RIPPLE, Circuit Judge.
Arrow Master, Incorporated ("Arrow Master") and Unique Forming Limited ("Unique") entered into a contract for Unique's purchase of Arrow Master's business and assets. At the same time, Unique executed a promissory note for $100,000 of the $260,000 purchase price under the agreement. When Unique stopped payment on the note, Arrow Master sued for default under the terms of the note. Unique counter-claimed that Arrow Master had committed a material...
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