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1. Maker - He drew the promissory note and therefore primarily liable up to the
extent of the tenor of the promissory note.
2. Payee - He is the person to whom the instrument is originally payable.
3. Indorser - He signs and delivers the instruments to the subsequent holder after
its issuance by the maker and therefore secondarily liable for the nonpayment of
the promissory note. He negotiates the instrument by indorsement coupled with
delivery.
4. Person negotiating the instrument by mere delivery - He negotiates the
instrument by mere delivery and therefore not secondarily liable for the
nonpayment of the promissory note unless there is violation of his warranties.
5. Holder is the payee or indorsee of an order negotiable instrument, who is in
possession of it or the bearer of a bearer negotiable instrument.
1. Acceptor - He assented to the order of the drawer and therefore primarily liable
to the bill of exchange up to the extent of his acceptance.
2. Drawer - He drew the bill of exchange and commanded the drawee and
therefore secondarily liable for the nonacceptance or nonpayment of the bill of
exchange.
3. Payee - He is the person to whom the instrument is originally payable.
4. Indorser - He signs and delivers the instruments to the subsequent holder after
its issuance by the drawer and therefore secondarily liable for the nonacceptance
or nonpayment of the bill of exchange. He negotiates the instrument by
indorsement coupled with delivery.
5. Person negotiating the instrument by mere delivery - He negotiates the
instrument by mere delivery and therefore not secondarily liable for the
nonacceptance or nonpayment of the bill of exchange unless there is violation of
his warranties.
6. Holder is the payee or indorsee of an order negotiable instrument, who is in
possession of it or the bearer of a bearer negotiable instrument.
7. Referee in case of need is a person whose name is inserted by a drawer of a
bill or any indorser to whom the holder may resort in case of need; that is to say,
in case the bill is dishonored by non-acceptance or non-payment. He becomes a
party only upon his acceptance.
8. Acceptor for honor is a person who accepted the bill of exchange instrument to
save the credit of the parties to the instrument or some party to it as the drawer,
drawee, or indorser or somebody else by intervening the protested bill of
exchange and accepting it with the consent of the holder.
c. Negotiable Check is a special type bill of exchange drawn on a bank payable on demand.
a. The sum payable is sum certain for negotiable instruments although it is to be paid
under the following instances
i. With interest
1. Pay to C or order P1,000 with 6% interest p.a. until paid
ii. By stated installments
1. I promise to pay to B or bearer P4,000 in four equal monthly installments
beginning January 1,2001.
2. I promise to pay to the order of B the sum of P100 in two installments as follows:
(1) P45 on Feb. 1, 1985 and (2) P55 on June 1, 1985.
iii. By stated installments with escalation clause
iv. With exchange, whether at a fixed rate or at a current rate.
1. Pay to B or order USA $1,000 on the December 31, 2016 exchange rate.
v. With costs of collections or an attorney’s fee
1. Pay to C or order P100,000 with collection costs and attorney’s fee if not paid at
maturity.
7. Instances when the promise remains to be unconditional making the instrument negotiable
c. On or at a fixed period after the occurrence of a specified event which is certain to happen,
though the time of happening be uncertain.
10. Instances when the instrument is non-negotiable because not payable at a determinable future
time
a. 5 days before the death of Alice, I promise to pay P or bearer P10,000.
b. I promise to pay P or bearer P12,000 10 days after L passes the bar examination.
c. I promise to pay P or order P15,000 when my means permit me to do so.
c. Where an instrument is issued, accepted, or indorsed when overdue, as regards to the person
issuing, accepting or indorsing it.
i. Dated January 5, 2018. I promise to pay to the order of P P1,000.
a. Authorization of sale of collateral securities in case the instrument be not paid at maturity.
i. I promise to pay to B or order P4,000 on October 1, 2014, provided, however, that if this
note is not paid at maturity date, the ring pledged may be sold at public auction.
c. Waiver of the benefit the law intended for the advantage or protection of the obligor.
i. Six months after December 1, 2043, I promise to pay to P or order P3,000 waiving the
right to appeal and all of valuation appraisement.
d. Giving the holder an election to require something to be done in lieu of payment of money.
i. I promise to pay B or order P1,000 or 10 dogs at the option of holder.
a. It is not dated.
b. It does not specify the value given, or than any value had been given therefore.
c. It does not specify the place where it is drawn or the place where it is payable.
d. It bears a seal.
e. It designated a particular kind of current money in which payment is to be made.
a. Where the sum payable is expressed in words and also in figures and there is a discrepancy
between the two, the sum denoted by the words is the sum payable, but if the words are
ambiguous or uncertain, reference may be had to the figures to fix the amount.
