HEEBE, Chief Judge:
This is a diversity suit arising out of a dispute over the terms and conditions of a franchising contract. Plaintiff seeks a declaratory judgment, pursuant to 28 U.S.C. §§ 2201, 2202, determining the rights and liabilities of the parties, particularly with regard to the validity of an agreement not to compete contained in the contract. The case was tried to the Court, sitting without a jury, on March 19, 1975. After considering the testimony...
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