arbitration clause in accordance with the case law in this circuit and the united states supreme court not some vague notion of reasonableness or the practicalities of how to hold an arbitration hearing i'm going to be speaking on two different orders the st is the order on the motion to compel arbitration and the nd is the order that recognize the arbitration award no one the motion to compel arbitration there are three great points that we are making and the st relates to the proper who are the district court should apply at that time and for this we will be analyzing the federal arbitration chapter one verses chapter three chapter one is predominantly a domestic chapter it applies when the seat of arbitration is in united states or to a domestic arbitration chapter three incorporates the inter marriage can convention on international kerschl arbitration also known as the panama convention and it only isn't uses ory or connects with chapter one where there is no  here we have a conflict chapter one says nine u s c four talks about when a court is going to compel arbitration and the court then must compel arbitration whereas whenever you have international arbitration governed by chapter three the court is then looking at the foreign law for example business when obama as well as would apply here when you look at the right well you're honoring the law the case is relevant where the issue is is actually decided but but here what was said back in there was even this this court it gave an indication as to the kinds of things to look at and it pointed to a set back it was sent back for an application of the law that was found in the st appeal other words the district courts responsibility at that point was to undergo a fact finding where there was an evidentiary hearing or not or whether it was just on the briefs and actually apply that test so your your argument now is that the district judge was manifestly erroneous on that one it's at finding is that correct no you're on an argument is not a of a fact finding argument is merely which law to apply it in your in your correct that there was an indication  or any ground in which a contract can be revoked but none of those three was apply and that's and that's where and that's our nd point instead the district court engage and then resume his analysis is cited the brimming case but the britney case which an adequate predicate providing the form selection clause and enforceable then they say you had to have not known at the complained of conditions because that was one of the issues in the iranian case accordingly and remain in the district court you can get such reasonable this doesn't fit within that that's a that is a court selection argument under brim and we didn't have that and because we didn't have that it water on the motion to compel should be be reversed so i don't want to short circuit your argument on that but since we are time limit what can you tell us about your client's position on severance assuming that you lose on the issue that you've just outlined for us case and i didn't see it in the briefing that case so is is that hard now to discuss because we sent it back for a specific purpose and we didn't talk about also ruling on so does that bar that discussion or is that somehow implicitly the man well it would be it would be the definitely place really i mean and also this court didn't exclude the question of suburb and if  wanted to is certainly could have and and severability if it is meaningful because when you look at that clause itself if the court is going to find that part of it is impractical then it has to find that that specific part is otherwise you could throughout the entire clause just for that one that one piece so there's going to be a finding on it it needs to be it needs to be some for labor to get back to judging the hearts question then if you argument you want to try this case in mississippi well this case if it's not separable in the case is going to have to be tried in the jurisdiction where you know there are minimum contacts there within girls that appears to be mississippi since the before you do agree that if we agree with you on it we disagree with you on the venezuelan point but we agree with you on the severability point then the next step is trial in mississippi yes we do agree agreement to move the seat of arbitration from caucus to washington d c or someplace else and we do not have the components of that agreement st we don't have a modification that would fall the time for the contract and nd ingles doesn't even really believe that there was a modification so watching this either because whenever ingles had the chance to take this award and seek recognition or confirmation it's up both in the english would go to washington d c it's a far better place to go than to have to cite brazil because then you have everything all in one jurisdiction you have to worry about the no move that might occur outside of the united states so when we look at that that that's really the couper of the issue and we look at the minute injury that was injured around that time and the communications around that time we don't see evidence of a change of the seat of arbitration only perhaps the location of the hearings and it really when we look at them it takes us to what is this court doing when it looks at the air war should it grant deference or should it not and here the tr expressed has exceeded its contractual mandate and when it does that deference is at and in this is something that this court has held in the poor a case has continued to hold ever since then that this court is not ability then and it's only on what the tribunal did then we would have arbitration that would have to be compelled in the where would have to the seat of arbitration would be that well but you don't hear that that ha every strike to be enforced by the arbitration urbino with my last few minutes i'd like to make just a point on the the federal policy in favor of arbitration and this is cited often  in various different decisions and and either the one thing that strikes me about that federal policy is that is not just and in contagion of some words that lead to enforcing arbitration awards rather i participation or on the order then recognize the arbitration award so we're not asking for anything that would be outside of the commands that have to sit down by the supreme court and by the circuit as it relates to the