struck with us because we don't have a written agreement we are going to sign right if this were a common law case we all know the strict requirements of the comm conference if we didn't have a signed writing it would be difficult for us to prevail fact that this case are that in those circumstances even given the latest confirmation that the senate was at least six months ahead of when the grain would have been deliberate on the earliest transactions and in many cases  explain what the understanding between the parties because that it is important because as we all are law school contracts are based upon a meeting of minds between parties he's e c doesn't vary in any you should find against plaintiffs in this case but the facts are a little bit different in hero service first of all there was no previous court dealings between the park so that issue didn't and then it is a factor in to be delivered you know where they stand and byington is the other case that is heavily briefed by both sides in this case in byington the confirmation came seven after the orders were called in and and again i think the defense would like you to consider the amount of time delay between you were going to confirmation and then stop there but again the code says it has to be reasonable reasonable parties so we have a situation here where the prof or the low look at the facts almost all the facts are hotly in dispute both sides have adequately to confirm and if that were the only consideration here i would still be in front of you telling you that it would be a matter for the jury decide whether we meet the requirements of this exception that the legislature has put into standing want to say here is that if you've got an agreement between the parties and it's not signed then the agreement can nevertheless be in force in other words there is agreement that there is a contract that is motion for summary judgment in this case you her mouth say that the u c c makes things different it makes things different every case i'm going to talk about or at least the great majority of the cases i'm going to talk about your service  so low we want confirmation to be sent out right away so that the person who is writing confirmation gets the terms right and the person whoever gets the object the contribution has a clear memory of what the contracts that's that's the central purpose of the sta frauds is to make sure the contracts are reported correctly if you do wait on resume out time to the four months particularly friendly volatile market there's all kinds of chances for errors i should also point out very important law to the delayed confirmations for the very reasons that i talked about in the beginning the fact that we don't want people to sit back and watch what the market does before they send our confirmations we want confirmations to go our right away term contract can be ac of what happens in a given time but was about what i was in this given time it's about policy we don't want people to sit back and have the opportunity to send out confirmations after seeing what the market's down and we want them to come out of the sex the process of the argument is very short and it wasn't mentioned in this oral argument they've argued that the judicial admission exception is is a bubble here but the judicial admission itself and requires that between the parties and the other factors that we pile on this case form part of the circumstances that the finder of fact needs to look at first dealing can also be used to lash out with the contrary that's by work to be reasonable but it would be simplistic for me to point to those and simply say well here's a case where confirmation went five miles therefore it's back to it's reasonable per se it's not that simple you have to look at all the circumstances the cases that we've been talking about buying an imperial service clearly look at those circumstances euro service by the way regrets i got here talked about the back part of the place the price can be changed somewhat by the basis and the basis is a consideration that looks at the difference in price of chicago versus local prices at the time once again there are a lot of cases out here you see is a common binding law there fact the sifting you can't point to one factor in any of these cases and say that the case turns on that one fact