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7. Contingent Liability Under the 1999 Operating Agreement. The <br />Authority shall defend and hold the City harmless for all claims <br />and liabilities as listed in Schedule E, and additionally for all other <br />claims and cause, whether absolute or contingent, that may <br />hereafter be presented, filed or initiated against the City at any <br />time in the future, which arose or accrued, in part or in whole, at <br />any time during which the City owned and /or operated the North <br />Olmsted Municipal Bus Line, and which resulted directly from the <br />City's operation of said bus line and for which the Authority agreed <br />to indemnify and save the City harmless under the 1999 Operating <br />Agreement. <br />8. Representations of the Authority. The Authority represents and <br />warrants to the City as follows: <br />(a) The Authority has the power to own and operate a mass <br />transit system in Cuyahoga County. <br />(b) This Agreement has been duly authorized by Resolution No. <br />2005 -41 of the Authority, a certified copy of which resolution <br />is attached hereto as Exhibit 1, and incorporated herein, is <br />fully within the powers conferred upon the Authority by law, <br />and is a legally binding obligation of the Authority. <br />(c) The Authority has had the opportunity to inspect and examine <br />all documents, records and data of the City's transit system <br />to the Authority's satisfaction. <br />9. Representations of the City. <br />(a) The City has the power to enter into and carry out this <br />Agreement. <br />7 <br />