NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED BY LAW.

1. Sponsor. The Vita.mn 2010 "Are You Local?" Contest ("Contest") is sponsored by The Star Tribune Media Company LLC ("Sponsor"), located at 425 Portland Avenue, Minneapolis, MN 55488.

2. Eligibility. The Contest is open only to participants who, as of the entry date, are legal residents of Minnesota and 18 years old or older. The Contest is void in all other jurisdictions and where prohibited or restricted by law. Employees, officers and directors of Sponsor, UPICKEM, Inc. ("UPICKEM"), and their respective subsidiaries, affiliates, advertising and promotional agencies, and the immediate families (defined as parents, spouses, children, siblings, grandparents, and their respective spouses) or members of the same household (whether related or not) of each such employee, officer and director, are not eligible to enter. The Contest, and any website pages and advertisements relating thereto, is intended for viewing only within the jurisdictions where the Contest is offered and participants must be present in the United States or the District of Columbia at the time they enter.

3. Contest Entry Period. The "Contest Entry Period" begins at 9:00 a.m. Central Time ("CT") on Thursday, Janurary 28, 2010, and ends at 11:59 p.m. CT on Wednesday, Feburary 17, 2010 (the "Entry Deadline"). Sponsor's (or its designee's) computer is the official time-keeping device for the Contest.

4. How to Enter.

a. To enter, go to vita.mn/areyoulocal during the Contest Entry Period and follow the links and instructions to submit your entry information, including your audio file (as defined and described in Section 4(b) below). Each entrant (sometimes referred to herein as a "contestant or artist/band") must completely fill out the online entry form, and submit their audio file in accordance with the on-screen instructions. All entries must be submitted online. Mailed or hard copy entries will not be accepted. All entries (including audio submissions) must be received by Sponsor during the Contest Entry Period. Failure to submit all required information and submissions in the manner required in these Official Rules may result in disqualification. Entries will not be acknowledged or returned. Proof of submission will not be deemed to be proof of receipt by Sponsor. LIMIT: One (1) entry/audio file per band/artist in the Contest. Duplicate entries of the same artist/band risk disqualification.

b. Each entrant is required to submit to Sponsor an original audio file (the "song"). Songs must be submitted in .mp3 format, be original recordings and shall not infringe on any copyrights or any other rights of third parties. Each contestant may submit no more than one song; duplicate songs will be eliminated; duplicate artist/bands will be eliminated; each song may be entered only one time.

c. All submissions in the Contest (and all components of such submissions) by an entrant must be the entrant's own . By entering the Contest and submitting a song to Sponsor, each entrant has represented (i) that the entrant is the copyright owner of the song or has written permission from the copyright owner to enter the song in this Contest and to grant to Sponsor all rights necessary to use the song in the Contest, and (ii) that the entrant has granted to the Sponsor an irrevocable license to publish, republish, distribute and copy the edited song an unlimited number of times in any print, electronic or other medium. Modifying, enhancing or altering a third party's preexisting work does not qualify as an entrant's original creation. Each submission must be in keeping with the Sponsor's positive image and may not be offensive or inappropriate, as determined by Sponsor in its sole discretion, nor can it defame or invade publicity rights or privacy of any person, living or deceased, or entity, or otherwise infringe upon any person' s or entity's personal, intellectual property or property rights or any other third party rights. All Songs (including related captions) must adhere to Vita.mn standard terms and conditions for user-generated content located at http://www.startribune.com/termsofuse. Sponsor reserves the right, in its sole discretion, to disqualify any entry for any reason, including any entry Sponsor deems, in whole or in part, to be offensive, inappropriate or that is not in keeping with Sponsor's positive image. Any submission that does not comply with any aspect of these Official Rules may be rejected by Sponsor and the entrant disqualified.

