Professional Documents
Culture Documents
Facts
Sometime in 1987 Medicard Inc. appointed petitioner Sanchez as its special
corporate agent and they gave him a commission based on the "cash
brought in." In 1988, through petitioner's efforts, Medicard and Unilab
executed a Health Care Program Contract. Unilab paid Medicard
P4,148,005.00 representing the premium for one (1) year. Medicard then
handed petitioner 18% of said amount or P746,640.90 representing his
commission.
Again, through petitioner's initiative, the agency contract between Medicard
and Unilab was renewed for another year. Prior to the expiration of the
renewed contract, Medicard proposed an increase of the premium which
Unilab rejected "for the reason that it was too high". Medicard then asked
Sanchez to reduce his commission should the contract be renewed ( 3rd
renewal )but the latter did not agree. In a letter dated October 3, 1990,
Unilab confirmed its decision not to renew the health program. Meanwhile, in
order not to prejudice its personnel by the termination of their health
insurance, Unilab negotiated with Dr. Montoya and other officers of Medicard,
to discuss new ways in order to continue the insurance coverage. Under the
new scheme, Unilab shall pay Medicard only the amount corresponding to
the actual hospitalization expenses incurred by each personnel plus 15%
service fee. Medicard did not give petitioner any commission under the new
scheme. Aggrieved, Petitioner demanded from Medicard payment of
P338,000.00 as his commission plus damages, but the latter refused to heed
his demand.
Issues:
Whether or not the contract of agency between Medicard and Sanchez has
been revoked in order to entitle Sanchez to a commission
Held:
Yes the Contract of Agency has been revoked, thus the petitioner is not
entitled to any commission. It is dictum that in order for an agent to be
entitled to a commission, he must be the procuring cause of the sale, which
simply means that the measures employed by him and the efforts he exerted
must result in a sale. Based on the facts, it may be recalled that through
petitioner's efforts, Medicard was able to enter into a Contract with Unilab,
two times; however, before the expiration of the renewed contract, Unilab
rejected the proposal. Medicard then requested petitioner to reduce his
commission should the contract be renewed on its third year, but he was
obstinate. It is clear that since petitioner refused to reduce his commission,
Medicard directly negotiated with Unilab, thus revoking its agency contract
with petitioner. Such revocation is authorized by Article 1924 of the Civil
Code which provides: "The agency is revoked if the principal directly
manages the business entrusted to the agent, dealing directly with
third persons."
Moreover, as found by the lower courts, petitioner did not render services to
Medicard, his principal, to entitle him to a commission. There is no indication
from the records that he exerted any effort in order that Unilab and
Medicard, after the expiration of the Health Care Program Contract, can
renew it for the third time. In fact, his refusal to reduce his commission
constrained Medicard to negotiate directly with Unilab. We find no reason in
law or in equity to rule that he is entitled to a commission.
Infante v Cunanan
Consejo Infante, defendant herein, was the owner of two parcels of land,
together with a house built thereon, situated in the City of Manila and
covered by Transfer Certificate of Title No. 61786. She contracted the
services of Jose Cunanan and Juan Mijares to sell the above-mentioned
property for a price of 30,000 subject to the assumption of mortgage in favor
of Rehabilitation and Finance Corporation. Infante agreed to pay Cunanan
and Juan Mijares a commission of 5 percent of the purchase price and any
overprice they may obtain from the sale of property.
Cunanan and Mijares found an able and willing buyer in the name of Noche.
When they introduced Noche to Infante, Infante informed Cunanan and
Mijares that he was no longer willing to sell his property; in other words, she
is backing out of their agreement. Infante then managed to make Cunanan
and Mijares sign a document revoking the authority given by Infante.
Sometime thereafter, Infante sold the property to Noche in the amount of
31,000 for which Cunanan and Mijares are asking for their commission.
Issue:
Whether or not Ifnante is duty bound to pay Cunanan and Mijares their
commission notwithstanding the fact that the sale was made after the
termination of the contract of agency.
