Eligibility

The KIDZ BOP "KIDZ Star USA Talent Search 3" Contest (the "Contest") is open to all legal residents of the United States and District of Columbia, ages 15 andyounger, except for winners of any prior "Be A KIDZ BOP Star" or "KIDZ Star USA" Contest, employees or agents of KIDZ BOP LLC ("Sponsor"), Razor & Tie Direct, LLC or any of their affiliates, or immediate family members of such employees or agents. This Contest is void in Puerto Rico, all other U.S. territories and possessions, and where prohibited or otherwise restricted by law. Sponsor reserves the right to verify the eligibility qualifications of any participant at any time throughout the duration of the Contest. These Contest rules are governed by all applicable laws.

How to Enter

Beginning on Monday June 18, 2012 at 12:00 PM EST, any eligible person wishing to enter the Contest may go to www.kidzbop.com ("Contest Site") and follow the instructions to enter a text entry ("Text") and/or an original music video of his/her vocal performance ("Video"). Any person who enters a Text or Video ("Participant" or "you") must include his/her first name and email address on the official entry form, and may only submit one Text and/or one Video per Participant. By registering on the Contest Site and submitting a Text and/or uploading a Video, you accept and agree to be bound by these Official Rules, including the decisions of the Judges and Sponsor, which are final and binding in all respects. All Texts and/or Videos must be received by Thursday, August 31, 2012 at 12:00 PM EST ("Submission End Date") in order to qualify for participation in the Contest.

Optional Contest Entry Features

Once a Participant has submitted his/her Text and/or Video to the Contest, a Contest entry page ("Entry Page") will be created. The Entry Page may then be further customized at the Participant's selection ("Customization"), subject to Sponsor's discretion. Customization of the Entry Page is not required and will have no bearing on the Judging Criteria as defined below. All Texts, Videos and Customization must be intended for family audience viewing and must comply with all Submission Criteria below, as determined by Sponsor at Sponsor's sole discretion.

Judging

The Grand Prize Winner (as defined below) will be selected after passing through the following stages of the Contest:

Initial Entry - The initial judging will commence following the Submission End Date and will be conducted by a panel of judges selected by Sponsor ("Judges") and will be based on the following criteria ("Judging Criteria"): vocal talent (50%), performance style (25%), and star quality (25%). Based on the Judging Criteria, the Judges will designate the top contestants as Finalists ("Finalists"), and the Videos created by the Finalists will be posted on the Contest Site on or around Monday, September 10, 2012 at 12:00 PM ET.

Playoff - The Finalists will be asked to complete one or more additional performances that may be professionally recorded as part of a competition between Finalists, or a "playoff" to determine the Grand Prize Winner (the "Playoff"). In the event that the Playoff requires travel, the Contestant and a parent or guardian will receive complimentary travel and accommodations to and from the Playoff location. If any Finalist is unable or unwilling to participate, Sponsor reserves the right in its sole discretion to remove the Finalist from the Contest. The Finalists will be judged on the Playoff performance(s) based on the same Judging Criteria as the initial entry. The Finalist receiving the highest score on their Playoff performance(s) based on the Judging Criteria will be deemed the "Grand Prize Winner." The Grand Prize Winner will be announced on the Contest Site on or around Monday, November 12, 2012, 12:00 EST.

Prizes

Finalist's Prizes

The five (5) top-scoring Finalists will be awarded a Nintendo ^TM Wii Console, Apple iPod Touch ^TM, KIDZ BOP 22 CD, and KIDZ BOP Ultimate Hits CD (the "Prizes")

Grand Prize Winner Prize

One (1) grand prize ("Grand Prize") will be awarded to the Grand Prize Winner. The Grand Prize will include a recording contract for at least one (1) song with RCA Records or its record label designee, the opportunity to be featured in a KIDZ BOP commercial, the opportunity to perform on a KIDZ BOP album, and the opportunity to appear in a KIDZ BOP music video. The Grand Prize will include round-trip airfare to Los Angeles or New York and four (4) night hotel accommodations for the Grand Prize Winner and a parent or guardian. In addition, the Grand Prize winner will receive a gift card or cash prize in value of $1,000.00 USD.

Sponsor and/or RCA Records (or RCA Records' record label designee) shall own all right, title and interest in and to all materials and services furnished or provided by the selected Grand Prize Winner in connection with the Grand Prize, throughout the world in perpetuity.

If the Grand Prize Winner is unavailable during this time period, the Grand Prize will be forfeited and may be awarded to an alternate winner. Certain restrictions may apply. The Grand Prize Winner and their travel companion shall be solely responsible for securing all necessary travel documentation. All federal, state and local taxes in connection with the Grand Prize are the sole responsibility of the parent/legal guardian of the Grand Prize Winner.

