which justices and the court first thing i'd like to point out here is the red cross has conceded that the intent of the tester tricks was to fund local organizations and charities as a matter of fact they've offered to make sure the money was spent locally however the will just doesn't argue to to give money to charities but if you look at the thread of the will if the fund charitable organizations that are in the community not just give money to the recipients now first of all we need to look at the will as a whole and the will  whole if we look at it as shows of intent the fund local organizations and charities so the question in this case now is do genuine issues the material facts under two six fifteen into sixteen six nineteen not cease to exist fiction which is affection if we apply the script did not cease to exist standard do we ignore the fact that it's not serving substantially the same people and the same people that the testator's desires why would the test dater crypts desire to serve people in missouri or iowa or the first national case versus london case that cited in the briefs i think it's important to point out that that was all one city and one community it was the same town and the hospitals were found to be serving substantially the same individuals and as the function of the charity not changed in in the citizens bank versus paris case this was a case where surrounding counties  would continue notice the word surrounding counties that doesn't mean three states twenty one counties none of them connected to each other and i think i pointed out in the brave that only about sixteen percent of the new area that would be encompassed by the service area so the question is i feels in a l for the blind case if it's clear and intelligible and suggest but a single organization then when it says the west central illinois chapter the american red cross this is clearly intelligible news no ambiguity it doesn't say quad cities and west central illinois chapter it says west central illinois chapter which was located in galesburg illinois so if if it's clear then i shouldn't even have to argue an ambiguity but if there is an ambiguity of the fact that there's no longer exists regardless of the fiction that that's attempted to say that it's still well the common thread that runs well through the will is to give the money locally and fund local organizations that is the clear thread which runs through the well so that's the driving force what what if this gift is disallowed but it's going to go under the residuary clause it's going to go to other local organizations it's not it's not going to just die and not go it's going to go to local organizations which are should be allowed to show what she meant by what she did say she said the west central illinois chapter of the american red cross so the question is why did she say then what did she mean when she said that why did she say west sector illinois chapter american red cross if she didn't mean west central illinois chapter american red cross and he said she would want the money to be spent in the area of her home com in the west central zone and so american red cross has said we'll spend it there doesn't that kind of help fulfill that tested testator's intent well i think if you look at the common thread in the well if you look at the whole will it just isn't the point that the money is being spent locally but is used to fund local organizations that are there so i think that's that's that's where the key is sure yeah or you know the money but as i pointed out you know how are we going to how are we going to force their promise how are we going to do a lot of things but the idea is is that there's all these other organizations that are worthy that are galesburg and are remaining in galesburg and she was clear what she had in mind she hand in mine the organization existed in galesburg she gave money organ that the church that she played the organ and that was a knoxville which of them are five miles away so it isn't just the idea of of spending the money locally as the idea of a maintaining local organizations and spend that bureaucracy than than the charitable acts these organizations oh it was all it was a local organization hit was something that she had been part of when she was alive she'd been part of that local chapters receive services through that local chapter she knew the individuals in that local chapter she would know what he body and the quad cities now especially now in which she wanted money to go down in a twenty one counties i mean or would she want to be funding an organization that gives so how do we force that same goes the red cross wherever the rat said that which he named more into this other entity which is an international red cross and it's an international red cross but i mean it not only has a flavor of being the red cross it has a flavor be a local trapper it was as i mentioned in which which court admitted the evidence was all of the activities that was done locally to raise money for the local chapter of the red cross i mean this was done so they had their identity as a separate entity and they had separate local people that were running this unity and as a result of that when then when that says severed are gone then i think her point of if you look at her the whole point through the will the common thread i think it's pretty clear that she wanted local organizations to run these and i think that i don't think that we should go on a fiction here that has the same organization just because it's subsumed in a huge umbrella organization that this is the same organization and spirit  afterward like this change from the red cross happened before the well sign  the judge found i guess which side but it wasn't it wasn't really mentioned or or there wasn't too much talk about it i may have heard some some talk about it but i mean it was so it was so it's mine i mean and i think there was some some testimony that could be very enlightening on that issue that was mentioned in the affidavits that would be brought to trial what about like basic individuals that were served were substantially the same individuals there were some surrounding illinois counties and but i mean as i pointed out before this wasn't twenty one counties over three states i mean this was this was edgar county and the surrounding illinois counties so i mean basically the organization wasn't completely divorced from the reality of the service or like this is ok both that they the entity less central had heads had stayed it matter i mean would they would you be making an argument that the gifts should come back because now i mean isn't that sort of this is the same thing i mean it there's no clause in here say for local use only or i mean what would i would suggest that basically this is pennington was close to death and she knew it she was competent i think i think it comes down to if if it would have been after the fact i think the same issue would would come up no matter what and you know what happens down the road as far as i don't think controls the lead legality of what's happening here that's where i would because it wasn't for her it wasn't as much about somebody from galesburg actually receiving the service but about people in galesburg being able to determine the services that they were providing must not say that's kind of the idea of the local or if you look at the comment i what i believe the common thread of the will that's what you see all of these these organizations that are minister by the people of galesburg you know for local the fact they don't have an office in every town or county doesn't mean they don't show up when their help is needed well i used to be chairman of the local red cross here believe it or not and basically you you you felt that interaction all the time between the national chapter and the and the local chapter which you and you don't have that anymore  nationalists in in kids ho the supreme court said the correct test is whether the new under this merger or whether the new corporation with which the charitable organization merged was no longer suited to carry out the purposes of the bequest so is is there any reason that this office redcross office on a rock island