definiens: means ( i ) all federal, state or local and all foreign taxes, including any net income, alternative or add - on minimum tax, gross income, grossreceipts, sales, use, ad valorem, transfer, franchise, profits, license, excise, severance, stamp, occupation, premium, property, environmental or windfallprofit tax, custom, duty or other tax, governmental fee or other like assessmentimposed by a governmental, regulatory or administrative entity or agencyresponsible for the imposition of any such tax in the United States ; ( ii ) anyLiability for the payment of any amounts of the type described in ( i ) above as aresult of being a member of any affiliated, consolidated, combined, unitary orother group for any Taxable period ; and ( iii ) any Liability for the payment ofany amounts of the type described in ( i ) or ( ii ) above as a result of anyexpress or implied obligation to indemnify any other person