Petitioner Vs Vs Respondents: Third Division
Petitioner Vs Vs Respondents: Third Division
Petitioner Vs Vs Respondents: Third Division
DECISION
NACHURA , J : p
Petitioner assails in this Rule 45 petition the February 28, 2001 Decision 1 and the
July 30, 2001 Resolution 2 of the Court of Appeals (CA) in CA-G.R. CV. No. 52474. The
facts and proceedings that led to the ling of the instant petition are pertinently
narrated below. EScIAa
Aggrieved, petitioner timely interposed its appeal. In the assailed February 28,
2001 Decision, 2 6 the appellate court a rmed with modi cation the ruling of the trial
court and disposed of the appeal as follows: ETDaIC
SO ORDERED. 2 7
Since its motion for reconsideration was subsequently denied by the appellate
court in the further assailed July 30, 2001 Resolution, 2 8 petitioner instituted the instant
petition for review on certiorari, raising the following grounds:
1. The Court of Appeals committed an error in a rming the decision
of the trial court admitting the supplemental complaint thereby taking cognizance
of the issues raised and rendering judgment thereon.
The primordial issue to be resolved by the Court in the instant case is whether
petitioner abused its rights under the distributorship agreement when it conducted an
audit of respondents' account, when it accepted respondents' purchase orders only if
they were on a pre-paid basis, and when it refused to renew the said distributorship
agreement.
Preliminarily, the Court admits that, ordinarily, it will not review the ndings of
fact made by the appellate court. However, jurisprudence lays down several exceptions,
among which are the following which obtain in this case: when the judgment is based
on a misapprehension of facts and when the appellate court manifestly overlooked
certain relevant facts not disputed by the parties, which, if properly considered, could
justify a different conclusion. 3 0 Thus, the Court nds it imperative to evaluate, as in fact
it had reviewed, the records of the case, including the evidence adduced during the trial,
in relation to the arguments of the parties and the applicable law and jurisprudence. EcaDCI
(c) Charging the managers for accounts of their dealers and for
overdue kits (Exhibits "C" and "D"). 3 6
As regards petitioner's claim for attorney's fees, the Court cannot grant the
same. We emphasized in prior cases that no premium should be placed on the right to
litigate. Attorney's fees are not to be awarded every time a party wins a suit. Even when
a claimant is compelled to litigate or to incur expenses to protect his rights, still
attorney's fees may not be awarded where there is no su cient showing of bad faith in
a party's persistence in a case other than an erroneous conviction of the righteousness
of his cause. 4 2
With the above disquisition, the Court nds no compelling reason to resolve the
other issues raised in the petition.
WHEREFORE , premises considered, the petition is GRANTED . The decisions of
the Regional Trial Court of Pasig City in Civil Case No. 62444 and of the Court of
Appeals in CA-G.R. CV. No. 52474 are REVERSED and SET ASIDE . Petitioner is
ORDERED to pay respondents P23,500.17 with interest at 12% per annum computed
from the date of filing of the original complaint.
SO ORDERED .
Chico-Nazario, ** Velasco, Jr. and Peralta, JJ., concur.
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Carpio Morales, J., * please see concurring and dissenting opinion.
Separate Opinions
CARPIO MORALES , J., concurring and dissenting :
Footnotes
*Additional member in lieu of Associate Justice Consuelo Ynares-Santiago per Special Order
No. 679 dated August 3, 2009.
**In lieu of Associate Justice Consuelo Ynares-Santiago per Special Order No. 678 dated
August 3, 2009.
1.Penned by Associate Justice Perlita J. Tria Tirona, with Associate Justices Eugenio S.
Labitoria and Eloy R. Bello, Jr., concurring; rollo, pp. 56-76.
2.Id. at 33.
3.Rollo, p. 9.
4.Records, p. 116.
5.Id. at 125. The March 3, 1986 Distributorship Agreement contains the following provision:
Section 7. Unless otherwise terminated, the term of this Distributorship Agreement shall
be for a period beginning on the date rst above written and ending on March 31, 1987
and shall be automatically renewed for two additional one (1) year terms subject to the
right of the DISTRIBUTOR or SELLER to terminate this Agreement at the date of
expiration of the initial period or at the end of each of the one-year renewals upon written
notice to the other party at least sixty (60) days prior to such date of expiration. After the
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expiration of the initial term and the automatic two one (1) year term renewals thereof,
the Agreement may be renewed upon such terms and conditions as may be mutually
agreed upon by the parties.
