definiens: shall mean : ( i ) any and all taxes, fees, levies, duties, tariffs, imposts and other charges of any kind, imposed byany taxing authority, including taxes or other charges on, measured by, or with respect to income, franchise, windfall or otherprofits, gross receipts, property, sales, use, value added, good and services, capital stock, payroll, employment, social security, workers ’ compensation, unemployment compensation, escheat, unclaimed property, real or personal property or net worth;taxes or other charges in the nature of excise, withholding, 11ad valorem, stamp, transfer, value - added or gains taxes ; ( ii ) any Liability for the payment of any amounts of the typedescribed 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 type described in ( i ) or ( ii ) as a result of being a transferee of, or asuccessor in interest to, any Person or as a result of an express or implied obligation to indemnify any Person ; and ( iv ) any andall interest, penalties, additions to tax and additional amounts imposed in connection with or with respect to any amountsdescribed in ( i ), ( ii ) or ( iii )