Prize recipients are solely responsible for all applicable federal, state, and local taxes, if any, on prize and any other expenses not specified herein as being awarded. Non-compliance with these Official Rules may result in disqualification. You are not a winner until your game piece or entry has been submitted and verified in accordance with these Official Rules and you have fully complied with these Official Rules and all verification and award processes have been completed. Acceptance of any prize constitutes permission for Sponsor and its designees to use winner's name and/or likeness for purposes of advertising and trade in any medium, without further compensation, unless prohibited by law.

RELEASE OF LIABILITY:

By entering this Promotion, you hereby release Sponsor and its licensed distributors/bottlers, participating retailers, Administrator, all Promotion Parties and all of their respective parents, affiliates and subsidiary companies, advertising and promotions agencies, and all of their respective employees, officers, shareholders, directors and agents (collectively, "Releasees") from (i) any and all liability, loss, harm, damage, cost or expense, including, but not limited to, all reasonable counsel fees and court costs incurred, property damage, personal injury and/or death; (ii) anything related to the production, promotion, or execution of this Promotion (or your participation therein), preemption, cancellation, modification or rescheduling of any aspect of the Promotion; (iii) that which may occur in connection with acceptance and/or use of the prize or while participating in or traveling to any Promotion-related activity.

LIMITATIONS OF LIABILITY:

Neither Sponsor, Administrator nor any other Releasee is responsible for lost, late, damaged, incomplete, stolen, misdirected, or illegible, incomplete, postage due mail or human error that may occur in the receipt or processing of the entries and/or requests for free game pieces or other submission or correspondence, shipping, or email (whether to or from them); or for any computer, telephone, satellite, cable, network, electronic or Internet hardware or software malfunctions, failures, connections, or availability, or garbled, corrupt or jumbled transmissions, service provider/Internet/website/use net accessibility, availability, or traffic congestion, or any technical error, or unauthorized human intervention, or the incorrect or inaccurate capture of entry or other information, or the failure to capture any such information. In case of dispute as to the holder of an email account, entry will be declared to be made by the authorized account holder of the e-mail address submitted at the time of entry. "Authorized account holder" is defined as the natural person who is assigned to an e-mail address by an Internet Access provider, Online Service provider, or other organization (e.g., business, educational institution etc.) that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address. Neither Sponsor nor any other Releasee is responsible for any incorrect or inaccurate information, whether caused by website users, tampering, hacking, or by any of the equipment or programming associated with or utilized in the Promotion and assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, technical error, theft or destruction or unauthorized access to the websites related to the Promotion. Sponsor reserves the right, at its sole discretion, to disqualify any individual found, at its sole discretion, to be tampering with the entry or other process or the operation of the Promotion or any website related to the Promotion, to be acting in violation of the Official Rules; or to be acting in a non-sportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. If, for any reason, the Promotion is not capable of running as planned by reason of, but not limited to, infection by computer virus, worms, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which Sponsor, in its sole opinion, deems could corrupt or affect the administration, security, fairness, integrity or proper conduct of this Promotion, Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Promotion. IN NO EVENT WILL SPONSOR OR ANY OTHER RELEASEE BE RESPONSIBLE OR LIABLE FOR ANY INJURIES, CLAIMS, ACTIONS, DAMAGES, LOSSES OR LIABILITY OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING FROM OR ARISING FROM YOUR PARTICIPATION IN, OR THE PRODUCTION, PROMOTION OR ADMINISTRATION OF, THE PROMOTION, OR ACCEPTANCE, POSSESSION, USE, MISUSE, OR NONUSE OF THE PRIZE THAT MAY BE AWARDED, OR YOUR ACCESS TO AND USE OF ANY WEB SITE(S) IN CONNECTION WITH THE PROMOTION (THE "WEB SITE") OR THE DOWNLOADING FROM AND/OR PRINTING MATERIAL DOWNLOADED FROM SAID WEB SITE. WITHOUT LIMITING THE FOREGOING, ALL PRIZES ARE PROVIDED "AS IS" WITHOUT 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. SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS. CAUTION: ANY ATTEMPT BY A USER OR ANY OTHER INDIVIDUAL TO DELIBERATELY UNDERMINE THE LEGITIMATE OPERATION OF THE PROMOTION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH ANY SUCH ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

DISPUTES:

THE PROMOTION IS GOVERNED BY, AND WILL BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TEXAS, AND THE FORUM AND VENUE FOR ANY DISPUTE SHALL BE IN COLLIN COUNTY TEXAS. IF THE CONTROVERSY OR CLAIM IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, IT SHALL THEN BE RESOLVED BY FINAL AND BINDING ARBITRATION ADMINISTERED AN ARBITRATOR WHO SHALL BE EXPERIENCED AND LICENSED TO PRACTICE LAW IN TEXAS. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN THE COLLIN COUNTY. THE REMEDY FOR ANY CLAIM SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT SHALL ANY PARTY BE ENTITLED TO RECOVER PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING ATTORNEY'S FEES OR OTHER SUCH RELATED COSTS OF BRINGING A CLAIM OR TO RESCIND THIS AGREEMENT OR SEEK INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF.

PROMOTION ADMINISTRATION:

The Administrator is the administrator of the Promotion and is responsible for the administration and execution of the Promotion. Sponsors are not responsible for the collection, submission or processing of entries, conduct or the overall administration of the Promotion. Entrants should look solely to Administrator at its above address with any questions, comments or problems related to the Promotion.

WINNERS LIST:

For the Winner's List, mail a self-addressed stamped envelope received by Winners' List Request Deadline to the Winners' List Address above.

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