Contractor shall defend, indemnify, and hold harmless Client, its subsidiaries, affiliates, customers, clients, agents, officers, directors, employees, and partners from and against any and all claims, actions, losses, liabilities, damages, costs, or expenses (including reasonable attorneys' fees) that are based upon or arise out of (a) any acts or omissions by Contractor, or (b) Contractor’s breach of any warranty, representation, or other provision of this Agreement.