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WEEK 8

G.R. No. L-11491 August 23, 1918

ANDRES QUIROGA, plaintiff-appellant,


vs.
PARSONS HARDWARE CO., defendant-appellee.

FACTS: Contract executed by and between Andres quiroga and j. parsons, both merchants established in manila, for the exclusive
sale of "quiroga" beds in the visayan islands.

Mr. Quiroga shall furnish beds of his manufacture to Mr. Parsons for the latter's establishment in Iloilo, and shall invoice them at
the same price he has fixed for sales, in Manila, and, in the invoices, shall make and allowance of a discount of 25 per cent of the
invoiced prices, as commission on the sale; and Mr. Parsons shall order the beds by the dozen, whether of the same or of different
styles.

Mr. Parsons binds himself to pay Mr. Quiroga for the beds received, within a period of sixty days from the date of their
shipment.

plaintiff in his complaint, only two of them constitute the subject matter of this appeal and both substantially amount to the
averment that the defendant violated the following obligations: not to sell the beds at higher prices than those of the invoices; to
have an open establishment in Iloilo; itself to conduct the agency; to keep the beds on public exhibition, and to pay for the
advertisement expenses for the same; and to order the beds by the dozen and in no other manner.

Plaintiff alleged that the defendant was his agent for the sale of his beds in Iloilo, and that said obligations are implied in a
contract of commercial agency.

ISSUE: whether the defendant, by reason of the contract hereinbefore transcribed, was a purchaser or an agent of the plaintiff for
the sale of his beds.

HELD: NO. In the contract in question, what was essential, as constituting its cause and subject matter, is that the plaintiff was to
furnish the defendant with the beds which the latter might order, at the price stipulated, and that the defendant was to pay the
price in the manner stipulated. The price agreed upon was the one determined by the plaintiff for the sale of these beds in Manila,
with a discount of from 20 to 25 per cent, according to their class. Payment was to be made at the end of sixty days, or before, at
the plaintiff's request, or in cash, if the defendant so preferred, and in these last two cases an additional discount was to be
allowed for prompt payment. These are precisely the essential features of a contract of purchase and sale. There was the
obligation on the part of the plaintiff to supply the beds, and, on the part of the defendant, to pay their price. These features
exclude the legal conception of an agency or order to sell whereby the mandatory or agent received the thing to sell it, and does
not pay its price, but delivers to the principal the price he obtains from the sale of the thing to a third person, and if he does not
succeed in selling it, he returns it. By virtue of the contract between the plaintiff and the defendant, the latter, on receiving the
beds, was necessarily obliged to pay their price within the term fixed, without any other consideration and regardless as to
whether he had or had not sold the beds.

NOTE:
WEEK 8

G.R. No. L-49395 December 26, 1984

GREEN VALLEY POULTRY & ALLIED PRODUCTS, INC., petitioner


vs.
THE INTERMEDIATE APPELLATE COURT and E.R. SQUIBB & SONS PHILIPPINE CORPORATION,respondents.

FACTS: Squibb and Green Valley entered into a letter agreement the text of which reads as follows:

E.R. Squibb & Sons Philippine Corporation is pleased to appoint Green Valley Poultry & Allied Products,
Inc. as a non-exclusive distributor for Squibb Veterinary Products, as recommended by Dr. Leoncio D.
Rebong, Jr. and Dr. J.G. Cruz, Animal Health Division Sales Supervisor.

Payment for Purchases of Squibb Products will be due 60 days from date of invoice or the nearest business
day thereto.

For goods delivered to Green Valley but unpaid, Squibb filed suit to collect. The trial court as aforesaid gave judgment in favor
of Squibb which was affirmed by the Court of Appeals.

Green Valley claimed that the contract with Squibb was a mere agency to sell; that it never purchased goods from Squibb; that
the goods received were on consignment only with the obligation to turn over the proceeds, less its commission, or to return the
goods if not sold, and since it had sold the goods but had not been able to collect from the purchasers thereof, the action was
premature.

Squibb claimed that the contract was one of sale so that Green Valley was obligated to pay for the goods received upon the
expiration of the 60-day credit period.

ISSUE: Whether the contract is one of agency to sell or of contract of sale,

HELD: it is a sales contract. We do not have to categorize the contract. Whether viewed as an agency to sell or as a contract of
sale, the liability of Green Valley is indubitable. Adopting Green Valley's theory that the contract is an agency to sell, it is liable
because it sold on credit without authority from its principal. The Civil Code has a provision exactly in point. It reads:

Art. 1905. The commission agent cannot, without the express or implied consent of the principal, sell on
credit. Should he do so, the principal may demand from him payment in cash, but the commission agent shall
be entitled to any interest or benefit, which may result from such sale.

