definiens: or means ( a ) any and all taxes, assessments, levies, tariffs, duties or other charges orimpositions in the nature of a tax imposed by any Governmental Entity, including net income, capital gains, estimatedincome, gross income, gross receipts, profits, business, license, occupation, franchise, capital stock, property ( real, tangible or intangible ), sales, use, ad valorem, transfer, value added, registration, -77 - Table of Contentsescheat, unclaimed property, employment or unemployment, social security, health, payroll, disability, severance, alternative or add - on minimum, customs, excise, stamp, environmental, windfall profit, commercial rent or withholdingtaxes, together with all interest, penalties and additions imposed, whether disputed or not, with respect to suchamounts, ( b ) any liability for the payment of any amounts of the type described in clause ( a ) of this sentence as aresult of being a member of an affiliated, consolidated, combined, unitary, aggregate or similar group ( including anyarrangement for group or consortium relief or similar arrangement ) for any Tax period, and ( c ) any liability for thepayment of any amounts of the type described in clause ( a ) or ( b ) of this sentence as a result of being a transferee ofor successor to any Person, as a result of any express or implied obligation to assume such Taxes or to indemnifyany other Person, or by Contract or operation of Law