definiens: shall mean : ( i ) any and all taxes, fees, levies, duties, tariffs, imposts and othercharges of any kind, imposed by any taxing authority, including taxes or other charges on, measured by, or with respect to income, franchise, windfall or other profits, gross receipts, property, sales, use, capital stock, payroll, employment, social security, workers ’ compensation, unemployment compensation or net worth ; taxes or other charges in the nature of excise, withholding, ad valorem, stamp, transfer, value - added or gains taxes ; ( ii ) any Liability for thepayment of any amounts of the type described in clause ( i ) as a result of being a member of anaffiliated, combined, consolidated or unitary group for any taxable period ; ( iii ) any Liability for thepayment of amounts of the type described in clause ( i ) or clause ( ii ) as a result of being atransferee of, or a successor in interest to, any Person or as a result of an express or impliedobligation to indemnify any Person ; and ( iv ) any and all interest, penalties, additions to tax andadditional amounts imposed in connection with or with respect to any amounts described inclause ( i ), clause ( ii ) or clause ( iii )