between the defendant and the plaintiffs regarding the settlement agreement that the two allegedly entered on may seventeenth two thousand and two this question turns upon one one issue that issue is whether when the when the bottom risk management faxed a copy of the graft settlement agreement that it received the previous day from american safety to american safety's attorney whether that in fact resulted was an offer or made a legal conclusion that those underlying facts constituted an acceptance rather than it offered our conclusion here today is that that's not the case that in fact they they constituted an offer and the previous day the fact the the which was a a hearing that constituted a settlement conference and then there was a subsequent hearing on the motion to enforce settlement in september of that same year in the in the earlier hearing that there was no it was but in fact there there was was no evidence at that hearing that the  underlying issue here is whether or not the facts that were resolved at that hearing by the judge were factual questions or were legal questions and our position is that the that not that the whether or not the faxes went back and forth have assigned settlement agreement and it doesn't really matter whether you have off or exactly in the end you have a completed documents so i have a little trouble because you keep getting caught up in this room because well no it wasn't enough it was one party is claiming that they say they signed and accepted an offer that was made before the offer was in fact made which doesn't make any sense you can't accept an offer until one is actually extended which which permitted a dialogue between the two parties regarding what what obligations and duties ultimately survive the termination of the underlying contract that is is not contained in this provision and provision for instead there is a unilateral one sided term which which indicates that one side american state is permitted to impose upon the other side whatever terms whatever obligations and duties it decides it wants to impose upon that under the law of contract and agreement cannot be enforceable at all if there is in material terms that is indefinite so so our argument is that even though they agreed to this they agreed to a term that they weren't permitted to agree greets you under the law of contracts because it forbids the agreement two terms which need to be decided later on by the parties to open ended other party now there's no indication in this agreement at all as to whether that contract has been terminated so the question of whether the duties and obligations remained revived and what they were could never truly be reached because we're not really sure based upon fifteenth but then when they when they say that they did say that but what they have when they created this draft settlement agreement they they did not memorialize that that was great is it true or is it not true it's true it's true surprise except that under the under the law of oral contracts an oral contract cannot form and that's all the terms are agreed to so what you're saying your honor is that there was an agreement to an oral term which back in march law at the university of idaho has a rules that would be very useful in resolving this case but i won't tell you what they are what i'm going to tell you is that in this case they are very cut and dry and very simple number one let's focus on the standard of review here  we can hear all we want about the problems with the settlement agreement that it doesn't contain all the cerm that the parties thought it should have that there are things that are to be done in the future that are uncertain the fact remains that the court heard all of that argument the court looked at the settlement agreement that was signed by the parties and determined that there was an enforceable settlement agreement the there was no contradictory testimony with respect to whether the term provision for was material there was no contradictory testimony with respect to that if the parties previously had agreed that there would be a dialogue between the two with respect to the surviving obligations there was no contradictory testimony with respect to whether nevada race would have the opportunity to to review the claim filed in of a claim file better known as the case of many motions