within the mississippi certain computer system that ultimately calls mississippi silicon to transfer funds to beas broadcasters to make now fraudsters and they had no knowledge or consent that they were doing if you said they entered false information into your client's computer system or et did they just something just by stabbing the e mail go to the fake e mail that i mis identified the source that someone emails mississippi silicon the city of a person in charge of charitable giving or community affairs and someone e mails and says i'm from the red cross we have to you know there's been a hurricane please your company please donate to disaster relief and here's where you should send the money and the person gets it and says oh we want to be a good corporate citizen here's a bows and dollars we're going to send to the red cross turns out this this is not the red cross would you say that's that's cover that the transfer was made of without the knowledge to disobey so the transfer itself they didn't know about i mean they're the ones who put it you know they're the ones who sent the instructions to send the bank transfer council we talk about the grammar with respect to this without the insureds knowledge or consent phrase and you're saying well you think you have a reasonable construction even if it could be read the other way too how is yours reasonable if you're saying  has to be without their knowledge is the fraud i mean that it if they knew it was frogs and they never send the money so so what work are you having that last clause do you think it's a check on that there's fraud exactly or knew better i had some idea of what was going on long term getting back to the really what was the rust just accords opinion the as a result judge a cock correctly held that computer transfer fraud did not apply to the facts that are before the court acts of today i d ask this court to affirm the district court's decision to  waited three distinct ensuring free now what are the cyber crime activities their breasts but there are three types a fraud number one social engineering ever to transfer and every three computer transform and we look to the policy to get the specifics but these are distinct ensuring the agreements and as the code is pointed out and prior questions they define the and finally computer transfer fraud provides coverage with mississippi silicones computer is tricked and is transferring mississippi silicones money and the computer transfer moniker which appears title and in the ensuring agreement language is essential there has to be an answer and that's one of the things that distinguishes it from the separate groups and so now by contrast we're requiring a actual computer communication but they're still out now the social engineering prod ensuring agreement provides coverage for that type of last week's post the last result directly from an employee acting in good faith based upon an electronic instruction there purporting to be from a bender but turned out not to be in short the human being was tricked into acting now the bets that are set out in the record to illustrate this it's absolutely classic social engineering sk and using other information he had that independently had about materials that have been purchased invoices that were due and the actual bender made an independent decision to transfer mississippi  telephone authorization when he received a call d from trustmark bank saying mr board why did you intend to make this ringback transfer so all three of those employees took a permanent steps that only they could say and they were all required to take those in order and in concert to make that wire transfer those three employees acted in successive steps to make that wire transfer happen in october no transfer could have occurred without the actions of all three of those employees  will last resulting directly from our audience entry of data into the mississippi silicon pewter system that causes a transfer without the knowledge or consent of the in short if there were an insider involved in all likelihood d you would be looking at ringback a dishonest way that this provision is written i do believe that the overall understanding the plain meaning of it is there is being an unauthorized entry into this computer system a criminal manipulation of the computer system that moves one of turn and simply i guess you've got this resulting directly from clause and i just wonder as a as a matter of sort of everyday kind of meaning you read the language of that provision and here the employees were tracked they were defrauded so why doesn't everything from that initial only email to the venture will ultimately wire transfer why doesn't all that directly result from the fraud because of the fully integrated nature of this provision it is not just resulting directly from that ass to occur there has to be an actual injury of code or data that causes a transfer this may by the specific silk on a computer and it all has to occur without any knowledge of consent of the intruder the use of the entry has to be made by someone only outside in all likelihood your honor at this point in time i can't think of a situation where insider process would fall strictly under computer transfer brought to my mind it would trigger having to look at employees that employ dishonest and  know likely that because it needs to be an on off arise injury of data it needs to be a manipulation and illegal manipulation of that computer system in order to force with transfer so when this insurance mississippi silicone has actual insurance coverage for this particular loss which resulted directly from the fact that a human employee was tricked into transporting a specific so on one or here today because mississippi solo con does not want to accept on appeal we're focusing on computer transfer so we turn back to that and the simple fact is that if you read that as an integrated for position a sentence made up of those three chance that i discuss with the court it doesn't apply to the  facts because what never occurred in the sequence of events no cyber criminal tricks the mississippi silicon computer system to transfer money without the knowledge of mississippi silicones employees and the entire part of that ensuring agreement d is that it must involve a computer transfer it's a plain and biggest provision and while we're talking about this issue about tricking the computer i turn back to the fact that the record there is no tricking the computer so the record shows that the only fraudulent entry that mississippi silicone alleges is that it received an e mail and to the earlier question that is the only allegation in the case so all of us receive e mails all the time there is no restriction that keeps an e mail from coming in d to us that's what happened here an e mail landed in an inbox that if ringback they sold on i think that it's about a point to discuss whether that's a so in short this e mail could not possibly cause from a technical standpoint the mississippi silicon computer system to do anything after it simply landed d there and back there so the particular e mail could not make this the computer system effectuated grant or even l itself that we're talking about here d was an electronic request to a human being to convince that human being to separately go take action so again turning back to the chunks last resulting directly from the one entry of data into the mississippi still a concept future system that causes the transfer without the knowledge or consent of the short and to the earlier question certainly correctly determined that this integrated provision was clear and think was unambiguous the court probably read all of that provisions together and the court also considered it in the context of this policy as a whole including with those other two computer crime provisions that i mentioned at the outset and the court included a good and very thorough very cogent discussion about the three chunks that i mention resulting directly from jump directly to dictionary to discuss the term in a straightforward manner in a straight line of course immediately and then she summarized that argument into the opinion stating very specifically that if proximate cause for something else more expansive was intended a language undoubtedly d would have stated it turning to the computer transfer aspect the court's analysis this was the emails set in motion a series of events the e mails themselves did not manipulate the computer system and automatically transfer on the e mails requested that this is the pencil gone in day in affirmative conned conduct and finally the employees not the e mails initiated and authorized transfers next without the knowledge of the insurer the core gave them special attention to that and stated it must be given meaning it must be read in context of this s further stated its inclusion is telling and demonstrates the coverage applies for losses from transfers that occur without knowledge of consent so the district court absolutely reviewed that purpose and together holding that without knowledge construction that apply to an insurance contract under mississippi law and those are the same standards that will d apply here when a contract is clear and unambiguous it must be interpreted exactly as it's written a policy must be considered as a whole with all the relevant clauses gather and finally necessary reap all contexts of the ensuring agreement but also full context of that ensuring agreement with them the polls now i do want to note for the court we do have a very distinct set of like here in this computer transfer a language before this court is more specific it more specific more targeted and more precise than the insurance coverage language that's been interpreted by other courts and as a result of this language that is in the mississippi school consols that really must be determined based upon it with that i am not aware of any other decision that's been issued that interprets this version of computer transfer fraud or language so therefore there are no conflicting decisions to the district court's opinion there are a myriad of decisions that have come out on all types of computer related criminal activity because obviously that is a very hot topic right now and what i will say about the list of cases i think they're going about it does and now is that you really must at the facts and you really must look at the insurance provision because a number of the insurance for visions that have been interpreted are much broader much more wide open than the one before the court to that now the th circuit has had an opportunity to look at whether an e mail broad can constitute computer fraud in the context of a different insurance policy admittedly the language there was broader than what is in the  fraudulent scheme in which an e mail communication was part of a process would convert the computer fraud provision to one for general process and the important aspects of that circuit discussed in the decision included the mail could not constitute computer fraud the commentary on that was that the email was merely incidental to the occurrence of the later authorized transfer of money nd that direct means direct particular d policy and the th circuit does not stand alone in concluding that an e mail does not constitute to be computer transfer or fraud or computer fraud depending on what type of policy that you're dealing with the most look at the policy language ringback and also i'll just point out in general if you are looking at the few cases that mississippi silicon as pointed out that i believe that are out of the mainstream of that about dozen cases that are decided it is important to note that the cases that are mentioned by mississippi silicones never involve d a social engineering social engineering ensuring a grain in other words the only coverage in those matters that was potentially available would be computer fraud because there was no social engineering insurance agreements therefore those courts were looking for coverage when they desire to have language a specific as what's in the access policy for computer transfer fraud and they had no coverage at all for what's defined the social engineering brought we cited in the brief and i'll just refer d to those generally about other cases that are fall of the same type of plain meaning reasoning there d is a very good discussion out of the th circuit in the taylor and lieberman in general though your honor d what those cases hold is that there must be manipulation of the computer system that causes that transfer i want to mention briefly the discussion about that work d correctly what the silicone is looking to do with this appeal or sort of pluck that word directly out of the middle of an integrated clause apply a more expansive meaning to it and ignore the can textual significance of that term but we cannot look at who are directly alone and have to be read in the middle of that integrated ensuring agreement and we cited for the core d the numerous cases from around the country couldn't that circuit discuss things resulting directly from where the issue is that directly interact i will no that there is no mississippi case that holds what mississippi silicone is asking the court to do there's no mississippi case on computer fraud language there's no mississippi case on the klein policy discussed in a loss resulting directly from it seems to me that the case is that if it cited out of mississippi or sessions about nearest efficient cause versus dominant cause and that's not what's involved here there's a single cause here and that was there was a transfer by the human there must be unauthorized access that causes the computer to directly transfer she says a lot of things that are simply not in this definition in this phrase for a computer transfer for all  had access elected to do that they could have made the coverage read that way there are many definitions in the policy that refers to the things that miss free is talking about there are such the names as malicious code cyber attack in a prosecutor or any event extortion threat which talk about the the  mechanics of somebody getting into the system taking control and forcing a transfer through these techniques and that simply is not in the definition that we have in this  of the definitions in other cases that are in our graves but significantly a lot of those cases not only say they don't last would be resulting directly from the act but then they go on to say that directly calls us and that simply is not here a simple reasonable reading of this provision is that the deceitful in tree of this information into the mississippi silicon computer system calls mississippi silicon to see end fines to the fraudsters to a fraudulent account without their knowledge and consent and when you read it all together as written by axis that's a very reasonable and precise application to the facts in this case one thing that we have not discussed is that this action was filed in approximately four months later access filed with the part of insurance in mississippi a policy change regarding the ambiguity has been a dignified from the face of the contract as a matter of law in the limited since that such evidence can assist the court in determining whether as a matter of law all two plausible interpretations exist in the matter necessary to give rise to the existence of an ambiguity we also saw it from a case that says that basically the only logical explanation  very clearly states it is call the amend exclusions for social engineering for all coverage and boersma states that none of the coverages on this policy other than the employee theft coverage is in social engineering for all coverage a pl to loss that is covered under the social engineering prog coverage or to loss it is not covered on the social engineering prokaryotes because either the amount of the loss exceeds the social engineering problem coverage limit of insurance or the coverage was not are reading is reasonable and when you have two reasonable interpretations there's an ambiguity courtship find in mississippi silicon favor or at a minimum reverse to have the trial judge consider it on a proper causation stand all right thank you both sides we have the case and you may be excused from the zoom