Country Bankers v.

Keppel
- Unimarine contractes services of Keppel for ship repair.
- Unimarine failed to pay. >> Keppel wrote to sureties CBIC and Plaridel for payment. =
also failed to pay
- Country Bankers alleged that the surety bond was issued by its agent in excess of his
authority.
SC = Country Bankers not liable = no estoppel
- SPA was clear and stated that surety bonds can only be to DPWH and other govt
agencies and limited to P500k.
- Also no ratification because Principal did not know all material facts. Country
Bankers was not aware of the existence of the Surety Bond
-

Murao v. People
- agent is entitled to commission, but he is not automatic owner == it belongs to principal
Payment of interest
Sven appointed Olaf as his purchasing agent. After the agency was terminated, Olaf
had some of Svens money left over. He gave it to Sven 1 year after the termination of
the agency. Is Olaf obligated to pay interest if he did not apply the sum to personal
use
Yes. 1896 = on those which he still owes after the extinguishment of the agency

Responsible for Fraud/Negligence

more or less rigor = whether a persons act is considered negligence (1173)
standard of WON degree of diligence breached = affected by WON agent gets paid
fact that they are getting paid will be taken into account by court
if not paid = not as strict
is this fair? yes as far as agent is

When Solidary
Anton and Antonio were appointed simultaneosuly by Popo as agents. Are they
solidarily liable?
No. Not express
Anton and antonio were autorized to sell Popos house. Anton did nothing while
Antonipo sold Popos car too. If Popo made Anton and Antonio solidarily liable, who is
solidarily liable for the acts or omissions of the other? Only antonio liable for selling car
kasi beyond his authority (1894-95)

If the agent exceeds his authority, is the principal bound by the contract? No.
If an agent expressly binds himself, is the principal bound by the contract? 1897 says
yes. GR
Jean gave Scott an SPA authorizing the latter to sell her beauty parlor, pizza parlor and
funeral parlor, but Jean told SCott that for now he is only authorized to sell the beauty
parlor,. But Scott, using the SPA< executed a contract with Emma selling the pizza
parlor
Is Jean bound by the contract? Yes. 1897 == doesnt specify principal not bound
Is Scot bound by the contract? Scott is bound. 1900
Bank X encouraged Dan to insure himself with Inscorp, although it knew that Dan was
not qualified. Dan, not knowing this, obtained insurance
If Dan Dies, can his widow claim the insurance proceeds? Yes. DBP case
1898 = 4 elements needed
Act in Own Name
1883

Does the object under par. 2 have to be the object of the contract? the way 1883 is
written, it can cover it. However, most commentaries use it in situations where agent
pretends he is real owner and doesnt disclose. Sir says it should include situations
where agent acts independent of agency business that he has. Most of agency
contracts have to involve property of principal. Problem is that the principal gets bound
even if agent was only moonlighting.

Do you think there is still such a thing as commission agents? more of a tax issue?
commission agents have certain taxes. Sir doesnt think we need a separate section for
commission agents. It just shows how old our CC is. General provs can apply daw.
Can you give an example?

Obligations of Principal
comply with obligations

Ratified acts
P did not authorize A in writing to sell Ps land. A executed a deed of sale in favor of T.
if p issues an SPA after the deed of sale is executed is the deed of sale valid?
no because land is involved. not everything can be ratified
P Corp. manufacture flags, A is P Corp.s sales agent. P instructed her to not enter into
contracts for more than 100 pieces at a time. A contracted with DepEd to supply 200
flags. P directors told A later that they may issue a resolution ratifying the sale. Prior to
such resolution being issued, is the contract valid? (under Corpo Law strictly speaking,
they have to actually issue a resolution as a Board) for principal to signify willingness, it
has to be official act.
P authorized A to sell her 5 bedroom house near the beach. A couldnt find a buyer but
realized that tourists willing to rent rooms for days at a time. A rented all 5 rooms to
different tourists. P received the rentals. Later, P changed his mind and told the tourists
that A was not authorized to rent the rooms out. Is renting the rooms within the scope of
As authority?