federal policy in favor of arbitration judge james was correct in saying that the fact that judge six was was directly to apply national iranian oil company and the standards that he applied were i is a major part of the argument well how do you distinguish national iranian oil and that we even need to reach severability since we didn't mention that in our prior pinion is it implicitly in there because we  the the arbitration clause was impracticable because there would be an arbitration in cannot because under venezuelan law and therefore whether our clients all shall determine it taking into account the sermon circumstances of the case including the convenience of the parties not said he just sixty three into the record and that's of course going to be very important when we talk to the nd issue law the arbitrator's decide where in the event that it's become impractical is that yes that's right and in fact that is what happened here because you'll recall judge jack's simply way back up a little bit now and i hate to interrupt you know because because the judge's order as i read it said you have fifteen days now to confer and agree yes where the arbitration will be and if you don't agree made a decision and said if you can't and i will make a decision but the parties did agree on washington d c and reported that to the court and there's there's a record sign for that and if i can find it well we're speaking i'll give it's you but in the so the tribunal was left with a choice well do we force the parties to arbitrate in washington d c as per their agreement or do we do something else and they then did the exact same thing that i discussed they went and so we we have and amended our pleadings in light of that clarification so it's certainly a lot more convenient for your opponent then for you because brazil is very close to venezuela not all that  to resolve this dispute for the better part of nineteen years now and at that time short of of arbitration in venezuela we would have gone anywhere because what we were trying to do was texas and that's that's what happened there but you know there are significant differences between the nyhan case in our case in that case it was in was iraq that was seeking to avoid litigation that had been brought by hash and by arguing that if you can have this it can have this arbitration but not in the run where is and the reason it wasn't forced against the arbitration clause wasn't in force in that case it was because there was a finding that not in self's what should have known about the problems that arose that rendered the award impractical which is obviously not the case here my my difference here is to that decision which i articulated earlier that there was a finding of rest you get caught as to the issue of of whe new original agreement by the parties reported in open court you arbitrate in washington d c you had one party even as well and disavowing that agreement and the tribunal said in these circumstances we're going to use then the tribunal found that it was indisputable that in their litigation before the u s courts the parties consented to the arbitral proceedings taking place outside of it as well and that's it page five  and ninety nine and then the tribunal looks to article nine and then as well an arbitration which i read to you earlier that's a page six thousand and then made that determination which i mentioned to move your mutual sinus shebang as well to to brazil in as basically to say well you don't want to be in the united states anymore we'll find a place that's neutral to both questions you know because well it complains that it's agreement to arbitrate in washington d c should have been formally added as an amendment to the constant but as i said there was a ministry in which that  agreement was reported in open court so i can't see how they could take that position but in any event even if that was true even if it was true that there should have  been a formal amendment all that establishes given the tribunal the tribunal is finding that the impracticability of arbitration and then as well as rescue caught it is that there was no original songs which would push them even to the fundamentals of the governing contract law it's incorporated through a chapter three of the f a would also rob the tribunal of the use of the very powers which the parties agree to confer upon and for these extensively what it says is that the parties may freely determine the place of arbitration in the that there is no agreement in this respect it could be no  that's that's the text well what we heard with were discussions of whether it is impracticable whether it is ineffective when there is a problem with the scientists but what that says when there is no agreement and even if an agreement i impracticable it doesn't mean it stops existing is just an agreement that cannot be enforced but it doesn't just banish so it's important to keep in mind what the text actually says there was a distinction that we heard regarding the national reading well company is about then his way along being the real thing that divides it were other arguments but that was one of the main distinctions but there is no finding that iranian bar is different than no agreement and it sounds to me like at least huntington perhaps thought there was an agreement but then we later heard that huntington wasn't sure there was an agreement until two thousand and eighteen whenever it decided to seek confirmation or recognition so this notion of there being being an agreement somehow was knowingly deviated from that opened up a new world of discretion it doesn't fit with the  thing like there's a lot of back and forth because you had the original issue of their lawyer reaching a set all that but venezuela saying what in agreeing with it and all of which gave rise to the original heel so it kind of seems like there's a gre necessity of a modification is for the terms of the contract because that's how you know when there's going to remember when there's not as that's how you get away from these kinds of things that cause the cause trouble and then when we get to where we are right  now and i i wanted to also reference the the e mails and communications that occurred around the time of the agreement to move into watching for the alleged agreement to move things to washington and what you'll find is you'll find a description of and we will allow mr tries to have the attorneys