definiens: or means all U.S. and non - U.S., federal, state, provincial, municipal, orother taxes, fees, levies, duties, tariffs, imposts, and other assessments or charges ofwhatever kind ( including taxes or other charges on, or measured by or with respect to, income, sales, use, excise, stamp, transfer, property, windfall or other profits, value added, real property, severance, personal property, unemployment, escheat and unclaimedproperty, recording, registration, intangible, documentary, goods and services, payroll, employment, social security, license, customs ’ duties or similar fees, ad valorem, net worth, capital, gains, gross receipts, withholding, estimated, environmental, and franchisetaxes ) together with any interest, penalties, or additions payable in connection with suchtaxes, fees, levies, duties and other assessments or charges imposed by any GovernmentalAuthority or taxing authority, whether disputed or not and including any obligation to indemnifyor otherwise assume or succeed to the Tax Liability of any other Person