b. Where the instrument provides for the payment of interest, without specifying the date from
which interest is to run, the interest runs from the date of the instrument, and if the instrument is
undated, from the issue thereof.
c. Where the instrument is not dated, it will be considered to be dated as of the time it was issued.
d. Where there is a conflict between the handwritten and printed provisions of the instrument, the
handwritten provisions prevail.
e. Where the instrument is so ambiguous that there is doubt whether it is a bill of exchange or
promissory note, the holder may treat it as either bill of exchange or promissory note at his
election.
f. Where a signature is so placed upon the instrument that it is not clear in what capacity the
person making the same intended to sign, he is deemed to be an indorser.
g. Where an instrument containing the words “I promise to pay” is signed by two or more persons,
they are deemed to be solidarly liable thereon while where an instrument containing the words
“We promise to pay” is signed by two or more persons, they are deemed to be jointly liable.
21. Requisites for an agent signing in behalf of the principal to escape liability on the instrument
22. Incidents in the life of negotiable instrument particularly negotiable bill of exchange
a. Issuance or Issue is the first delivery of the instrument complete in form to a person who takes
it as a holder.
b. Delivery refers to the transfer of possession with intent to transfer title or it consists principally
by placing the transferee in possession of the instrument but it must be accompanied by an
intent to transfer title.
c. Negotiation is the transfer of an instrument from one person to another as to constitute the
transferee the holder of the instrument.
i. Bearer instrument is negotiated by (1) mere delivery or (2) indorsement coupled with
delivery.
4. Kinds of indorsement
a. Special indorsement is an indorsement which specifies the person to
whom, or to whose order, the instrument is to be payable, and the
indorsement of such indorsee is necessary to the further negotiaition of
the instrument. If the instrument is originally an order instrument, it will
revert an instrument converted to bearer by blank indorsement to its
original character of being order instrument.
b. Blank indorsement is an indorsement which specifies no indorsee and
an instrument so indorsed becomes bearer instrument and may be
negotiated by delivery.
c. Restrictive indorsement is an indorsement which either prohibits the
further negotiation of the instrument, or constitutes the indorsee the agent
of the indorser or vests the title in the indorsee in trust for or to the use of
some other person. But the mere absence of words implying power to
negotiate does not make an indorsement this kind of indorsement.
5. Examples of Indorsements
a. Pay to A. Sgd. B
b. Sgd. B
c. Pay to C only. Sgd. B or Pay to C and no other person. Sgd. B
d. Pay to C for collection. Sgd. B or Pay to C for deposit. Sgd. B
e. Pay to X in trust for C. Sgd. B
f. Pay to X for the use of C. Sgd. B
g. Pay to C, at indorsee’s risk. Sgd. B or Sans recourse, Pay to C. Sgd. B or
Without recourse, Pay to C. Sgd. B
h. Pay to X if he passed the board exam. Sgd. B
i. Pay to X, notice of dishonor waived. Sgd. B
I. The indorser whose indorsement is struck out is relieved from his liability on the
instrument.
II. All subsequent indorsers are likewise relieved from their liability on the
instrument.
d. Presentment for Acceptance consists of exhibiting the bill to the drawee, and demanding that
he accepts it, that is, signify his assent to the order or command of the drawer.
1. Where the bill is payable after sight, or in any other case, where presentment for
acceptance is necessary in order to fix the maturity of the instrument.
2. Where the bill expressly stipulates that it shall be presented for acceptance.
3. Where the bill is drawn payable elsewhere than at the residence or place of
business of the drawee.
iii. Effect if the holder of a bill of exchange who is required by the preceding number
to present the bill for acceptance fails to do so or fails to negotiate it within a
reasonable time.
1. The drawers and all indorsers are discharged.
iv. Instances when presentment for acceptance is excused and a bill may be treated
as dishonored despite the absence of presentment for acceptance
1. Where the drawee is dead, or has absconded, or is a fictitious person or a
person not having capacity to contract by bill.
2. Where, after the exercise of reasonable diligence, presentment cannot be made.
3. Where, although presentment has been irregular, acceptance has been refused
on some other ground.
1. Where a bill is duly presented for acceptance and is not accepted within the
prescribed time, the person presenting it must treat the bill as dishonored by
nonacceptance or he loses the right of recourse against the drawer and
indorsers.
2. When a bill is dishonored by nonacceptance, an immediate right of recourse
against the drawer and indorsers accrues to the holder and no presentment for
payment is necessary
e. Acceptance is the signification by the drawee of his assent to the order of the drawer.
1. The holder of a bill presenting the same for acceptance may require that the
acceptance be written on the bill, and, if such request is refused, may treat the
bill as dishonored.
