CHISTE CORP
<DOCUMENT>
<TYPE>EX-10.14
<SEQUENCE>46
<FILENAME>v021306_ex10-14.txt
<TEXT>
                                                                   Exhibit 10.14


                                 CODE OF ETHICS

1. Introduction

The Board of  Directors  of Chiste  Corporaiton  has adopted this code of ethics
(the "Code"), which is applicable to all directors, officers and employees, to:

      o     promote honest and ethical  conduct,  including the ethical handling
            of actual or apparent  conflicts  of interest  between  personal and
            professional relationships;

      o     promote  the  full,  fair,   accurate,   timely  and  understandable
            disclosure in reports and documents  that the Company files with, or
            submits to, the Securities and Exchange  Commission (the "SEC"),  as
            well as in other public  communications  made by or on behalf of the
            Company;

      o     promote  compliance with  applicable  governmental  laws,  rules and
            regulations;

      o     deter wrongdoing; and

      o     require prompt internal reporting of breaches of, and accountability
            for adherence to, this Code.

This Code may be amended only by resolution of the Company's Board of Directors.
In this Code, references to the "Company" means Courtside Acquisition Corp. (the
"Parent") and, in appropriate context, the Parent's subsidiaries.

2. Honest, Ethical and Fair Conduct

Each  person  owes a duty  to the  Company  to  act  with  integrity.  Integrity
requires, among other things, being honest, fair and candid. Deceit,  dishonesty
and subordination of principle are inconsistent  with integrity.  Service to the
Company never should be subordinated to personal gain and advantage.

Each person must:

      o     Act with  integrity,  including  being honest and candid while still
            maintaining the  confidentiality of the Company's  information where
            required or in the Company's interests.

      o     Observe all applicable governmental laws, rules and regulations.

      o     Comply with the  requirements of applicable  accounting and auditing
            standards, as well as Company policies, in the maintenance of a high
            standard of accuracy and  completeness  in the  Company's  financial
            records and other business-related information and data.

<PAGE>

      o     Adhere  to  a  high  standard  of  business   ethics  and  not  seek
            competitive   advantage  through  unlawful  or  unethical   business
            practices.

      o     Deal fairly with the Company's customers, suppliers, competitors and
            employees.

      o     Refrain  from  taking  advantage  of  anyone  through  manipulation,
            concealment,  abuse of privileged information,  misrepresentation of
            material facts or any other unfair-dealing practice.

      o     Protect the assets of the Company and ensure their proper use.

      o     Refrain from taking for themselves personally opportunities that are
            discovered  through the use of corporate  assets or using  corporate
            assets,  information  or position for general  personal gain outside
            the scope of employment with the Company.

      o     Avoid  conflicts  of  interest,   wherever  possible,  except  under
            guidelines  approved by the Board of Directors  (or the  appropriate
            committee  of the Board).  Anything  that would be a conflict  for a
            person subject to this Code also will be a conflict if it is related
            to a member of his or her family or a close  relative.  Examples  of
            conflict of interest situations include, but are not limited to, the
            following:

            o     any  significant   ownership   interest  in  any  supplier  or
                  customer;

            o     any consulting or employment  relationship  with any customer,
                  supplier or competitor;

            o     any  outside   business   activity   that   detracts  from  an
                  individual's  ability to devote appropriate time and attention
                  to his or her responsibilities with the Company;

            o     the  receipt  of any  money,  non-nominal  gifts or  excessive
                  entertainment  from any  company  with which the  Company  has
                  current or prospective business dealings;

            o     being in the position of supervising,  reviewing or having any
                  influence on the job  evaluation,  pay or benefit of any close
                  relative;

            o     selling  anything to the Company or buying  anything  from the
                  Company, except on the same terms and conditions as comparable
                  officers or  directors  are  permitted to so purchase or sell;
                  and

<PAGE>

            o     any other  circumstance,  event,  relationship or situation in
                  which the personal  interest of a person  subject to this Code
                  interferes - or even appears to interfere - with the interests
                  of the Company as a whole.