d. Each entrant, without expectation of compensation or acknowledgement (other than the prize, if any, that is awarded to entrant as set forth in these Official Rules) hereby grants to Sponsor (on behalf of Sponsor, its successors, assigns, licensees and designees) a perpetual, irrevocable, worldwide, royalty-free and fully-transferable right and license to publish, republish, distribute and copy the song (in whole or in part) an unlimited number of times in any print, electronic or other medium in connection with the Contest and/or Sponsor’s products and services. Each entrant agrees that Sponsor and its successors, assigns, licensees and designees shall have the perpetual, irrevocable, worldwide, royalty-free and fully-transferable right (but not obligation) to use, modify, display, reproduce, make derivative works of, and otherwise exploit entrant's entry and submissions (or any part thereof and/or information or ideas contained therein) for any purposes related to the Contest and/or Sponsor’s products or services (including but not limited to any promotional purposes related to the Contest and/or Sponsor’s products or services) in any manner or media whether now or hereafter existing, all without further payment, consideration, attribution, notice or consent. Sponsor shall have no obligation to maintain any of the entries or submissions, or any information or ideas contained therein, as confidential or proprietary. Sponsor reserves the right to edit, modify, or abridge any such entry or submissions for any reason prior to use.

e. All entrants and entries are subject to verification by Sponsor. Sponsor reserves the right to conduct a background check on any or all entrants, and Sponsor reserves the right to disqualify any individual based on such background check if Sponsor determines in its sole discretion that awarding a prize to any such individual might reflect negatively on Sponsor. Entrants will cooperate with Sponsor and its representatives in connection with any and all verification and background check activities, including, without limitation, signing and delivering background check authorizations.

5. Judging; Selection of Winners; Notification; Acceptance.

Top 3
On approximately Thursday, February 18, the Contest judges will select the top 3 Songs through a combination of popular user vote and panel of Contest judges (weighted as follows: (A) popular user vote (45%); and (B) panel of Contest Judges (55%) (the "Standard Contest Weighting"). Contest Judges will judge Songs on the basis of overall appeal of the Song, including, but not limited to, the appeal of the songwriting, and overall delivery and perforamance of the song. In the event of a tie, the tied entries will be re-evaluated against each other by the judging panel based on the SongCriteria until the tie is broken.

Winner
On Saturday, March 6 one (1) grand prize winner will be selected from the top 3 finalists after their live performances at the "Are You Local?" showcase. The grand prize winner will be selected through a combination of popular vote and panel of Contest Judges, weighted via Standard Contest Weighting. Judging in the Contest will be by a panel of individuals selected by Sponsor and who may also be employees or agents of Sponsor. Sponsor will announce the winners on or about Monday, March 8, 2010. In the event of a tie, the tied entrants will be reevaluated against each other by the judging panel based on their song and performance Criteria until the tie is broken.

Entrants selected as potential winners must comply with all terms and conditions of these Official Rules, and winning is contingent upon fulfilling all requirements. Potential winners will be notified by phone or email. If a potential winner is not present at the time of the notification and a telephone message or email can be left by Sponsor at that time, he/she will have forty-eight (48) hours to accept the prize by returning Sponsor's call at the number provided by Sponsor or returning an email at the email address provided by Sponsor. The potential winner will be required to execute and return to Sponsor the following in order to claim his/her prize (collectively, the "Acceptance Documents"): (i) An Affidavit of Eligibility, a Liability Release and (except where prohibited by law) a Publicity Release in the form(s) provided by Sponsor, and (ii) any other prize acceptance documents in the form(s) provided by Sponsor. The Acceptance Documents must be returned to Sponsor by the date and/or time indicated by Sponsor.