NOTE:
WEEK 9

G.R. No. 6906 September 27, 1911

FLORENTINO RALLOS, ET AL., plaintiff-appellee,


vs.
TEODORO R. YANGCO, defendant-appellant.

FACTS: The plaintiffs proceeded to do a considerable business with the defendant through the said Collantes, as his factor,
sending to him as agent for the defendant a good deal of produce to be sold on commission. Later, and in the month of February,
1909, the plaintiffs sent to the said Collantes, as agent for the defendant, 218 bundles of tobacco in the leaf to be sold on
commission, as had been other produce previously. The said Collantes received said tobacco and sold it for the sum of P1,744.
The charges for such sale were P206.96. leaving in the hands of said Collantes the sum of P1,537.08 belonging to the plaintiffs.
This sum was, apparently, converted to his own use by said agent.

It appears, however, that prior to the sending of said tobacco the defendant had severed his relations with Collantes and that the
latter was no longer acting as his factor. This fact was not known to the plaintiffs; and it is conceded in the case that no notice of
any kind was given by the defendant to the plaintiffs of the termination of the relations between the defendant and his agent. The
defendant refused to pay the said sum upon demand of the plaintiffs, placing such refusal upon the ground that at the time the
said tobacco was received and sold by Collantes he was acting personally and not as agent of the defendant. This action was
brought to recover said sum.

ISSUE: whether the plaintiffs, acting in good faith and without knowledge, having sent produce to sell on commission to the
former agent of the defendant, can recover to the defendant.

HELD: YES. Having advertised the fact that Collantes was his agent and having given them a special invitation to deal with such
agent, it was the duty of the defendant on the termination of the relationship of principal and agent to give due and timely notice
thereof to the plaintiffs. Failing to do so, he is responsible to them for whatever goods may have been in good faith and without
negligence sent to the agent without knowledge, actual or constructive, of the termination of such relationship.

NOTE:
WEEK 9
G.R. No. L-29917 December 29, 1928
JOSE M. KATIGBAK, plaintiff-appellee,
vs.
TAI HING CO., defendant.
PO SUN and PO CHING intervenors-appellants.

FACTS: Ever since the property in discussion had been sold by Gabino Barreto Po Ejap to Jose M. Katigbak, the former had administrated it,
entering into an oral contract of lease with Po Tecsi, who occupied it at a monthly rental of P1,500, payable in advance on the first day of each
month. Later on, when Po Tecsi died, Po Sun Suy, as administrator of the estate of his father Po Tecsi, continued renting said land on which stood
Po Ching's store.

As Po Tecsi had not paid a part of the rent due up to the time of his death, and Po Sun Suy, his son, the rent due from his father's death until Jose
M. Katigbak transferred the ownership thereof to Po Sun Boo on May 23, 1927, the present action was brought in the Court of First Instance of
Manila for the recovery of said rent which amounts to P45,280, first against the commercial firm Tai Hing Co., and later against the members of
said firm, Po Sun Suy and Po Ching, by an amendment to the original complaint.

Po Sun Suy, as the judicial administrator of the estate of his deceased father Po Tecsi, filed an intervention praying that judgment be rendered
against Jose M. Katigbak, the plaintiff, declaring him not to be the owner of the property described in the second paragraph of the complaint and,
therefore, not entitled to the rents of the property in question.

It is contended by the appellants that Gabino Barreto Po Ejap was not authorized under the power executed by Po Tecsi in his favor to sell said
land, for the reason that said power had been executed before Gabino Barreto Po Ejap sold said land to his brother Po Tecsi. The appellants also
contend that said power of attorney not having been registered in the registry of deeds, the authority granted therein to sell realty registered in
accordance with the Torrens system is ineffective, and the sale of the property in question made by Gabino Barreto Po Ejap in favor of Jose M.
Katigbak by virtue of said power has no more effect than that of a contract to transfer or sell.

ISSUE: is the act of Gabino Barreto Po Ejap under the power of attorney is valid despite that it is not registered?

HELD: Yes. The power is general and authorizes Gabino Po Ejap to sell any kind of realty "belonging" (pertenezcan) to the principal. The use of
the subjunctive "pertenezcan" (might belong) and not the indicative "pertenecen" (belong), means that Po Tecsi meant not only the property he
had at the time of the execution of the power, but also such as the might afterwards have during the time it was in force.