Held:
A principal may withdraw the authority given to an agent at will. But
respondents agreed to cancel the authority given to them upon assurance by
petitioner that should property be sold to Noche, they would be given
commission.
That petitioner had changed her mind even if respondents had found a buyer
who was willing to close the deal, is a matter that would give rise to a legal
consequence if respondents agree to call off to transaction in deference to
the request of the petitioner. Petitioner took advantage of the services of
respondents, but believing that she could evade payment of their
commission, she made use of a ruse by inducing them to sign the deed of
cancellation. This act of subversion cannot be sanctioned and cannot serve
as basis for petitioner to escape payment of the commissions agreed upon.
Note : Cunanan and Mijares only agreed to sign the written instrument
revoking the authority vested to them by Infante to sell the above-mentioned
property upon Infantes verbal assurance that they would still be entitled to
their commission should Infante decide to sell the property to Noche.
Held:
Maxicares contention: Estrada would be entitled to his commission upon
satisfaction of twin requirements 1 ) Collection of premium dues by Estrada 2
) Contemporaneous remittance of the same.CA and RTC erred in applying the
efficient procuring cause doctrine enunciated in Manotok Brothers v CA.
SC : Estrada successfully landed the MERALCO account.
For many years, Maxicare had been eyeing to secure the Meralco account
but it was only because of Estradas involvement and participation that
MERALCO agreed to subscribe to MAXICAREs health program. ( Submission
of proposals and making presentations to MERALCOs officers). Estradas
efforts consisted in being the first to offer the Maxicare plan to Meralco, he
arranged dinner meetings with the officers of Meralco and sending follow-up
letters. Such were recognized by the certification issued by Meralcos
Manpower Planning and Research Head.
The only reason Estrada was not able to participate in the collection and
remittance of premium dues to Maxicare was because she was prevented
from doing so by the acts of Maxicare, its officers, and employees. Based
from the foregoing, it is readily apparent that Maxicare is attempting to
evade payment of the commission which rightfully belongs to Estrada as the
broker who brought the parties together.
Rep v Evangelista
Facts:
Legaspi executed a Special power of Attorney in favor of Gutierrez. Gutierrez
was given the power to deal with treasure hunting activities on Legaspis
land and to file charges against those who may enter it without Legapis
authority. There was an agreement that Gutierrez shall be entitled to 40
percent of the treasure that may be found in the land.
Gutierrez commenced a suit against herein petitioners for illegally entering
Legapis land. Gutierrez hired Atty. Homobono Adaza as his counsel. The
contract between Gutierrez and Homobono provided that the latter shall be
entitled to 30 percent of Legapis share in whatever treasure that may be
found in the land. There was also a separate pay for each of Homobonos
appearance in court.
Petitioners moved for the dismissal of the case for the reason that there is no
real-party in interest because of the Deed of Revocation issued by Legaspi.
Issue: Whether the contract of agency between Legaspi and private
respondent Gutierrez has been effectively revoked by Legaspi.
Held:
General rule : Contract of agency can be unilaterally rescinded by the
principal.
Exception : If it is one coupled with interest.
In this case, the agency is one coupled with interest because a bilateral
contract depends on it. Gutierrez was given by legaspi the power to manage
the treasure hunting activities in the subject land, to file cases against
anyone who enters the land without the permission of Legaspi, to engage the
services of lawyers to carry out the agency, to dig for any treasure within the
land and enter into agreements relative thereto. Gutierrez shall be entitled to
40 percent of whatever treasure may be found in the land.
Appellant likewise denies the authorship of the letter to Kho as well as the
attempt to induce Agsam to damage the machinery of the factory
ISSUES:
1.) WON the contract of agency between Claparols and Coleongco was one
coupled with interest. NO
2.) WON a contract of agency when coupled with an interest may be validly
revoked by the principal. YES
Held:
The financing agreement itself already contained clauses for the protection
of appellant's interest, and did not call for the execution of any power of
attorney in favor of Coleongco.