The total value of prizes to be awarded, including the five (5) top-scoring Finalist Prizes and one (1) Grand Prize is $70,000 USD.

Notification of Winners

The Finalists, and/or their parents/legal guardians, will be notified via email that they been selected as Finalists. The Finalists and/or his/her parent/legal guardian, acknowledge and agree that as a condition of being awarded their Prizes, the Finalists must sign and return within seven (7) days following Sponsor's request, such necessary documentation as required by Sponsor.

The Grand Prize Winner, and/or his/her parent/legal guardian, will be notified via email that he/she has won. Participant and his/her parent/legal guardian acknowledge and agree that as a condition of being awarded the Grand Prize, the Grand Prize Winner must sign and return, within seven (7) days following Sponsor's request, such work-for-hire and release forms and the recording contract included in the notification emails, which include, among their provisions, an agreement by the Grand Prize Winner and his/her parent/legal guardian that all services and the products of all services rendered by the Grand Prize Winner as part of his/her appearance in the KIDZ BOP commercial, the KIDZ BOP album, the KIDZ BOP music video and in connection with the recording contract shall be deemed a "work made-for-hire" under United States copyright law, or, if, for any reason, are deemed not to be a "work made-for-hire", shall be assigned by the Grand Prize Winner and his/her parent/legal guardian to Sponsor or its record label designee.

Additionally, Participant agrees that in the event he/she is selected as the Grand Prize Winner, he/she shall render such services as Sponsor may require in connection with the Grand Prize and shall appear at such times and places as required by Sponsor in connection therewith. Failure to comply with the above procedure will result in disqualification and the Grand Prize will be forfeited and may be awarded to another Participant.

Terms of Use

By uploading a Video onto the Contest Site, Participant hereby agrees to comply with the terms and conditions stated herein and irrevocably grants to Sponsor the worldwide, royalty-free, non-exclusive, unconditional, perpetual and transferable license and right to reproduce, encode, store, modify, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, exhibit and otherwise use or reuse, the Participant's Video, in whole or in part, as well as Participant's name and Participant's image, voice and likeness as contained in the Video, throughout the universe, in any and all media, now known or hereafter devised, alone or as part of other material of any kind or nature. Without limiting the foregoing, Sponsor shall have the right to use and change the Video in any manner that Sponsor may determine. Additionally, Participant irrevocably grants to Sponsor the license to authorize KIDZ BOP users to access, rate and review Participant's Video through the Contest Site and to permit KIDZ BOP users to send and distribute the Video via email or instant messenger.

Participant irrevocably grants to Sponsor and its affiliates, legal representatives, assigns, agents and licensees, the worldwide, royalty-free, non-exclusive, sublicensable, unconditional, perpetual and transferable right and license to use the Video for advertising, promotional or commercial purposes, including without limitation, the right to publicly display, perform, reproduce and distribute the Video in any media format or medium and through any media channels.

Participant forever waives any rights of privacy, intellectual property rights and any other legal or moral rights that may preclude Sponsor's use of Participant's Video or require Participant's permission for Sponsor to use the Video for promotional purposes and agrees to never sue or assert any claim against Sponsor's use of the Video.

Participant acknowledges and agrees that (a) Sponsor has access to and/or may create or have created literary, film, tape and/or other materials, ideas and concepts which may be similar or identical to the Video in theme, idea, plot, format, characters and/or other respects; (b) Participant will not be entitled to any compensation or other consideration because of use by Sponsor of any such similar or identical material, ideas and/or concepts; and (c) Sponsor's use of material containing elements similar or identical to those contained in the Video shall not obligate Sponsor to negotiate with nor entitle Participant to any compensation or other claim.

Submission Criteria

Sponsor will not allow any Video or Text which contains any one or more of the following elements:

• Content any longer than 90 seconds in length;
• Personally identifiable information of any kind, including full names (first names are okay), addresses, phone numbers, e-mail addresses, school names, personal websites, etc.;
• Content that shares too much information about feelings that are very private;
• Real or mock violence, dangerous stunts or obscene/offensive material;
• Negative stereotypes, offensive language, offensive lyrics, profanity or obscenity;
• Bullying, gossip, negative comments/content or personal attacks on any individual;
• Slanderous, defamatory, obscene, pornographic, threatening and harassing comments; and/or
• Any other material that Sponsor, in its sole discretion, may deem to be inappropriate for the Contest Site.
• Sponsor will also not accept Videos that contain the following:
  • Technical Difficulties (no sound or image);
  • Copyrighted clips from a TV show, movie or music video;
  • URLs to other websites;
  • Logos of any kind (aside from the Kidz Bop® logos); or
  • Any music, aside, from the Song, or artwork that is owned or copyrighted by a third party.

