OPINION
MURPHY, Chief Justice.
This appeal results after a directed verdict in a declaratory judgment action filed by appellee, American Engine & Grinding Company, Inc. ("AE & G"), which sought to construe a stock purchase agreement ("the purchase agreement") funded by a "key man" life insurance policy on AE & G's employee, John Seymour ("Jack"). Appellants, the deceased employee's family members, appeal the trial court's denial of their counterclaim...
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