Financial Management Code of Ethics

In addition to the other provisions of this Code, this Financial Management Code of Ethics applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller, persons performing similar functions for the Company, and persons performing similar functions at each subsidiary of the Company (collectively, the “Financial Management”).

The Financial Management of the Company has special responsibilities to ensure the fair and timely reporting of the Company’s financial results and condition, to foster an organizational culture of integrity and honest and ethical conduct, and to promote compliance with all applicable laws, rules and regulations.

Because of this special role, all members of the Company’s Financial Management must adhere to the following requirements (in addition to the Code and all other policies):

Conduct . Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships, is required at all times. Dealings with relatives or friends, whether customers, vendors or employees, has the appearance of being a conflict of interest and such dealings are generally to be avoided. Where such a situation is considered to be in the Company’s interest, the review and active participation of the Audit Committee of the Board of Directors is required. Even the appearance of a conflict of interest is to be avoided. Demand compliance with this Code by your subordinates.

Disclosure . Company management with responsibility for communications with regulators and/or the public are required to ascertain that each communication contains full, fair, accurate, timely and understandable disclosures. The goal of each member of the Financial Management is to contribute to the quality of the Company’s financial statements and related public disclosures. Endeavor to identify and correct any false or misleading information.

Compliance . Understanding of and compliance with all applicable laws, rules and regulations is required at all times.

Reporting . If a member of the Financial Management becomes aware of behavior of a violation or potential violation of this Code, it must be promptly reported to the Audit Committee of the Board of Directors by use of the mechanism set forth in “Confidential Reporting of Violations and Concerns” above, or other reasonable means which include confirmation of receipt.

Accountability . Failure to adhere to this Code, or any portion hereof, will be viewed as a severe disciplinary matter that may result in disciplinary action, including immediate termination of employment without notice. Participation in any periodic review process conducted by the Company to review and access compliance with this Code, and to facilitate improvements, is required.

Note : Nothing in this Code confers upon any employee any right to continue in the employ of or engagement by the Company or constitute any contract or agreement of employment or engagement. The nature of the employee’s relationship, subject to any employment contract that he or she may have with the Company, is and remains “at-will,” subject to the terms of any agreement that such employee may have with the Company.