(dissenting). The majority gives two reasons for reversing the trial court’s order. The first is that the trial court relied upon an unproven fact, and the second is that the trial court erred by concluding the parties’ consent decree was a contract.
I dissent because the factual inaccuracy relied upon by the majority does not exist, because the trial court did not err by referring to the consent decree as a contract, and because the trial court’s use of the word "contract” is not relevant to an inquiry into whether it abused its discretion by refusing Lueck’s request to participate in the consent decree on his terms.
Factual Inaccuracy
The majority finds that Lueck was not a party to the stipulation negotiated between Seal Tite and the state. However, the trial court found:
1. The underlying action is a regulatory action brought by, the State on behalf of all interested parties who elected to accept the State’s representation of their interest (emphasis in original).
2. Lueck accepted that representation.
I do not consider it significant that Lueck’s agent agreed to the stipulation, rather than Lueck himself. Nor is it significant that Lueck considered and accepted the stipulated order rather than negotiating the agreement himself. We are required to accept a trial court’s findings of fact unless they are clearly erroneous. In re Marriage of Laribee v. Laribee, 138 Wis. 2d *85246, 54, 405 N.W.2d. 679, 683 (Ct. App. 1987). I would do so and therefore I reject the majority’s first reason for reversing the trial court’s order.
Trial Court’s Reference to "Contract”
Another reason the majority gives for reversing the trial court’s order is that the trial court referred to the parties’ stipulation and its order as a contract. The difficulty with this conclusion is that it is drawn from cases examining stipulations of settlement made pursuant to sec. 807.05, Stats., which provides:
No agreement, stipulation, or consent between the parties or their attorneys, in respect to the proceedings in an action or special proceeding shall be binding unless made in court and entered in the minutes or recorded by the reporter or made in writing and subscribed by the party to be bound thereby or the party’s attorney.
We made this clear in Adelmeyer v. Wis. Elec. Power Co., 135 Wis. 2d 367, 371, 400 N.W.2d 473, 474-75 (Ct. App. 1986), where we said:
In Burmeister v. Vondrachek, 86 Wis. 2d 650, 664, 273 N.W.2d 242, 248 (1979), the supreme court stated with respect to stipulations entered into pursuant to sec. 807.05, Stats:
Finally, although these stipulations of settlement have occasionally been referred to as contracts, they are not governed by contract law. Such stipulations may be enforced by the court and may only be avoided with the court’s approval.
*853The reason for the rule is found in the holdings of both the state and federal courts that the statute is in the nature of a statute of frauds. (Citations omitted.)
The majority does not explain how a statute of frauds requiring agreements to be in writing or made in open court transforms a consent decree, and a circuit court order implementing that decree, into unenforceable suggestions. Even if sec. 807.05, Stats., could apply, the majority does not consider the rules applicable to setting aside stipulations. The proper test, even under the majority’s analysis, is whether the trial court, in a reasonable exercise of discretion, could have concluded that Lueck failed to show that the consent order was agreed to because of fraud, mistake or misrepresentation. Burmeister, 86 Wis. 2d at 664, 273 N.W.2d at 248.
The trial court recognized that the state of Wisconsin and Seal Tite had entered an agreement for the benefit of Lueck and nine other Seal Tite distributors, all of whom had causes of action against Seal Tite under sec. 100.18(ll)(b)2.1 The bargains struck by the state and Seal Tite were complex, and reflected Seal Tite’s concerns as well as those of the distributors.
*854The stipulation and order did not bind any distributor unless the distributor agreed to be bound. A distributor who agreed received substantial benefits by doing so but waived other benefits and rights that non-accepting distributors retained. The trial court recognized this "quid pro quo” nature of the agreement when it considered whether Lueck could choose a plan not agreed to which benefited it to a greater extent than other distributors and operated to the detriment of Seal Tite. The court also recognized the inherent unfairness of accepting Lueck’s incomplete and unsubstantiated claim after the time had expired for Seal Tite to challenge Lueck’s claim.
Consent decrees, authorized by secs. 100.18(ll)(e), Stats., and 553.54(4), Stats.,2 are required by those *855statutes to be in writing. They therefore automatically satisfy the statute of frauds found in sec. 807.05, Stats. Both secs. 100.18(ll)(e) and 553.54(4) refer to written assurances by alleged trade practice and franchise law violators, acceptance of the assurances by the state, and the legal consequences that can result from violations of these assurances. Sections 100.18(ll)(e) and 553.54(4) use the language of contract law and contemplate that agreements made between the state and alleged violators will be enforceable. I therefore conclude that the trial court did not err by referring to the consent decree negotiated by the parties as a contract.
Reference to "Contract” Irrelevant
I also conclude that whether the trial court referred to the parties’ agreement as a "contract” is not dispositive. The reason for the trial court’s decision was:
The Court’s equitable powers to "fashion relief for those injured persons,” State v. Excel Management Services (1983), 111 Wis. 2d 479, does not extend to honoring claims filed untimely or incompletely, pursuant to an agreement negotiated by the parties and approved by the Court.
The trial court recognized that it had equitable powers, but declined to exercise these powers because it considered it unjust or unfair to permit Lueck to be paid any amount he chose to claim, without verifica*856tion, and without an opportunity for Seal Tite to protest.
It is inequitable for a party to agree to a negotiated settlement, and then assert that it need not abide with the terms of the settlement to the detriment of another party to the settlement. That was the trial court’s holding. A proper exercise of discretion can be described as "reasoned decision-making.” Bahr v. Bahr, 107 Wis. 2d 72, 82, 318 N.W.2d 391, 397 (1982) (emphasis in Bahr). We know what the trial court did, and why it did so. The reason for the trial court’s decision is rational. There is no abuse of discretion.
Section 100.18(ll)(b)2., Stats., provides:
Any person suffering pecuniary loss because of violation of this section by any other person may sue in any court of competent jurisdiction and shall recover such pecuniary loss, together with costs, including reasonable attorney fees. Any person suffering pecuniary loss because of a violation by any other person or any injunction issued under this section may sue for damages therefor in any court of competent jurisdiction and shall recover twice the amount of such pecuniary loss, together with costs, including reasonable attorney fees.
Section 100.18(11)(e), Stats., provides:
In lieu of instituting or continuing an action pursuant to this section, the department or the department of justice may accept a written assurance of discontinuance of any act or practice alleged to be a violation of this section from the person who has engaged in such act or practice. The acceptance of such assurance by either the department or the department of justice shall be deemed acceptance by the other state officials enumerated in par. (d) if the terms of the assurance so provide. An assurance entered into pursuant to this section shall not be considered evidence of a violation of this section, provided that violation of such an assurance shall be treated as a violation of this section, and shall be subjected to all the penalties and remedies provided therefor.
Section 553.54(4), Stats., provides:
In lieu of instituting or continuing an action pursuant to this section, the commissioner or the department of justice may accept a written assurance of discontinuance of any act or practice alleged to be a violation of this chapter from the person who has engaged in such act or practice. The acceptance of such assurance by either the commissioner or the department shall be deemed acceptance by other state officials if the terms of the assurance so provide. An assurance entered into pursuant to this subsection *855shall not be considered evidence of a violation of this chapter, however, a violation of such an assurance constitutes a violation of this chapter and shall be subject to all penalties and remedies provided therefor.