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*
SPOUSES ALEXANDER and JULIE LAM, doing business
under the name and style COLORKWIK LABORATORIES
and COLORKWIK PHOTO SUPPLY, petitioners, vs.
KODAK PHILIPPINES, LTD., respondent.
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* SECOND DIVISION.
97
98
putes the resolution of the contract. Since both parties in this case
have exercised their right to resolve under Article 1191, there is no
need for a judicial decree before the resolution produces effects.
Remedial Law; Civil Procedure; Appeals; Petition for Review on
Certiorari; A petition for review on certiorari under Rule 45 shall only
pertain to questions of law.The issue of damages is a factual one. A
petition for review on certiorari under Rule 45 shall only pertain to
questions of law. It is not the duty of this court to reevaluate the
evidence adduced before the lower courts. Furthermore, unless the
petition clearly shows that there is grave abuse of discretion, the
ndings of fact of the trial court as afrmed by the Court of Appeals
are conclusive upon this court.
Damages; Moral Damages; Exemplary Damages; Moral
damages are granted to alleviate the moral suffering suffered by a
party due to an act of another, but it is not intended to enrich the victim
at the defendants expense; Exemplary damages, on the other hand, are
awarded when the injurious act is attended by bad faith.The award
for moral and exemplary damages also appears to be sufcient. Moral
damages are granted to alleviate the moral suffering suffered by a party
due to an act of another, but it is not intended to enrich the victim at the
defendants expense. It is not meant to punish the culpable party and,
therefore, must always be reasonable vis--vis the injury caused.
Exemplary damages, on the other hand, are awarded when the
injurious act is attended by bad faith. In this case, respondent was
found to have misrepresented its right over the generator set that was
seized. As such, it is properly liable for exemplary damages as an
example to the public.
99
LEONEN,J.:
This is a Petition for Review on Certiorari led on April 20,
2005 assailing the March 30, 2005 Decision1 and September 9,
2005 Amended Decision2 of the Court of Appeals, which
modied the February 26, 1999 Decision3 of the Regional Trial
Court by reducing the amount of damages awarded to
petitioners Spouses Alexander and Julie Lam (Lam Spouses).4
The Lam Spouses argue that respondent Kodak Philippines,
Ltd.s breach of their contract of sale entitles them to damages
more than the amount awarded by the Court of Appeals.5
I
On January 8, 1992, the Lam Spouses and Kodak
Philippines, Ltd. entered into an agreement (Letter Agreement)
for the sale of three (3) units of the Kodak Minilab System
22XL6 (Minilab Equipment) in the amount of P1,796,000.00
per unit,7 with the following terms:
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1 Rollo, pp. 58-75. The case, docketed as C.A.-G.R. CV No. 64158, was
entitled Kodak Philippines, Ltd. v. Alexander and Julie Lam.
2 Id., at p. 423.
3 Id., at pp. 76-79. The Decision was penned by Judge Salvador S. Abad
Santos of Branch 65 of the Regional Trial Court, Makati City.
4 Id., at pp. 74-75.
5 Id., at pp. 462, 468, 469, and 472-473.
6 Id., at p. 76. The Kodak Minilab System 22XL is a Noritsu QSS 1501
with 430-2 Film Processor (non-plumbed) with standard accessories.
7 Id.
100
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8 Id., at p. 94.
9 Id., at p. 76.
10 Id.
11 Id.
101
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12 Id.
13 Id.
14 Id.
15 Id., at p. 106. In the letter dated October 14, 2002, Kodak Philippines,
Ltd., through counsel, demanded from the Lam Spouses the surrender of
possession of the delivered unit of the Minilab Equipment and its accessories.
The letter stated that failure to comply will prompt Kodak Philippines, Ltd. to
le a case for recovery of possession.
16 Id., at p. 68.
17 Id. In the Lam Spouses Petition for Review, the checks were issued in
favor of Kodak Philippines, Ltd. on March 9, 1992, the same day the rst unit
was delivered, in accordance with the Letter Agreement which provided that the
rst check would be due 45 days after the installation of the system (id., at p.
13).
18 Id., at pp. 19-20.
102
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19 Id., at p. 76.
20 Id.
21 Id.
22 Id.
23 Id., at p. 439.
24 Id., at p. 76.
25 Id.
26 Id., at p. 77.
27 Id., at p. 113.
28 Id., at p. 77.
103
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29 Id.
30 Id.
31 Id.
32 Id., at pp. 77-78.
104
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33 Id.
105
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106
ment for any deterioration that the unit may have suffered
while under the custody of the Lam Spouses.36
As to the generator set, the trial court ruled that Kodak
Philippines, Ltd. attempted to mislead the court by claiming that
it had delivered the generator set with its accessories to the Lam
Spouses, when the evidence showed that the Lam Spouses had
purchased it from Davao Ken Trading, not from Kodak
Philippines, Ltd.37 Thus, the generator set that Kodak
Philippines, Ltd. wrongfully took from the Lam Spouses should
be replaced.38
The dispositive portion of the Regional Trial Court Decision
reads:
PREMISES CONSIDERED, the case is hereby dis-
missed. Plaintiff is ordered to pay the following:
1)Php130,000.00 representing the amount of the
generator set, plus legal interest at 12% per annum from
December 1992 until fully paid; and
2)Php1,300,000.00 as actual expenses in the
renovation of the Tagum, Davao and Rizal Ave., Manila
outlets.
SO ORDERED.39
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36 Id.
