Master Franchisee shall hold harmless and indemnify Spinneys for the full amount of such taxes, including any losses occasioned by Master Franchisee’s failure to withhold any taxes imposed by any local jurisdiction on amounts payable by Master Franchisee pursuant to this Section, and for any liability (including penalties, interest and expenses) arising from or concerning the payment of such taxes, whether such withholding taxes were correctly or legally asserted or not.