that we have indicated that if the if the superior court and found that no was in fact electable are barred by the statue the limitations that there are is a likelihood that the counsel i want to i want to go to that point as to what the in your view this node repayment agreement actually does because it's a very strange agreement to me it has no releases in it it has no waivers it has a provision that the parties are in settling everything so that there can be future claims and it appears that the only thing that the other side was going to do was going to just this apparently without prejudice or claims in the state court lawsuit and leave in the th claim dealing with the no  this is like a letter saying like the bank would send you owe me a one thousand dollars as of today and and it's like a three page agreement as to repayment of the title of it but all it was doing here with respect to the purpose as to buy that no ripping repayment agreement was entered into the reason was was many fold but the st primary reason was that during the process of discovery in a state court litigation the aesop was very much involved and mr shapiro and representing the aesop and that action to provide my client with documentation reflecting the prior no transactions and the payment history so within that process we had issued a subpoena to the rd party administrator and mr specter's office he cooperated in providing all the documentation that we needed so that your client or shows the remaining matters that stayed pending after the agreement was executed which is why we did not have the typical forty two releases and other waivers that you would see my client remains  aesop but he has been on the board of directors for this corporation for many many decades so he is entitled where of the dealings with the corporation and he was also on the committee that party to defend herself in a lawsuit when something has been agreed upon so when we looked at what was agreed upon it's very clear that he agreed what that no value was he agreed to repay it and where the time this agreement was entered into my client was administering her husband's estate as executor and she was entering into the agreement in that capacity a probate is temporary and once the assets would be distributed by the probate court to her as the s estate the future payments would be made to her individually not as executor so i now do we how do we well i think we have to read every word of that sentence to executor so if we excluded to executor these payments out continue to be made and help further agreements or the parties or order of the court perhaps as ambiguity but the fact that we include two executor i think lends credence to the fact that it was included for that reason to show that we would need the payments in the future to be made individually so i don't see why that would be the i v the payments are going to hurt whether you are as so she has to obtain a payment as executor and during that time period once the order for final distribution issued by the probate court the payments would be made to her individually and to the fact that this agreement covered a lengthy period of time the probate would close during the payment period so is there anything is agreement to describe that any agreement and again this was not a complete final agreement in terms of every single hour between these parties because we had other issues and that is a result that's discussed in my letter at b r eighty nine as to those remaining k related to the april twenty pounds action with john so that that's puzzling to me because if your view is that this agreement was a settlement of that and that they were forever agreeing to pay on the loan why wouldn't you be just missing the claim count counts that went to the loan isn't the fact that the agreement didn't cover counts isn't that at least suggest that your your proposed reading of this agreement that this was a full and final settlement of the loan payment terms is incorrect what i mean here i don't want to provide them with an argument to say that clients there was a full complete settlement agreement to pay and you got to pursue counts five also seeking payment necessarily it was that we had an agreement then the district court a key finding the district court may be aesop allegedly use the assurances to entice your client to drop her state court lawsuit that was a crucial part of the reason the judge granted your motion but i'm hearing you correctly that this wasn't to entice your client to dismiss or state court lawsuit because she didn't have an obligation to after this was signed what am i missing there we have any indication that they understood that that was the bargain being reached they would like the parties a very different understandings of what is and our well the entire time that we have this state court action sending i received or filing a federal lawsuit and the agreement had already been on whether or not we filed the dismissal before or after she was all the good to file the dismissal and at that point the only remedy for breach would be for my client to receive abare in any aesop case because you're the defend them not the plaintiff that's one of your arguments why does that matter when this is especially preemptive kind of a lawsuit and if they hadn't filed this lawsuit issue in this case we're not dealing with a typical recipes we're not dealing with benefits and we're not dealing with a plan participant so the case law that cited the opening brief is all related to gruman because from our perspective it related to the fact that if the ending superior core probate court action on whether or not that one million dollars  fact in this agreement contractually agreeing to ok the or all amount of the know without regard ah because it would simply be the the aesop trustee making that kind of agreement as a normal contractual matter if that were at some point the determination in the la matter of law or by a trier of fact because of ambiguity if that's the way it went and it had nothing to do with a stop all then the stop would basically be stuck at that point right well i don't think necessarily  rights paid was was more than fair market value there would be a just me to the note or repayment by the seller that specifically in the stock purchase agreement nothing in this  mean what about whether you're trying to use the risk are already you're just using their one contract or earth the other with well we don't perceive this no repayment agreement as it adding anything we for other claims for claims between the parties to proceed nothing in that agreement required the defendant to dismiss this particular claim the they were they were only