While it is true that a power of attorney not recorded in the registry of deeds is ineffective in order than an agent or attorney-in-fact may validly
perform acts in the name of his principal, and that any act performed by the agent by virtue of said with respect to the land is ineffective against a
third person who, in good faith, may have acquired a right thereto, it does, however, bind the principal to acknowledge the acts performed by his
attorney-in-fact regarding said property (sec. 50, Act No. 496).

In the present case, while it is true that the non-registration of the power of attorney executed by Po Tecsi in favor of his brother Gabino Barreto
Po Ejap prevents the sale made by the latter of the litigated land in favor of Jose M. Katigbak from being recorded in the registry of deeds, it is
not ineffective to compel Tecsi to acknowledge said sale.

NOTE:

The first question to be determined in the present appeal is one of procedure, and that it whether or not the trial court had jurisdiction to try the case, on its merits.

The appellants contend that they as intervenors, having raised the question of ownership, the solution of which is necessary for the determination of the question of
rent, the Court of First Instance of Manila had no jurisdiction to try the case, the properties in question being situated in the municipality of Tacloban, Province of
Leyte.

An action for the recovery of rent is a personal action, and as such is transitory and may be instituted in the province where the defendant or the plaintiff resides, at the
election of the plaintiff (sec. 377, Act No. 190; Boga Tan Chiao Boc vs. Sajo Vecina, 11 Phil., 409). With respect to the collection of rents, then, the Court of First
Instance of Manila had jurisdiction to try the action instituted to that end.

The question of ownership was raised by the intervenors who thereby submitted to the jurisdiction of the Court of First Instance of Manila and, according to the
doctrine laid down in the case of Manila Railroad Company vs. Attorney-General (20 Phil., 523), a Court of First Instance having full and unlimited jurisdiction over
realty situated in the Philippine Islands, a Court of First Instance of a province may try a case concerning realty situated in another province so long as no objection is
entered to said court's exercise of its jurisdiction. The intervenors having submitted to the jurisdiction of the court by filing a third-party claim, in which they raised
the question of ownership of the premises, the rent of which it is sought to recover, they cannot consistently object to the exercise of said jurisdiction.

To summarize, then: the sale made on November 22, 1923, by Gabino Barreto Po Ejap, as attorney-in-fact of Po Tecsi, in favor of Jose M. Katigbak of the land in
question is valid; after said sale, Po Tecsi leased the property sold, from Gabino Barreto Po Ejap, who administered it in the name of Jose M. Katigbak, at a rental of
P1,500 per month, payable in advance, leaving unpaid the rents accrued from that date until his death which occurred on November 26, 1926, having paid the accrued
rents up to October 22, 1925; from November 26, 1926, the defendants Po Sun Suy and Po Ching leased said land for the sum of P1,500 per month; on February 11,
1927, Po Sun Suy was appointed administrator of the estate of his father Po Tecsi, and filed with the court an inventory of said estate including the land in question;
and on May 23, 1927, Jose M. Katigbak sold the same property to Po Sun Boo.
WEEK 10

G.R. No. 3298 February 27, 1907

FELISA NEPOMUCENO AND MARCIANA CANON, plaintiffs-appellees,


vs.
GENARO HEREDIA, defendant-appellant.

FACTS: The complaint alleges that on the 24th of September, 1904, the defendant had in his possession for administration 500
pesos, the property of Felisa Nepomuceno, and 1,500 pesos, the property of Marciana Canon; that on that day he entered into an
agreement with them, in accordance with which he was to invest this money in a mortgage, or conditional purchase of good real
estate, the investment to bring in 1 per centum per month, and the principal to be payable in one year; and that the defendant has
failed to make the investment in accordance with his agreement and has refused, and continues to refuse, to return the money.

The trial court gave judgment in favor of the plaintiffs for the full amount claimed on the ground that while acting as their agent
the defendant invested their money in land to which the vendor had not a good and sufficient title, contrary to the tenor of his
instructions. On appeal the plaintiffs ask that this judgment be affirmed, not on the grounds assigned by the trial judge, but
because, as they insists, their money was invested by the defendant in his own name and on his account, and not as their agent, or
on behalf.

ISSUE: Is the contention of the plaintiff tenable.

HELD: No. The judgment can not be sustained on either ground. It was clearly established at the trial that the defendant was acting
merely as the agent for the plaintiffs throughout the entire transaction; that the purchase of the land was made not only with their
full knowledge and consent, but at their suggestion; and that after the purchase had been effected, the plaintiffs, with full
knowledge of the facts, approved and ratified the actions of their agent in the premises. There is nothing in the record which
would indicate that the defendant failed to exercise reasonable care and diligence in the performance of his duty as such agent, or
that he undertook to guarantee the vendors title to the land purchased by direction of the plaintiffs.

NOTE: