POS shall perform the tax services under this Agreement in accordance with applicable professional standards. To the extent the tax authorities or other similar government entity imposes a penalty upon Client resulting solely from POS's negligence or willful misconduct, POS shall reimburse Client for the cost of such penalty. In no event will POS be responsible for any penalty caused in whole or in part by (i) inaccurate or incomplete information provided by Client, (ii) the failure by Client to provide information on a timely basis, (iii) any actions or omissions of any third-party software or third-party services, or (iv) any actions of POS which are not negligent or which do not constitute willful misconduct.