If this were Olander's only argument, State Farm might be correct. See Martin v. Equitable Life Assurance Soc'y of the United States, 553 F.2d 573, 574 (8th Cir. 1977); Ins. Consulting Assocs., LLC v. ITT Hartford Ins. Group, 48 F.Supp.2d 1181, 1192 (W.D.Mo. 1999) (no ambiguity where the only argument presented was the absence of a provision allowing the agent to sue the insurance company if the insured chose to bypass the agent and deal directly with the insurer); Metro. Life Ins. Co. v. RJR Nabisco, Inc., 716 F.Supp. 1504, 1515 (S.D.N.Y. 1989) (holding the absence of a provision prohibiting or allowing leveraged buy-outs could not, by itself, create an ambiguity that can avoid the parol evidence rule given the relevant bond indentures at issue imposed no debt limitations); Lewis v. Finetex, Inc., 488 F.Supp. 12, 14 (D.S.C. 1977) (silence insufficient to overcome statutory presumption directly bearing on the issue); McMillin v. Great Southern Corp., 63 Tenn.App. 732, 480 S.W.2d 152, 155 (Tenn.Ct.App. 1972) (option agreement's silence as to whether the optionee must be an employee or officer at the time of exercise did not create ambiguity allowing

See Willcox Gibbs Co. v. Ewing, 141 U.S. 627, 635-36, 12 S.Ct. 94, 35 L.Ed. 882 (1891); 1 RICHARD LORD, WILLISTON ON CONTRACTS § 4.20 (4th ed. 1990). We have applied this general rule in many cases, including Martin v. Equitable Life Assurance Soc'y of U.S., 553 F.2d 573, 574-75 (8th Cir. 1977), where we held that an insurance agency contract having no fixed term was unambiguously terminable at will under South Dakota law. Likewise, a leading insurance treatise states as the general rule for insurance agency contracts: "If the agency contract fixes no time for its duration, as a general rule, the agency contract may be terminated at any time at the election of either party." 13 ERIC HOLMES, HOLMES' APPLEMAN ON INSURANCE 2D § 99.2, at 788-89 n. 25 (1999).

The implication invoked that the contract was not terminable at will, because it contained clauses, unnecessary if it was so terminable, specifying causes for its termination, is too feeble to withstand the compelling force of the presumption that the plaintiffs could not have intended to surrender control of their own business and services for life, and the defendant could not have intended to surrender its right or to limit the exercise of its right to manage, control, continue, or terminate its business of insurance at will. 553 F.2d 573, 575 (8th Cir. 1977), citing Moore v. Security Trust Life Ins. Co., 168 F. 496, 500 (8th Cir. 1909), cert. denied, 219 U.S. 583, 31 S.Ct. 469, 55 L.Ed. 346 (1910). None of the cases cited by the parties is on all fours with this case.

In general, a contract providing for no fixed term is terminable at will by either party. Martin v. Equitable Life Assurance Society of the United States, 553 F.2d 573, 574 (8th Cir. 1977) (decided under South Dakota law). However, a panel of this court has held recently that, under South Dakota law, a "continual, binding distributorship agreement" may be inferred from the conduct of the parties, and that the duration of the contract is a question of fact for the jury.

The agreement, not the parties' arguments, is the source of ambiguity. Cf. Martin v. Equitable Life Assurance Soc'y of the United States, 553 F.2d 573, 574 (8th Cir. 1977); Insurance Consulting Assocs., LLC v. ITT Hartford Ins. Group, 48 F. Supp.2d 1181, 1192 (W.D.Mo. 1999) (no ambiguity where the only argument presented was the absence of a provision allowing the agent to sue the insurance company if the insured chose to bypass the agent and deal directly with the insurer); Metro. Life Ins. Co. v. RJR Nabisco, Inc., 716 F. Supp. 1504, 1515 (S.D.N.Y. 1989) (holding the absence of a provision prohibiting or allowing leveraged buy-outs could not, by itself, create an ambiguity that can avoid the parol evidence rule given the relevant bond indentures at issue imposed no debt limitations); Lewis v. Finetex, Inc., 488 F. Supp. 12, 14 (D.S.C. 1977) (silence insufficient to overcome statutory presumption directly bearing on the issue); Southwestern Energy Co. v. Arkansas Power Light Co., 1997 WL 240997, at *2 (Ark.Ct.App. 1997) ("[T]he mere fact that the parties to a contract disagree on the interpretation does not render it ambiguous. . . .); McMillin v. Gre

See, e.g., Complaint (Filing No. 1) at ¶ XV. Assuming arguendo that a contract had existed, Smith Barney clearly had the right to end the contract in the manner it did. "The general rule is that contracts having no fixed term are terminable at will by either party." Martin v. Equitable Life Assurance Soc. of the United States, 553 F.2d 573, 574 (8th Cir. 1977); See also Federal Deposit Insurance Corp. v. Northwood Projects, Inc., 95 Misc.2d 373, 407 N.Y.S.2d 424 (1978) and Muller Enterprises v. Samuel Gerber, Advertising Agency, Inc., 182 Neb. 261, 153 N.W.2d 920 (8th Cir. 1967). Again, the plaintiff has failed to state a claim upon which relief could be granted.

The plain meaning of these words admits of no ambiguity. Moreover, in two decisions by the United States Court of Appeals for the Eighth Circuit, similar language has been found to be unambiguous and to create a contract terminable at will. Starling v. Valmac Indus., Inc., 589 F.2d 382, 387 (8th Cir. 1979); Martin v. Equitable Life Assurance Soc'y, 553 F.2d 573, 575 (8th Cir. 1977). The Court concludes that the termination clause is unambiguous and that Banfi did not require cause to terminate RJM as its broker.

This is consistent with prior interpretations of similar contracts as unambiguous and as allowing either party to terminate at will. See, e.g., Polk v. Mutual Serv. Life Ins. Co., 344 N.W.2d 427, 429-30 (Minn.App. 1984) (where employment contract provides both for termination at will by either party and for termination for cause by employer, employer may terminate employee under at-will provision); Martin v. Equitable Life Assurance Soc'y, 553 F.2d 573, 575 (8th Cir. 1977) (contract providing that party may terminate either at will or for cause unambiguously reflects an intent to reserve the right to terminate at will). Thus, the district court did not err in its interpretation of the parties' distributorship agreement.

Verlo v. Equitable Life Assurance Soc'y of U.S., 562 F.2d 1034, 1036 (8th Cir. 1977). A case with similar contract provisions is Martin v. Equitable Life Assurance Soc'y of U.S., 553 F.2d 573 (8th Cir. 1977) The contract called for termination at will by either party, or for cause. Although evidence at trial established that the real reason for plaintiff's discharge was because he entered the real estate business, his termination was pursuant to the "at will" provision and not "for cause". The Martin court found that the contract was not ambiguous with respect to termination rights, and that there was nothing in the "for cause" provision which would manifest an intent that it must be the exclusive basis for termination.

Prudential could not be bound by the acts of its agents complained of herein since such acts were not within the scope of their authority and the deceased had actual notice of the afore-mentioned limitations. ( Abbott v. Prudential Ins. Co., 281 N.Y. 375, motion for reargument denied 282 N.Y. 585; Bible v. John Hancock Mut. Life Ins. Co., 256 N.Y. 458; Goldberg v. Colonial Ins. Co. of America, 284 App. Div. 678; Martin v. Equitable Life Assur. Soc., 58 N.Y.S.2d 848; see, also, Spiegel v. Metropolitan Life Ins. Co., 6 N.Y.2d 91.) Accordingly, the motion to dismiss the complaint as to the defendant Prudential is granted.