Documenti di Didattica
Documenti di Professioni
Documenti di Cultura
PCIB
Facts: In 1989, William Golangco Construction Corporation (WGCC)
and the Philippine Commercial International Bank (PCIB) entered into
a contract for the construction of the extension of PCIB Tower II. The
project included, among others, the application of a granitite washout finish on the exterior walls of the building.
In a letter, PCIB, with the concurrence of its consultant TCGI
Engineers (TCGI), accepted the turnover of the completed work by
WGCC. To answer for any defect arising within a period of one year,
WGCC submitted a guarantee bond dated July 1, 1992 in compliance
with the construction contract (Defects liability period).
In 1994, PCIB entered into another contract with Brains and Brawn
Construction and Development Corporation to re-do the entire
granitite wash-out finish after WGCC manifested that it was "not in a
position to do the new finishing work," though it was willing to share
part of the cost. PCIB incurred expenses amounting to P11, 665,000
for the repair work.
Held: No.
April 7, 1982- private respondents, as owners of a NACIDAregistered enterprise, obtained a loan under the Cottage Industry
Guaranty Loan Fund (CIGLF) from petitioner, PNB, in the amount of
P50,000 as evidenced by a Credit Agreement. The loan was to be
amortized over a period of 3 years to end on March 20, 1985 at 12%
interest annually. The said loan was secured by a Real Estate
Mortgage over an agricultural land and Chattel Mortgage over a
thermo plastic-forming machine.
Art. 1308. The contract must bind both contracting parties; its
validity or compliance cannot be left to the will of one of them.
In order that obligations arising from contracts may have the force or
law between the parties, there must be mutuality between the
parties based on their essential equality. A contract containing a
condition which makes its fulfillment dependent exclusively upon the
uncontrolled will of one of the contracting parties, is void . . . . Hence,
even assuming that the . . . loan agreement between the PNB and
the private respondent gave the PNB a license (although in fact there
was none) to increase the interest rate at will during the term of the
loan, that license would have been null and void for being violative of
the principle of mutuality essential in contracts. It would have
invested the loan agreement with the character of a contract of
adhesion, where the parties do not bargain on equal footing, the
weaker party's (the debtor) participation being reduced to the
alternative "to take it or leave it" . . . . Such a contract is a veritable
trap for the weaker party whom the courts of justice must protect
against abuse and imposition. (Citation omitted.)
Private respondents are not also estopped from assailing the
unilateral increases in interest rate made by petitioner bank. No one
receiving a proposal to change a contract to which he is a party, is
obliged to answer the proposal, and his silence per se cannot be
construed as an acceptance. In the case at bench, the circumstances
do not show that private respondents implicitly agreed to the
proposed increases in interest rate which by any standard were too
sudden and too stiff.
ALLIED BANKING V. CA
FACTS:
Spouses Filemon Tanqueco and Lucia Domingo-Tanqueco owned a
512-square meter lot located at No. 2 Sarmiento Street corner
Quirino Highway, Novaliches, Quezon City, covered by TCT No.
136779 in their name. On 30 June 1978 they leased the property to
petitioner Allied Banking Corporation (ALLIED) for a monthly rental of
P1,000.00 for the first three (3) years, adjustable by 25% every three
(3) years thereafter. 1 The lease contract specifically states in its
Provision No. 1 that "the term of this lease shall be fourteen (14)
years commencing from April 1, 1978 and may be renewed for a like
term at the option of the lessee."
Pursuant to their lease agreement, ALLIED introduced an
improvement on the property consisting of a concrete building with a
ISSUE: WON the petitioners has the cause of action and right to
seek the enforcement of the deed of donation though they were not
parties of such deed?
HELD: SC said Yes.
SC said that even if petitioners were not parties to the deed of
donation, they have the right to seek its enforcement upon their
allegation that they are intended beneficiaries of the donation to
the Quezon City Government.
Art. 1311 provides, 2nd par. of the CC provides that: If a contract
should contain some stipulation in favor of a third person, he may
demand its fulfillment provided he communicated his acceptance
to the obligor before its revocation. A mere incidental benefit or
interest of a person is not sufficient. The contracting parties must
have clearly and deliberately conferred a favor upon a third person.
Following requisites must be present in order to have a
stipulation POUR AUTRUI:
There must be a stipulation in favor of a 3rd person.
The stipulation must be a part, not the whole of the contract.
The contracting parties must have clearly and deliberately
conferred a favor upon a 3rd person, not a mere incidental benefit or
interest.
The 3rd person must have communicated his acceptance to the
obligor before its revocation.
Neither of the contracting parties bears the legal representation
of the 3rd party.
There was stipulation in the said deed of donation that QC govt
as the donee, is required to transfer to qualified residents, said lots
by way of donation.
The stipulation is part of the conditions imposed by UP.
