definiens: or means ( a ) any and all federal, state, local, or foreign tax, charge, fee, levyor other assessment of every kind or nature, including all income, gross receipts, license, payroll, employment, excise, severance, stamp, occupation, premium, windfall profits, environmental, customs duties, capital stock, franchise, profits, withholding, social security ( or similar, includingFICA ), unemployment, disability, real property, personal property ( tangible and intangible ), sales, use, transfer, registration, escheat obligation, value added, alternative or add - on minimum, estimated, or other tax, charge, fee, levy or assessment of any kind or nature whatsoever, including any interest, penalty, or addition thereto, whether disputed or not and ( b ) any liability forthe payment of any amounts of the type described in clause ( a ) of this definition as a result ofbeing a member of an affiliated, consolidated, combined or unitary group for any [ * * * ] : CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION