definiens: or, collectively, means ( a ) any and a ll federal, state, local and other taxes assessed o r payable in any jurisdiction, assessments and other similar charges, withholdings, duties, impositions, installments and Liabilities, including taxes based upon or measured by gross receipts, income, profit s, sales, use and occupation, capital and value added, goods and services, ad valorem, transfer ( including real esta te transfer ), franchise, withholding, payroll, recapture, employm ent, escheat, excise and property taxes as well as public imposts, fees and social security charges ( includin g health, unemployment, workers ’ compensation insur ance ), together with all interest, penalties and additions imposed with respect to such amounts, ( b ) any Liab ility for the payment of any amounts of the type described in cla use ( a ) as a result of being ( or ceasing to be ) a m ember of an affiliated, consolidated, combined, unitary, or sim ilar group for any Tax period, and ( c ) any Liabilit y for the payment of any amounts of the type described in cla uses ( a ) or ( b ) above as a result of any express or implied obligation to indemnify any other Person or as a re sult of any obligation under any agreement or arran gement with any other Person with respect to such amounts and including any Liability or taxes of a predecess or or transferor or otherwise by operation of law