definiens: and means any ( a ) federal, provincial, territorial, state, municipal, local, foreign or other taxes, imposts, rates, levies, assessments and other charges in the nature of a tax ( and all interest and penalties thereon and additionsthereto imposed by any Governmental Authority ), including without limitation all income, excise, franchise, gains, capital, realproperty, goods and services, transfer, value added, gross receipts, windfall proﬁts, severance, ad valorem, personalproperty, production, sales, use, license, stamp, documentary stamp, mortgage recording, employment, payroll, socialsecurity, unemployment, disability, estimated or withholding taxes, and all customs and import duties, together with allinterest, penalties and additions thereto imposed with respect to such amounts, in each case whether disputed or not ; ( b)any liability for the payment of any amounts of the type described in clause ( a ) as a result of10being or having been a member of an affiliated, consolidated, combined or unitary group ; and ( c ) any liability for the paymentof any amounts as a result of being party to any tax sharing agreement or arrangement or as a result of any obligation toindemnify any other person with respect to the payment of any amounts of the type described in clause ( a ) or ( b )