G.R. No. 153874 - Titan Construction Corp. vs. Uni-Field Enterprises, Inc.

Petitioner: Titan Construction Corporation, engaged in the construction business.
Respondent: Uni-Field Enterprises, Inc., engaged in the business of selling various construction materials.

From 1990 to 1993, petitioner purchased various construction supplies and materials from respondent on credit.
Total purchases amounted to P7,620,433.12, of which petitioner paid P6,215,795.70, leaving an unpaid balance of P1,404,637.42.

On 19 October 1994, respondent sent a demand letter to petitioner for payment of the unpaid balance.
Despite the demand, the balance remained unpaid.
On 26 June 1995, respondent filed a complaint for the collection of the sum of money with damages before the trial court.
In its Answer dated 18 August 1995, petitioner admitted to the transactions but disputed the amount claimed.
Petitioner interposed a counterclaim seeking to recover P204,527.99 based on alleged damages (damaged vinyl tiles, non-delivery of materials, and advances for utility expenses, dues, and insurance premiums related to a condominium unit turned over by petitioner to respondent).

On 9 September 1997, the Regional Trial Court of Quezon City (Branch 224) rendered judgment in favor of respondent.
The judgment ordered petitioner to pay:

The principal amount of P1,404,114.00;
Interest charges amounting to P504,114.00 plus accrued interest at 24% per annum (compounded yearly from July 1995 until full payment);
Liquidated damages of P324,147.94;
Attorney’s fees equivalent to 25% of the total due and accrued appearance fees at P1,000.00 per hearing;
Costs of the suit.

Petitioner appealed the trial court’s decision.
The Court of Appeals, in its 7 January 2002 Decision, denied the appeal for lack of merit and affirmed the trial court’s ruling.
On 20 May 2002, the Court of Appeals also denied petitioner’s motion for reconsideration, prompting the present petition for review.

Whether the Court of Appeals erred in finding legal basis for the award of liquidated damages, attorney’s fees, and interest in favor of respondent.

Petitioner argues that the calculation and imposition of these amounts were unsupported by the contract.
The contention centers on whether the stipulated amounts were valid and enforceable given the contractual documents.

Whether the Court of Appeals overlooked certain facts or circumstances that, if considered, would have altered the outcome of the case.

Petitioner asserts that critical evidence regarding the nature of the contractual relationship and the application of the contract terms was neglected.
This issue includes the doctrinal inquiry into whether the delivery receipts and sales invoices should be treated as contracts of adhesion and if their conditions were imposed without a bargaining opportunity.