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You shall defend and hold harmless Hi5 Soft and it directors, officers and employees from and against all claims, demands, suits or proceedings made or brought against Hi5 Soft, and shall pay or reimburse Hi5 Soft for any and all damages, costs and expenses payable by Hi5 Soft to the party bringing such action to the extent that they are awarded in a final judgment or agreed to in settlement, provided that Hi5 Soft: (i) gives written notice of the claim, (ii) provides all available information and assistance, and (iii) has not compromised or settled such claim without your prior written consent.

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