FairPoint Communications 2010 Annual Report Download - page 174

to obtain or retain business. It is strictly prohibited to make illegal payments to government officials of any country.
In addition, there are a number of federal and state laws and regulations regarding business gratuities which may be accepted by U.S. or state
government personnel. The promise, offer or delivery to an official or employee of the U.S. government or a state government of a gift, favor or other gratuity
in violation of these rules would not only violate Company policy but could also be a criminal offense. Local governments, as well as foreign governments,
may have similar rules. You must consult with the Legal Department prior to making any such gifts.
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From time to time, the Company may waive some provisions of this Code. Any waiver of this Code for executive officers or directors of the Company
may be made only by the Board or the Audit Committee and must be promptly disclosed as required by the rules of the SEC and The NASDAQ Global
Market. Any waiver for other employees of the Company may be made by the Board, the Audit Committee or our General Counsel.
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It is your obligation and ethical responsibility to help enforce this Code, and to that end, you should promptly report violations of this Code in
accordance with the guidelines set forth in Section 16 of this Code. Employees, officers and directors are encouraged to report to supervisors, managers, his or
her Human Resources business partners or any member of the Legal Department observed or suspected illegal, improper or unethical behavior and when in
doubt about the best course of action in a particular situation. You may also report any violation of this Code anonymously through the EthicsPoint Hotline at
866.294.9318. You should know that reprisal, threats, retribution or retaliation against any person who has in good faith reported a violation or a suspected
violation of law, this Code or other Company policies, or against any person who is assisting in any investigation or process with respect to such a violation,
is both a violation of Company policy and is prohibited by a variety of state and federal civil and criminal laws including the Sarbanes-Oxley Act of 2002.
Accordingly, it is the policy of the Company not to allow retaliation for reports of wrongdoing or misconduct by others made in good faith by employees.
Employees, officers and directors are expected to cooperate in internal investigations of wrongdoing or misconduct.
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The Company’s policy is to comply with all applicable financial reporting and accounting regulations. If any employee, officer or director of the
Company has unresolved concerns or complaints regarding questionable accounting, internal control or auditing matters of the Company, then he or she is
encouraged to submit those concerns or complaints in accordance with the Company’s Complaint Procedures for Accounting and Auditing Matters.
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We must all work to ensure prompt and consistent action against violations of this Code. However, in some situations it is difficult to know right from
wrong. Since we cannot