Neither the execution of this Agreement or the Ancillary Agreements by the Purchaser, the Company and/or their respective Affiliates, as applicable, nor the performance by the Purchaser, the Company and/or such Affiliates, as applicable, of their respective obligations hereunder or thereunder will (a) violate or conflict with the organizational or governing documents of the Company and/or such Affiliates, as applicable, or any Law, Permit or Order, (b) violate, conflict with or result in a breach or termination of, or otherwise give any Person additional rights or compensation under, or the right to terminate or accelerate, or constitute (with notice or lapse of time, or both) a default under the terms of any note, deed, mortgage, or other Contract to which the Purchaser, the Company and/or such Affiliates, as applicable, is a party or by which any of its assets or properties are bound or (c) result in the creation or imposition of any Lien with respect to, or otherwise have an adverse effect upon, the assets of the Purchaser.