definiens: means ( a ) any federal, state, cantonal, local, foreign and other tax, charge, fee, duty ( including customs duty),levy or assessment, including any income, gross receipts, net proceeds, alternative or add - on minimum, corporation, turnover, real and personal property ( tangible and intangible ), sales, use, franchise, excise, value added, stamp, leasing, lease, user, transfer, fuel, excess profits, profits, occupational, premium, interest equalization, windfall profits, severance, license, registration, payroll, environmental, capital stock, capital duty, disability, estimated, gains, wealth, welfare, employee’sincome withholding, other withholding, unemployment and social security or other tax of whatever kind ( including any fee, assessment and other charges in the nature of or in lieu of any tax ) that is imposed by any Governmental Authority, ( b ) anyinterest, fines, penalties or additions resulting from, attributable to, or incurred in connection with any items described in thisparagraph or any related contest or dispute and ( c ) any items described in this paragraph that are attributable to another Personbut that any Acquired Company is liable to pay by Law, by Contract or otherwise, whether or not disputed