granted i want to know one thing with regard to the brief of the police on page seven is a statement that mr minogue was a principal in the spector law firm appeared at a conference on august twenty eighth two thousand and seventeen because their claim which is a referral fee claim in the contract between them and mr carlson had absolutely no impact on what the arbitration panel was going to do it the arbitration panel had direction to decide a hi lo so they were to decide between twenty four million in seventy million it would be not it would be wrong to suggest better referral fee paid to be paid to my client would have affected  arbitration panel pick the seventy million as opposed to the twenty four million so the amount of the award to the plaintiffs class was not of affected the arbitration panel then selected to get as a result of the award by the arbitrators that was going to be determined by the arbitrators in a in accordance with whatever and this is the interesting part whatever private agreement mr carlson had entered into with the other plaintiffs counsel which the arbitration panel simply accepted the arbitration panel nor the court but the arbitration panel really didn't get involved at all and mr carlson exactly because there would have been no reason for them to do so carlson could hardly come in to the arbitrators and say i'm entitled to more money out of this eight point four million dollars because i have to pay a referral fee to another lawyer the other members of the class council would not have agreed with that and neither would neither would the arbitrator's you don't if you've made a deal with a another person that doesn't get the district court i did not have ancillary jurisdiction this is over this referral fee agreement it's actually not a referral fee it's it's a feed it was owed to the old firm but it's part of a fee greenman that you argue is is outside the class action settlement but it tell me what the standard is tell me what you argue the standard is for us to make that determination as to whether or not there is or is not any ancillary jurisdiction well i think you're you're a review is planetary whether or not there's ancillary jurisdiction i think i understand that in that but but how do we determine how do we determine it's plenary but how do we determine ancillary jurisdiction or not by whether or not the the issue before the court is within the terms of either the supplemental constitution so for supplemental jurisdiction the requirement is that they have to be so related to claims in the action they are not for the state of for a a stay of court proceedings the injunction staying a state action has to be necessary don't i don't know i don't think so i think thirteen sixty seven is a longstanding statute that doesn't permit of any wiggle room so to speak in interpreting what it means in that when it when it says so related to claims in the action within the original jurisdiction i think that i think that that's what it means that you have to look at the facts to see whether or there are facts in the underlying case which are also relevant to covenant versus gorean in talking about ancillary jurisdiction there's a second prong that sads to enable the court to function successfully that is to manage its proceedings over this question i don't i don't believe that any of those issues are involved in this particular case the court issued its decrees it issued its orders its process was complete and so to just take ancillary jurisdiction over a private contract action between two residents of pennsylvania the countless is none of those none of those purposes that did not in any manner  contribute to the jurisdiction and integrity of the court it did not in any manner affect the administration of the orders that the court entered those were all accomplished the funds were distributed and the case was over the two thousand and seventeen so i don't believe that the ancillary jurisdiction is referred to in kukkonen has anything to do with what happened in this particular case because to do to do what the judge did here did not affect any of those considerations is it the case is it over case was done there that any injunction act well that's the any injunction act is is uses the very narrowly construed and where there is a question if it's in doubt then the state court action should be permitted to proceed and so i don't i don't believe that the action of the district court in taking jurisdiction we still have to deal with the added the injunction act because of the fact that there is an outstanding injunction or would that fade away immediately if we said there is no take action yes we would have to go through the entire injunction analysis it's my view you had a comment in one your briefs and it goes to the contract claim itself i just wanted to ask you why it why you folks said this  he said that if the contract were interpreted to have a condition precedent that had been satisfied it would provide quote karlsson with a powerful incentive to ensure the original settlement was not affirmed on appeal close quote what what why d reach that conclusion because because he was about to he was about to leave we didn't know that february of two thousand and four and he did leave in april two months two months later so that time that that settlement is gone that entry of of legal fees which was eight point one million dollars at the time is gone he takes the case and he continues with the case without now any referral the obligation so potentially in years to his financial benefit to take the case without having an obligation to pay a referral fee and i think that was our thinking of making that making that of what if anything to your client that is the fact that there was so much work done on this case post separation over what twelve years does that may be the fee that your clients claiming under the proportion that they're asking for a reasonable no it's it's it's a matter of