here counsel what the problem with that problem is i guess you care to but i've never seen before it wasn't used below i can't verify any of that accurate at this point so i mean we're not holding we're not taking evidence here where we're hearing argument is there anything i your objections overruled them it's just fascinating it's an awful busy charge if you think that will help your argument i'll let you run that right now yeah yeah  it anywhere where opposing counsel in the court can see it so the ok that's what that's why we installed it so it could be raised and lowered as necessary so my goal is to reserve seven minutes of do my best to help you are right your honour's i'd like that to start out with the the most basic points and i think that the most basic points is one indicate their authority in provide proof of it he based it on a supreme court decision for blow of santa rosa paul two seventy three us three thirteen the result is the cases where we so he did this in the context of a removal situation and om what happened next was he made you should the court should go with the factual questions to a summary judgment proceeding and of course lawyers would not be allowed to give evidence in those kind of proceedings so what the court had done was rather than rule first on the motion to remain and it went directly to the motion to dismiss and sort of alighted the jurisdictional problem because once it is granted the dismissal of l  could i guess confidently deny the other two motions yet what happened in well yes that's what happened this is even a bigger problem from a a constitutional point of view i don't i mean i don't think it helps any we don't know right now i understand obviously has to satisfy thought that it has jurisdiction before it starts issuing dispositive rulings in a case and i think if you're at your challenges that the court didn't do that that it right it solve the problem by getting rid of  t one defendant that it had that there may be a real serious problem with it and i think though it's very important in these kind of cases which is indicated by this chart there's all these groups  because like i mean all these businesses get together they merge they go out of business and then they all claim to be represented by attorneys that in this case we know toward the end  of new york trust didn't even appear during the summary judgment and by that time it actually become an awkward i mean there is a need for people to i mean what mr trumbull was talking about not knowing what's going on it is true and if you can't tie these people down because in which we know i don't train the sub is it's to win the case so if that's true but i've been at the court did indicate on the record and i think you'd agree with this that as officers of the court the court can rely on representations counsel make as to who they're representing and whether or not their clients have authorized them to take to represent the bank of new york trust company that i thought the issue here was a place of business and main offices and that sort of thing right but it was do you have to be i agree with you has to be established as a matter of fact if a challenge is raised to that and it's usually done through declarations by a competent declarant who has a basis to know and i don't think an attorney can do that i think that that's what we for bank of new york trust company are here as well good morning counsel mr kalvin talk it right to the heart of where is l s i principal place of business and how do i find that the record l s i principal place of business is its nerve center which in its second this is a geographical question i understand what the law will require is i want to answer where is it in sylvania where in the world is waldo ls as principal place of business is in either pennsylvania or california  wait a second principle means one it doesn't mean multiple so which is it and where do i find that in the record we can we can only point you to the nose of removal and let me explain to the court  why white white uses the term it's significant geographic it's significant operational presence is in these tuesday essentially what we have here is a company that has two good candidates for its nerve center which is the principal place of business under the hertz corp test it would be difficult in that circumstance under both roll levon in the nose of removal and under penalty of perjury in an affidavit to say this is our principal place of business let me ask you this i'm assuming that it has officers yes where does the president report to work every morning i'm sorry it's not in the record and i don't know the vice president report to work i don't know your honor is there a corporate office there's nothing in the record about corporate office where is that located at the time it was a crop less pennsylvania but it had significant operational presence in california as well and there's nothing in the record that tells me that is there other than a conclusion that we're either in pennsylvania or in california find us if you can what that does how did you meet your burden of proof when when mr robertson challenge your principal place of business is a burden on you to establish under the case law yes your honor the burden we get a declaration from someone who purports to be a vice president who doesn't bother to tell us where he reports to work every day which simply says our principal place of business is not in the state of washington and we're not dhamma filed there an ark and the cases say that's not good enough to answer your honor's question  bear the burden of putting forth sufficient facts for this court to be assured that number one it has subject matter jurisdiction and number two for the district court to be convinced that there is not a form defendant would help a court of appeal so be convinced because this is a question of subject matter jurisdiction and if you do not convince us that you have met that burden then we have one alternative which is to vacate in ri man with directions to the district court to dismiss we  believe that we have a strong argument that the court certainly has jurisdiction because it knows from stated facts with someone