If a telephone message or email cannot be left by Sponsor at a potential winner's phone number or email address when the Sponsor places the notification call or email, or if the potential winner does not return the notification call or email within forty-eight (48) hours of Sponsor's first attempt to contact the potential winner by telephone or email, or if the potential winner fails to return the Acceptance Documents within the specified time, or if the potential winner is found to be ineligible, or if the potential winner does not comply with the Official Rules, then the potential winner may be disqualified and an alternate potential winner selected by Sponsor in his/her place based on results of contest popular vote and panel of Contest Judges, via Standard Contest Weighting. In such event, an alternate potential winner will be notified by Sponsor by telephone or email as described above and will be required to return the required documents to Sponsor as described above; however, Sponsor, in its sole discretion, may adjust the above timing and delivery requirements to accommodate Sponsor's Contest schedule, and due to such schedule and timing, Sponsor may be unable to award the prize with respect to the disqualified potential winner. Sponsor is not responsible for the failure of a potential winner to receive Sponsor's telephone or email message or the Acceptance Documents for any reason, or for the inability of such potential winner to return Sponsor's telephone or email message or the Acceptance Documents for any reason. Winner agrees that he/she will not conduct or participate in any media interview regarding this Contest or any prize without the express prior written permission of Sponsor. Sponsor reserves the right not to select winners in this Contest if none of the entries meet the Song guidelines and Song Criteria set forth in these Official Rules.

6. Agreement to Official Rules and Decisions. By participating in the Contest, each entrant fully and unconditionally agrees to be bound by and accepts these Official Rules and the decisions of Sponsor and the judging panel (including, without limitation, decisions regarding eligibility of entries, the selection of winners, and the awarding of prizes), which are final and binding in all respects.

7. Prizes. A total of up to three (3) finalist prizes will be awarded in this Contest. LIMIT: One (1) prize per household. Of the three finalists, one Grand Prize will be awarded. Prizes have no cash value.

Finalist Prizes. Three (3) winners will receive the Finalist Prize, which consists of and is limited to a profile in an upcoming issue of Vita.mn, a performance slot at Vita.mn's "Are You Local?" showcase on Saturday, March 6 at First Avenue, and inclusion of up to one song on Vita.mn's "Are You Local?" .mp3 download card.

Grand Prize. Of the three finalists, one (1) Grand Prize winner will receive a Grand Prize, which may include, but is not limited to the following: (i) studio recording time, (ii) time with a video crew to shoot a music video, and (iii) CD pressing.

Prize must be accepted as awarded, and prize is awarded "AS IS" with no warranty, representation, or guarantee, express or implied, in fact or in law, made by Sponsor or for which Sponsor may be liable, including, without limitation, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. All costs and expenses not specified herein related to the prize or the award, acceptance or use thereof, including but not limited to transportation costs, lodging, meals, beverages, taxes (including income taxes), gratuities, insurance, healthcare expenses, surcharges and other expenses incurred with respect to the award, acceptance and use of the prize are the sole responsibility of the prize winner. A prize is non-transferable and non-assignable, and it is not refundable. No cash or other substitution may be made, except by Sponsor. Prize winner is fully responsible for any and all applicable federal, state and local taxes and assessments associated with prize award, receipt and use.

8. Publicity. Except where prohibited by law, participation in the Contest constitutes entrant's consent to Sponsor's (and its successors', assigns', licensees' and designees') use of entrant's name, biography, likeness, voice, photographs, video, opinions, hometown, state and country for promotional or other purposes in any manner or media (including, without limitation, online), worldwide, in perpetuity, and without further notice, payment, consideration or consent.

9. General Conditions. Sponsor reserves the right, in its sole discretion, to terminate, modify or suspend the Contest if, in Sponsor's opinion, there is any suspected or actual evidence of electronic or non-electronic tampering with any portion of the Contest, or if viruses, bugs, unauthorized intervention, fraud, technical difficulties or failures or any other factor beyond Sponsor's reasonable control corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest. In such event, Sponsor reserves the right (but does not have an obligation) in its sole discretion to award the prizes based on the above voting and judging criteria from among eligible, non-suspect entries received up to the time of suspected impairment. Sponsor reserves the right in its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of the Contest or to be acting in violation of these Official Rules or in an unsportsmanlike or disruptive manner. Any attempt by any person to deliberately damage any web site or undermine the legitimate operation of this Contest is a violation of criminal and civil laws, and, should such an attempt be made, Sponsor reserves the right to seek damages and other remedies from any such person to the fullest extent permitted by law. Sponsor's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision.