37 Id., at p. 80.
38 Id.
39 Id.
40 Id., at p. 23.
107
Spouses did not appeal the Regional Trial Courts award for
the generator set and the renovation expenses.41
Kodak Philippines, Ltd. also led an appeal. However, the
Court of Appeals42 dismissed it on December 16, 2002 for
Kodak Philippines, Ltd.s failure to le its appellants brief,
without prejudice to the continuation of the Lam Spouses
appeal.43 The Court of Appeals December 16, 2002 Resolution
denying Kodak Philippines, Ltd.s appeal became nal and
executory on January 4, 2003.44
In the Decision45 dated March 30, 2005, the Court of
In the Decision45 dated March 30, 2005, the Court of
Appeals Special Fourteenth Division modied the February 26,
1999 Decision of the Regional Trial Court:
WHEREFORE, PREMISES CONSIDERED, the
Assailed Decision dated 26 February 1999 of the
Regional Trial Court, Branch 65 in Civil Case No. 92-
3442 is hereby MODIFIED. Plaintiff-appellant is
ordered to pay the following:
1. P130,000.00 representing the amount of the
generator set, plus legal interest at 12% per annum from
December 1992 until fully paid; and
2. P440,000.00 as actual damages;
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41 Id.
42 Id., at p. 129. The Resolution was penned by Associate Justice Oswaldo
D. Agcaoili and concurred in by Associate Justices Eliezer R. De Los Santos
and Regalado E. Maambong of the Thirteenth Division, Court of Appeals,
Manila.
43 Id.
44 Id., at p. 130. A Partial Entry of Judgment was issued by the Court of
Appeals on January 4, 2003.
45 Id., at pp. 58-75. The Decision was penned by Associate Justice Andres
B. Reyes, Jr. and concurred in by Associate Justices Lucas P. Bersamin (now an
Associate Justice of this court) and Rosalinda Asuncion-Vicente of the Special
Fourteenth Division, Court of Appeals, Manila.
108
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109
VOL. 778, JANUARY 11, 2016 109
Lam vs. Kodak Philippines, Ltd.
110
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111
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56 Id., at p. 69.
57 Id., at p. 68.
58 Id., at p. 69.
59 Id.
60 Id., at p. 71.
112
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113
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114
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68 Id., at pp. 370-371.
115
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69 Id., at p. 393.
70 Id., at pp. 384-388.
71 Id., at p. 383A.
72 Id., at p. 383B.
73 Id., at p. 504.
116
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117
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81 Id., at p. 456.
82 Id., at pp. 455-456.
83 Id., at p. 456.
84 Id., at p. 460.
85 Id., at p. 462.
86 Id., at pp. 468-469.
87 Id., at pp. 472-473.
118
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88 Id., at p. 548.
89 Id., at pp. 548-549.
90 Id., at p. 549.
91 Id.
92 Id.
93 Id., at p. 550.
119
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94 Id., at p. 551.
95 Id., at p. 552.
96 Id., at p. 554.
97 Id., at p. 94.
120
3.NO DOWNPAYMENT.
4.Minilab Equipment Package shall be payable in
48 monthly installments at THIRTY-FIVE THOUSAND
PESOS (P35,000.00) inclusive of 24% interest rate for
the rst 12 months; the balance shall be re-amortized for
the remaining 36 months and the prevailing interest shall
be applied.
5.Prevailing price of Kodak Minilab System 22XL
as of January 8, 1992 is at ONE MILLION SEVEN
HUNDRED NINETY-SIX THOUSAND PESOS.
6.Price is subject to change without prior notice.
* Secured with PDCs; 1st monthly amortization due
45 days after installation[.]98
Based on the foregoing, the intention of the parties is for
there to be a single transaction covering all three (3) units of the
Minilab Equipment. Respondents obligation was to deliver all
products purchased under a package, and, in turn, petitioners
obligation was to pay for the total purchase price, payable in
installments.
The intention of the parties to bind themselves to an
indivisible obligation can be further discerned through their
direct acts in relation to the package deal. There was only one
agreement covering all three (3) units of the Minilab Equipment
and their accessories. The Letter Agreement specied only one
purpose for the buyer, which was to obtain these units for three
different outlets. If the intention of the parties were to have a
divisible contract, then separate agreements could have been
made for each Minilab Equipment unit instead of covering all
three in one package deal. Furthermore, the 19% multiple order
discount as contained in the Letter Agreement was applied to all
three acquired units.99 The no
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98 Id.
99 Id., at p. 356. Aside from the Letter Agreement, the 19% Multiple Order
Discount was also contained in the Sample Computation supplied by respondent
to petitioner.
121
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122
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123
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103 Civil Code, Art.1458.By the contract of sale, one of the contracting
parties obligates himself to transfer the ownership of and to deliver the
determinate thing, and the other to pay therefore a price certain in money or its
equivalent.
104 Province of Cebu v. Heirs of Runa Morales, 569 Phil. 641; 546 SCRA
315 (2008) [Per J. Ynares-Santiago, Third Division].
105 Rollo, p. 68.
106 Id.
107 Laperal v. Solid Homes, Inc., 499 Phil. 367; 460 SCRA 375 (2005) [Per
J. Garcia, Third Division].
108 413 Phil. 360; 361 SCRA 56 (2001) [Per J. Panganiban, Third
Division].
124
124 SUPREME COURT REPORTS ANNOTATED
Lam vs. Kodak Philippines, Ltd.
125
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126
V
The issue of damages is a factual one. A petition for review
on certiorari under Rule 45 shall only pertain to questions of
law.116 It is not the duty of this court to reevaluate the evidence
adduced before the lower courts.117 Furthermore, unless the
petition clearly shows that there is grave abuse of discretion, the
ndings of fact of the trial court as afrmed by the Court of
Appeals are conclusive upon this court.118 In Lorzano v.
Tabayag, Jr.:119
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127
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128
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129
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130