OPINION OF THE COURT
McKEAGUE, District Judge.
This is fundamentally an action for declaratory judgment. Plaintiff Ransomes America Corporation ("RAC") seeks declaration that the February 1995 termination of its dealer agreement with defendant Spartan Distributors, Inc. ("Spartan") was lawful. Spartan has responded with a three-count counterclaim. Now before the Court is RAC's motion to dismiss and for...
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