Case Digest (G.R. No. 11491) Core Legal Reasoning Model
Core Legal Reasoning Model
Facts:
In Andres Quiroga v. Parsons Hardware Co. (38 Phil. 501, G.R. No. 11491, August 23, 1918), the appellant, Andres Quiroga, a Manila bed manufacturer, entered into a written agreement on January 24, 1911 with J. Parsons (later succeeded by Parsons Hardware Co.) for the “exclusive sale” of ‘Quiroga’ beds in the Visayan Islands. Under the contract, Quiroga would invoice beds at Manila prices less a 25% “commission,” supply them at his own expense for transportation to the port of shipment, and receive payment within 60 days (with a 2% prompt‐payment discount). Parsons was to bear freight, insurance, unloading costs, and to order beds only by the dozen. Additional provisions granted Parsons preferential rights for agencies outside the Visayas, permitted branch establishments, and allowed termination on 90 days’ notice. Quiroga sued in the trial court, alleging Parsons breached implied obligations typical of a commercial agency—including price‐fixing, maintaining an open display, publ Case Digest (G.R. No. 11491) Expanded Legal Reasoning Model
Expanded Legal Reasoning Model
Facts:
- Contract Formation
- On January 24, 1911, in Manila, Andrés Quiroga (plaintiff) and J. Parsons (party of the second part) executed a written contract for the exclusive sale of “Quiroga” beds in the Visayan Islands. Parsons Hardware Co. later succeeded to Parsons’s rights and obligations.
- Key provisions of the contract:
- Contested Performance and Pleadings
- Quiroga sued Parsons Hardware Co. alleging two causes of action: breach of obligations “implied” in a commercial agency—for example, maintaining an open establishment in Iloilo, exhibiting and advertising beds, selling at invoiced prices, and ordering only by dozens.
- Parsons Hardware Co. defended that the contract was one of purchase and sale, not an agency; under it Parsons was obliged to pay the agreed price regardless of sales, and the so-called “commissions” were mere discounts.
Issues:
- Contract Characterization
- Does the contract create a commercial agency relationship entitling Quiroga to alleged implied obligations?
- Or is it a contract of purchase and sale under which Parsons Hardware Co. is simply a buyer obliged to pay the price regardless of resale?
Ruling:
- (Subscriber-Only)
Ratio:
- (Subscriber-Only)
Doctrine:
- (Subscriber-Only)