FairPoint Communications 2010 Annual Report Download - page 167

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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, officers and directors 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, officers and directors 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 also 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 employee, officer and director 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 may 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