Millare vs. Hernando (151 SCRA 484)

Millare vs. Hernando (151 SCRA 484)

GR No. L-555480, 6/30/1987

Feliciano, J.:

Facts:

A five-year Contract of Lease was executed between Millare as lessor and the Spouses Co as lessee. They agreed on a monthly rental rate of P350 of the “People’s Restaurant” until May 31, 1980.

During the last week of May 1980, Millare informed the Co spouses that they could continue leasing the property so long as they were amenable to paying P1,200 a month. The Spouses Co counter-offered with P700 a month. At this point, Millare allegedly stated that the amount of monthly rentals could be resolved at a later time since “the matter is simple among us”, which alleged remark was supposedly taken by the spouses Co to mean that the Contract of Lease had been renewed, prompting them to continue occupying the subject premises and to forego their search for a substitute place to rent. In contrast, the lessor flatly denied ever having considered, much less offered, a renewal of the Contract of Lease.

On July 22 and 28, 1980, Millare sent demand letters requesting them to vacate as she had no intention of renewing the Contract of Lease, which had expired. The spouses Co signified their intention to deposit the P700 monthly rental in court, in view of Mrs. Millare’s refusal to accept their counter-offer.

As the parties were filing suits against each other in court, the trial judge rendered a “Judgment by Default” dated 26 November 1980 ordering the renewal of the lease contract for a term of 5 years counted from the expiration date of the original lease contract, and fixing monthly rentals thereunder at P700.00 a month, payable in arrears.

Issue:

Whether the court may order the renewal of the Contract of Lease for another five-year term at P700 a month

Held:

No, it cannot order the renewal of the Contract of Lease.

The respondent judge cited Articles 1197 and 1670 of the Civil Code to sustain the “Judgment by Default” by which he ordered the renewal of the lease for another term of five years and fixed monthly rentals thereunder at P700.00 a month. Article 1197 of the Civil Code provides as follows:

“If the obligation does not fix a period, but from its nature and the circumstances it can be inferred that a period was intended, the courts may fix the duration thereof.

The courts shall also fix the duration of the period when it depends upon the will of the debtor.

In every case, the courts shall determine such period as may, under the circumstances, have been probably contemplated by the parties. Once fixed by the courts, the period cannot be changed by them.” (Italics supplied.)

The first paragraph of Article 1197 is clearly inapplicable, since the Contract of Lease did in fact fix an original period of five years, which had expired. It is also clear from paragraph 13 of the Contract of Lease that the parties reserved to themselves the faculty of agreeing upon the period of the renewal contract. The second paragraph of Article 1197 is equally clearly inapplicable since the duration of the renewal period was not left to the will of the lessee alone, but rather to the will of both the lessor and the lessee. Most importantly, Article 1197 applies only where a contract of lease clearly exists. Here, the contract was not renewed at all, there was in fact no contract at all the period of which could have been fixed.

Article 1670 of the Civil Code reads thus:

“If at the end of the contract the lessee should continue enjoying the thing left for 15 days with the acquiescence of the lessor and unless a notice to the contrary by either party has previously been given. It is understood that there is an implied new lease, not for the period of the original contract, but for the time established in Articles 1682 and 1687. The other terms of the original contract shall be revived.” (Italics supplied.)

The parties do not pretend that the continued occupancy of the leased premises after 31 May 1980, the date of expiration of the contract, was with the acquiescence of the lessor. The implied new lease could not possibly have a period of five years, but rather would have been a month-to-month lease since the rentals (under the original contract) were payable on a monthly basis. At the latest, an implied new lease (had one arisen) would have expired as of the end of July 1980 in view of the written demands served by the petitioner upon the private respondents to vacate the previously leased premises,

It follows that the respondent judge’s decision requiring renewal of the lease has no basis in law or in fact. Save in the limited and exceptional situations envisaged in Articles 1197 and 1670 of the Civil Code, which do not obtain here, courts have no authority to prescribe the terms and conditions of a contract for the parties. As pointed out by Mr. Justice J.B.L. Reyes in Republic vs. Philippine Long Distance Telephone, Co.,

“[P]arties cannot be coerced to enter into a contract where no agreement is had between them as to the principal terms and conditions of the contract. Freedom to stipulate such terms and conditions is of the essence of our contractual system, and by express provision of the statute, a contract may be annulled if tainted by violence, intimidation or undue influence (Article 1306, 1336, 1337, Civil Code of the Philippines).