temporarily they suggest that separate lists need to be provided well temporal temporally it baby what they contemplate it depends on what you're defining as really provide that is not in fact a a list of cato prospects cato prospects is a fine term and it's in section two three and so what you're supposed to do is you send a list of prospects once they are in of keto prospects section to see tells us how it comes into existence section to be tells us what the importance of it is with regard to whether or not we're entitled to a fee or right but he would argue that everyone on to possible and rightly that certain prospects will fall by the wayside and other prospects will be developed by correct that is correct so bad right so we are necessarily talking about the need for two separate way that you presented that is what i would say is yes there were subsequent lists of people we wanted to have proposed but they did not become part of the list gets appended to the agreement until hemisphere's reviews them and approves and on the record here there is no doubt that of the three that were twenty prospects were ultimately a provided hemispheric of the three that ultimately invested all of them were provided and approved within one week of the effective date of this contract that he paid to the contract but in the absence of the provision of a  then you go to q b and this is what he says to me says cato will only be entitled to placement fees with friends actions during detail period completed with any of the listed cato prospects or their affiliates well with the cato prospects is a designate in writing to the company cato prospects and it read that as having a purely for temple all requirement in the district court though actually made exactly right around the presidents we can change one word of the contract you change at by but as the court found it be expectation under that contract was so that by the time the parties got to the end of the co said this is the investor list in talking about the expectations so that when they get to the end of the contract they'll know what their expectations are the record could be clear on this the response we got back from that e mail of the full list update it was that they won't negotiate our quote fees as agree if there was any doubt about what they thought their obligations were under the contract as of that time it was completely resolved by a response on the same day in which we as a purely temporal as opposed to working with the contractor expectations are is a week too early to weeks to really does this all simply boil down to you  implicitly conceding you did not end here strictly to the requirements to be in to see but that to the extent you did not any reach if you will it wasn't rescinded or revoke they had the list they actually acknowledged were piled to their fees as agreed only they try to negotiate them and we told them no so the purpose is as the court found that they need to know at the end of the contract they knew they knew that they thought we were in power to a fee and they knew that we were not giving up what we're told he wanted a contract the records clear on that and the way this is interpreted is a hyper technical way to say that on the very last day he had to give them another list and that list of the green are we to read the agreement as to not require something that at the end of the agreement as a suggest the baby was just what i was really suggesting is that you try to harmonize the contract to satisfy the party's expectations and the notion that having performed all the services that you perform and then being aware of it and acknowledging it it somehow in the very last day you were to show up and just reconfirm that you are a title to something under the contract w mary know what you're entitled to the contract seems to be and a reasonable interpretation as i said you can read the contract to say at the end of the term of it agreement kato shall have designated as opposed to shall designate because the point is he want them to know what their obligations are when they get to the end of the contract how could they not know that i mean they had no this and they had the list and we never rescinded it never updated it that's why we sent the other lists what do they know they know that you provided them pursuing to see you know a list of everyone you can think of everyone that you contemplated getting in touch with that list is not necessarily a mirror of what complie you know if you've invited a list you said well see if in fact it was on a list that had been approved that's correct it would be there would not be a circumstance where you would get to the end of the term that you wouldn't know the point of that was to make sure that they had in writing which is the list they had in writing a list of all of our prospects so that it prevents us going to tail period with somebody and gas coming back and saying we responsible we made that mr black if you're on a set forth that this is an appeal from a three day trial in which the court carefully evaluated the witnesses and made factual determinations as to whether or not there had been substantial compliance so does that mean it's more like a promise rather than a condition under some states while that would be true under delaware law as the court careful carefully enunciated no specific word on what pennsylvania law for example is necessary in order to create a condition pursued in the words kato will be only be entitled to placement fees for transactions completed with any the listed hill prospects create requisite condition crecy indicates that the mint will not be made unless that condition is met which list obviously  a reading from to be which is the whist that it says athlete end of the term of this agreement cato shall designate in writing this different purposes one was to give cato authority to contact this is not exclusive contract i think i should say and that that makes this different from every other  unusual in this city with these sorts of means city and if you know that is unusual that is that it's not an exclusive agreement in this particular type of of kinds action in this market i would say that it to substantial compliance or waiver or causation all deal with the courts of other jurisdictions pointing to the fact that if you're on notice that your broker or it's a real compliance neko you may say you can't you can argue later that you didn't know that you were going to be entitled because they were exclusively exclusive contract the parties how already made the causation determination but when they enter into the contract they say you are my financial advisor real estate broker whatever whatever they the case may be and anything that happens will be as a result of this will be attributed to your services let me as a question we have a problem do we have a problem we would have a much different case because truth and the court made a specific finding the law as to why that was prejudicial not having the west under at the end of the term that indicated to him is for extended intake intended or that expected to be paid when the ultimate transaction occurred another investment banker under completely different circumstances brings a completely different type of got the january list at the end of the agreement and it said it was his you tube you must know you have actual notice we've been talking about actual knows it's alluded to obviously in  difference between getting that list in january which provides you a list of things and getting the same list at the end of the agreement to finding the exact same things to fix person who would not have i do i don't always have contained the same names because there were and this was put into the record there were approved contacts that they never contacted so they do they would have just given this that they were different less but we would have had two o you can go ahead with your with your plan but here's will but here's a list of people that you cannot have invest in this we would have been we would have been able to protect ourselves from this trap and secondly and this is not found by the district court but obviously if we had gotten a list where they said they expected to be paid from every single person there we could have gone back to them and said i thought you said there was nothing going on that everything is dead we so your argument is that to see it be substituted or argue that it's to be because everyone to see could be satisfied introduced or absolutely correct we would have we would have had an opportunity to to contest it then and we would have had an opportunity to check ourselves a later when the ultimate transaction occurred in order to write out the to the to be west the and i don't know that anyone has gone to mr webster on this question but that assumes that introduced does not also include the situation where someone locates and then pr cannot be a paragraph of the service terms can should not be read to completely obliterate the purpose of the contract was that they were going to facilitate a dacor happily almost let's assume something for a moment let's you may have known about them before but you've now been provided with notice that we didn't introduction and the only language alluded to by just two words is introduction  then say look we gave you the notice we complied with to be we introduced you during the tail period you ran off and did this we want to collect our construed whether or not an introduction or service well waits to a transaction has put it's has put song wobble of causation between the activity and the i there's two things you're correct this is in the tour context almost looks like a strict liability type where the minute you decide it the many are on notice that no causation would be necessary that might make sense an exclusive contract and that's something that the parties commercially to commercial parties can deal with when they write their contract in all the cases that were cited not only was exclusively cited as a key issue for wind happens we get paid there was cases there were exclusive cases and the language is much different the court found that in order to impose why bill causation why ability  fact were done even in page seventy nine of the court's opinion the court costs about the things that were done and of course our e mail when they try to renegotiate our fee explain wait a minute one of the reasons we're not giving up on any feet that you agreed to pay us is because we did things if you think about it as having the intent of making sure that we can't spring anybody on down at the end of after the end of the term that we haven't provided to them in writing on  picture i respect we submit that that is the wrong interpretation because there is a better and actually much more plausible interpretation and that is the expectation is that when they get to the end of the contract they'll know so that they can't be ambusher somebody is not a