definiens: or means any and all taxes, assessments, levies, tariffs, duties, or other charges imposed by a Governmental Entity, including all federal, state, territory, local, foreign and other income, franchise, profits, gross receipts, capital gains, capital stock, transfer, sales, use, Value Added Tax, ad valorem, occupation, property, excise, severance, windfall profits, stamp, licence, payroll, employment, unemployment, disability, social security, withholding, escheat, environmental, customs duty, estimated and other taxes, assessments, charges, duties, fees, levies or other governmental charges imposed by any Governmental Entity of any kind whatsoever ( whether payable directly or by withholding and whether or not requiring the filin g of a Return ), together with any penalties and interest and any additional amounts with respect thereto and shall include any liability for such amounts as a result of ( i ) being a transferee or successor or member of a combined, consolidated, unitary or a ffiliated group, or ( ii ) a contractual obligation to indemnify any Person or other entity