morning in your case is called if you represent the opponent let us know how much time you mean for a bubble even if you've already had the clerk and you may call the first case judgment fundamentally district court misapply be an ambiguous terms of a one sentence contract under which ford motor credit agreed to indemnify and hold harmless for any liability or claim made against  arising out of blue ash releasing right now is trucks to ford motor credit is a one sentence an ambiguous contract one sentence that we have to read narrowly right no your honor i don't believe you do i believe that under state law are but i mean this isn't like a chevron test i mean this is sort of an attitude we bring to the construction all together not a second step in the event of ambiguity again your honor remember but the point is that i don't believe you get to those rules of construction when you have plain language ok well we can agree this for now thanks your honor the district court held that ford did not have an obligation indemnify blue ash because right now it's procedural due process claiming it's bush was not a claim or liability that arose out of the release of the trucks but rather than interpret any claim or liability as written the district courts construed that phrase to mean any crime or lab any claim or liability except right now is due process claim or right now as a claim for money damages against blueish in doing so the procedural due process was blue as failure to have some sort of notice and hearing before release the trucks that's a district yes or ok so wouldn't it be extremely odd to make for motor credit indemnify you for your own omission before you hand over the trucks no you are not in not in this case first of all it must be remembered that right now in the district court in the magistrate all found that the relevant time for its damages was the entire time foretell the trucks there was no damages ever sought for the december to february time right but but the that the culpable act is the absence omission is the absence of a notice or hearing that's the nature of the procedural due process claim and that something that the city does before it releases the trucks why would ford be in for your own omission before you give the trucks to ford it just doesn't seem to make any sense to responses one this is a procedural due process claim that requires a property deprivation so the district court made the  in our view of say of divorcing the element of the property deprivation because there is no due process claim without the property deprivation with this court held that in campbell in one nine hundred eighty four but i mean i could imagine if you know if you give the trucks to for sean and then ford cares for them in some negligent way and they have an accident or the trucks get scratched or something like that that's ford's fault it makes sense you know let's put the risk on ford to make sure that doesn't happen it just doesn't seem to make any sense at all to say that ford is going to going to be liable for something that ford had zero control was already over and done with before it gets the trucks i mean i've never seen has there ever been an indemnity case where the that the true i understand releases but for but the truly culpable act already happened before you have to the property deprivation and the property deprivation only occurred here when the when the trucks were in for its possession they were in fords and you guys released the trucks because again it is something that you did really well because at the behest of ford saying to us on feb fifteenth on february fifteenth when these distant district attorney says to blue ash you don't need to keep the trucks anymore we're not going to forfeit down we talked to ford ford sends us the next day february sixteenth to seize property releases and hold harmless agreements the next day ford gets the trucks now that's not ford simply acting as an innocent if you will act or i don't i don't mean that in a legal sense i mean that morning every day vernacular sense that's not ford acting as an innocent party that's ford coming in and saying we want the trucks as against the owner all use that term we're the lienholder we want those trucks they give  one other situation on it would this release be given for now they will come up and probably pose a situation well if the vehicles are damaged in route we're saying bush is not responsible for that but by the time we whoever ford's agent signs off on the release of plot what other situation would there be for takes the trucks and they crashed the trucks driving all over to ford's lod you know somebody backs into the trucks of ford's lot that come back and i would i mean that makes all the sense in the world this doesn't frank forward created to say well we're going to take them and you can't pay it off or anything like that yet effectively your honor that's that's that's what happened as i understand your question yes they they came in on february fifteenth they on february they to bush police department on february fifteenth on february sixteenth ford submitted to seize property releases and these hold harmless agreements and february seventeenth blish released the trucks to ford and ford kept the trucks from february sift at seventeen th  to the fencing that we're doing a bit on this on may second it right now sues ford state court for replacement for release of the trucks then and only then two days later this released the trucks to right now more importantly i sent a letter to ford on april fourteenth saying you can go ahead release trucks and they waited another three weeks so i do think there is some issue of ford culpability particularly when you look at a proce due process again i'm sorry i don't want to sound like a to continue reader eight points of the court has moved past but i do think it's important that without a property