G.R. No.

L-67889 October 10, 1985

PRIMITIVO SIASAT and MARCELINO SIASAT, petitioners,
vs.
INTERMEDIATE APPELLATE COURT and TERESITA NACIANCENO, respondents.
GUTIERREZ, JR., J.:
FACTS:
Sometime in 1974, respondent Teresita Nacianceno succeeded in convincing
officials of the then Department of Education and Culture, to purchase without public bidding,
one million pesos worth of national flags for the use of public schools throughout the country.
And for her service, she was entitled to a commission of thirty (30%) percent.
On October 16, 1974, the first delivery of 7,933 flags was made by the United Flag Industry.
The next day, on October 17, 1974, the respondent's authority to represent the United Flag
Industry was revoked by petitioner Primitivo Siasat.
According to the findings of the courts below, Siasat, after receiving the payment of
P469,980.00 on October 23, 1974 for the first delivery, tendered the amount of P23,900.00 or
five percent (5%) of the amount received, to the respondent as payment of her commission.
The latter allegedly protested. She refused to accept the said amount insisting on the 30%
commission agreed upon. The respondent was prevailed upon to accept the same because of
the assurance of the petitioners that they would pay the commission in full after they
delivered the other half of the order. The respondent states that she later on learned that
petitioner Siasat had already received payment for the second delivery of 7,833 flags. When
she confronted the petitioners, they vehemently denied receipt of the payment, at the same
time claiming that the respondent had no participation whatsoever with regard to the second
delivery of flags and that the agency had already been revoked. She then filed a case in court.

The trial court decided in favor of the respondent.

In assailing the appellate court's decision, the petition tenders the following arguments: first,
the authorization making the respondent the petitioner's representative merely states that
she could deal with any entity in connection with the marketing of their products for a
commission of 30%. There was no specific authorization for the sale of 15,666 Philippine flags
to the Department; second, there were two transactions involved evidenced by the separate
purchase orders and separate delivery receipts, The revocation of agency effected by the
parties with mutual consent on October 17, 1974, therefore, forecloses the respondent's claim
of 30% commission on the second transaction; and last,regarding damages and attorneys
fees.

ISSUE:

Whether or not respondent is an agent of petitioners.

HELD:
YES, Respondent is indeed their agent. There are several kinds of agents. First, a
universal agent one who is authorized to do all acts for his principal which can lawfully be
delegated to an agent. Second, a general agent one authorized to do all acts pertaining to a
business of a certain kind or at a particular place, or all acts pertaining to a business of a
particular class or series. And third, a special agent one authorized to do some particular act

or act upon some particular occasion. He acts usually in accordance with specific instructions
the respondent is upon close scrutiny be classified as a general agent.
Indeed, it can easily be seen by the way general words were employed in the agreement that
no restrictions were intended as to the manner the agency was to be carried out or in the
place where it was to be executed. The power granted to the respondent was so broad that it
practically covers the negotiations leading to, and the execution of, a contract of sale of
petitioners' merchandise with any entity or organization.
A cardinal rule of evidence embodied in Section 7 Rule 130 of our Revised Rules of Court
states that "when the terms of an agreement have been reduced to writing, it is to be
considered as containing all such terms, and, therefore, there can be between the parties and
their successors-in-interest, no evidence of the terms of the agreement other than the
contents of the writing", except in cases specifically mentioned in the same rule. Petitioners
have failed to show that their agreement falls under any of these exceptions. The petitioners'
evidence is overcome by other pieces of evidence proving that there was only one
transaction.
Since only one transaction was involved, we deny the petitioners' contention that respondent
Nacianceno is not entitled to the stipulated commission on the second delivery because of the
revocation of the agency effected after the first delivery. The revocation of agency could not
prevent the respondent from earning her commission because as the trial court opined, it
came too late, the contract of sale having been already perfected and partly executed.
We do not mean to question the general doctrine as to the power of a principal to revoke the
authority of his agent at will, in the absence of a contract fixing the duration of the agency
however, The principal cannot deprive his agent of the commission agreed upon by canceling
the agency and, thereafter, dealing directly with the buyer.
The petitioners are ordered to pay the respondent the amount of ONE HUNDRED FOURTY
THOUSAND NINE HUNDRED AND NINETY FOUR PESOS (P140,994.00) as her commission on
the second delivery of flags with legal interest from the date of the trial court's decision. No
pronouncement as to costs.
SO ORDERED.
J-PHIL MARINE, INC. v. NLRC
G.R. No. 175366; August 11, 2008
Ponente: J. Carpio-Morales

FACTS:
Warlito E. Dumalaog (respondent), who served as cook aboard vessels plying overseas, filed
on March 4, 2002 before the National Labor Relations Commission (NLRC) a pro-forma
complaint against petitioners manning agency J-Phil Marine, Inc. (J-Phil), its then president
Jesus Candava, and its foreign principal Norman Shipping Services for unpaid money
claims, moral and exemplary damages, and attorney's fees.
Respondent's total claim against petitioners was P864,343.30 plus P117,557.60 representing
interest and P195,928.66 representing attorney's fees
By Decision of August 29, 2003, Labor Arbiter Fe Superiaso-Cellan dismissed respondent's
complaint for lack of merit.

