good morning honors my name is jessica that i could i represent molech or i would like to reserve three minutes if i can your honor this case calls for a straightforward application of the city court exception which held that parties can contract around a default  judgment interest provision in twenty of us seen one thousand nine hundred and sixty one if the contract shows unusual intent to do so so the st thing we have to do is we have to look at what the contract says to do that because the district court was exercising supplemental jer's diction we have to look at montana subsidy of rules of contract construction the montana supreme court has held for over one hundred years that laws that exist at the time a contract is formed d that are directed at the relationship between the parties become part of the contract as if they were actually written within the contract so this statute that well if you believe controls application of post judgment interest in this situation it is eighteen  and under montana law that statute is incorporated in a contract just as if it was written into the contract so with that said we can turn to what eight hundred ashmore national four hundred and four says which the parties dispute however there's four reasons why eighteen dash one dash for a four shows that low liquor is entitled to ten percent i was judgment interest on the judgment the st is the plain language of the statute which says that the state is liable for interest on a contract if it's subject to a good faith dispute brought before a government agency or court of deepest rate is ten percent each year whether to before or after that station by a government agency or a courts now i confess i don't fully understand the state's argument here but they don't think that the language that says whether due before or after a decision by a court means a judgment we think it's straightforward enough as it stands right now however if we go back to the prior version of the statutes and we look at the statutory history prior to a few years ago the statute that in so many words that the ten percent interest agree what the law requires in terms of what the post judgement interest rate is undermine tanna law however before we get to that dispute the threshold issue is what is in the contracts and that's the st step of  has argument and that's where we have to apply the substantive rules of montana contract interpretation and construction and that is where this rule d that the laws existing at the time of contract is for become part of a context so with that in mind the way the montana supreme court would read this contract is they would literally look at eighteen dash one dash or a four and apply it as if it was included expressly in the contract like a patent on that but you don't apply that and it's not explicitly in the contract i'm not sure there's been a core helps too i understand what you're saying your honor but i don't see where the contracts and the arbitrator or in city court didn't talk about twenty eight and sixty one you just had a provision that there was going to be a good interest rate that applied after judgment and again all of his argument is that as a matter of montana law the statutes addressing the specific relationship between the parties are all if the parties have not put some language in the contract that clearly indicates that they have agreed not to be subject to the federal  go instead of court there was a clear indication that they did not intend to be ban on the federal statute because they put the actual inches ring india i actually think this exact question has been addressed by the montana supreme court in the line of cases where they incorporate expressly incorporate statutory provisions that are direct to the parties relationship into that contract and i think the clearest example of that is in the wired case which we talk about in our brief and in that case  workers comp claim and enter into a settlement agreement with worker's comp and sure that reserve future medical expenses that were related to the workplace injury it didn't have any sort of time limitation on it was open ended six years later the injured worker applied for additional better medical benefits that were related to his original injury and ensure said no because there's a law out there that says if you go five years without treatment it's presumed closed and you can't get any future medical benefits that went to the montana supreme court in the montana supreme court agreed with the insurer and said that this statute that addresses the relationship between the parties is a part of the contract i mean it's not like they referred to the statutes to determine the parties intent or they refer to these statues to determine what the parties intended to do is literally they are part of the contract so just because the parties disputes what they're inten seven when they amended the law the title of the bill is literally an act providing post judgment interest when the state breaches the contracts and the government the state doesn't have a good answer for why that shouldn't apply agreement regarding that then it's not part of the contract because you can't agree which statute apply you might have a different case to get both of you agree with statute applied but the argument in my view is weakened by the fact that you two are advocating that two different states gadgets are incorporated into your contract i meet to the extent that we disagree i understand where you're coming from your honor but we both agree that the wanted one of these two montana last  supreme court is what you're saying the you you are only disputing how the statutes are interpreted or interpreted to mean you've agreed and i am i missing something here i think that you are do you agree or do you agree that bit of both if i understood your question correctly i think the settlement agreement sort of informs the analysis about what the parties agreed was going to contract because the parties agreed on a settlement agreement which this isn't about whether the statutes were covered in the settlement agreement intent thing for just a minute and as a matter of montana law statutory law twenty eight that street s three a one on tennis as a contract must be interpreted as to give act the mutual intention of the parties as it existed at the time of contracting as far as the same as involves cases where the state breaches a contract and i understand that it's a weird it's because it doesn't come up very often because normally it's not going to be worth fighting about but we've already run up under the law liquors argument five hundred thousand dollars worth of interest i'm familiar with this case that was on a prior pound bomb and if i remember your honor and you were correct then however i see i'm i'm to the point where i'd like to reserve my time unless there's any more question we'll hear from the state they know  where both parties actually ask this court to do the same thing applies to a law and not at a lot and all of the cases citing twenty eight u s d ninety six you want i didn't see any such agreement but i don't think city co holding is limited to just what was in the contract in fact i believe the holding more rests on what the