Wal-Mart Stores, Inc. (Walmart) (defendant) established a company-owned life-insurance (COLI) program. Through this program, Walmart obtained COLI policies that insured the lives of its employees. Walmart was the beneficiary of these COLI policies. Walmart employees would be covered by the COLI policies, unless they opted out of a related program that provided them with special death benefits. Walmart discontinued the COLI program in 1998. Douglas Sims was an employee of Walmart from 1987 until he died in 1998. Sims was insured under a COLI policy. Sims’s estate (plaintiff) learned about the COLI policy. The estate then sued Walmart, claiming Walmart had violated the Texas insurable-interest doctrine. The estate sought a declaratory judgment of its rights under Sims’s COLI policy, the imposition of a constructive trust, and disgorgement of the funds that Walmart received from Sims’s COLI policy. The district court granted partial summary judgment in favor of the estate and denied Walmart’s motion for summary judgment. The district court held that Walmart’s COLI policy was void, because Walmart did not have insurable interests in the lives of its regular employees. Walmart appealed.