3. Disclosure

The Company  strives to ensure that the contents of and the  disclosures  in the
reports  and  documents  that the  Company  files with the SEC and other  public
communications  shall be full,  fair,  accurate,  timely and  understandable  in
accordance  with  applicable  disclosure   standards,   including  standards  of
materiality, where appropriate. Each person must:

o     not knowingly misrepresent,  or cause others to misrepresent,  facts about
      the Company to others, whether within or outside the Company, including to
      the   Company's    independent    auditors,    governmental    regulators,
      self-regulating   organizations  and  other  governmental   officials,  as
      appropriate; and

o     in  relation  to his or her area of  responsibility,  properly  review and
      critically analyze proposed disclosure for accuracy and completeness.

In addition to the  foregoing,  the  Chairman of the Board of  Directors  of the
Parent and each  subsidiary  of Parent (or  similar  person  performing  similar
functions),  and each other person that  typically is involved in the  financial
reporting of the Company must familiarize himself or herself with the disclosure
requirements  applicable  to the Company as well as the business  and  financial
operations of the Company.

Each person must  promptly  bring to the  attention of the Chairman of the Audit
Committee of Parent's  Board of Directors (or the Chairman of the Parent's Board
of Directors if no Audit  Committee  exists) any  information he or she may have
concerning (a)  significant  deficiencies in the design or operation of internal
and/or disclosure 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  management  or  other  employees  who  have a
significant role in the Company's financial  reporting,  disclosures or internal
controls.

4. Compliance

It is the  Company's  obligation  and  policy  to  comply  with  all  applicable
governmental laws, rules and regulations.  It is the personal  responsibility of
each person to, and each person must,  adhere to the standards and  restrictions
imposed by those  laws,  rules and  regulations,  including  those  relating  to
accounting and auditing matters.

5. Reporting and Accountability

The Board of  Directors  or Audit  Committee,  if one  exists,  of the Parent is
responsible for applying this Code to specific situations in which questions are
presented to it and has the authority to interpret  this Code in any  particular
situation.  Any person who becomes aware of any existing or potential  breach of
this Code is required to notify the  Chairman of the Board of Directors or Audit
Committee promptly. Failure to do so is itself a breach of this Code.

<PAGE>

Specifically, each person must:

o     Notify the Chairman  promptly of any  existing or  potential  violation of
      this Code.

o     Not retaliate against any other person for reports of potential violations
      that are made in good faith.

The Company will follow the following  procedures in investigating and enforcing
this Code and in reporting on the Code:

o     The Board of Directors or Audit  Committee,  if one exists,  will take all
      appropriate action to investigate any breaches reported to it.

o     If the Audit Committee,  if one exists,  determines (by majority decision)
      that a breach has occurred, it will inform the Board of Directors.

o     Upon being  notified  that a breach has  occurred,  the Board (by majority
      decision) will take or authorize such disciplinary or preventive action as
      it deems appropriate,  after consultation with the Audit Committee (if one
      exists) and/or General Counsel,  up to and including  dismissal or, in the
      event of criminal or other serious violations of law,  notification of the
      SEC or other appropriate law enforcement authorities.

No person  following the above  procedure  shall,  as a result of following such
procedure,  be subject  by the  Company or any  officer or  employee  thereof to
discharge,   demotion  suspension,   threat,   harassment  or,  in  any  manner,
discrimination against such person in terms and conditions of employment.

6. Waivers and Amendments

Any  waiver  (defined  below)  or an  implicit  waiver  (defined  below)  from a
provision of this Code for the principal executive officer,  principal financial
officer,  principal  accounting  officer or controller,  and persons  performing
similar  functions or any amendment (as defined  below) to this Code is required
to be disclosed in the  Company's  Annual  Report on Form 10-KSB or in a Current
Report on Form 8-K filed with the SEC.

A "waiver" means the approval by the Company's  Board of Directors of a material
departure from a provision of the Code. An "implicit waiver" means the Company's
failure to take action within a reasonable  period of time  regarding a material
departure  from a provision of the Code that has been made known to an executive
officer of the Company.  An  "amendment"  means any amendment to this Code other
than minor technical, administrative or other non-substantive amendments hereto.

<PAGE>

All persons  should note that it is not the  Company's  intention to grant or to
permit  waivers from the  requirements  of this Code.  The Company  expects full
compliance with this Code.

7. Other Policies and Procedures

Any  other  policy  or  procedure  set out by the  Company  in  writing  or made
generally known to employees,  officers or directors of the Company prior to the
date hereof or hereafter are separate  requirements and remain in full force and
effect.

8. Inquiries

All  inquiries and  questions in relation to this Code or its  applicability  to
particular people or situations should be addressed to the Parent's Secretary.

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