G.R. No.
171354 March 7, 2007
FACTS
Petitioner Marylou B. Tolentino applied for and was granted
by private respondent Citytrust Banking Corporation (now Bank of the Philippine
Islands) a Business Credit Line Facility for P2,450,000 secured by a First Real Estate Mortgage over her property.
Citytrust informed Tolentino that her credit line has expired
thereby making her P2,611,440.23 outstanding balance immediately due and
demandable. Tolentino failed
to settle her obligations thus her property was extrajudicially foreclosed and
sold in a public auction, with Citytrust as the highest bidder.
The "Statement of Account To Redeem" sent by Citytrust showed petitioner's
outstanding obligation at P5,386,993.91. Petitioner asked for a re-computation
and the deletion of certain charges, such as the late payment charges,
foreclosure expenses, attorney's fees, liquidated damages, and interests, but
was denied by Citytrust.
Consequently, petitioner
filed a Complaint for Judicial Redemption, Accounting and Damages, with
application for the issuance of a Temporary Restraining Order/Writ of
Preliminary Injunction, against Citytrust and the Register of Deeds.
Petitioner alleged that the bank unilaterally increased the
interest charges in her credit line; that she was forced to convert her
existing Home Owners Credit Line into an Amortized Term Loan with interest; that the bank cancelled her credit
line when she refused the said conversion; that her mortgaged property was
foreclosed and sold at public auction but the bank did not remit the balance of
the proceeds of the foreclosure sale; and that the bank unjustifiably refused
her request for accounting and re-computation of the redemption amount.
Citytrust asserted that petitioner's credit line has a term
of one year and that upon the expiration of the said period, it may be
cancelled and closed; that the inclusion of late payment charges, foreclosure
expense, attorney's fees, liquidated damages, foreclosure fee, and interests in
the redemption price was in accordance with the terms and conditions of their
loan and mortgage contracts; that the bid price was applied to the outstanding
obligations of petitioner; and that the Complaint of petitioner was merely
dilatory and frivolous considering that she has admitted having defaulted in
the payment of her obligations.
The RTC, rendered judgment upholding petitioner's right of
redemption, but at the price computed by private respondent. Both the petitioner and the
bank appealed to the CA, which dismissed the contention of petitioner and
granted the petition of respondent bank.
Petitioner's motion for reconsideration was denied; hence,
this petition.
ISSUE
1. Whether the
mortgage agreement is a contract of adhesion since it was solely prepared by
the bank and her only participation thereto was to affix her signature.
2. Whether the redemption price as per bank’s computation is
correct
RULING
1. A contract of adhesion is
just as binding as ordinary contracts. Should there be any ambiguity in a contract
of adhesion, such ambiguity is to be construed against the party who prepared
it. If, however, the stipulations are not obscure, but are clear and leave no
doubt on the intention of the parties, the literal meaning of its stipulations
must be held controlling.
In the instant case, it has not been shown that petitioner signed the
contracts through mistake, violence, intimidation, undue influence, or fraud.
Petitioner even admitted during trial that she was not compelled to sign the
contracts, nor was she totally ignorant of their nature. The provisions of the contract are explicit and leave no
room for construction. It is easily understood, especially by a businesswoman
like the petitioner. Thus, no compelling reasons were presented to declare the
subject contractual documents as void contracts of adhesion.
2. Anent the legality of petitioner's judicial redemption and
the bank's computation of the redemption price, considering that private
respondent is a banking institution the amount at which the foreclosed property
is redeemable is the amount due under the mortgage deed, or the outstanding
obligation of the mortgagor plus interest and expenses in accordance with
Section 78 of the General Banking Act.
The records show that the correct redemption price had been
determined prior to the filing of the complaint for judicial redemption.
Petitioner had been furnished updated Statements of Account specifying the
redemption price even prior to the consolidation of the title of the foreclosed
property in the bank's name. The inclusion of late payment charges, foreclosure
expense, attorney's fees, liquidated damages, foreclosure fee, and interests
therein were pursuant to the Loan Agreement. Considering that the Loan Agreement
was read and freely adhered to by petitioner, the stipulations therein are
binding on her.
Moreover, petitioner admitted during trial that she was not
questioning the computation of the redemption price, but she was requesting for
a condonation of certain fees and charges. it is clear that petitioner did not
file the instant case for judicial redemption in good faith. It was not filed
for the purpose of determining the correct redemption price but to stretch the
redemption period indefinitely, which is not allowed by law.
CONCLUSION
The instant
Petition for Review on Certiorari is DENIED.
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