G.R. No. 30427. August 12, 1929
HARRY MARTIN, PLAINTIFF AND APPELLANT, VS. AGUSAN COCONUT COMPANY, DEFENDANT AND APPELLEE.
JOHNS, J.:
this case is the legal force and effect of Exhibit 1, which ia as
follows:
“AGUSAN COCONUT COMPANY
“DIKLOM RANCH
“RESULT OF THE DIVISION OF THE SIASSI-AGUSAN-MARTIN HERD
| 1—Class and age | 2—Agusan Share | 3—Martin share |
| “Male: | ||
| Broken steers | 1 | 1 |
| Three years old steers | 6 | 6 |
| Two years old steers | 25 | 26 |
| One year old steers | 16 | 17 |
| Male calves branded | 9 | 10 |
| Male calves unbranded | 22 | 23 |
| —79 | —83 | |
| “Female: | ||
| Three years old and over | 28 | 29 |
| Two years old | 19 | 20 |
| One year old | 23 | 24 |
| Female calves branded | 8 | 9 |
| Female calves unbranded | 20 | 21 |
| —98 | —103 | |
| Original cows | ……………..72 | |
| “Total | Agusan share…….177 | Martin share…….258 |
“We hereby certify that we have made the partition
of the cattle involved in the contract or pasturage agreement between
Mr. Harry Martin and the Agusan Coconut Com- pany and that the above is
the result of such partition— 177 head of cattle for the Agusan Coconut
Company as shown under column No. 2 and 258 head of cattle for Mr.
Harry Martin as shown under column No. 3. This partition terminates the
above-mentioned contract or pasturage agreement.“Done at Diklom, Bukidnon, P. I., this 18th day of
March, 1926.“(Sgd.) H. MARTIN
“AGUSAN COCONUT COMPANY“By (Sgd.)F. LEWIS
“Superintendent, Diklom Ranch“Witness:
Witness:
“(Sgd.) J. AGUDO
(Sgd.)
R. E. GEARHART“DIKLOM, BUKIDNON, P. I.
“March
23rd, 1926“I hereby acknowledge the receipt of two hundred fifty-eight (258) head
of cattle from the Agusan Coconut Company as shown in detail under
column No. 3 and headed
‘3—Martin share.’“(Sgd.) H. MARTIN”
The appellant in his brief says:
“4. Our fourth assignment of error is to the effect
that the lower court erred when it found that the division of the
animals and their increment as provided in the contract had been made
on March 18, 1926, as shown by Exhibit 1.“Exhibit 1 was
prepared by the defendant, through its agents, and the method of
securing the signature of the plaintiff thereto was testified to by the
plaintiff (pages 18 and 19, sten. notes) who also declared that when he
went to Diklom in March, 1926, to get the animals which belonged to him
he took with him the certificates of ownership for all his animals
which had such certificates at the time they were sent to the Diklom
ranch, which said certificates had been returned to him by the
defendant to whom he had formerly delivered them. He further declared
(pages 137 and 138, sten. notes) that he could find but 72 of the
animals corresponding to the 173 certificates which had been returned
to him by the defendant and which he had taken with him to Diklom, and
also (page 19, sten. notes) that he received the animals which the
defendant was willing to deliver to him ‘under protest’ and that the
animals so delivered to him were not all those to which he was
entitled. Such Exhibit 1 is not a final determination and division of
the animals as between this plaintiff and this defendant but is, under
the circumstances, nothing more than a receipt for the actual number of
animals which the defendant was willing to deliver to the plaintiff.
The plaintiff likewise declared (pages 18 and 19, sten. notes), and
this again without contradiction, that the defendant, through its
agent, tried to require him to sign a ‘quitclaim receipt’ at the time
he received such animals which receipt had already been prepared and
which he refused to sign and that after such refusal he told the
defendant’s agent, Mr. Lewis, a witness at the hearing in the lower
court, to prepare a receipt for the animals which had been delivered to
him and that he would sign same; that such receipt (Exhibit 1) was
prepared and that he signed it. None of these declarations on the part
of the plaintiff were in any way contradicted- and must be taken to be
true.“While it is true that plaintiff made no written
reservations upon Exhibit 1, his protest to the signing of the first
receipt prepared for his signature and to the number of animals
received by him is a sufficient protest and reservation of his rights,
even if he had not signed the second receipt ‘under protest’ as
he declared he did. Plaintiff understood Exhibit 1 to be what he had
asked Mr. Lewis, the representative of the defendant, to prepare, i.
e.) a receipt for the animals received by him. He signed it as and for
such a receipt only (pages 18, 19 and 138, sten. notes). This exhibit
was prepared by the defendant and if there are any doubts as to its
meaning such doubts must be resolved against the defendant who made it.“Such Exhibit 1 in connection with Exhibits K, K-1, to K-9, inclusive (excluding Exhibits K-4a and K-4b)
show conclusively that Exhibit 1 is not a division of the animals and
their increment as provided in the contract, Exhibit A, and we,
therefore, respectfully insist that our fourth assignment of error
should be sustained.“Further in connection with this
assignment we invite attention to the gross misrepresentation, if not
actual fraud, on the part of the defendant in delivering to the
plaintiff 173 certificates of ownership covering that number of his
cattle originally placed in the hands of the defendant, thus leading
him to believe that such number of such animals were still in
defendant’s possession, and then delivering to him but 72 of the total
covered by such certificates,”
That exhibit was signed March 18, 1926, at which time, as a part of
the exhibit, the plaintiff acknowledged in writing the receipt of the
258 head of cattle from the defendant, “as shown in detail under column
No. 3 and headed ‘3—Martin share.'”
