Neither the execution, delivery or performance of this Agreement, or the consummation of the transactions contemplated hereby, conflicts or will conflict with, or will (with or without notice or lapse of time or both) result in a termination, breach or violation of (i) any instrument, contract or agreement to which Purchaser is a party or by which it is bound; or (ii) any federal, state, local or foreign law, ordinance, judgment, decree, order, statute or regulation, or that of any other governmental body or authority, applicable to Purchaser.