WHAT’S COOKING

CASTING CALL SUBMISSION GUIDELINES

Kraft Canada Inc. ("Kraft") and 9221-3133 Quebec Inc. ("Valea"), collectively (the "Sponsors") are providing an opportunity to participate in a casting call for a Guest Host in a segment on what’s cooking tv (the "Casting Call"). Participation in the Casting Call is governed by the terms and conditions set forth below and your submission (as defined below) signifies your agreement with and acceptance of all of the following:

ELIGIBILITY: The Casting Call is open to legal residents of Canada, who are over the age of majority in the Province or Territory in which they reside, excluding:

• a. Residents of the Province of Quebec;
• b. Employees of the Sponsors, City TV, and any of their parent companies, affiliates, subsidiaries, advertising and promotion agencies, their immediate families (parents, children, sibling, spouse) and members of the same household of such employee; and
• c. Groups, teams or organizations.

Additional requirements for participating in the Casting Call stages are set forth below.

REGISTRATION: To participate in the Casting Call, you must first register for a YouTube.com account by following and completing the registration process at www.youtube.com/registration. Membership for YouTube is free, and can be obtained by logging onto www.youtube.com and following the onscreen instructions to open an account. Failure to fully register with www.youtube.com/whatscooking or YouTube.com will prevent you from being able to participate in the Casting Call or submit your Video Submission for consideration. You may obtain a YouTube.com account at any time. Any internet access and usage charges imposed by your online service provider will be your responsibility.

VIDEO SUBMISSION: Commencing at 5:00 p.m. (ET) May 16, 2011 through 5:00 p.m. (ET) June 9, 2011, you may participate by preparing a video recording (a "Submission") that contains you presenting a recipe. If you do not have a favourite recipe, you can look for inspiration on whatscookingtv.com or kraftcanada.com. Each Submission must meet the following requirements:

• a. the video is at least one (1) minute long but is not longer than fifteen (15) minutes;
• b. shows your passion for cooking and your presentation skills; and
• c. otherwise complies with all other requirements and guidelines set forth herein.

A Submission may include step by step instructions on preparation of the recipe, but this is not required. A Submission must not contain the last name, phone number(s), address, or email address of any person, including the participant. A Submission may not include any recording of any musical composition(s) or the performance of any musical composition and may not include any other person or display any clothing items bearing business, designer or sports logos or designs or that otherwise include intellectual property rights, including copyright, trademark or personality rights owned by any other party. In addition, the Submission should not contain any materials that are obscene, defamatory or otherwise not in good taste. Any Submission materials that are deemed inappropriate by the Sponsors will be disqualified at their sole discretion. Submissions must comply with the YouTube Terms of Service http://www.youtube.com/t/terms and the YouTube Community Guidelines http://www.youtube.com/t/community_guidelines.

To submit your Submission for the Casting Call, you will need to follow the instructions on the "Submit" tab at www.youtube.com/whatscooking to create and upload your Submission directly to YouTube.

Failure to comply with any of these requirements or failure to follow any of the instructions on www.youtube.com/whatscooking as to how to post and submit materials may result in the Submission not being considered for the Casting Call. Technical assistance with Submissions is available at http://www.google.com/support/youtube/

You may make one Submission for the Casting Call. If you remove your Submission before 5:00 p.m. (ET) June 9, 2011 from www.youtube.com/whatscooking or if your account with YouTube.com is suspended or terminated for any reason, such Submission shall no longer qualify to participate in the Casting Call and you will be required to re-post your Submission and/or obtain a new account with YouTube.com (as applicable) in order to make any Submission for the Casting Call.

By submitting a Submission, you confirm that you agree to all of the terms and conditions of these guidelines which provide as follows: (i) that you license to Sponsors the right to use the Submission; (ii) Sponsors (or any of Sponsors’ assignees or licensees) shall have the irrevocable, worldwide right to distribute, exploit, publish or otherwise use the Submission in any and all media with the right to edit or extract any Submission materials, all in perpetuity; (iii) that you grant Sponsors (or any of Sponsors’ assignees or licensees) the irrevocable right to use your name, voice and likeness in connection with the Casting Call and the advertising and promotion of the Casting Call, Sponsors or any of Sponsors’ products or services without any further compensation; and (iv) that you agree to waive any and all copyright interest of any nature or kind that you may have in the Submission, including without limitation any moral rights, and unconditionally assign such rights and interests to the Sponsors.

