1. Client agrees to defend, indemnify, and hold harmless XYZ and their partners, and their respective employees from and against any and all claims to the extent arising out of or relating to (i) Client's breach of any provision of this Service Agreement; (ii) any disputes between XYZ and Partners; or (iii) Client's gross negligence or wilful misconduct. The Client also agrees to defend, indemnify, and hold harmless all XYZ Indemnitees from and against any claims to the extent arising out of or relating to (A) Activity resulting from instructions provided by Client, provided that XYZ acted in a manner consistent with Client's instructions; (B) any inaccurate or incomplete information provided to XYZ as part of the onboarding process where the Client knew or had reason to suspect it to be so; (C) Client fails to comply with legal and/or compliance requirements; (D) Client's failure to acquire binding acceptance of the Service Agreement, and XYZ's Privacy Policy; (E) any dispute between XYZ and Client to the extent that such dispute relates to or arises out of the acts or omissions of Client or any Client Indemnitee; (F) a breach by the Client of any agreement between XYZ and the Client.