definiens: or means any and all U.S. federal, st ate, local and non - U.S. taxes, customs, assessments, levies, duties, tariffs, imposts and other similar charges and fees imposed by any Governmental Entity, including, without limitation, any income ( whether on or based upon net income, gross income, earnings or profits, or otherwise ), franchise, excess, windfall or other profits, inventory, gross receipts, capit al gains, net proceeds, property, sales, use, business, net worth, goods and services, capital stock, wealth, welfar e, license, fuel, natural resources, production, payroll, emplo yment, social security, workers ’ compensation, unem ployment compensation, excise, occupancy, severance, gift, e state, recording, non - resident or other withholding, ad valorem, turnover, lease, user, stamp, transfer, value add ed, occupation, premium, environmental, disability, real property, personal property, registration, alternat i ve or addon minimum, base erosion minimum, or esti mated tax, including any interest, penalty, additions to tax a nd any additional amounts imposed with respect ther eto, whether disputed or not