deprivation you don't have a due process claim and i submit that if you're reading a due process claim into this release you are reading into this release language that's not there and i think that violates these court's dictates in ohio laws to how you interpret the plain language of an agreement because if this situation doesn't apply in this release to this release rather then i don't know when this release applies and i know the court has said well if there are dangers on route if there but that they wouldn't that would not apply anyway once they sign off on taking the  us what are their damages what i mean i mean is there really a lot of damages in this case shocks get taken away for a few yes there was a settlement between blueish and right now you are there were there was a significant on my initial eleven minutes i think it's important to note that the only damages right now sought were for the time for help the vehicles and for continue to hold vehicles for three weeks after blistered release of vehicles to right now and for didn't release the vehicles until right now sued them for and they sued them for replacement this issue was about the trucks you can talk about notice and you can talk about opportunity be heard and you can talk about the district courts finding where the district courts say you didn't give them notice and you get more opportunity but heard but none of that matters i submit without the property that was to bay were deprived of and the only property they were deprived of with the trucks and the trucks were it not in this possession and bush was never found liable for holding the trucks let's be very clear the district court didn't say that either the district court said page thirty one forty one of the page i d in the district court decision of the relevant time frame was february forward that's the entire time for help the trucks not any of the time to actually trucks and again without the property deprivation if you don't have a procedure with due process and let's court is any of the questions i see my time's up thank or in your eyes may please court it's undisputed here that the violation was the city's failure to provide notice in an opera to be heard prior to releasing the vehicles they have an appeal that they had the opportunity to and they have never reconciled their position as to what these and what this and interior provides with the fact that they had a policy a written policy in place the precipitated the unconstitutional with the green well the policy was that's what the district court in the magistrate found was the basis for the unconstitutional action in their witnesses said we were just following the policy so when you talk about what is a surprise for you know it was one that did not yes this city already had them i mean that's the other they talk about well there has to be a depravation will the city or even depression right now of the vehicles since december when they seized them in addition to all sorts of other property that they took from right now so th city had it in this position in their point i will for was holding it for three months well they told us we couldn't release it to them i mean they were the ones that said they initially said in december don't talk to right now don't you know don't communicate with the lease holder here and then afterwards they would never give us the all clear and told mid april about all saying that they're relinquishing their rights and they knew based on what they made a sign that we couldn't release those without jeopardizing our innocently holder status so to say that you know ford is responsible for this is a little bit counterfactual and i think if you look at his point about ford holding it for a few weeks thereafter i mean they see right now sued us for that and in the court rejected that i mean can you spell that out i was wondering if there was a separate claim against ford not an indemnity claim but a negligence claim that hey you know you know we asked for these things back and you guys don't do anything for three weeks and we have liability for that time and you cause that was part of right now it's breach of contract claim against ford which are a breach of contract breach of the lease agreement there was a lease agreement between that or different than the claim before snout indemnity claim correct correct the tours actions this is a situation where the city is trying to insulate itself from its own unconstitutional actions and that raises a host of policy concerns as well because we don't want to encourage cities to take  against ford and right now would have had no constitutional claim against the city which was its only claim against the city so it was that ultimate that predicated not providing notice that was the root cause of the harm which is what this whole thing rises from and if you but one of the root cause of the harm is turn him over to your client if they had done him over your client it would have been any harm a dollar a well i don't i'm not sure that's true your honor because  you know at some point the city had to provide them due process since it was depriving them of the vehicles so they would have had option if they had wanted to pursue forfeiture for instance they would have had to provide due process in maybe they do maybe they  don't but they can't just hold them in perpetuity without providing some basic procedural due process protections so the fact that it was being transferred before is obviously why we're here today but it's not it's not as if that's the only reason that the city would have  as a matter of sort of ordinary conversation this does sort of a rise out of that release well i mean i guess my point is is you do i guess have to rely on this strict construction  can and i guess for these things ohio is that i mean i don't that's not the only basis for the argument your honor and if you look at