in the quad cities where it is over there  i mean i can't haven't really seen a presence there i don't know what they are they have no corporate structure in the area anymore i don't mean i don't i don't know i mean it's all i know is it's twenty one twenty one different counties that they're that they're spread farley counsel for the american red cross and we ask that this court affirmed the trial court's judgment dismissing the petition with prejudice justices it seem like you're already aware of the facts which are pretty simple set of facts all disposed of that summary are three main reasons why the trial court ruling should be affirmed the first reason and we believe the threshold reason is that under illinois law the west central illinois chapter of the red cross did not cease to exist and as the court is aware the rule in illinois is that when a charitable organization merges with another for the purposes of receiving it be quest that organization does not cease to exist unless the new organization is not suited to carry out the purpose of the quest and for this reason we don't even need to get to the blatant ambiguity argument we don't need to get to the extrinsic evidence evidence argument this is the threshold issue to be the motion to dismiss and the third reason is that even if the affidavits make it past the hearsay hurdle they are still in conflict with the terms of the will and therefore and under illinois law should not be considered for that reason but going back to the very first issue which is the central illinois chapter not ceasing to exist your honor and i'm sure you're aware of the cases by one to point out a few of the pertinent facts that support the application of the existence rule in this case first of all the gift to the red cross in the will was unconditional there were no restrictions placed on the gift based on the location of the chapter or the areas serviced by the  could have put in conditional language if you wanted to for example there is a gift to the galesburg illinois lion's club and in the provision for that gift it said quote to be used for the blind now i'm not arguing that that is a specific condition that is applied to that provision of a gift but it suggests that she was aware the other language could have been imported for each of the different organizations in the west central illinois chapter does not have galesburg illinois next to it as some of the other gifts knox county henderson county and warren county this is not a situation where there was a local chapter in galesburg and served only galesburg and no other people it served three different counties before the merger so you have situation that there is a chapter the serve galesburg and other counties before the merger and now there's a chapter that serves galesburg and other counties after the merger again there is no condition put in the will that the my only be used for galesburg in knox county and as the justices noted the red cross has provided an affidavit saying that it promises to use the funds for ms pennington's generous gift to be used for services in galesburg knox county now the red cross would argue that puts the gift in either even a stronger position than if the intent is to keep the money withing galesburg then the red cross is not see how that promise does anything but ser will now one of the exactly tricks is main arguments is that there is a latent ambiguity because of the change from the west central illinois chapter to the quad cities in my central illinois chapter but the application of existence rule defeats the even ambiguity argument if you think about it in the forces they case and the kids hope case there's the same weighting ambiguity issue presumably you have a gift from a or assigned to an organization that organization goes through changes name changes mergers in the kids hope case the original building even closed so it's not the exact same thing by name is what was named in the will it's the same of evidence consists of two affidavits that are just filled with inadmissible hearsay statements under rule supreme court rule one ninety one affidavit in support of two six one nine motions motions and the executor it says even admitted in the reply brief that the affidavits themselves consist of your say statements the rationale for using them is that later on in the case if it is continue at the trial level there will be testimony about what was said in the affidavits well those would still be hearsay statements even if you brought in a witness to testify this is what someone else said but still here say you know either way whether it's in an affidavit or whether it's through testimony the red cross has no opportunity to cross examine these statements to test the resi the statements they're hearsay no matter what so these like atrix cannot be allowed to create an issue of material fact on a two six nineteen motion based on evidence that's it admissible under illinois law moving to the third reason if even if the affidavits passed the hearsay hurdle under illinois law if you have statements that are contrary or in conflict with the terms of the will they cannot be used to invalidate the will  again in a couple facts from this point the gifts to the red cross was unconditional and the will was executed three months after the merger occurred the merger occurred in october twenty fifth teen and the will was executed january twenty fifteen and even some of the statements in the affidavit suggest that miss pennington was aware that something was going on with the west central illinois chapter yet she still decided to give the gift to the red cross so  statements in the affidavits that she would revoke began after she wouldn't want to give the gift to the red cross if there wasn't a local chapter in galesburg those are in conflict with the clear terms of the will to provide the gift to the right cross without any conditions you i just want to mention that i mentioned before these ceased to exist standard i mean that it is a fiction that's not really cognizant of reality because what it is a standard that i would submit that in this case shouldn't be applied in other words were you've got a situation where most of the services or the people that are going to get the services are outside the way outside as far as twenty one counties versus three three states this is this is a case where the fiction that and none of the members of the board were allowed to serve or on the new organization it's gone in the quiet fiction you know that it did not cease to exist to me in this case is just it's not realistic then you said you used to run a red cross chapter i was i was chairman of the red cross chapters sometimes so you whether it's galesburg or peoria or ottawa and so there's a flood  send some of their resources the north carolina in a flood or texas or wherever well they went they would go through a local committee of that organization that was the safety committee there was a disaster committee and those people on those various committees they would get together and then they would decide what supplies would be sent down and and they would decide you know what would be what would be done but i mean if the if the west central chapter still exists and you've got this hurricane and subsequent flooding of this god awful disaster in north carolina if the north if the west central chapter still existed and decided to send hey we just got this two million example to send the two million down and you say well we will you know we just got two million bucks and it was a pennies from heaven and so we're going to use it right now to help because i mean a wooden wouldn't be outside the mission you know but that doesn't mean that there were there wasn't a separate you know organization that was an existing make the decision the point of the matter is there was an office in galesburg and this individual on with other individuals became active and involved with that office it's gone and i be have offices  service that and that was part of the quest well unique circumstances of that of that relationship between warning anderson i mean they there they are intermingled on several things i mean even through the public defender's offices and everything