FairPoint Communications 2004 Annual Report Download - page 486

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Set forth herein is the Code of Business Conduct and Ethics (the “ Code”) adopted by FairPoint Communications, Inc. (the “ Company”).
This Code summarizes basic guiding principles and standards of conduct to guide all employees, directors and officers of the Company and its subsidiaries
and controlled affiliates in meeting our goal to achieve the highest business and personal ethical standards as well as compliance with the laws and regulations
that apply to our business. This Code covers a wide range of business practices and procedures, but it does not address every applicable law or respond to
every ethical question or concern that may arise. All of our employees, directors and officers must conduct themselves accordingly in every aspect of our
business and seek to avoid even the appearance of wrongdoing or improper behavior. Our standard has been, and will continue to be, to advance the highest
standards of ethical conduct. We expect the Company’s agents, consultants, contractors, suppliers and representatives to be guided by the principles and
standards set forth in this Code.
Our Chief Executive Officer, Chief Financial Officer and other financial and accounting officers must adhere to our Code of Ethics for
Financial Professionals which sets forth additional standards in connection with our public disclosures. If you have questions regarding any of the goals,
principles, or standards discussed or policies or procedures referred to in this Code or are in doubt about the best course of action to take in a particular
situation, you should contact the General Counsel, or follow the guidelines set forth in Section 16 of this Code.
Every director, officer and employee has a duty to adhere to this Code and those who violate the standards in this Code will be subject to
disciplinary action which may include suspension or dismissal and/or the reporting of violative conduct to appropriate regulatory and criminal authorities. If
you are involved in a situation which you believe may violate or lead to a violation of this Code, follow the guidelines described in Section 16 of this Code.
We are committed to continuously reviewing and updating our policies and procedures. Therefore, this Code is subject to modification.
This Code supercedes all other such codes, policies, procedures, instructions, practices, rules or written or verbal representations concerning the subject
matter of this Code to the extent they are inconsistent.
Please sign the acknowledgment form attached hereto as Exhibit A, indicating that you have received, read, understand and agree to comply
with this Code, and return the form as instructed. The signed acknowledgment form will be located in your personnel file. Each year, as part of the annual
review process, officers and other appropriate personnel will be asked to sign an acknowledgment indicating their continued understanding of and compliance
with the Code. In addition, periodically, you may be asked to participate in seminars, training meetings and similar activities related to reinforcing your
understanding of this Code and its applicability to the Company’s business.
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Obeying the law, both in letter and in spirit, is the foundation on which this Company’s ethical standards are built. All employees,
directors and officers must respect and obey the laws of the cities, states and countries in which we operate and the rules and regulations applicable to the
Company’s business. Although not all employees are expected to know the details of these laws, rules and regulations, it is important to know enough to
determine when to seek advice from supervisors, managers or other appropriate personnel who should consult with
the Legal Department as necessary or appropriate. Compliance with the law does not obviate the need to act with the highest honest and ethical standards.
To promote compliance with laws, rules, regulations and the policies of the Company, including insider trading rules, other securities laws,
and anti-discrimination and anti-harassment laws and policies, the