the language is the releasing of the vehicles to all of you know recovery which is the third party vendor that ford retaine here so i mean that's an action the release in the vehicles to the recovery and along the lines of what you're saying i mean this seems to contemplate if the trucks get in an accident on route to being be entertained by you know recovery so it's not i mean this is this agreement could have been much broader and i'm sure the court has seen indemnity agreements that cover everything of the sun this is much more narrowly can you remind me what was the full sentence in which that arising out of yes you it is any claim made against you arising out of your releasing of this vehicle to automobile recovery so it's the activity i mean i understand what you're saying i mean one could read perhaps as saying you know damages resulting from the sort of the process of the release as opposed to anything related yet but if you look at your honor if you go back to what the what the magistrate found in fact when this when the city made the argument before the district judge these of you right now and said wait wait you're seeking recovery for three months of time when for help the vehicles the magistrate or the district judge rejected that and said no no  they're seeking damages based on the injury the unconstitutional deprivation the unconstitutional failure to provide process and it's your point earlier i mean i don't know what the damages should be from that i mean i think there's a fair argument they should be nominal about just but they settled in so we don't have any education of what those damages actually were what was appropriate but certainly if  against you then it's the amount that they settled with with the owners as that let them out you'd have to pay or would that go back to back van or get your i presume it would have to go back to the fact wing on on both the vehicles combined was about seventy thousand dollars that for both that correct correct in you don't know the amount of the supplement your honor i think i do but it was their settlement we were a party to it so i think if they'd have to be the one that would be answer that question i also don't know if there's a confidentiality provision and your honor that's not in the record it's not in the record please stop nodding i'm sorry it's just trying to it's just crac i'm sorry so i mean what is your position then about i mean this is a diversity case right well at or is it i believe it was her it was removed initially on the first day and then once once the right now as you claim against the city there was a constitutional point was there was a mental jurisdiction the district court had here where they have federal question jurisdiction initially because i mean once the constitutional point was added there was federal question well it's in the record that the vehicles were purchased for ninety thousand dollars combined what is still goes on that lead to the damages that are in these claims well you originally had federal question jurisdiction i think it's everybody over over over i'm sorry i mean it would be over the right now is claiming it's the city but this is right now what we have in front of us breach of contract case where it looks like the damages are way less probably but maybe it's supplemental jurisdiction i don't know but i think there's your honor at least supplemental jurisdiction because of the the value the vehicles in the record and that's it it's in the it's info i don't remember the record so i now apologize but it's in ford's answer to our crossed time as to the amount of the vehicles but i mean the total value of the vehicles is judged points i mean that's not really a measure of the damages or taking them for a in responding to right now but also in prosecuting this case and so that would also that would in addition take it over plus the value the vehicles your honor back to any liability or claim so it's any it's mr bergeron so it was any claimed it's also any liability or claim in that so any liability in our view means any liability and i mean mr berger on some point was there's some language immediately after that which qualifies it namely from releasing which you know why couldn't one read that to mean the act of releasing sensually you know the damages have to be bound up in that and not just general fall i do your honor but arising as i submitted that's a tweak arising out of that isn't what arising out of means or ethical no he's not talking about arising out of he's he's limiting the thing that it must arise out of namely the process of releasing itself as opposed to releasing you know just a but for cause but arising out of doesn't it arising out of under ohio law at least as i understand the cases doesn't go to a but for just a july thirtieth this case of fourteen or zero seventy two thousand and fifteen us ample axis one three four four eight the court there was considering the cross indemnification provisions good your animal ral and the court did not indicate that there were rules of construction in denver at least as it applied that case the court just said that there the role was to give effect to the town the parties and that you were to take the provisions the contract of as a whole would derive the parties intent from the plain meaning interestingly your honor is also the magistrate when moved to  amend its cross claim for it to add a claim for indemnity the magistrate originally found that the indemnification claim was proper under the plain language of the contract now i know that's not what the magistrate will later and i know that's not what the district court held warrant and there was never an issue with this time that held the vehicles the only damage period here was february on one for possessed vehicles and after bush asked ford to give the vehicles back i see my time is up and mr any questions i'm happy to answer