court was one where they found that the collateral description was ambiguous but if there's any ambiguity it sufficient we don't believe that there should be the against the person who provides it i have i haven't seen that argued you know an ambiguity a vis sword in an insurance contract we know very well what we're supposed to do here  any rule that it ought to be read in favor of one party rather than be there i don't believe that there is a specific rule but if you if you look at the u c c statute you know look at the commentary there too what tends to be relied on is the fact that financing statements are create notice filing system it's right in the commentary that gets to provide now to the potential existence if you will of collateral and further inquiry the opposite of a claim for and it's something that says so long as it's good enough to put somebody on notice is good enough right but see there are limitations to that because you couldn't just put in a financing statement well we've got some collateral here ok we've got a property that would serve notice that you have a lender who is claiming that they have a security interest ambiguity is when something says including but not limited to well why would we interpret that to maybe mean limited to because if you are going further in this convoluted description of collateral be under v including but not limited it might be a slight ambiguity because it could have been put someplace else in view samples but isn't that enough to put anybody on  notice i would disagree or honor because if you took it up the word and then it reads properly it says all assets including but not limited to the list of assets located here or used in the business here but pointed out when you're paraphrasing this from a linguistic standpoint if you're reading this and you're taking a lesson a problem with this you know i mean sister frances paula taught me in the sixth grade had to diagram sentences it seems to is only one way to diagram the sentence and to do that by prescriptive grammar now linguists can come in and say oh people do all kinds of things and they mean all kinds of things by it but of courts were to apply that kind of standard to how they read statutes nothing would ever be clear we have to let drafters use english in a standard way and it seems to me quite clear i see no ambiguity here in this absolutely no because of the way the participles which are both passport is the bulls owned and here if the required and located at those are all parallel to each other you can't make them parallel to including but not limited to you've got to get  located outside of including but not limited to and the only way to do that is to say it's including and located and that makes no sense whatsoever by any form of prescriptive english grammar i think it makes it makes the wording and if you take the wording in and out then it clearly is on the ambiguous including the now limited to these assets located at this address the use of the word and is what is what makes it in big u s b go wait a minute so there's that you think there's an ambiguity about owned here after wired because here after wired should be made parallel to including because there's an end to but it's an end that has as you pointed out they should a start up of assets what is what is the meaning of having the location but then what is the meaning of any of this that argument applies to the whole thing the whole including but not limited to cause if the outside it could say all assets located at this address in writing but you're going to lend it to us and it but it isn't but but eight if a reasonable paraphrase does create they are very willing to work with paraphrases we work with texts right when it when you have a statute you don't say oh the statute means what a reasonable paraphrase of the statute might mean it's not a reasonable paraphrase about what the text you know including assets located on the moon under under there but here the reference the address is unusual it's first of all the address in a financing statements in the address is in the section if it's in there you would think it would mean something but you would think that but it does mean something because when it when you when ever you say including but not limited to you're doing something to emphasize that certain things are included and maybe that's not necessary maybe if you say all assets of the debt are you should put a period there and that would be very simple although it's that if you want to emphasize assets including this one machine which is the main thing we're really interested in because it's the most expensive item and we want to make sure that that's there so we say including but not limited to this machine which is the one that's located at a particular point that's the one we really want that's definitely included but it is all assets and we're just emphasizing that why is a location any different than any other thing that you put into the including clause well it's i say anything about any other locations because perhaps at the time the location everyone was most concerned about was this one but they wrote it in terms of all assets those specif judgment said ones that were of particular interest to them at the time but that doesn't that doesn't alter the fact that that what was perfected was all assets of the defendant all right why don't is there anything else you want to use your last thirty seconds for before we let king opposing counsel argue well you know i think that the court needs to look at the revisions the u c c that were intended to simplify the whole you have something that i believe is very similar i believe that there are some searchers who would not recognize the c and begin and if so they wouldn't inquire in even if they didn't choir based on their  understanding of the ambiguity they would have went to a location where there were there were no assets so when you see see drafters allowed financing statements to use the terminology all assets it was to avoid this very situation and i think there's legislative history that would show they have the burden should be by that argument isn't every including but not limited to clause misleading in the same way because if you read it sloppily you think oh it doesn't really mean all assets well if it's not what are they protect is the idea for to if the idea is to protect people who might read it sloppily rather than carefully if then you should never have anything beyond all asse word and were not there there would be no problem now you're telling us for years a problem because any including but not limited to language is surplusage and very for a seriously visit have it both ways it's not what i'm saying your honor i'm saying that this particular description including but not limited to is reasonably interpreted to be including that limited to all assets at that location which is specified does that mean that the second one shouldn't be there because that's i mean at all sure you can you can list everything but see the differences the description doesn't the it sticks out like a sore thumb and that you've got the location and at this location that's that's the difference of the end wasn't there or if you're just going through a list of assets and you added more assets  courts below the bankruptcy court and the district court found that the language was not ambiguous and they did that in much the same way as judge winches did judge kaplan did at least by saying a simple paraphrasing of the language here at issue generates a clear and simple meaning it's obvious that the intended structure of the language in question was this this lien covers all assets of the debtor including x y n z located at this address but the collateral is not limited to x y and z there's a similar statement in judge scrutinies opinion so they both found it unambig us however they did go on to address the concern that had been raised that that it could be ambiguous coming largely from the linguist and the banker that who and they correctly found that what we have with the u c c is a notice inquiry system and the language which is all in nine five zero two and nine five zero six with the commentaries to each which are in the record basically set forth the requirement that there be a collateral indication that there may be errors and omissions but that doesn't nullify the statement u nless it's seriously mislead and they both went on to find that even if the language could be considered ambiguous it was not since seriously misleading therefore even an argument has to fail misses and be ambiguous means susceptible of two meanings and they both relied on the pro growth case despite any ambiguity were deemed seriously misleading you wouldn't need to seriously misleading you'd see any ambiguity is read against that person that's correct your honor and just to put it you know and i'm not going to rehash everything that's been said here but just to up put it in a commercial context a searcher is going to be a prospect of additional lender and there's no lender out there in any espec of commercial reality to lend unless he or she is sure that they're going to wind up with what they think they're going to wind up with and if there's any question as to whether or not this lien covers collateral that the subsequent lender interested in then as the cases that are cited in both briefs indicate they're on a duty of inquiry to determine any ambiguities that meigs ist and that is what the courts added to the finding that it was not ambiguous my opponent doesn't agree with that but we think the authority is relied on by both judges below win the day especially through the pro growth case and the