2. Where an acceptance is written on a paper other than the bill itself, it does not
bind the acceptor except in favor of a person to whom it is shown and who, on
the faith thereof, receives the bill for value.
3. An unconditional promise in writing to accept a bill before it is drawn is deemed
an actual acceptance in favor of every person who, upon the faith thereof,
receives the bill for value.
iii. Period allowed by law for the drawee to accept the bill
2. Qualified acceptance
a. Conditional; that is to say, which makes payment by the acceptor
dependent on the fulfillment of a condition therein stated.
b. Partial; that is to say, an acceptance to pay part only of the amount for
which the bill is drawn.
c. Local; that is to say, an acceptance to pay only at a particular place.
d. Qualified as to time.
e. The acceptance of some, one or more of the drawees but not of all.
3. Principles of Acceptance
a. The holder may refuse to take a qualified acceptance and if he does not
obtain an unqualified acceptance, he may treat the bill as dishonored by
non-acceptance.
b. Where a qualified acceptance is taken, the drawer and indorsers are
discharged from liability on the bill unless they have expressly or impliedly
authorized the holder to take a qualified acceptance, or subsequently
assent thereto.
c. When the drawer or an indorser receives notice of a qualified acceptance,
he must, within a reasonable time, express his dissent to the holder or he
will be deemed to have assented thereto.
d. The qualified acceptance by the drawee of the instrument will not make
the instrument non-negotiable.
e. A bill may be accepted before it has been signed by the drawer, or while
otherwise incomplete, or when it is overdue, or after it has been
dishonored by a previous refusal to accept, or by non payment. But when
a bill payable after sight is dishonored by non-acceptance and the drawee
subsequently accepts it, he is entitled to acceptance as of the date of first
presentment for acceptance.
i. The acceptor for honor is liable to the holder and to all parties to
the bill subsequent to the party for whose honor he has accepted.
f. Dishonor by Non-Acceptance occurs when the bill is presented for acceptance, and
acceptance is refused by the drawee, or cannot be obtained, or when present for acceptance is
excused, and the bill is not accepted.
g. Presentment for Payment consists of exhibiting the instrument to the person primarily liable
thereon and demanding payment from him on the date of maturity.
1. When the drawer has no right to expect or require the drawee or acceptor will
pay the instrument.
2. Where the instrument was made or accepted for his accommodation and he has
no reason to expect that the instrument will be paid if presented.
3. When presentment is dispensed with.
4. When a bill is dishonored by non-acceptance.
1. Presentment for payment must be made on the date fixed without grace period
unless delay in presentment for payment is excused when it is caused by
circumstances beyond the control of the holder and not imputable to his default
or negligence.
2. The time of presentment shall be on a reasonable hour on a business day and if
payable at a bank, it must be made during the banking hours.
3. A check must be presented for payment within a reasonable time after its issue.
4. If the promissory is payable on demand, presentment for payment must be made
within a reasonable time after issuance.
5. If the bill of exchange is payable on demand, presentment for payment must be
made within a reasonable time after its last negotiation.
6. If the instrument is not payable on demand or it is payable at a fixed or
determinable future time, presentment for payment must be made on the day it
falls due.
h. Dishonor by Non-Payment occurs when the instrument is presented for payment, and
payment is refused or cannot be obtained, or where presentment for payment is excused and
the instrument is overdue and unpaid.
iii. Instances when notice of dishonor is not necessary to charge a general indorser
1. Notary public; or
2. By any respectable resident of the place where the bill is dishonored
4. By NO-CO-ME-RE-PA-LO-PRE-RE-FUL-AN
5. When the principal debtor becomes the holder of the instrument at or after
maturity in his own right or by merger or confusion
1. The party paying is remitted to his former rights as regards to all prior parties.
a. The party paying may strike out his own indorsement and all subsequent
indorsements.
b. The party paying may renegotiate the instrument except where it is
payable to the order of a third person and has been paid by the drawer or
where it was made or accepted for accommodation and has been paid by
the party accommodated.
a. Holder of an order instrument is the payee or indorsee of a bill or note, who is in possession
of it.
b. Holder of a bearer instrument is the bearer or possessor thereof.
c. Holder for value is holder who has given value for an instrument issued or negotiated to him.
d. Holder in due course is a holder against whom personal defenses will not be available but
against whom real defenses will lie.
e. Holder not in due course is a holder against whom both personal and real defenses can be
used.
Material Alteration (May be enforced by Holder in Due Course according to original tenor) (Quasi-real
Quasi-personal)
It is a personal defense as to the original amount but it is a real defense as to the excess of the original
amount.
