definiens: or means any ( a ) all federal, provincial, territoria l, state, municipal, local, foreign or other Taxes, imposts, rates, levies, assessments an d other charges in the nature of a Tax ( and all int erest and penalties thereon and additions thereto imposed by any Government Authority ), including all income, ex cise, franchise, gains, capital, real property, goods and services, transfer, value added, gross receipts, w indfall profits, severance, ad valorem, personal property, productio n, sales, use, license, stamp, documentary stamp, m ortgage recording, employment, payroll, social security, un employment, disability, escheat, estimated or withh olding Taxes, and all customs and import duties, together with all interest, penalties and additions thereto imposed with respect to such amounts, in each case whether dispu ted or not ; ( b ) any liability for the payment of an y amounts of the type described in clause ( a ) as a result of being or having been a member of an affiliated, con solidated, combined or unitary group ; and ( c ) any liability fo r the payment of any amounts as a result of being p arty to any Tax sharing agreement or arrangement or as a result of any express or implied obligation to indemnify any other person with respect to the payment of any amounts o f the type described in clause ( a ) or ( b )