Par. 15 and 16 that the intent of the parties to the deed of
donation was to favor petitioner by transferring the latter the lots
occupied by them.
Through conferences, petitioners accepted the said donation
and private respondents were aware of such acceptance.
Neither of private respondents acted in representation of the
other. Each of the private respondents had its own obligations, in
view of conferring a favor upon petitioners.
The trial courts decision about the donation has been revoked
and petitioner had no clear and legal right to be protected was still
tentative.
The SC ordered the decision of the CA be reversed and the case
was remanded to the RTC.
INTEGRATED PACKAGING V. CA
Nature of the case: This is a petition to review the decision of the
Court of Appeals rendered on April 20, 1994 reversing the judgment
of the Regional Trial Court of Caloocan City in an action for recovery
of sum of money filed by private respondent against petitioner.
FACTS:
Petitioner and private respondent executed on May 5, 1978, an
order agreement whereby private respondent bound itself to deliver
to petitioner reams of printing paper, coated, 2 sides basis, short
grain in the following schedules: May and June 1978, August and
September 1978, January 1979, March 1979, July 1979 and March
1979.
In accordance with the standard operating practice of the parties,
the materials were to be paid within a minimum of thirty days and
maximum of ninety days from delivery.
Later, on June 7, 1978, petitioner entered into a contract with
Philippine Appliance Corporation (Philacor) to print three volumes of
"Philacor Cultural Books"
Petitioner alleged it wrote private respondent to immediately
deliver the balance because further delay would greatly prejudice
petitioner.
From June 5, 1980 and until July 23, 1981, private respondent
delivered again to petitioner various quantities of printing paper
amounting to P766,101.70.
However, petitioner encountered difficulties paying private
respondent said amount.
Accordingly, private respondent made a formal demand upon
petitioner to settle the outstanding account.
Meanwhile, petitioner entered into an additional printing contract
with Philacor. Unfortunately, petitioner failed to fully comply with its
contract with Philacor for the printing of books VIII, IX, X and XI.
Philacor demanded compensation from petitioner for the delay
and damage it suffered on account of petitioners failure.
On July 5, 1990, the trial court rendered judgment declaring that
petitioner should pay private respondent the sum of P763,101.70
representing the value of printing paper delivered by private
respondent from June 5, 1980 to July 23, 1981.
On appeal, the respondent Court of Appeals reversed and set
aside the judgment of the trial court.
LLENADO V. LLENADO
Facts:
The subject of this controversy is a parcel of land consisting of
1,554 sq. m. located in Barrio Malinta, Valenzula, Matro Manila and
registered under the names of Eduardo and Jorge LLenado. The
subject lot once formed part, owned by, and registered under the
name of their father Cornelio Llenado.
On Dec. 2, 1975, Cornelio leased the subject lot to his nephew
Romeo Llenado for a period of 5 yrs, renewable for another 5 yrs at
the option of Cornelio.
On march 31, 1978, Cornelio, Romeo, and the latters father
Orlando executed an agreement whereby Romeo assigned all his
rights to his father Orlando over the unexpired portion of the
aforesaid leased contract, and further agreed that Orlando shall
have the option to renew the contract for 3 yrs commencing from
Dec. 3, 1980- 1983, renewable for another 4 yrs up to 1987. That
during that period the property cannot be sold, transferred,
alienated or conveyed in whatever manner to any 3rd party.
Shortly thereafter, Cornelio and Orlando entered into a
supplementary agreement. Orlando was given an additional option to
renew the contract for an aggregate period of 10 yrs at 5 yr intervals.
The provision was inserted in order to comply with the requirements
of Mobil Philippines Inc. for the operation of the gasoline station
subsequently built on the subject lot.
Upon the death of Orlando, his wife, Wenifreda, took over the
operation of the gasoline station. Meanwhile, Cornelio sold a lot to his
children through a deed of absolute sale denominated as Kasulatan
sa Ganap na Bilihan for 160,000. As earlier stated, the subject lot
was owned by Eduardo and Jorge. Several months thereafter,
Cornelio passed away.
Sometime in 1993, Eduardo informed Wenifreda of his desire to
take over the subject lot however the latter refused to vacate the
premises prompting Eduardo to file a complaint of unlawful detainer.
MTC rendered decision in favor of Eduardo however the RTC reversed
MTCs decision. On appeal, CA reinstated MTCs decision hence this
petition.
Issue: WON the sale of the subject lot by Cornelio is invalid for
violation the prohibitory clause.
Held: No.
Petitioner claims that when Cornelio sold the subject lot to
respondents Eduardo and Jorge, the Lease was in full force and effect
thus, the sale violated the prohibitory clause rendering it invalid.
The petition lacks merit.