On appeal, the NLRC, by Decision of September 27, 2004, reversed the Labor Arbiter's
decision.
During the pendency of the case before the Supreme Court, respondent, against the advice of
his counsel, entered into a compromise agreement with petitioners. He thereupon signed a
Quitclaim and Release subscribed and sworn to before the Labor Arbiter.
ISSUE:
Whether the act of Dumalaog in entering into a compromise agreement without the
assistance of a counsel is proper
HELD:
Yes, the act of Dumalaog in entering into a compromise agreement without a lawyer is proper.
The Supreme Court held that the relation of attorney and client is in many respects one of
agency, and the general rules of agency apply to such relation. The acts of an agent are
deemed the acts of the principal only if the agent acts within the scope of his authority. The
circumstances of this case indicate that respondent's counsel is acting beyond the scope of
his authority in questioning the compromise agreement.
Dumalaog has undoubtedly the right to compromise a suit without the intervention of his
lawyer cannot be gainsaid, the only qualification being that if such compromise is entered into
with the intent of defrauding the lawyer of the fees justly due him, the compromise must be
subject to the said fees.
In the case at bar, there is no showing that respondent intended to defraud his counsel of his
fees.
B. H. MACKE ET AL V JOSE CAMPS
FACTS:
* B. H. Macke and W.H. Chandler, partners doing business under thee firm name of
Macke, Chandler And Company, allege that during the months of February and March 1905,
they sold to Jose Camps and delivered at his place of business, known as the :Washington
Caf, various bills of goods amounting to P351.50; that Camps has only paid on account of
said goods the sum of P174; that there is still due them on account of said goods the sum of
P177.50
* Plaintiffs made demand for the payment from defendant and that the latter failed and
refused to pay the said balance or any part of it
* Macke, one of the plaintiffs, testified that on the order of one Ricardo Flores, who
represented himself to be the agent of Jose Camps, he shipped the said goods to the
defendant at the Washington Caf; that Flores (agent) later acknowledged the receipt of the
said goods and made various payments thereon amounting in all to P174; that believes that
Flores is still the agent of Camps; and that when he went to the Washington Caf for the
purpose of collecting his bill he found Flores, in the absence of Camps, apparently in charge of
the business and claiming to be the business manager of Camps, said business being that of
a hotel with a bar and restaurant annexed.

* A written contract was introduced as evidence, from which it appears that one
Galmes, the former of Washington Caf subrented the building wherein the business was
conducted, to Camps for 1 year for the purpose of carrying on that business, Camps
obligating himself not to sublet or subrent the building or the business without the consent of
the said Galmes. *This contract was signed by Camps and the name of Ricardo Flores as a
witness and attached thereon is an inventory of the furniture and fittings which also is signed
by Camps with the word sublessee below the name, and at the foot of this inventory the
word received followed by the name Ricardo Flores with the words managing agent
immediately following his name.
ISSUE: W/N Ricardol Flores was the agent of Camps
Ruling: Yes
Evidence is sufficient to sustain a finding that Flores is the agent of Camps in the
management of the bar of the Washington Caf with authority to bind Camps, his principal, for
the payment of the goods
The contract sufficiently establishes the fact that Camps was the owner of the business
and of the bar, and the title of managing agent attached to the signature of Flores which
appears on that contract, together with the fact that at the time the purchases were made,
Flores was apparently in charge of the business performing the duties usually intrusted to a
managing agent leave little room for doubt that he was there as the authorized agent of
Camps.
Agency by Estoppel --- One who clothes another with apparent authority as his agent,
and holds him out to the public as such, can not be permitted to deny the authority of such
person to act as his agent, to the prejudice of innocent third persons dealing with such person
in good faith and in the honest belief that he is what he appears to be.
Estopple---- Whenever a party has, by his own declaration, act or omission,
intentionally and deliberately led another to believe a particular thing true, and to act upon
such belief, he can not, in any litigation arising out of such declaration, act, or omission be
permitted to falsify; and unless the contrary appears, the authority of the agent must be
presumed to include all the necessary and usual means of carrying his agency into effect.
TEOCO vs METROPOLITAN BANK AND TRUST COMPANY Case Digest
G.R. No. 162333, December 23, 2008
BIENVENIDO C. TEOCO and JUAN C. TEOCO, JR., Petitioners, vs. METROPOLITAN
BANK AND TRUST COMPANY, Respondent.

Facts: Lydia T. Co, married to Ramon Co, was the registered owner of two parcels of land.
Ramon Co mortgaged the said parcels of land to Metrobank for a sum of P200,000.00.

The properties were sold to Metrobank in an extrajudicial foreclosure sale under Act No. 3135.
One year after the registration of the Certificates of Sale, the titles to the properties were
consolidated in the name of Metrobank for failure of Ramon Co to redeem the same within the
one year period provided for by law.

Metrobank filed a petition for the issuance of a writ of possession against Ramon Co and Lydia
Co (the spouses Co).

The brothers Teoco filed an answer-in-intervention alleging that they are the successors-ininterest of the spouses Co, and that they had duly and validly redeemed the subject
properties within the reglementary period provided by law. Teoco had deposited the amount of
P356,297.57 to the clerk of court of the RTC. Metrobank refused to accept the amount
deposited by the brothers Teoco, alleging that they are obligated to pay the spouses Cos
subsequent obligations to Metrobank as well.

Issues:
1. WON petitioners need to pay not only the P200,000 principal obligation but also that
previously extended.
2. WON additional loan granted by Metrobank to Sps. Co were secured by the real estate
mortgage.
Held:

No. But without prejudice to the right of Metrobank to foreclose anew the mortgage. Neither
petitioners, the brothers Teoco, nor respondent, Metrobank, were able to present sufficient
evidence to prove whether the additional loans granted to the spouses Co by Metrobank were
covered by the mortgage agreement between them. While we agree with Metrobank that
mortgages intended to secure future advancements are valid and legal contracts,[13]entering
into such mortgage contracts does not necessarily put within its coverage all loan agreements
that may be subsequently entered into by the parties.

In order to prevent any injustice to, or unjust enrichment of, any of the parties, this Court
holds that the fairest resolution is to allow the brothers Teoco to redeem the foreclosed
properties based on the amount for which it was foreclosed (P255,441.14 plus interest). This
is subject, however, to the right of Metrobank to foreclose the same property anew in order to
satisfy the succeeding loans entered into by the spouses Co, if they were, indeed, covered by
the mortgage contract.

In the case at bar, Metrobank would not be prejudiced by the assignment by the spouses Co
of their right of redemption in favor of the brothers Teoco. As conceded by Metrobank, the
assignees, the brothers Teoco, would merely step into the shoes of the assignors, the spouses
Co.

WHEREFORE, the decision of the Court of Appeals is SET ASIDE. The decision of the Regional
Trial Court in Catbalogan, Samar is REINSTATED with the following MODIFICATION: the
redemption by Bienvenido C. Teoco and Juan C. Teoco, Jr. of the properties covered by TCT
Nos. T-6910 and T-6220 shall be without prejudice to the subsequent foreclosure of same

properties by Metropolitan Bank and Trust Company to satisfy other loans covered by the Real
Estate Mortgage.
. DE LA CRUZ V NORTHERN THEATRIAL ENTERPRISES
FACTS:
*The Northern Theatrical Enterprises, a domestic corporation opearated a movie house
in Laoag, Ilocos Norte and among the persons employed by it was plaintiff De La Cruz, hired
as special guard whose duties were to guard the main entrance of the cine, to maintain peace
and order and to report the commission of disorder within the premises
*As such guard, he carried a revolver
* One Benjamin Martin wanted to crash the gate or entrance of the movie house.
Infuriated by the refusal of plaintiff to let him in without first providing himself with a ticket,
Martin attacked him with a bolo
*Plaintiff defended himself until he was cornered, at which moment to save himself, he
shot gate crasher resulting in latters death
*Plaintiff was charged with homicide but was acquitted of charge after trial. In both
criminal cases against him, he employed a lawyer to defend him
*He then demanded from NLE reimbursement of expenses but was refused thus filed
present action against the company and t3 members of its Board of Directors to recover not
only the amounts he had paid his lawyers but also moral damages said to have been suffered
due to his worry, neglect of his interests and his family as well in the supervision of the
cultivation of his land, a total of P 15,000.
*CFI rejected plaintiffs theory that he was an agent of the company and that he had no
cause of action and dismissed the complaint

ISSUE: W/N Plaintiff De la Cruz is considered as an agent of the corporation and as such
entitled to reimbursement for expenses incurred in conncection with agency

RULING: No, Plaintiff is mere employee

The relationship between the movie corporation and plaintiff was not that of principal
and agent because the principle of representation as a characteristic of agency was in no way
involved.
Plaintiff was not employed to represent corporation in its dealings with 3 rd parties
Plaintiff is a mere employee hired to perform a certain specific duty or task, that of
acting as a special guard and staying at the main entrance of the movie house to stop gate
crashers and to maintain peace and order within the premises.

Sub issue: W/N an employee or servant who in line of duty and while in the performance of
the task assigned to him, performs an act which eventually results in his incurring in expenses
caused not directly by his master or employer or by reason of his performance of his duty, but

rather by a 3rd party or stranger not in the employ of his employer may recover said damages
against his employer
Ruling: No
Although the employer has a moral obligation to give employee legal assistance to aid the
latter in his case, he has no legal obligation to do so.
If the employer is not legally obliged to give legal assistance to employee and provide him
with a lawyer, naturally said employee may not recover the amount he may have paid a
lawyer hired by him.
Damages suffered by plaintiff by reason of expenses incurred by him in remunerating
his lawyer is not caused by his act of shooting to death the gate crasher but rather by filing
the charge of homicide which made it necessary for him to defend himself with the aid of
counsel.
Had no criminal charge against him, there would have been no expenses incurred or
damages suffered.