moved to the second morning that it somehow adopted the dependent view that was close to forty years ago at a different time and since then the law has shifted significantly to the independent field over the course of the last twenty five to thirty contract and the fact that a limited run a private no relief in one circumstances does not mean that the limited remedy feels that it's essential purpose and in that context looking at that case it doesn't necessarily mari three of which have been abrogated by those state supreme courts in favor of the independent approach one of which the federal court has disagreed with another thought of court in favor of the independent approach so we would submit that credit is really doctrine predicts that the wisconsin supreme court and in this case would follow the independent approach but again if there's any question that the court would not adopt that approach then the wisconsin case and the razor case really lays out the issues very succinctly and those state's highest courts have clearly considered this issue analyzed it and adopted the independent approach so w exclusive distribution agreement in which the last parties flow directly from the parties agreement and not from agreements or collateral business arrangements outside the contract and that was a very close the southern financial case from this court in two thousand and fourteen repeat of course in some of the district court cases even as recently as two thousand and fifty  really all that pertain the damage limitation that refers to a remedy related to purchase orders was simply in a political and situation where walker literally went out and breached the these were existing sales by the way as this thing wished from some of the cases cited in the reply brief which relate to third party active sales we're talking about profits that could have been gained had a particular market been protected or had a particular performance been honored these are not speculative future sales these are actual sales that occurred and i think that that's easy to to distinguish from what's been argued in the reply but the point is that this piece damages flow directly from the contract because walker was required not to sell in those markets they did they broke it and there was no other effective remedy and that's what we cited justice cardoso in some of the other cases for the proposition that instance and this also relates the more case the more versus the bony case that was the trailer case in which the that distinction between consequential damages and tort could be direct damages in a in an antitrust claim which is more analogous to a contract like it is a case by case basis of approach that even the new york cases that my colleague cited to you refer to as the settled approach when you're when you're construing a contract and our territory and actually takes the profit from our customer in our market that we've developed there is no adequate minimum remedy there's no winner essential remedy and therefore he is unconscionable per se and my colleagues so that have a green and admit is in their briefs that this is a question of law and not a question of fact it's a question of law there is no remedy it's per se unconscionable and that's exactly what judge peterson f analysis was straightforward and that's ironic because that's exactly what this court said in the southern financial case in that case you had a bank selling a distressed portfolio of loans there was a formula that at least allowed the non breaching party to get back a certain amount up to the point of the amount that they paid for the portfolios and even though some of the some of the loans in the po were not as represented by the banks at least there was a minimal adequate remedy and the actual purchaser exceeded upon selling some of those assets exceeded the amount of money that they actually paid so it's not unlike the situation we had murray in which the court found that repairing placement is not if it's not done if it's not accomplished in a reasonable period of time it is ineffective and essentially useless remedy and therefore it's inadequate and other u c c remedies would take over one of the other points i wanted to stress was the construction of the contract as a whole my colleagues want to read and want you to read each particular section and paragraph of the contract in isolation and with their blinker blinkered literalism which i thought was an interesting phrase that comes from the being stalking this is not how you read a contract and most of the cases uniformly appreciate that and follow it in this case the  the remedy we say it is is completely lacking the contract fail of its essential purpose in protecting the non breaching party from being the effect of a breach especially one that went to the essence of the contract and so therefore judge peterson got the analysis correct if there are any other questions i'll be happy to take them up to help us understand why there wasn't a broader in that cast i understand that you may feel we need to hear an argument with regard out of the filler for the central purposes we went just directly to the direct sales we didn't want to to try to hypothesize any other losses that stem from the contract we had significant investments made in opening up and improving our sales force in the mexican market particularly the idea of the contract was to build a facility in mexico to increase the attractiveness of pricing for these these tanks that were being built in the local area and not have to be shipped from wisconsin and this was a price sensitive market as the judge record recognized that the types of things that come to mind are a call that are promotional materials trade show fees things like that that would be outside of lost profits but those were never were never pleaded or that well because we actually had to have sales i mean we did that was part of what we incurred as  as our part of the bargain in the contract but it was not a direct loss that that was caused by walker springs in this case walker they took these are huge sales in relative terms they took the sales and they knew exactly something they knew where they were going they knew what they were going to do with them and you know it was that was the direct damage that we felt that we incurred who could have asked for more but you know we would have received the  incredulity perhaps you know that has been expressed in the briefing but the reality of it is we want after what we felt were direct damage just based on the direct of the reach of the contractors should peterson thanks for the thank you very much a problem with the premise that that is what he wants the court to adopt the principle that when there is no remedy that that person excluding lost profits is per unconscionable and that's simply not the law he's arguing that every time a remedy feels an you both counts taken under advisement