Ratification when P received the rentals.

Prieto case - what if Marcos wasnt a lawyer? (remember for keeler case)
P informed T that A was her agent (even though A was not buy was merely ee). A not
knowing he was not actually authoriuzed to do so, entered into a contract with T on
behalf of P.
Is P solidarily liable with A for the contract with T under 1911? Agency by estoppel.
Meaning there is no agency in the first place so there is no authority to exceed.
Bank X obtained a parcel of land through foreclosure and sold it to T via deed of sale
signed by its branc manager. T paid the purchase price and took possession of the
property. Later, when T needed to register the property, it asked for a document from the
bank confirming the authority of the ranch manager who signed the deed of sale. The
bank refused because it had no record of the sale.
Was the sale valid?
Is the bank estopped from refusing the document?
Ocfemia - problem is that they used estoppel even if 1874 supposed to apply. By-laws
wouldve made the case different.
estoppel muddles the issue

Cuison - seems that aspects are in contrast with Keeler

Country banker - kinda relied on keeler doctrines
authority is what you can do. instructions go into the manner of how to do it

Peter executed an SPA authorizing Aris to sell his share in a condo unit he co-owns with
Pedro. Later, Pedro verbally authorized Aris to sell his share as well. Aris paid for
advertising space to sell the condo. Is Pedro solidarily liable with Peter for the cost of the
advertising space.
de castro - not the best case to illustrate 1915. there is a problem with the authoirty

conferred by 1 co-owners in behalf of the others

P appointed A to manage his building along EDA> A started renting out advertising
space using a large billboard to the facade of the bulding. A contracted in his own name
with Company C to advertise Cs products. A upon receiving the money, absconded.
Gold star - problem: mere fact that one uses property of another doesn;t make one an
Agent right away. Not exactly best case to justify 1883.
PNB v. agudelo 1883 = creates 2 aspects : creates privity and makes contract binding to principal who
isnt part of contract; exception from PNB shouldnt prevent principal from suing 3rd party
or else it would create absurd situation

Rights of a 3rd party

A approached T telling him that she was an authorized dstributor of Louis Vuitton items
at a discount. T wasnt convinced because As shabby appearance
Can T demand proof of As authority?
Can T demand proof oa authority to sell at discount?
What if A presents an SPA authroizing to sell LV products at a discount but received
verbal instructions to sell to fmeal customers only. Can A sell to T at a discount?
P and A were very close like sisters. P owns a travel agency where A is often seen
talking to clients while sitting behind one of the desks. T a regular customer of P called
up A and asked her if she could book a flight for her. A greed and pickedup Ts cash
payment the next day. But T never got her ticvket. T sued P but claimed that A was not
her agent and she knew nothing about the transaction
is P liable for the acts of A?
what if prior to Ts call A previously introduced herself to T as Ps agent?
A claimed to be the sales agent of P Corp, authorized to sel the latters software.As
proof, A gave T a copy of its 100 page Distributorship Agreement. T paid A for P Corp
software but received only the beta version. A not being authorized to sell the full
version in the PH. T sued P, whose defense was that through due diligence in reading

the Distributorship Agreement T would have known the limiations to As authority. Is P

Correct? degree of diligence = ordinary
Bacaltos - concern of sir: degree of diligence required = legal construction required in
this case. might be unfair to expect people to know shit. Duty to inqure for sir must never
have to rise beyond reasonable diligence
Are keeler rules appropriate given current CC provs? Sir feels like there is an undue
burden given to third persons if your intention to encourage business through dealing
with agents. CC gives rights. Jurisprudence gives duties

