definiens: means any examination, audit, assessment, action, proceeding, investigation, dispute or claim with respect to Taxes by any Tax Authority or anyadministrative or judicial proceedings or appeals of such proceedings relating to Taxes ; meansany and all federal, state, local, foreign or other taxes of any kind ( together with any and all interest, penalties, additions to tax and additional amounts imposed with respect thereto ) imposed by anygovernmental authority, including, without limitation, taxes or other charges on or with respect toincome, franchises, windfall or other profits, gross receipts, property, sales, use, capital stock, payroll, employment, unemployment, social security, workers ' compensation, or net worth, and taxes or othercharges in the nature of excise, withholding, ad valorem or value added ; means theInternal Revenue Service and any other domestic or foreign governmental authority responsible for theadministration or collection of any Taxes ; and means any return, report or similarstatement ( including the attached schedules ) required to be filed with respect to Taxes, including, without limitation, any information return, claim for refund, amended return, or declaration of estimatedTaxes