definiens: means : ( i ) any and all taxes, fees, levies, duties, tariffs, imposts and other charges of any kind, imposed by any taxing authority, including taxes or other charges on, measured by, or with respect to income, franchise, windfall or other profits, gross r eceipts, property, sales, use, capital stock, payroll, employment, social security, workers ’ compensation, unemployment compensation or net worth ; taxes or other charges in the nature of excise, withholding, ad valorem, stamp, transfer, value -added or gain s taxes ; ( ii ) any Liability for the payment of any amounts of the type described in ( i ) as a result of being a member of an affiliated, combined, consolidated or unitary group for any taxable period ; ( iii ) any Liability for the payment of amounts of the ty pe described in ( i ) or ( ii ) as a result of being a transferee of, or a successor in interest to, any Person or as a result of an express or implied obligation to indemnify any Person ; and ( iv ) any and all interest, penalties, additions to tax and additiona l amounts imposed in connection with or with respect to any amounts described in ( i ), ( ii ) or ( iii )