with knowledge not in a pleading if you're trying to convince me that that declaration is sufficient to meet it you're not going to make it there so what else have you got besides your vice president's declaration that l s i has notes of removal which does set forth uncontroverted facts about its principal place of business being in illinois or i'm sorry i misspoke it state of incorporation being in illinois it facts efficient to show the nerve center in pennsylvania or california because it's difficult in these circumstances to say one or the other but that shouldn't that should in our opinion you're going to have to explain that to me this is the first time i've ever had a lawyer for a corporation stand up and say well we're either here or we're here or maybe we're in illinois i mean where are you i mean is there someone a kind of tactical reason why your client doesn't want to admit where its principal is of businesses because it has other litigation that may be impacted by that admission i have no knowledge of that your honor we're trying to do is being can't be candid with the court and resolve the exact issue before the court which is whether there is duress i'm not sure that that answer resolves the question and i'm not i don't mean to me hard on you personally i got no quarrel with you i've got my problem is with the burden that your client had and whether or not it was l s i was a washington defendant and so together we show well let's talk about that because there are some inconsistency is in the record with regard to representations to the state commissioner of insurance in the limpia as to bellevue location and i can't tell whether it's a mail drop whether there's an actual business there at one point l s i was read a foreign registered agent and then later they said no our principal place of business is in bellevue which of course is inconsistent with with pennsylvania illinois and california what what do i do with all that none of the evidence that the district court looked at the declarations and it was assure that l s i was not isolated and of washington and they promptly district court make that conclusion well the evidence that set forth by robertson was not probative of whether l s i was it washington corporation by way of its principal place of business under here your argument is that when l s i represented to the commissioner of insurance for washington that its principal place of business was in bellevue principal place of business means something different under the insurance law than it means under federal jurisdiction and that came as a surprise to me first first of all your honor that statute that governs resident title insurance requires a lawful residence or a lawful business presence it doesn't say anything about your national nerve center or your state of incorporation and so what else i was really setting forth in all these documents from the secretary of state shows that l s i was saying that it has a presence in washington and it wasn't saying that i was if i were going to that address in bellevue what would i what i find i don't know your honor there's nothing in the record about that i don't know if there are human beings who report for work there or if it's a mailboxes are a it's checked every once in a while by somebody there's there's nothing in the record about that and and the district court judge just didn't believe that it was relevant that for a complete different regulatory purpose l s i well i don't know that the district court said anything at all about that evidence  i is an illinois corporation and so it mentioned it in it does consider l s i as citizenship in that it also stated that the defendant said individually verified their citizenship and so it was in the record was enough to convince the  that it had subject matter jurisdiction because l s i put forth affirmative evidence about its nerve center proving to the district court to his satisfaction that it was diverse hurts corporation tested that you are a citizen of the state or you  you're in the federal diversity jurisdiction statute and there was some debate in this court and others as to what that actually meant whether it was where you had a lot of employees where you got a lot of operations they said it's your nerve center it's where you're off to remove it why don't you simply say that your  and it did your honor what judge thomas questions are about is the second part of that two prong test for citizenship which is what the principal place of business is because corporations generally have dual citizenship where there is a state of incorporation is one and to the extent the principal place of business is different that's the second and our position again is that there is sufficient evidence in the record to show certainly not in washington certainly not in oregon by way of specific facts and and that its nerve center isn't either of pennsylvania or california and that's the information that that this court can use to find sufficient mr fernald declaration doesn't quite say that i'm is located in neither oregon or washington yet how how does that mean the hertz test that that we believe shows the hertz test because it gives the court sufficient information that it's acting with diversity and it's acting outside a form to send it but beyond that it doesn't tell us where its nerve center is located doesn't the notice of removal separately does that which was filed around the same time by l s i and that does actually state it has significant operational presences in pennsylvania and california it's its principal place of business is not in washington or oregon and so what we're doing there is trying to give the court sufficient information easily resolve resolve this issue the issue with defend it was really whether it was a washington forum defendant and we think that's not true we also believe that that is if anything a procedural defect that after entry of judgment doesn't affect this court's jurisdiction under the caterpillar case i'm running out of time and i'd like to go i want to give some time defect it's a fatal one to everybody because it would require the district court to vacate its orders and re man and to the king