definiens: or shall mean any and all taxes, fees, levies, duties, tariffs, imposts, tasas, contribuciones especiales andother similar charges ( together with any and all interest, penalties and additions to tax ), whether disputed or not, imposed byany governmental or taxing authority including, without limitation : taxes or other charges on or with respect to income, franchises, windfall or other profits, gross receipts, 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 gains taxes ; license, registration and documentation fees ; andcustoms ’ duties, tariffs, and similar charges ; and liability for the payment of any of the foregoing as a result of ( x ) being amember of an affiliated, consolidated, combined or unitary group, ( y ) being party to any tax sharing agreement and ( z ) anyexpress or implied obligation to indemnify any other person with respect to the payment of any of the foregoing