10. Release. By entering, each entrant forever and irrevocably releases and holds harmless Sponsor, its parents, subsidiaries and affiliates, and their respective agents, advertising, public relations and promotion agencies, affiliates, Contest partners (including UPICKEM), prize suppliers, and all of their respective employees, officers, directors, shareholders and agents from and against all claims, damages or liabilities arising in whole or in part, directly or indirectly, from entrant's participation and/or entry in the Contest; entrant's award, receipt or use of any prize awarded in the Contest; and entrant's participation in any prize or contest related activities.

11. Limitations of Liability. Neither Sponsor nor UPICKEM is responsible for: (a) incorrect or inaccurate transcription of entry information or late, lost, stolen, unintelligible, illegible, damaged, mutilated, altered, incomplete, misdirected entries or entries received through impermissible or illegitimate channels, all of which will be disqualified; (b) technical failures of any kind, including but not limited to the malfunctioning of any telephone, computer online systems, computer equipment, web site, server provider, network, hardware or software; (c) the unavailability or inaccessibility of any telephone, mail, website or service; (d) unauthorized intervention in any part of the entry process or the Contest; (e) printing, typographical, electronic or human errors which may occur in the offer or administration of the Contest or the processing of entries; or (f) any injury or damage to persons or property, including but not limited to entrant's computer, which may be caused, directly or indirectly, in whole or in part, from entrant's participation in the Contest, or from viewing, playing or downloading any material from Sponsor's or UPICKEM's web site(s), regardless of whether the material was prepared by Sponsor or a third party, and regardless of whether the material is connected to Sponsor's or UPICKEM's web site(s) by a hypertext link.

12. Disputes. Entrant agrees that: (a) any and all disputes, claims, and causes of action arising out of or connected with this Contest, or any prizes awarded shall be resolved individually, without resort to any form of class action, and solely and exclusively in a federal or state court located in Minneapolis or St. Paul, Minnesota; entrant submits to sole and exclusive personal jurisdiction to said courts in the State of Minnesota for any such dispute and irrevocably waives any and all rights to object to such jurisdiction; (b) any and all claims, judgments, and awards shall be limited to actual out of pocket costs incurred, including costs associated with entering this Contest but in no event attorneys' fees; and (c) under no circumstances will entrant be permitted to obtain awards for and entrant hereby waives all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of entrant or Sponsor in connection with the Contest shall be governed by, and construed in accordance with, the laws of the State of Minnesota, without giving effect to any choice of law or conflict of law rules of provisions (whether of the State of Minnesota, the United States, or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of Minnesota.

13. Data Collection. Sponsor collects personal information from entrants when they enter the Contest. The information collected is subject to the Privacy Policy of Sponsor located at www.startribune.com/termsofuse

14. Official Rules. These Official Rules are available online at http://startribune.upickem.net/engine/Welcome.aspx?contestid=13775 at the contest section of the website or by sending a self-addressed postage-stamped envelope to "Vita.mn 2010 Are You Local? Contest – Rules Request", c/o Ann Kendall, The Star Tribune Company, 425 Portland Avenue, Minneapolis, MN 55488.

15. Winner's List. To request a list of winners, send a self-addressed postage-stamped envelope to "Vita.mn 2010 Are You Local? Contest – Winners' List Request", c/o Ann Kendall, The Star Tribune Company, 425 Portland Avenue, Minneapolis, MN 55488. Requests must be received prior to March 13, 2010© The Contest and all of the related pages, contents and code are copyright The Star Tribune Company. Copying or unauthorized use of any copyrighted materials, trademarks or any other intellectual property without the express written consent of its owner is strictly prohibited.

Star Tribune Media Company LLC reserves the right to change the rules at any time.

This contest is officially sponsored by Star Tribune Media Company LLC.