By submitting a Submission, you also expressly represent and warrant that you do not have any obligation (contractual or otherwise) to any third party which may interfere with or prevent you from fully participating in the Casting Call and, if applicable, becoming a Guest Host. If you are invited to Guest Host by Valea and another producer contacts you to inform you that you have been selected for a similar program, you will have the responsibility to inform that producer that (i) you have already been invited to participate in a program, or (ii) that you have entered into a Casting Call for such an invitation. Please note that the Casting Call process does not allow a person to be invited to participate on the what’s cooking tv show more than once for a period of two years.

The Sponsors have the right, at their sole discretion, to disqualify a Submission.

SUBMISSION PERIOD: Submissions will be accepted at www.youtube.com/whatscooking beginning 5:00 p.m. (ET) May 16, 2011. All Submissions must be uploaded no later than 5:00 p.m. (ET) June 9, 2011. Late submissions will not be considered or reviewed. The Sponsors reserve the right to change the Submission Period at their sole discretion.

VOTING PERIOD: Beginning noon (ET) June 10, 2011 through 11:59 p.m. (ET) July 3, 2011, the public will have the opportunity to vote "thumbs up" for each Submission that was uploaded during the Submission Period. Limit of one vote per video Submission per day per person. The top five (5) Submissions (the "Top 5") will be determined based on the most "thumbs up" votes at the end of the Voting Period. "Thumbs down" votes will not be tabulated. In the event of a tie at the end of the Voting Period, a random draw will be held between the tied Submissions to determine the Top 5. If it is discovered that attempts were made to: (i) vote more than once per Submission per day per person for any one individual Submission and/or (ii) use any automated, script, macro, robotic or other program(s) to submit votes; the Sponsors reserve the right, in its sole discretion, to disqualify all such votes and/or the Submission to which such votes relate.

CASTING CALL: Valea will review and evaluate the Top 5 Submissions and may invite one of the Top 5 to be a Guest Host for a segment on what’s cooking tv (the "Show Taping") during the week of September 19 - 23, 2011 in Quebec City, Quebec. Specific dates to be determined. Announcement of Guest Host will be on www.youtube.com/whatscooking no later than August 22, 2011.

SHOW TAPING: If invited to Quebec City, the Guest Host must be available to travel to Quebec City, Quebec between the dates of September 18 through to September 24, 2011, and remain there for a minimum of one (1) night and a maximum of two (2) nights. Specific dates to be determined. Any Guest Host who is unable to meet the foregoing will forfeit their opportunity to participate in the Show Taping and an alternate Guest Host may be announced in Valea’s sole discretion.

The Guest Host will be provided with return economy airfare for two (2) people from the international airport in Canada nearest to such Guest Host’s primary residence to Quebec City, Quebec, for up to two (2) nights’ standard accommodation, one room, double occupancy, meals and ground transportation in Quebec City from airport to hotel and return to airport, and from hotel to production studio. All travel, accommodation and meals will be arranged by a designee of Valea, in its sole discretion.

The Guest Host and their travelling companion will be responsible for all other expenses not specified herein, including but not limited to: travel and medical insurance, telephone calls, in-room charges, applicable taxes, incidentals, child care, costs related to your absence from work, and any and all other expenses not specified. The Guest Host or their travelling companion should have a valid major credit card to present to the hotel upon check-in. The Guest Host and travelling companion are responsible for ensuring that all travel papers (passports, visa, driver’s license etc.) are in good order, and are valid prior to, and for the entire duration of the trip. The travelling companion must be age of majority and must travel on the same itinerary as the Guest Host.

