| 1.     |                                | Each Senior      Financial Officer shall carry out his or her responsibilities honestly and      with integrity, maintaining and promoting high standards of ethical      conduct, while exercising at all times their best independent      judgment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
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| 2.     |       | Senior Financial      Officers are responsible for full, fair, accurate, timely and      understandable disclosure in the periodic reports required to be filed by      the company with the Securities and Exchange Commission. Accordingly, it      is the responsibility of each Senior Financial Officer promptly to bring      to the attention of the Audit Committee any material information of which      he or she may become aware that affects the disclosures made by the      company in its public filings or otherwise assist the appropriate members      of senior management in fulfilling their responsibilities as specified in      the company’s policies related to financial reporting and disclosure, and      internal controls. |
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| 3.     |                                | Each Senior      Financial Officer shall promptly bring to the attention of the Audit      Committee any information he or she may have concerning (a) significant      deficiencies in the design or operation of internal controls which could      adversely affect the company’s ability to record, process, summarize and      report financial data or (b) any fraud, whether or not material, that      involves senior management or other employees who have a significant role      in the company’s financial reporting, disclosure or internal      controls.                                                                                                                                                                             |
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| 4.     |                                | Each Senior      Financial Officer shall promptly bring to the attention of the Audit      Committee any information he or she may have concerning any actual or      apparent conflicts of interest between personal and professional      relationships, involving senior management or other employees who have a      significant role in the company’s financial reporting, disclosures or      internal controls.                                                                                                                                                                                                                                                                                                                                     |
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| 5.     |                                | Each Senior      Financial Officer shall promptly bring to the attention of the Audit      Committee any information he or she may have concerning evidence of a      material violation of the securities or other laws, rules or regulations      applicable to the company and the operation of its business, by the      company or any agent thereof.                                                                                                                                                                                                                                                                                                                                                                                                        |
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| 6.     |                                | The Board of      Directors shall determine, or designate appropriate persons to determine,      appropriate actions to be taken in the event of violations of this Code of      Ethics for Senior Financial Officers. Such actions shall be reasonably      designed to deter wrongdoing and to promote accountability for adherence      to this Code of Ethics for Senior FinancialOfficers.                                                                                                                                                                                                                                                                                                                                                                   |

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