contract at that point if the if the court had ancillary jurisdiction to decide the contract case between the parties he would he would be obligated to abide by fed by state law with regard to contracts so  the judge would have to look at the terms of the settlement the agreement and decide whether or not the claim meets the needs the contract  well that's the there was no condition precedent because the court the district court decided that there was a condition precedent before which mr carlson had to pay money to the law firm the condition precedent which had nothing to do with the carlson obligation carlsson had no obligations under that the condition if the condition precedent is not met carlson doesn't get his money it's costing who forfeits the money not us not s s e have karlsson if the condition is not met if the if the settlement is not approved then carlson doesn't get what the what the february two thousand and four agreement gave  council was and was kept secret and that's the risk you take when you take one of these cases anyway you don't know how they're going to turn out that's why that's why i think in part there you use the percentage of recovery system because it is a risk and so he accepted that risk and we accepted the risk of him being the person working on the case ha and says insularity jurisdiction is necessary to control matters which are essential to the conduct of federal court business and how could the allocation of fees between two private agreement among class counsel concerning the allocation of fees it was not an issue presented to the arbitrator the district court to decide although we can you now say that this is something a court should be concerned of when the parties the lawyers privately decided to allocate that delegated the ability to apportion the fees among the council that were litigating the case at that time whether that forty was delegated to the council themselves whether it was delegated to the arbitrators or whether the court  none of that matters the point is the oversight that the court has on a rule twenty three for all feed coins in a class action is absolute but it isn't that he claims against the corpus of the recovery as e division of those internal speeds because fairness to the class i can look at that the amount of the attorney's fees would not be affected but the division between the attorneys and the break up between the juries of those  how then is the concern about the attorney fees something which would in any way affect ancillary jurisdiction where your lantern your question is that i disagree with the promise of the court absolutely has the ability and the they do it all the time once again we're not here to review that we're trying to determine what is the court's jurisdiction and i'm saying there's the ancillary jurisdiction on all matters pertaining to fees and class action especially in m t l class action sort of hot honorable twenty three i mean you recognize an obligation and it seems awed to me you know i have trouble getting my arms around this whether the court has jurisdiction or doesn't have jurisdiction it seems odd to me that you recognize there's a fee and i'm saying you plural no not you individually but you argue before judge wab they're entitled to a fee because a condition proceed out contradictory no there was never any contradiction on our there was a fee agreement from february of before there was a separation agreement from june mr carlson had an agreement with the firm that he would get a salary he would get some benefits and he'd get a percentage of cases he brought in where that agreement nobody is ignoring anything we're here to say that the district court has the ultimate purview of all these issues under water one of the well then then even if the district court had jurisdiction how how can you and he got a if a percentage of the future fees of cases he brought in how do you ignore that agreement but only when that agreement we're looking at the literal terms of that agreement and that agreement set forth especially two categories of case vault and cases that have to be litigated now i think you're going to the separation agreement you jump to the separation agreement i'm talking about the initial agreement in two thousand and one well in this agreement also as it relates to the this fee was premised of falls within that agreement as i see it he was entitled to a percentage anyway and the converse of that means the converse of that means they were entitled to the other percentage four agreement was superceded the agreement that judge fisher is speaking of now and i think his reading conjunction it's the same agreement that we understand completely that as a as an employee of specter that he received benefits in that those were very you may very well have because in that same document i referred to that e mail you may very well have a claim against your partner mr carlson for access you know work that you put  m which made you know divvy which which main the fees divvied up different but that's it your problem but the question i have here i just don't see how the district court can leave this case if they have jurisdiction and say vacated settlement in two thousand and five simply because those agreements contemplate a whole category of cases that mr carlson was performing work on but dr firm retained no fee interesting whatsoever because all the litigation was out in front of in those cases that's what this case became now for the settled cases they had the splits worked out this was one of the cases that they expected it to be settled and the settlement w the court has no further role to play no further authority to determine what those fees are going to be between the attorneys so what you're saying your honor would lead if that's the conclusion this court's going to go to that would mean that in every case where there's a fear agreement among counsel in a class action here parties have the ability to take