Indemnity</p> <p>You agree to indemnify, hold harmless and defend Kairos and its affiliates, parent companies, subsidiaries, officers, directors, employees, agents and network service providers at your expense, against any and all third-party claims, actions, proceedings, and suits and all related liabilities, damages, settlements, penalties, fines, costs and expenses (including, without limitation, reasonable attorneys' fees, at all trial and appellate levels, and other dispute resolution expenses) incurred by Kairos arising out of or relating to your (a) violation or breach of any term of this Agreement or any policy or guidelines referenced herein, or (b) use or misuse of the Kairos Software. </p> <p>