Sponsor hereby reserves the right to refuse to post, edit, delete and/or disqualify any Video that contains any one or more of the above elements or any other element that Sponsor, at its sole discretion, deems to be otherwise inappropriate. Any attempt by a Participant or any other individual to deliberately damage the Contest Site or any online service or website, tamper with the judging process or otherwise undermine the legitimate operation of the Contest is a violation of criminal and civil laws, and Sponsor reserves the right to seek damages and/or other remedies from any person attempting to do any one or more of the foregoing activities to the fullest extent permitted by law. Any failure on the part of Sponsor to enforce any term of the Official Rules shall not constitute a waiver of such provision. Sponsor reserves the right, at its sole discretion, to disqualify and/or revoke the access privileges of any Participant or other person who does not comply with the Official Rules of the Contest and the general Terms & Conditions of use stated on the KIDZ BOP website, which may be found at http://www.kidzbop.com/terms-and-conditions.

Privacy Policy

Any Participant under the age of 13 will be required to submit the name & email address of his or her parent/legal guardian when uploading a Video. When a Participant under the age of 13 uploads a Video for consideration, Sponsor will inform Participant's parent/legal guardian of the child's submission and give the parent/legal guardian the option to have the child's entry deleted. In the event that a child under the age of 13 is selected as a Grand Prize Winner, that Participant's parent/legal guardian shall be notified that Participant has won and such parent/legal guardian shall be obligated to fulfill all obligations needed to redeem the Grand Prize. All personal information collected by Sponsor in connection with the Contest shall be securely maintained by Sponsor and used only for the purpose of conducting the Contest. Once the Grand Prize Winner is announced and all prizes are redeemed, Sponsor shall delete any personal information collected in connection with the Contest. For a complete discussion of the KIDZBOP.com privacy policy, please visit http://www.kidzbop.com/privacy.

Limitation of Liability

Sponsor assumes no responsibility for any computer, online, telephone transmission, or technical malfunctions that may occur in the course of participation in the Contest, or for theft, destruction, unauthorized access to, or alteration of any Video. Sponsor is not responsible for any incorrect or inaccurate information, whether caused by KIDZ BOP users, Participants or any of the equipment or programming associated with or utilized in the Contest, or for any technical or human error which may occur in the process of submitting or voting on a Video in the Contest. Sponsor assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, failures or technical malfunction of any telephone network or lines, computer online systems, servers, providers, computer equipment, software, email, players or browsers, whether on account of technical problems, traffic congestion on the Internet or any website, or any combination of the foregoing (including, but not limited to, any such problems which may result in the inability to access the Contest Site, submit a Video, or vote in connection with the Contest). If, for any reason whatsoever, the Contest is not capable of running as planned, including any event that corrupts or affects the administration, security, fairness, integrity or proper conduct of this Contest, Sponsor reserves the right, at its sole discretion, to cancel, terminate, modify or suspend the Contest and/or Prizes, and select winners from among the Participants submitting Videos during the portion of the Contest that has not been compromised, if any.

Participant agrees to defend, release and hold harmless Sponsor, its affiliates, agents and employees from and against any claims, actions and/or liability for injury, loss or damage of any kind, resulting from participation in the Contest (including in connection with the making, use and/or exploitation of Videos), downloading or streaming of any materials on the Contest Site or the acceptance, use or misuse of the Grand Prize.

Sponsor reserves the right, at its sole discretion, to change, modify, add or remove any portion of the Contest Site and the Terms & Conditions and Privacy Policy of KIDZBOP.com in whole or in part, at any time. Additions and modifications to the Contest Site, Terms & Conditions and/or the Privacy Policy will be noted on the Contest Site or such other pages where those policies are posted. Participant hereby agrees to visit and review the Contest Site and the pages containing the Terms & Conditions and Privacy Policy periodically to be aware of any changes. Participant's and any other person's continued use of the Contest Site after any changes to the Terms & Conditions and Privacy Policy, will be considered acceptance of those changes and will signify Participant's agreement to be bound to any such new terms.

Miscellaneous

All third party brand names and trademarks are the property of their respective owners.

For a copy of these Rules of Participation, please send a self-addressed, self-stamped envelope to: KIDZ BOP LLC, c/o KIDZ Star USA 2012 Talent Search Contest Official Rules, P.O. Box 543, New York, NY 10014.