Under Art. 1311 of CC, the heirs are bound by the contract
entered into by their predecessors-in-interest except when the rights
and obligations are not transmissible by their nature, by their
stipulation, or by provisions of law.
In the instant case, the lease subsisited at the time of the sale of
the subject lot but when Orlando died on Nov 7, 1983, the lease was
set to expire 26 days later or on Dec. 3, 1983, unless renewed by the
heirs of Orlando. While the option to renew is an enforceable right, it
must necessarily be first exercised to be given effect.
There is no dispute that the lessees were granted the option to
renew the lease for another 4yrs yet there was never any positive act
on the part of the petitioner before or after the termination of the
original period to show their exercise of such option. The silence of
the lessees cannot be taken to mean that they opted to renew the
contract. Neither can the exercise of the option to renew can be
inferred from their persistence to remain in the premises despite
respondents demand from them to vacate.
SOLER V. CA
FACTS:
GARCIA V. THIO
FACTS
Sometime in February 1995, respondent Rica Marie S. Thio
received from petitioner Carolyn M. Garcia a crossed
10
Upon delivery of the object of the contract of loan (in this case
the money received by the debtor when the checks were
encashed) the debtor acquires ownership of such money or
loan proceeds and is bound to pay the creditor an equal
amount.26
It is undisputed that the checks were delivered to respondent.
However, these checks were crossed and payable not to the
11
12
13
14
LIMSON V. CA
FACTS:
On Aug. 11, 1978, she claimed that she was willing and
ready to pay the balance of the purchase price, but the transaction
did not materialize as the spouses failed to pay the back taxes of
the property.
No.
15
TAYAG V. LACSON
Nature: Petition for review on certiorari of the Decision and the
Resolution of respondent Court of Appeals in CA-G.R. SP No. 44883.
Facts:
Respondents Angelica Tiotuyco Vda. de Lacson and her children
were the registered owners of three parcels of land located in
Mabalacat, Pampanga registered in the Register of Deeds of San
Fernando, Pampanga. The properties, which were tenanted
agricultural lands, were administered by Renato Espinosa for the
owner.
Mar. 17, 1996: A group of original farmers/tillers individually
executed in favor of the petitioner separate Deeds of Assignment in
which the assignees assigned to the petitioner their respective
rights as tenants/tillers of the landholdings possessed and tilled by
them for and in consideration of P50.00 per square meter. The said
amount was made payable "when the legal impediments to the
sale of the property to the petitioner no longer existed." The
petitioner was also granted the exclusive right to buy the property
if and when the respondents, with the concurrence of the
16
The spouses narrated that they were able to book and avail
themselves of free accommodations at an FLP villa on a
Saturday in the month of September. They requested that an
FLP Villa again be reserved for their free use on another
17
Spouses Tan, on the other hand, said that they were not informed
of said rule regarding their free accommodation at FLP, and had
they known about it, they would not have availed themselves of
the free accommodations during Saturday last September. But
this was countered by Fontana Resort saying that
the
respondents were duly informed of the privileges givent to them
as seen in the propmotional materials for the country club, the
Articles of Incorporation, and the By-Laws of FRCCI.
Issue: WON there Fontana Resort committed fraud during the selling
of stocks which would warrant the annulment or recission of the
contract which the parties entered into?
RULING:
Article 1390 of the Civil Code states that contracts are voidable
and annullable when the consent is vitiated by mistake, violence,
intimidation, undue influence or fraud.
However, they are
susceptible of ratification.
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19
20
21
MARTINEZ V. CA
Facts:
22
assurance that he will take care of the matter and (2) the sale
between Fr. Martinez and De la Paz was not notarized, as required by
Arts. 1357 and 1358, CC, thus it cannot be said that the private
respondents Veneracion had knowledge of the first sale.
Issue: Whether or not notarization is an indispensable requirement
in the execution of a deed of sale.
Ruling:
On Double Sale
1. This case involved a double sale and Art. 1544,CC provides that
where immovable property is the subject of a double sale, ownership
shall be transferred (1) to the person acquiring it who in good faith
first recorded it to the Registry of Property; (2) in default thereof, to
the person who in good faith was first in possession; and (3) in
default thereof, to the person who presents the oldest title.
2. The requirement of the law, where title to the property is recorded
in the Register of Deeds, is two-fold: acquisition in good faith and
recording in good faith.
To be entitled to priority, the second
purchaser must not only prove prior recording of his title but that he
acted in good faith, i.e., without knowledge or notice of a prior sale to
another. The presence of good faith should be ascertained from the
circumstances surrounding the purchase of the land.
3. With regard to the first sale to them, Reynaldo Veneracion testified
that 18 days before the execution of the first Deed of Sale with Right
to Repurchase, he inspected the premises and found it vacant.