EXTINGUISHING AGENCY
P and X appointed A to a 5 year contract of agency. 2 years into the contract, P found
out that A was courting his daughter. P told A that he was revoking his contract of
agency. Is this a valid revocation? Yes. At will pwede.
Revocation when not binding
P authorized A to enter into contract with Supplier X and Service Provider Y. P revoked
As authority and informed X but not Y. Was there a valid revocation? Yes for X, no for Y.
Art. 1921 states that notice must be given.
What if the revocation was published? Nope. only applies to agency with general public
Lustan - strictly speaking there was no revocation at all here. so valid transaction
P appointed A to manage his Event Planning Agency. A dealt with T for the latters
wedding. P revoked As agency in Jan 10 and published it on Jan 13. The wedding was
held on Jan 12. T paid A that day.
Was the revocation valid as to to T? When? = 1922 applies. Revocation when notice
given.
What if P told T on Jan 11 about the revocation?
What if T heard rumors on Jan 11 about the revocation?
Sir: applying Keeler, should T not have the duty to inquire regarding the validity of the
agency due to the rumor? (sir says 1922 applies more than Keeler. Sometimes you have

to make valid judgments. Determine which is more accurate given the facts.)
P authorized A to transact on her behalf with X. On Monday, P revoked As authority
effective. On Tuesday, P notified A of revocation. On Thursday, X was notified of
revocation> when is the effectivity of the revocation? (same provs daw. just figure it out)
P executed an SPA on Monday authorizing A to deal with T. P executed another SPA in
favor of B on Tuesday authorizing B to deal with T. On Wednesday A executed a
contract with T. On Thursday A found out about Bs SPA.
is As contract with T valid? Valid kasi notice to A yung operative date.
Would your answer be different if T knew about the SPA in favor of B as of Tuesday?
Yes. 1931 says dapat GF 3rd person.
P Corp manufactures tuba. P appointed A as its distributor in the US for 5 years. Three
years into the contract, P started selling its tuba in California. Did P revoke its agency
agreement with A? no. 1924 has to take into account intent.
P issued a GPA to amanage his funeral parlor and flower shop. Later P issued to B a
SPA to sell his funeral parlor and flower shop. Did the SPA to b revoke the GPA to A?
Nope. 1926 involves general agency and specific business. Not general terms v. strict
dominion. no OVERLAP
Withdrawal
P authorized A to manage his electoral. So A decided to run for the same position
andwithrdrew. Should P be indemnified by A.
No. Impossible to continue his performance because hes running for the same position
na.
Distinguishing
A and B executed a lease agreement whereby B rented As resto (building, equipment).
Rentals were pegged at 80% of the profits per month. Is there an agency relationship?
Any. depends talaga. For me = Bordador, must be mutual consent to actually establish
an agency.

Doles v. angeles nielson - juridical act is not simply executing a document. =

Indie contractor
Architect Reed executeda contract with Bob, authorizng the latter to buld for the former
a building he designed. For this purpose, Bob was authorized to buy construction
materials from nay supplier but must build according Reeds specifications and using
only a specified budget. Is this a contract of agency? == Cannot use fressel alone
because it does not support the problem. There must be some other reason to justify
the presence of control and say that there is no agency relationship
Sale
A executed an exclusive distributor agreement with B authorizing the latter to sell its logs
in Japan. B receives the log at a 10% discount. Under the contract, B can only sell As
logs and A cannot sell to any other distributor. Is this a contract of agency?
Would your answer be different if under the contract A will reimburse B for all expenses
in transporting the logs?
B signed a Sales Agency Agreement offered by A, whereby the former would sell As
products at a discount which stipulates that no agency relationship is established
thereby. B could also earn by recruiting more sales agents. 1% of every sale made by
his sales agents would go to him. B can sell products and recruit sales agents in any
way he wants. He may also sell other products if he wanted to. He had to pay for the
products if he wanted to. He had a to pay for the products up front minus the discount. Is
B an agent of A? sir wants to point out that in real life,
(more than representation) Transfer of title is the most crucial test to distinquish sale v.
agency.
sir thinks it is an archaic view that you can only have 1 kind of contract per transaction. If
there is a sale, it doesnt mean that there is no agency.
of course, it is still important to determine the kind of contract to determine
liabilities/rights of the parties.
in real life it is much more important than the cases.

practical thing to do is ask yourself = because of the issue being raised, is it a question
of commission/reimbursement/faulty product? The issue should partly push you to
whatever direction.