CIACCIO, Judge.
In June of 1981 Theo H. Harvey, Jr. sold all of the outstanding stock of Harvey Press, Inc. to Dixie Graphics, Inc., a Tennessee corporation, for cash and other consideration including a promissory note in the amount of $1,500,000.00 pursuant to a stock purchase agreement.
Shortly thereafter Dixie found itself unable to make the payments due under the note. Dixie requested and Harvey granted concessions
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