However, this was belied by the testimony of Engr. Minor, then DPWH
building inspector, that he conducted on Oct 6, 81 an ocular
inspection of the lot in dispute in the performance of his duties as a
building inspector to monitor the progress of the construction of the
building subject of the building permit issued in favor of petitioner,
and that he found it 100 % completed. In the absence of contrary
evidence, he is to be presumed to have regularly performed his
official duty. Thus, as early as Oct 1981, spouses Veneracion already
knew that there was construction being made on the property they
purchased.
Equitable Mortgage
4. CA overlooked the fact that the first contract of sale between the
private respondents showed that it was in fact an equitable
mortgage.The requisites for considering a contract of sale with a
right of repurchase as an equitable mortgage are (1) that the parties
entered into a contract denominated as a contract of sale and (2)
that their intention was to secure an existing debt by way of
23
SECURITY BANK V. CA
Facts:
petitioner Security Bank Corporation (SBC) and Philippine Industrial
Security Agency Corporation (PISA) entered into a "Contract of
Security Services" (CSS) wherein PISA undertook to secure, guard,
and protect the personnel and property of SBC. A part of paragraph 9
of the CSS provides that PISA shall be liable for any loss, damage or
injury suffered by [SBC] where such loss, damage or injury is due to
the negligence or willful act of the guards or representatives of
[PISA].
On March 12, 1992, the Taytay Branch Office of SBC was robbed
PHP12,927,628.01. Among the suspects in the robbery were two
regular security guards of PISA.
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PHP9.9-million from the insurer, defendant LIC; and second, the two
security guards facing criminal prosecution for robbery in band must
first be convicted and found to have been involved in the robbery or
otherwise found by a competent court to have been negligent.
According to PISA, SBC's complaint made no averment that (a) there
had been a final judgment rejecting SBC's claim against the insurer;
or (b) that the two PISA guards had been convicted of the charge of
robbery in band, or had been found by a competent court to have
been involved in the alleged conspiracy or to have been negligent in
connection with the robbery. Hence, PISA concluded that SBC's
complaint against it was premature and should be dismissed. SBC
opposed PISA's motion to dismiss, arguing that the latter's
interpretation of the PRA was erroneous.
The RTC granted PISA's motion, and dismissed the case. On appeal,
the Court of Appeals affirmed the dismissal.
Issue:
WON the condition could not be recovered from the insurer of the
PRA requires final judgment against SBCs claim against LIC.
Ruling:
No.
Contrary to the interpretation of PISA to the condition could not be
recovered from the insurer requires final judgment. The Supreme
Court held that reading the clause as requiring a final judgment is a
strained interpretation and contrary to settled rules of interpretation
of contracts. Paragraph 5(e) only requires that the proceeds "could
not be recovered from the insurer," and does not state that it should
be so declared by a court, or even with finality. In determining the
signification of terms, words are presumed to have been used in their
primary and general acceptance, and there was no evidence
presented to show that the words used signified a judicial
adjudication. Indeed, if the parties had intended the non-recovery to
be through a judicial and final adjudication, they should have stated
so. In its primary and general meaning, paragraph 5(e) would cover
LIC's extrajudicial denial of SBC's claim.
The supreme Court explained that In sustaining PISA, the Court of
Appeals relied on the argument that paragraph 5(e) of the PRA was
intended to benefit PISA. The appellate court held that the phrase
"could not be recovered from the insurer" gives rise to doubt as to
the intention of the parties, as it is capable of two interpretations:
either (1) the insurer rejects the written demand for indemnification
by the insured; or (2) a court adjudges that the insurer is not liable
under the policy. The Court of Appeals then interpreted the
REDONDO V. JIMENEZ
FACTS:
25
damages. She claimed that she was deceived into signing the deed
of sale when all she wanted was to borrow money from Angelina.
(4) When the purchaser retains for himself a part of the purchase
price;
(5) When the vendor binds himself to pay the taxes on the thing
sold;
(6) In any other case where it may be fairly inferred that the real
intention of the parties is that the transaction shall secure the
payment of a debt or the performance of any other obligation.
xxxx
Adoracion also claims that she paid the real estate taxes on
the property. However, the Tax Receipts on record clearly indicate
that it was Angelina who had been paying the realty taxes on the
property from the time of the sale until the filing by Adoracion of
the Complaint for its annulment. Adoracion, on the other hand,
failed to present any evidence to support her claim .
26
xxxx
(2) Those where the consent is vitiated by mistake, violence,
intimidation, undue influence or fraud.
These contracts are binding, unless they are annulled by a proper
action in court.
In the instant case, records show that the deed of sale was
registered on July 5, 1988. Hence, Adoracions action to annul the
sale on the ground of fraud prescribed on July 5, 1992. Therefore,
when Adoracion filed on November 27, 1992 her Complaint for
annulment of the sale, the action had long prescribed.
27