The plaintiff admits that he signed Exhibit 1, and that he received
the 258 head of cattle as the “result of the Division of the
Siassi-Agusan-Martin Herd,” but contends that he signed it under
“protest,” and that he was misled and deceived by the defendant as to
the actual facts and as to the number of cattle which he should receive
under the original contract. Exhibit 1 was executed by the plaintiff in
person and the defendant through Lewis, its superintendent.
At the oral argument plaintiff’s attorney contended that Exhibit 1
was executed under duress or coercion, but that contention is not
sustained by the record. In the final analysis, all that Lewis ever
told the plaintiff was this, that I am authorized to make the division
and to deliver the cattle on condition that you will sign Exhibit 1
after the division is made, but if you do not sign Exhibit 1, I have no
authority to deliver you the cattle. That was not coercion ; neither
was it undue influence. The plaintiff had the option to stand upon his
legal rights and to refuse to sign the exhibit in the manner and form
in which it was drafted, and he elected to sign it, upon the strength
of which the 258 head of cattle were then and there delivered to him,
and it expressly recites that “This partition terminates the above
mentioned contract or pasturage agreement.” If that contract was then
and there terminated, as Exhibit 1 says, how and upon what legal
principle can the plaintiff now enforce it ? It will be noted that
there are no reservations of any kind in Exhibit 1, and that there is
nothing upon its face which would even suggest that it was signed by
the plaintiff under protest, as he now claims.
Exhibit 1, which was executed on March 18, 1926, is in writing and
was duly signed by the respective parties in the presence of two
witnesses; and plaintiff acknowledges the receipt of the 258 head of
cattle as his share of the cattle under the original contract of about
November 20, 1920.
Plaintiff’s cause of action is founded upon the original contract of
November, 1920, and is based upon alleged breaches of the terms and
conditions of that contract, and yet he admits that he signed Exhibit 1
and that he received the 258 head of cattle as a result of “the
partition of the cattle involved in the contract or pasturage
agreement” between him and the defendant, “and that the above is the
result of such partition,” and “this partition terminates the above
mentioned contract or pasturage agreement.” The complaint does not
seek,to revoke or set aside Exhibit 1. Neither does it allege fraud in
its execution. In fact no reference whatever is made to Exhibit 1 in
the complaint, and yet the plaintiff admits that he signed it and
received the 258 head of cattle. In the face of that admission and
without any allegation of fraud, how can plaintiff maintain an action
on the original contract which was terminated five years later by
another contract between the parties to the original contract?
In other words, when it appears that the parties to the original
contract five years later have entered into another and a different
contract which recites that a division was made of the property between
the parties under the original contract, and specifically states that
the original contract is terminated, and both parties take and accept
the fruits of that settlement and division, in the absence of fraud or
mistake in the execution of the last contract, which must both be
alleged and proven, how and upon what legal principle can either party
to the division maintain an action for a breach of the terms and
conditions of the original contract? Nowhere in the pleadings is there
any allegation of fraud or mistake in the execution of Exhibit 1. It is
not even mentioned in the complaint. To defeat its legal force and
effect, plaintiff now says that he signed Exhibit 1 under protest.
Upon that point, testifying as to his conversation with Lewis, superintendent of the defendant, plaintiff testified:
“A. I called his attention concerning this and he
told me that they had been sold. I then told him, how could you have
sold those animals since I have the certificates here? And he answered
me, it is all we have and if you do not want to take them, we shall
collect from you for the maintenance of the same here. Your contract
has already expired and I have instructions to deliver them to you, and
if you refuse to take them, we shall collect from you a certain amount
each day for their stay and care; and he said that they did the same
thing as regards the other herd of cattle that were there and which
belonged to Mr. Aboitiz. I then took all the cattle which were
delivered to me under protest that some of my cattle were missing. He
asked me to sign a quit-claim receipt, which I refuse to do, and I told
Mr. Lewis to make a receipt for the animals that he delivered to me and
that I would sign it and that was done.”
Yet the stubborn fact remains that after this conversation the
plaintiff signed Exhibit 1 as it was written and accepted and receipted
for the 258 head of cattle as a result of that division. There is
nothing in Exhibit 1 to show that it was signed under protest or to
show that it was signed on any terms or conditions, and it expressly
recites that “this partition terminates the above mentioned contract or
pasturage agreement,” which flatly contradicts the oral testimony of
plaintiff above quoted. There is no claim or pretense that he was
misled or deceived in the signing of it or that he did not know its
nature and contents or what he was signing, and there is no evidence
that he was forced to sign Exhibit 1 or that he signed it under duress
or coercion. The signing of it was a matter at his option and of his
own discretion. Lewis was the superintendent of the defendant, and in
the final analysis, he said to the plaintiff, I am authorized to make
this settlement and division, but I do not have any authority to make
any other settlement or to deliver the cattle, and the plaintiff signed
Exhibit 1. That was not coercion or duress, and the signing of it by
the plaintiff was purely an act of his own judgment and discretion as
to what he should do, and he accepted and signed Exhibit 1 and is bound
by its legal force and effect.
As we analyze the record that exhibit was a full and final
settlement between the parties of all matters between them arising from
or growing out of the original contract of November, 1920. It follows
that the judgment of the lower court is affirmed, with costs. So
ordered.
Avanceña, C. J., Johnson, Street, Villamor, Romualdez, and Villa-Real, JJ., concur.