with respect to elements two and three stockholder agency there is not one case that deals with a very important fact pattern in this case and that is where the contract specifically excludes  allegations are one of the same prayers and one of the same with respect to the rico allegation when hardly they're only there only one of the say when you say they are not what they say they are no i bought a lot of things purposes of rico when when cargill sets up the subsidiary that use that subsidiary to take over the joint venture and to force the players to litigate in singapore it's  enforce any judgment of payments action in the course of thailand have already found that these entities are one and the same as cargill inc for purposes of the othe case when you have an arbitration clause that's written stating that planes are rising under the agreement arbitration is only appropriate for claims given with performance of the agreement we're in connection with the agreement the arbitration clause must be strictly construed and the only claims that are subject to arbitration deal with performance of the contract and interpretation the contract here we have cause of action lucrative law practice and he moved to thailand based on the term sheet that was presented to him by cardinal move his family out there and start a whole new life there was only source of income was the joint venture had no other source of employment his intelligence his experience and his resources yes but that resulted in what is the scope of review of this court of the district court determination that it was not unconscionable yesterday ok and then what happened is mr de silva expose all the corruption the bribery going on and cargill takes over the joint venture agreement in concert with the police at the same time that mr singapore because he's uncovered corruption of cargill in thailand is your position yes with the help of the government to correct of the toxic help yes the singapore government is not involved you've got a three person  baird relied on making her determination that the arbitration was not a conscionable on may twentieth two thousand and four judge baird issued a detailed order at pages fourteen through nineteen of that order she relied upon declarations from two counsel from cargill mr robertson and a mr goten who provided her with details declarations which described how mr does actively negotiated the joint venture agreement over a ten month period of time and that during that ten month period of time mr to suva never objected to the believe there are some of the negotiations took place in southeast asia they were operating under a term sheet of the parties agreed was not a contract i think for the first ten months or so and then they then argue say anything that arbitration it didn't but it made it clear it was not a binding agreement it was just an understand of parties i would also like to refer your honour's to the supplemental declaration of david robertson and any cargill in house lawyer that rated three thirty seven three thirty eight and three thirty nine he describes how singapore is the form of choice for international arbitration and just scribes  a true and correct copy of the t i corruption perceptions index two thousand and three of one hundred thirty three countries countries scored singapore's ranked fifth in the index alongside other countries a very low levels of perceived corruption and it describe at paragraph five and six that singapore uses essentially the international arbitration center there is utilized throughout southeast asia and again the idea of a threat in thailand precludes some of knowing singapore cases have state department country conditions evidence of what is going on the country nothing third missile here but is there anything objective which indicates that thailand has political influence over singapore in  party beneficiary issue we did not seek arbitration a third party going to fish for theory and judge bear did not so rely on further i think it's important enough that the tracer case a non signatory who is deemed to have interrelated conduct can avail itself of the arbitration provision further as your honour's have noted the rico causes of action june relates specifically to the joint venture agreement essentially what mountain view and azuba arguing is they were deprived the benefit of the joint venture agreement because of these improper  i refer your honour's to the complaint of paragraphs ninety eight and one hundred four which i believe alone set forth the specific bases for a finding that the rico cause of action relies on a determination the joint venture agreement and essentially what you will see when you look at those paragraphs is that mr desirable is saying is that cargo came in took over these properties treated me terribly and they had no right to do so paragraph ninety eight seven or eight different actions that he believes cargill took that were part of his rico complaint we believe those are things the cargoes expressly entitled to raised in two thousand and two and arbitration in singapore and then dropped in not re raised but starting aside the merits of paragraph one of the four plaintiffs complaint makes clear that the alleged bribery notwithstanding our vehement disagreement was done for the purpose of permitting cargill to take away his benefits of the joint venture agreement what is evil a saying is cargill not only kicked them out of this hotel and took over operations but paid money to local officials to let them do that mark when is the joint venture agreement specially permitted cargill after to execute the buy sell provision to do what was needed to take a control the properties including paying of the locals day in court he's got a legitimate fear he brought up some major allegations of bribery and corruption and to force him to go to go back there will be basically and in this case for him and i believe he should at least get his day in court  friendly environment even at the cardinals headquarters of leave that's to minnesota we will be willing to go there but to force him right now he's trying his life back together and go back to singapore and stay for stay for however amount of time in