OFFICIAL RULES

1. NO PURCHASE NECESSARY. Void where prohibited. The
Downhere Song Giveaway (the Contest) is open to legal U.S.
residents (not including Alaska and Hawaii) if and as permitted by the
law of each state, who are at least 13 years old by 04/28/09. Employees
of the Sponsor (as defined below) and their immediate families, their
IRS dependants, and members of their same households are ineligible.
Anyone who attempts to defraud or in any way tamper with the Contest
will be ineligible.

2. HOW TO ENTER: Contest begins 04/28/09 at 12:00 a.m. (CST) and
ends 06/28/09 at 11:59 p.m. (CST) (the Contest Entry Period). To
enter, visit http://www.downhere.com, follow the links and instructions
for entry and submit entry containing all required information,
including without limitation, your first name, last name, zip code,
gender, birth date, telephone number, and email address and submit your
entry via email to downherepromotions@centricitymusic.com.

Or, handwrite your name, address, telephone number, email address,
and birth date on a postcard and mail it to:
Downhere Song Contest,
Centricity Music,
135 2nd Ave North, 2nd Floor,
Franklin TN 37064.

All mail-in entries must be mailed separately, postmarked by 06/28/2009 and received by 07/01/09. Incomplete, inaccurate, lost, late, illegible and postage-due entries are not eligible. Any form of entry other than those described herein is void. Only one entry per person during the Contest Entry Period. Multiple entries may result in ineligibility.

3. SELECTION AND NOTIFICATION OF WINNERS: Winner(s)
will be selected at sole desecration of Centricity Music and Downhere
on or about 07/02/09 from all eligible entries received by Sponsor.
Odds of winning depend on the number of eligible entries received.
Contestants need not be present at the drawing to win. Entries become
the sole property of Sponsor and will not be returned. Winner(s) will
be notified by phone, mail and/or email. If a potential winner cannot
be reached at the phone number or e-mail address provided on the entry
form after five (5) days from first notification attempt, or a
potential winner is found to be ineligible or does not comply with the
Official Rules, the prize will be forfeited and an alternate winner may
be selected by a another random drawing. Return of prize or prize
notification will result in disqualification and an alternate winner
may be selected by another random drawing. Entrants agree to be bound
by the Official Rules and any and all decisions of the judges, which
are final and binding in all respects.

4. PRIZES: One (1) grand-prize winner will receive a song written and
recorded by one of the members of the band Downhere using the first
name of the winner. Song will be delivered via email within 90 days
from the announcement of the winner. There is no cash value to the
grand-prize, and it cannot be exchanged for a monetary value.

5. PRIZE LIMITATIONS: All expenses not specifically included in the
prize as described in these Official Rules are hereby excluded.Winner
may not substitute another prize or elect to receive a cash equivalent.
Sponsor, at its sole discretion, however, may substitute a prize or
cash of equal or greater value for any reason. Contest is subject to
these Official Rules and all applicable federal, state and local laws.
Winner(s) are solely responsible for all taxes on prizes. Sponsor is
not responsible for delay in prize delivery.

6. WINNERS RELEASE FORMS: Winner(s) must execute, notarize
and return within five (5) days of receipt by Winner a liability
release, a publicity release (where legal), and any other documentation
that Sponsor requires. Failure to timely return such signed and
notarized documents within the specified time or the return of any
prize notification for any reason will result in disqualification and
the prize to be forfeited and an alternate winner may be selected by
another random drawing. Except where prohibited by law, each Winners
acceptance of prize is permission for Sponsor to use each Winners
name, photo, likeness, biographical information, statements, voice,
and address (city and state only) for advertising/publicity purposes
worldwide and in all media, without further compensation. If Winner is
under 19 in NE or under 21 in CO, MS, PA or WV, or under 18 in any
other state, his or her legal guardian must also sign the applicable
releases and documentation.

7. LIMITATION OF LIABILITY: By entering the Contest, each entrant
releases the Sponsor, participating stores, their advertising and
promotion agencies, and any agents involved in the development,
production or handling (including prize suppliers), implementation and
distribution of this Contest, and their respective parent companies,
affiliates, subsidiaries, service providers, officers, employees and
any other person/entity associated with the Contest (collectively, the
Contest Entities) from any and all liability for losses/injuries/
expenses of any kind (including, without limitation, property damage,
personal injury and/or death) resulting from participation in the
Contest including acceptance and/or use/misuse of prize, or any
typographical or other error in the printing, offering or announcement
of any prize. By entering the Contest, entrant also grants Sponsor the
right to use entry information for marketing purposes to the extent
permitted by law, and releases Sponsor from any claims or liability
relating to such use.
ENTRANTS AGREE THAT NONE OF THE CONTEST ENTITIES
HAS MADE OR IS RESPONSIBLE FOR ANY REPRESENTATION
OR GUARANTEE, EXPRESS OR IMPLIED, IN FACT OR IN
LAW, RELATIVE TO THE PRIZES.

8. ADDITIONAL TERMS: If for any reason the Contest cannot run as
planned, Sponsor reserves the right to cancel/modify/suspend the
Contest and conduct the contest from all salvageable entries received,
if any. Contest Entities are not responsible/liable for multiple
entries entered by other than human means or other electronic or
mechanical means, or for entries that are late (including delayed data
transmissions), illegible, mutilated, forged, tampered with,
destroyed, incomplete, lost, misdirected, mechanically duplicated,
mass machine printed, or postage-due, or entries otherwise not in
compliance with Official Rules (and all such entries will be
disqualified). Any attempted form of entry other than as set forth in
Section 2 above is prohibited; automatic, programmed, robotic or
similar means of entry are not permitted. Contest Entities are not
responsible or liable for any technical malfunctions of the telephone
network, computer online system, computer dating mechanism, computer
equipment, software, or any combination thereof, or any damage to an
entrants or third persons computer and/or its contents.

9. JURISDICTION: Any claims or lawsuits related to the Contest
brought against any Sponsor shall be brought in the federal or state
courts of the State of Washington. By participating in the Contest, you
agree to the jurisdiction and venue of such courts, and waive all
objections to such jurisdiction and venue.

10. OFFICIAL RULES AND WINNERS LIST: For Official
Rules/Winners List send (by 07/30/09) a self-addressed stamped envelope to:
Downhere Song Contest
Centricity Music
135 2nd Ave North
2nd Floor
Franklin TN 37064

VT residents may omit return postage for Official Rules only.

11. SPONSOR:
Centricity Music,
135 2nd Ave North, 2nd Floor,
Franklin, TN 37064