Sample Business Contracts


Code of Ethics for Senior Executive Officer and Senior Financial Officers - UC Hub Groups Inc.


                       CODE OF ETHICS FOR SENIOR EXECUTIVE
                      OFFICER AND SENIOR FINANCIAL OFFICERS

     In  addition  to  the  Code of Business Conduct and Ethics of UC Hub Group,
Inc.  (the  "Company") that apply to all employees and directors of the Company,
the  CEO  and  all financial officers, including the principal financial officer
and the principal accounting officer, are bound by the provisions set out below.
Collectively the Officers of the Company to whom this Code of Ethics applies are
called  "the  Officers."

     1.     The  Officers  are  responsible for full, fair, accurate, timely and
understandable  disclosure  in  all  periodic  reports and financial disclosures
required  to  be  filed by the Company with the SEC or disclosed to stockholders
and/or  the  public.

     2.     Therefore,  the Officers shall immediately bring to the attention of
the  Audit  Committee,  [or  Disclosure  Compliance  Officer],  any  material
information of which the Officers become aware that affects the disclosures made
by  the  Company  in  its  public  filings  and  assist  the Audit Committee [or
Disclosure  Compliance  Officer]  in  fulfilling  its responsibilities for full,
fair,  accurate,  timely  and  understandable disclosure in all periodic reports
required  to  be  filed  with  the  SEC.

     3.     Each  of  the  Officers  shall immediately bring to the attention of
the  Audit  Committee  [or Disclosure Compliance Officer] any information he may
have  concerning:

            (a)     Defects,  deficiencies,  or  discrepancies  related  to  the
design  or operation of internal controls which may affect the Company's ability
to  accurately  record,  process,  summarize,  report and disclose its financial
data;  or

            (b)     Any fraud, whether or not material, that involves management
or  other  employees  who  have  influential  roles  in  the Company's financial
reporting,  disclosures  or  internal  controls.

     4.     The Officers shall promptly notify the Company's General Counsel, or
the CEO as well as the Audit Committee of any information he may have concerning
any  violation of the Company's Code of Ethics, including any actual or apparent
conflicts of interest between personal and professional relationships, involving
any  management  or other employees who have a significant role in the Company's
financial  reporting,  disclosures  or  internal  controls.

     5.     The Officers shall immediately bring to the attention of the General
Counsel  or  the  CEO and the Audit Committee any information he or she may have
concerning  evidence  of  a  material violation of the securities or other laws,
rules or regulation applicable to the Company and the operation of its business,
by  the  Company  or  any  agent  of  the  Company.

      6.     The Board of Directors shall  determine,  or  designate appropriate
persons  to  determine,  the  appropriate  actions to be taken in the event of a
reported violation of the Code of Ethics. The actions taken shall be designed to
deter  wrongdoing  and  to  promote  accountability for adherence to the Code of
Ethics. Such action may include a written notice to the individual involved that
the  Board has determined that there has been a violation, censure by the Board,
demotion  or re-assignment of the individual involved, suspension without pay or
benefits  (as  determined  by  the  Board)  and  termination  of  employment.

     In  determining  what  action  should be taken, the Board, or its designee,
shall  take  into  account  all  relevant  information,  including

-    The nature and severity of the violation;

-    Whether the violations was a single occurrence or repeated occurrences;


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-    Whether the violation appears to have been intentional or inadvertent;

-    Whether  the individual in question had been advised prior to the violation
     as to the proper course of action; and

-    Whether or not the individual in question has committed other violations in
     the past.



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