The principal has the right to assume that the agent will act honestly and with integrity and within the scope of the agency. The government cites to and relies upon analogous Wyoming law discussing the duties owed by a real estate agent or broker to his principal seller, including Zwick v. United Farm Agency, Inc., 556 P.2d 508 (Wyo. 1976); Myer v. Miller, 631 P.2d 441, 443 (Wyo. 1981); Hoge v. George, 200 P. 96, 101 (Wyo. 1921); Hagar v. Mobley, 638 P.2d 127 (Wyo. 1981) (recognizing that Wyoming statutes, in addition to general agency law, impose special duties upon realtors, and that they owe a dual obligation-standard of care to both prospective purchasers as well as their principals, the seller). The government argues that, similar to realtors, insurance agents are regulated by statute, must be licensed by the state to practice their profession, meet certain qualifications of the State Board of Insurance Agent Examiners, meet continuing education requirements, and adhere to a governing disciplinary code.
Many other cases mention that the affirmative defense of accord and satisfaction had been pled but the Wyoming Supreme Court did not address it or mentioned it only in passing. E.g. Nauman v. CIT Group/Equipment Financing, Inc., 816 P.2d 883, 884 (Wyo. 1991) (despite assertion of accord and satisfaction, guarantors liable for balance of note following bankruptcy settlement with debtor); Walker v. Graham, 706 P.2d 278, 280 (Wyo. 1985) (real estate vendor awarded earnest money after purchaser breached contract); Sharp v. Sharp 671 P.2d 317, 320 (Wyo. 1983) (husband's partial payment of child support did not qualify as accord and satisfaction of support debt); Myer v. Miller, 631 P.2d 441, 445 (Wyo. 1981) (trial court's erroneous finding of accord and satisfaction harmless because judgment sustainable on other grounds); Jim's Water Service, Inc. v. Alinen, 608 P.2d 667, 671 (Wyo. 1980) (court mentioned but did not address accord and satisfaction defense); Oedekoven v. Oedekoven, 538 P.2d 1292 (Wyo. 1975) ("full payment on machinery" notation insufficient for accord and satisfaction of debt based on divorce decree); and, Wallace v. Casper Adjustment Service, 500 P.2d 72 (Wyo. 1972) (court did not address accord and satisfaction defense after holding there was insufficient evidence to support $30 fee to collect $30 debt). Official Comment three to Wyo.Stat. § 34.1-3-311 states, in part, "Section 3-311 follows the common law rule with some minor variations to reflect modern business conditions."
We do not substitute our judgment on factual issues for that of the trial court if the record contains evidence to support that decision. Myer v. Miller, Wyo., 631 P.2d 441 (1981). The trial court in this instance heard the evidence and found that no oral contract existed between the parties.
In the context of residential real estate transactions, it is a widely accepted rule of agency law that a real estate broker operating under an exclusive listing contract with the seller of the property stands in an agency relationship to the seller. E.g., Marcotte Realty Auction, Inc. v. Schumacher, 229 Kan. 252, 624 P.2d 420 (1981); Vogt v. Town Country Realty, 194 Neb. 308, 231 N.W.2d 496 (1975); Bartsas Realty, Inc. v. Leverton, 82 Nev. 6, 409 P.2d 627 (1966); Mersky v. Multiple Listing Bureau, 73 Wn.2d 225, 437 P.2d 897 (1968); Myer v. Miller, 631 P.2d 441 (Wyo. 1981). This rule has been recognized, albeit implicitly, and applied in several Colorado decisions. See Circle T. Corp. v. Deerfield, 166 Colo. 238, 444 P.2d 404 (1968); Shriver v. Carter, 651 P.2d 436 (Colo.App. 1982); Hickam v. Colorado Real Estate Comm'n, 36 Colo. App. 76, 534 P.2d 1220 (1975).
". . . Before dealing with the principal on his own account, however, an agent has a duty, not only to make no misstatements of fact, but also to disclose to the principal all relevant facts fully and completely . . ." First Trust Company of Montana v. McKenna (1980), 188 Mont. 534, 539, 614 P.2d 1027, 1030. Cited with approval in Myer v. Miller (Wyo. 1981), 631 P.2d 441, 444. [3] In the case at bar, the agent was the principal's wife. It is undisputed that the husband desired to make assignments of the notes and deeds of trust to his wife in order to insure that she could remain in the home they had recently built and jointly mortgaged. For several months prior to his death, the husband had been trying to do precisely what was ultimately done — assign the notes and deeds of trust to his wife.