While the Guest Host is in Quebec City, Quebec, the Guest Host may be required to participate in various activities organized by the Sponsors, some of which the Sponsors or its designees will record. Guest Host may also be required to provide one or more interviews for the Sponsors or its designees to record. Your acceptance to travel to the Show Taping shall signify your agreement to participate in such activities and follow all of the Sponsors and its designees reasonable instructions in connection therewith. Valea retains the right of final decision on all aspects of the television show. This includes the right to terminate at any time the taping in its sole discretion and without compensation. Valea reserves the right to revise at any time and without notice, the style and manner of production of the television show and/or to broadcast or not to broadcast the show segment in which you appear.

In addition, as a condition for participating in the Show Taping, the Guest Host must sign all necessary documents to the satisfaction of Valea, including documents allowing for the use of your image in the context of the what’s cooking television show.

DISQUALIFICATION: You shall be subject to immediate disqualification from the Casting Call and may be barred from qualification to be a Guest Host if your Submission: (i) fails to meet any of the eligibility criteria hereunder; (ii) breaches any provision of these Submission Guidelines, (iii) misrepresents any information to Sponsors or their designees; (iv) engages in physical or verbal abuse towards another individual participating in the Casting Call, or any other person involved in the administration or production of the Casting Call or any component thereof; (v) otherwise violates any federal, provincial, or municipal laws of Canada. Disqualification shall not affect any rights granted by you pursuant to these Submission Guidelines.

Valea further reserves the right to replace any Submission that is disqualified, as determined by Valea at its sole discretion, with another Submission.

By participating in the Casting Call, you agree to hold the Sponsors, their affiliates, directors, officers, employees and assigns harmless against any and all claims and liability arising out of the Casting Call. The Sponsors are not responsible for lost, incomplete, misdirected, or late Submissions, or for any typographical, or other error in the printing of the Casting Call, administration of the Casting Call, or announcement of the selected Guest Host, or for technical, hardware, or software malfunctions, computer virus, bugs, tampering, unauthorized intervention, fraud, lost, interrupted, or unavailable network, server, or other connections, miscommunications, damage to a user’s computer equipment (software or hardware), or failed, incorrect, inaccurate, incomplete, garbled, or delayed electronic communications whether caused by the sender or by any of the equipment or programming associated with or utilized in this Casting Call, or by any human error which may occur in the processing of the Submissions in this Casting Call, or any other cause beyond the reasonable control of Sponsors that interferes with the proper conduct of the Casting Call as contemplated by these Guidelines. If, in the Sponsor’s opinion, there is any suspected or actual evidence of tampering with any portion of the Casting Call, or if technical difficulties or any other factor including accident, printing, administrative, or any error of any kind compromises the integrity, administration, or conduct of the Casting Call, the Sponsors reserve the right to suspend, extend, amend, terminate or revise the Casting Call at any time without any liability and may give notice at www.youtube.com/whatscooking. Any attempt to deliberately damage any website or to undermine the legitimate operation of this Casting Call is a violation of criminal and civil laws and should such an attempt be made, the Sponsors reserve the right to seek remedies and damages to the fullest extent permitted by law, including criminal prosecution.

Sponsors reserve the right to disqualify a person if he/she uploads a Submission for the Casting Call, or tries to do so, by any means contrary to these Guidelines or which would be unfair to other entrants. Submissions that have been tampered with, reproduced, falsified, or altered are void.

The Sponsors shall assume no liability whatsoever for any situation in which their inability to act results from an event or situation unforeseeable or beyond their control, including but not limited to force majeure, a strike, lockout, or any other labour dispute at their location or the locations of the businesses whose services are used to hold the Show Taping.

All information requested by and supplied by you must be truthful, accurate, and in no way misleading. Sponsors reserve the right to disqualify you from the Casting Call in their sole discretion, should you at any stage supply untruthful, inaccurate, or misleading details and/or information or should you be ineligible for the Casting Call pursuant to these Submission Guidelines.

All personal information is collected solely for the purposes of administering this Casting Call and shall not be used for any other purpose. By providing this information, you consent to it being used for the purposes of administering this Casting Call.

In the event of any dispute concerning the operation of any element of the Casting Call or these Submission Guidelines, the decision of the Sponsors will be final.

Google and YouTube are not sponsors of this Casting Call nor do they have any responsibility or liability regarding this Casting Call.

Return to YouTube: www.youtube.com/whatscooking