30. Liability of Acceptor by accepting the order by the drawer in a negotiable bill of exchange
a. He engages that on due presentment, the instrument will be accepted or paid or both, according
to its tenor, and that if it be dishonored and the proceedings of dishonor be duly taken, he will
pay the amount thereof to the holder or to any subsequent indorser who may be compelled to
pay it.
a. He engages that on due presentment, the instrument will be accepted or paid or both, according
to its tenor, and that if it be dishonored and the proceedings of dishonor be duly taken, he will
pay the amount thereof to the holder or to any subsequent indorser who may be compelled to
pay it.
a. That the instrument is genuine and in all respects what it purports to be.
b. That he has good title to it.
c. That all prior parties had capacity to contract.
d. That the instrument, is at the time of his indorsement, is valid and subsisting.
36. A qualified indorser is not secondarily liable to the instrument because he does not guarantee the
solvency of the person primarily liable. Warranties of a Qualified Indorser by qualifiedly indorsing
the instrument although his warranties extend only to those parties who can trace their title
from such qualified indorsement
a. That the instrument is genuine and in all respects what it purports to be.
b. That he has good title to it.
c. That all prior parties had capacity to contract.
d. That he has no knowledge of any fact which would impair the validity of the instrument or render
it valueless.
a. In the hands of a holder not in due course, the instrument is avoided as against the party prior to
alteration.
b. Any holder, whether in due course or not, may enforce payment of new amount to a party who
has himself made, authorized or assented to the alteration and subsequent indorsers.
c. The instrument is not avoided in hands of holder in due course as against the party prior to
alteration as to the original amount but it will be avoided as to the excess.
a. Where a bill is drawn in a set, each part of the set being numbered and containing a reference
to the other parts, the whole of the parts constitutes one bill.
b. Where two or more parts of bills in set are negotiated to different holders in due course, the true
owner of the bills in set is presumed to be the holder whose title first accrues.
c. Where two or more parts of bills in set are negotiated to different holders in due course, the
payment or acceptance of the parts by drawee-acceptor first presented by the untrue owner of
the bills in set will not prejudice the drawee-acceptor.
d. Where the holder of a set indorses two or more parts to different persons he is liable on every
such part, and every indorser subsequent to him is liable on the part he has himself indorsed, as
if such parts were separate bills.
e. The acceptance may be written on any part and it must be written on one part only.
f. If the drawee accepts more than one part and such accepted parts negotiated to different
holders in due course, he is liable on every such part as if it were a separate bill.
g. When the acceptor of a bill drawn in a set pays it without requiring the part bearing his
acceptance to be delivered up to him, and the part at maturity is outstanding in the hands of a
holder in due course, he is liable to the holder thereon.
h. Except as herein otherwise provided, where any one part of a bill drawn in a set is discharged
by payment or otherwise, the whole instrument is discharged and not that part only.
41. Where the instrument is so ambiguous that there is doubt on whether it is a bill or a note, the holder
may treat it as either at his option. The following are the instances when a bill of exchange may be
treated as a promissory note by the holder
a. A check of itself does not operate as an assignment of the funds of the drawer in the hands of
the bank and the bank is not liable until he accepts or certifies the check.
b. A check must be presented for payment within a reasonable time (6 months) after its issue
otherwise the drawer will be discharged from liability thereon to the extent of loss caused by the
delay.
c. A check not presented within a reasonable time (6 months) after issue is stale check.
a. It is equivalent to acceptance.
b. If procured by the holder, the drawer and all general indorsers are discharged.
c. It operates as an assignment of the funds of the drawer in the hands of the drawee bank.
a. Memo check is a check which, across its face, is written the word memorandum or memo and it
is regarded as a contract whereby the drawer engages to pay the bona fide holder absolutely
and not upon a condition to pay upon presentment and non-payment.
b. Cashier's check is a check drawn by the cashier of a bank in the name of the bank and against
the bank itself payable to a third person or order.
c. Manager's check is a check drawn by the manager of a bank in the name of the bank and
against the bank itself payable to a third person.
d. Traveler's check is a check used by traveler to supply him with funds in lieu of cash.
e. Certified check is a check which bears the word certified on its face signifying that the check is
recognized and accepted by the bank as a valid appropriation of the amount specified thereon.
f. Crossed check is a check which bears two parallel lines usually drawn diagonally on the upper
left portion of its face.
g. Stale check is a check not presented for payment within reasonable time from its issue or
within 6 months from its maturity date.
h. Postdated check is a check wherein the date stated in the check is later than the actual date of
issuance of check.
i. Antedated check is a check wherein the date stated in the check is earlier than the actual date
of issuance of check.