6.Id. at 88-97.
7.Id. at 65. The April 1, 1991 Distributorship Agreement contains the following provision:
Section 6. Unless otherwise terminated, the term of this Distributorship Agreement shall
be for a one year period beginning on the date rst above written and ending on March
31, 1992, and may be renewed on a yearly basis upon terms and conditions mutually
agreed to in writing between the parties and provided that DISTRIBUTOR proves to the
SELLER's satisfaction that it has faithfully complied with the original terms and
conditions of this Agreement and that it has conducted its business in accordance with
agreed policies, guidelines, rules and regulations such as but not limited to those which
are in the TUPPERWARE KNOW HOW Guide, TUPPERWARE Demonstration Guide,
TUPPERWARE Distributors Manual and other written communications, and furthermore,
that it has conducted its affairs in a manner which protects or does not detract from the
SELLER's business image and reputation for fair dealings with those related to it, either
as a constituent of the sales force or as part of the consuming public.
8.Id. at 98-99.
9.Id. at 100.
10.Id. at 86. The July 24, 1992 Agreement of the parties pertinently reads:
WHEREAS, the parties hereto entered into an AGREEMENT dated April 1, 1991 and
acknowledged before Notary Public Simeon G. Hildawa as Doc. No. 279, Page No. 57,
Book No. I, Series of 1991, copy of which is hereto attached and made an integral part
hereof as Annex "A";
WHEREAS, by express provision of Section 6 of the said AGREEMENT, the term thereof
had expired on March 31, 1992;
NOW, THEREFORE, PREMISES CONSIDERED, the parties hereto hereby agreed to extend
the said AGREEMENT upon the same terms and conditions stated therein, except for the
period, which period shall end on September 30, 1992, which may however be further
extended or renewed upon terms and conditions mutually agreed to in writing between
the parties and subject to other conditions stated in the said AGREEMENT.
11.Id. at 2.
12.Id. at 57-58.
13.Id. at 55-56.
14.Id. at 59.
15.Id. at 1.
16.Id. at 3-7.
17.Id. at 179-181.
18.Id. at 367. The CA rendered its Decision in CA-G.R. SP No. 29560 on May 28, 1993.
19.Id. at 376-378.
(b) Not to engage[,] directly or indirectly[,] in the sale of any product in competition with
the "PRODUCTS" manufactured and/or sold by DART (PHILIPPINES), INC.
(c) Not to act in any manner detrimental to or prejudicial to the value of the "goodwill"
and the customer list or dealer sales force transferred by the OUTGOING DISTRIBUTOR
to the INCOMING DISTRIBUTOR, and
that the OUTGOING DISTRIBUTOR binds itself or himself to strictly comply with the
foregoing and to answer for any damages caused by the breach of the provisions of this
paragraph, as well as to pay for all expenses which may be incurred by the INCOMING
DISTRIBUTOR and/or DART (PHILIPPINES), INC. in the event legal or any other action
becomes necessary in order to enforce this paragraph. (Id. at 94-95).
21.Id. at 379-384.
28.Supra note 2.
29.Rollo, pp. 12-13.
30.Doles v. Angeles, G.R. No. 149353, June 26, 2006, 492 SCRA 607, 615-616.
31.BPI Express Card Corporation v. Court of Appeals, 357 Phil. 262, 275 (1998).
32.Heirs of Purisima Nala v. Cabansag, G.R. No. 161188, June 13, 2008, 554 SCRA 437, 442-
443.
33.National Power Corporation v. Philipp Brothers Oceanic, Inc., 421 Phil. 532, 547 (2001).
34.Development Bank of the Philippines v. Court of Appeals, G.R. No. 137916, December 8,
2004, 445 SCRA 500, 518.
35.Saber v. Court of Appeals, G.R. No. 132981, August 31, 2004, 437 SCRA 259, 278-279.
36.Records, p. 98.
37.Supra note 9.
38.Records, p. 52.
39.Barons Marketing Corporation v. Court of Appeals, G.R. No. 126486, February 9, 1998, 286
SCRA 96, 106.
40.Nikko Hotel Manila Garden v. Reyes, G.R. No. 154259, February 28, 2005, 452 SCRA 532,
548.
41.BPI Express Card Corporation v. Court of Appeals, supra note 31, at 276.
42.ABS-CBN Broadcasting Corporation v. Court of Appeals, 361 Phil. 499, 529 (1999).