parties intended and i think that because the court does reference the promissory notes to the stablish the post judgment interest but also knows the complaining parties acquiescence to the arbitrators award which happened after the nose were signed in other words the court does look to conduct the parties after the contract is signed to determine what the the district court that this was the party's agreement both the state law would apply as opposed to federal law yes or no in fact as mr kinetics stated in his brief the settlement agreement although although not crystal clear because when it was being what it is today reference that the parties police state law applied we just weren't sure which statute of state law ok and then did the district court say well i reckon they've got this agreement but i'm just doesn't have any effect we have to go by the federal statute your honor i think it was that simple i think he said that based on city core and because there was not an expressed agreement in the age of the franchise agreement to and sixty one would be true and so there would have to be an exception to the application the general rule that post judgment interest is governed by law and here it was because also say that continually individual level no weight of that decision in the th circuit this court also referenced as a complaining parties the defendant's acquiescence to the arbitrator's later award applying the interest rate agreed among the part the interest rate other than the federal interest i think the focus should be on what the parties intended and not necessarily whether it was spelled out letter for letter and he remained in here both parties agree that they intended for state law to apply so i'm not sure why we wouldn't apply a still i understand there's a rule that the general rule not the absolute rule but the general rule the one thousand nine hundred and sixty one applies to here both parties to the agreement once the law to apply and so i think that establishes their mutual intent the contract if we have an agreement state law applies a bit the state's position is not that the entire montana code annotated was incorporated into the contract but instead the state law does control  means in the complaint language of that statute is that while the state is in breach of contract it is interested ten percent not if the state breached a contractor was in breach is while the state is interest to ten percent but once the state is no longer in breach for whatever reason and in this case when the contract claim gets converted to a judgment because lame merges with the judgment and the state now owes money on the judgment context well it get in the discussion about this issue in its decision and it talks about it says quote this conclusion is necessarily reached in light of our determination that the present suit involve because of where it appears in the opinion and how it's described this conclusion is necessarily reached in light of your determination that there isn't a contra correct in that i didn't have a threshold question is whether there is a contract if there is no contract the court necessarily has to determine at one hundred and eighty one or or doesn't apply but the analysis doesn't then the next question is is money owed on the contract or the judgment and the court in blanton expressly stated that  i think that what the course just making clear is my point that a contract is necessary for one hundred and eighty one for affordable but that wasn't the basis for its holding and i don't read this at all to say they would have reached a different conclusion of a contract was involved they the language it was added when it was recently revised let me just read the sentence if the contract is subject to a good faith dispute brought before a government agency or before court the interest rate is ten percent simple interest each year whether the food whether due before or after a decision by the government agency or court as that say respectfully disagree st i would say that if the legislature wanted to use the word judgment they would have in fact they did in twenty nine thousand three hundred and seventeen by expressly saying they were judgment nd i think this case is a great example in december of two thousand and eighteen this court determined that the state breached the contract of low liquor that was a decision by a government agency or court it was a judgment it was a decision so even after that decision prejudgment interest continued to a crew until the government agency or court with the word judgment i think is improper as lolo liquor argued previous versions of this and legislative history shows they contemplated using the word judgment and chose not to and instead they use the word the post judge with interest in all state case so i don't think it's unclear to the point of having to certify the question the money as for anything valuable ok if i'm going to make sure you have a chance to make all your arguments because i  point about whether the court is obligated to acquire state law or federal law i don't dispute that if there's nothing in the contract about post judgment interest of course the court should apply twenty eight u s c nine hundred and sixty one so i think that maybe we haven't been fully clear about how strongly the montana supreme court room holds that laws existing at the data contract as executed are as much a part of the contract as they were set forth there in that is in earls versus chase bank this court cited in the unpublished opinion about the breach of contract matter and the montana supreme court couldn't point we're not bound by published to be no i'm so i understand well that would be a lot a case argument from this case but the girls really talks about how the laws are part of the contract they're not again they're they're literally written into the contract nd of all blanton i agree with everything the court has said about land but i also think there's another statement by the montanas that report implant that is very illuminating and that is it's sad that my test approved supreme court found that the district courts quote conclusion that interest should be assessed under eighteen dash one dash for all or is consistent with its determination that the classes claims arose at least in part under the written assignment and were contractual in nature that montana supreme court reversed on the theory of liability and converted what had been a breach of contract judgment into a tort judgment and that is why i can apply to two part question and the st question is whether these statutes are incorporated into the contract not whether that's a threshold question we believe that the court must answer not whether state law or federal law applies but what does the contract say because lowell eggers argument hinges on the montana law that these laws are part of the contract itself not that the district court should have applied these laws because it was bound to apply state law because it was sitting in diversity or supplemental jurisdiction i mean so if we disagree on why state law applies and loic or believe that's important because if the state doesn't get past the st part then we think the district court should be affirm