purview that i'm talking about which has been insisted on by this court on numerous occasions and across the country and other appellate courts underwood twenty three counsel concerning the allocation agreement that would was reached between mr carlson and his former law firm that was never given then when counsel gets in front of the arbitrator they tell the arbitrator according to the arbitrator's opinion we have a private agreement you don't need to see it we're going to we're going to divide it all out so in two instances here there was a desire not to have the court play a role in allocation of of the attorneys fees how do you get around that so the only desire not to have a district court be involved in this issue provision that said give notice to court and counsel about this agreement they didn't do that either did i i don't think that was ever done but i think after the court this court vacated the first settlement two thousand and five it was our position out of the contract terms th communicate to the world this is uniquely a federal matter we don't really have that here i'm aware that the causes of action have the shifting but none of them say this is a these are unique federal interest the next one is necessary eight of jurisdiction at the time that th s lawsuit was filed and then brought before the district court all of its work had been done it would have been entered and the money had been dispersed so there was nothing that would interfere with the court's ability to but philip complications concerning doesn't let me ask you this more global question doesn't the interpretation you're asking for that have a significant impact on the practice of law that with your involvement i mean it it seems to me if you few look at this record here and some of the other cases that there are referral agreements all over the lot among plaintiff's attorneys for a piece of this piece of the act and there are more lies and paper and whenever the fees allotted you go to have to resolve all the kind of contingent agreements by early originators of cases the court district court always gets involved all those issues you just described there are and it does so by one of location exactly i wasn't gonna her that delegation that delegation doesn't include a specific item is ation of every single deal with somebody out there may have had it may or may not that's hard to acquire may not yeah but what  point on a global question is isn't that going to end up by you saying that in order for you to get an ancillary jurisdiction here you have to or you're arguing that a district court in a class action like this as jurisdiction few quick points theory enjoyments in the class actions that were cited to discordant if we case deals with a decision by the court to make to either allocate the damage award to the class or the legal fees for doing the work on the case that's what will twenty three deals with that's what all of the cases deal with there's not a single case that's been cited by either side that doesn't involve the decision by the court over one of those two issues so it's not a referral fee that the the district court has the obligation to review separately with a third party it's whether or not the original fee allocation to the attorneys is proper under rule twenty three for the work that was done on  on the case and that's the last yes in the class action is war in the statutory one case as well so the rule twenty three does not require the district judge to review whether or not a private agreement between mr carlson and as the c m had anything to do with the class action when private agreements have been disregarded by the courts in all of these cases the where it has been disregarded is for the court to enable it to determine whether the money going to the class is fair and whether or not the money going to the attorneys for the work on that case adequately adequately  compensates them all of the fees over the fourteen years of work were taken into account in the arbitration proceeding because the or the arbitrators presumably used the lodestar method to check whether or not the percentage fee that it ordered the thirty five percent was fair and that's what they did so mr carson got the credit or the benefit of whatever number of hours the six thousand or so hours away spent they tribute d sixty one thousand hours to all of the class council for total lodestar thirty one million so all that work was taken into account and i kind of and i resent this that as a c m firm stayed in hiding we did not stay in hiding we did not receive notice of the arbitration the arbitration proceedings there's nothing on the docket carlson doesn't say he gave us notice we didn't have any opportunity to come before the the arbitrators to tell the arbitrators about this cos it was there he was the one who had the obligation to tell the arbitrators not us we were not in hiding he wasn't and he was before new york the traders he had the opportunity to tell the arbitrators if this  have in any way impacted the decision of the arbitrators with regard to way to a fee he got credit for the fair fee that supposedly was generated from his work on on  the case so they simply what we would have would be decisions by a district court which evaluated the work of the lawyers on the case the district court would come to a decision with regard to what was fair consideration compensation for those council to work on the case and then the council would then basically throw a hail mary to the dish accord and say look i entered into a bad agreement with with an attorney on a referral fee get me out of it that's what will happen if if a decision like this were to court his entitle to review a private referral or any of the kind of contract between class counsel and somebody not involved in the case of happens i was awarded what was a fair fee if i have to pay this referral fee now my fee is not fair anymore help me thank you thank you it's very well