In contesting or negotiating settlement of any penalty with a taxing or other governmental authority, neither party will compromise any defense to a penalty for which the other is responsible in an attempt to achieve a more favorable settlement with respect to any penalty for which it is itself responsible unless it obtains the prior consent of the other party. Notwithstanding anything to the contrary, POS shall not be responsible for the payment of any penalty or other liability imposed if POS has informed Client of the means by which to avoid such penalty through disclosure or if Client otherwise decides to take a tax return position knowing there may be risk of penalty.