county superior court so you mean if alice oz statements about citizenship defective we find that's insufficient and that the district court did not have jurisdiction due to diversity of citizenship then it seems to me the relief has to be to vacate all the orders that the district court entered evidenced by the motion to dismiss such that you don't need to look to the citizenship of l s i so i mean on that score if you are having the questions about jurisdiction i think i think i think i've got as much information as you know and again and i think you know there certainly cases out there which explain you know because chase removed before l s i are moved as well i know your honour's concern is look at final judgment was a jurisdiction tried to address that at the same time you know chase removed first and there are certainly cases out of the statute which explained you only need consent it was only re as those defendants have been served at the time of and i mean speaking of the rest of them we haven't had a chance a conference on this and i don't have any problem with the representations on the on the initial removal i mean that's the way we do business right and but i do have a concern with regard to alice understood and you know in to the extent that we you know i think the jurisdictions been addressed and so as to the merits just briefly you know i know plaintiff didn't actually talk about any of these documents so i'm not really having a chance to respond i don't think you have what they are here york took over as trustee and that ended chase's involvement in bank one small it all together the only thing that happened was there was an assignment of deed of trust that was then corrected later to explain that it was in fact bony not chase there are no allegations suggesting chase did anything wrong and ultimately you know what this case subsidies about is a plan to peddle the property subject to an existing lien one of the pay off and we didn't like the price he was given he didn't that he should have paid principal or interest accruing during that period and that's not a claim and certainly not against chase or bank one because the one thing chase did was say here's someone to talk to and gave him someone to talk to what he didn't like the price that doesn't form a basis for liability is to chase him back for example minutes or are we don't understand that your reference to principal or ms anderson you have anything you want to add and i think you understand what the court's concerns are ation i'm happy to so let's talk a little bit about state law because i think this is one of the reasons why it's not really constitutional in the context of removal of course we know that up that the removal statute is limited by article three as well as the tenth amendment and requires that the anytime you have a notice of trustee sale and dues been a change in trustee that you have to refer back to the  interests of men transferred to so that is a problem here because if you look at this chart we start out with a transfer to r goes the bank one then goes to j p morgan chase then goes to bony and then we don't know where it goes and this is all from chase's answering three page three and four but then we know that in august of two thousand and ten chase says well we're going to memorialize this and so what they do is they make an assignment to rebrand which is residential funding real estate holdings but the problem of course is you'll see this corrective assignment entire response to the argument was addressed to removal no actually it idled in rebuttal argument to bring up some or are you talking guy fucking to you know i understand then you're talking about my argument here  not the briefing i believe so because i talked about the constitutional basis for removal and i can make the point a lot simpler can say that there are two issues of state law standing and with regard to whether or not the assignments are required ended so whether they still have to be correct and that that is something that a federal court should not get involved we have a mechanism for addressing that all council which the district court has invoke in other similar cases and that is the certify questions to the washington supreme court if we're not confident that we can answer them based on existing state press i'm sure in that is one of the things that we the people in this case i mean it is you pitch here that we have to send this thing back to say court because federal courts are not competent to adjudicate these issues is that what you're telling us no what i'm basically saying are these are complex series of state law the court convicted no evidentiary hearing to even determine whether it should be removed that under these circumstances that this is this is not this does not indicate the court appreciates the nature of the federal system when you sent and now i'm confused do you want just arguing for that no i'm not arguing for that what i'm arguing for and i'm sorry i'm not the very eloquent or very fly so what i'm saying is that if you look at the but this is just a garden variety removal question i mean there's this is not class action subject to a special statute i mean there is a statute that governs that but it's just pure diversity of citizenship that not right if it is not worrying about quantifying claims and trying to figure out whether you've been egger gave them to five million or whatever i mean apple got its own problems and they fortunately they're not here and all i'm trying to say that this isn't in the area of course state sovereignty so like in you're likely ok and you say you're making that are you based in large measure on the fact that it's a piece of real estate located in south king county mandate and say to the district judge you didn't do this right so you should have a hearing on it is that and it turns out they are diverse then can they go forward what's your position that it has to be dismissed  procedural and that it can be corrected i know my position is that it's constitutional i am aware of some authority that would hold  think we've pretty well exhausted the issue thank you very much thank you your humble counsel case just argued is submitted