The execution and delivery of this Agreement, the performance of its obligations under this Agreement, and the consummation of the transactions contemplated by this Agreement, in each case by the Company, do not and will not conflict with, contravene or result in a violation or breach of or default under (with or without notice, lapse of time or both) any applicable law to which the Company or any of its assets is subject, or any agreement, contract, indenture, commitment, instrument or other arrangement or understanding to which the Company is a party or by which any of its assets is bound.