Eleizegui v. Manila Lawn Tennis Club
REITERATIONFacts
The Antecedents: Plaintiffs-appellees Dario and Gaudencio Eleizegui entered into a contract of lease with the defendant-appellant, The Manila Lawn Tennis Club, for a piece of land. The contract expressly authorized the lessee to make improvements and stipulated that the rent was 25 pesos per month. Crucially, the contract contained clauses stating that the lessors leased the land to Mr. Williamson (representing the club) "for all the time the members of the said club may desire to use it" and that the owners "undertake to maintain the club as tenant as long as the latter shall see fit, without altering in the slightest degree the conditions of this contract, even though the estate be sold." Procedural History: The plaintiffs-appellees initiated a suit seeking the restitution of the land, which they contended was terminated by their notice given on August 28 of the previous year. The lower court ruled in favor of the plaintiffs, opining that the contract of lease was terminated by the notice given. The Petition: The defendant-appellant appealed the decision, arguing that the lower court erred in terminating the lease based on the plaintiffs' notice, as the contract's duration was expressly left to the will of the lessee.
Issue(s)
Whether the lease contract was terminated by the notice to vacate given by the lessors under the authority of Article 1581 of the Civil Code. Whether the courts have the jurisdiction to fix the duration of a lease contract when the parties have stipulated that its duration is left to the will of the lessee.
Ruling
The judgment of the lower court is reversed. The action for unlawful detainer is dismissed in favor of the defendant, The Manila Lawn Tennis Club.
Ratio Decidendi
On Issue 1: The Court held that Article 1581 of the Civil Code, which establishes a legal term for leases when no term is fixed, only applies in subsidium when the parties have made no agreement regarding duration. In the present case, the parties clearly stipulated a conventional term by stating that the lease would continue as long as the club's members desired. This stipulation has the force of law between the parties under Article 1091 and must be respected. The notice given by the plaintiffs on August 28, 1901, was ineffective because they had no right to rescind a term they had expressly and exclusively conferred upon the lessee. To allow the lessor to terminate the lease at will would result in the greatest absurdity, as it would contradict the very essence of the agreement where the lessor left the termination to the will of the lessee. Therefore, the theory of a month-to-month lease based on rent payments cannot override the express agreement of the parties regarding the duration. On Issue 2: The Court ruled that because the duration of the lease was left to the will of the lessee, the court must fix the period pursuant to Article 1128 of the Civil Code. This article provides that the courts shall fix the duration of an obligation when the period has been left to the will of the debtor (the lessee, in terms of the obligation to return the property). The action for unlawful detainer brought by the plaintiffs was premature because such an action requires the prior expiration of the term, whether conventional or legal. In this case, since the term has not yet been judicially determined, it cannot be said to have expired. The Court rejected the argument that leases are exempt from Article 1128, stating that general provisions of the Code regarding obligations apply to all special contracts unless a specific rule provides otherwise. Consequently, the only appropriate action for the lessors is one to seek the judicial determination of the lease's duration based on the character and conditions of the mutual undertakings.
Main Doctrine
When a lease agreement explicitly leaves the duration of the term to the will of the lessee, and the lessor has undertaken to maintain the lessee as tenant as long as the latter shall see fit, the courts shall fix the duration of the term pursuant to Article 1128 of the Civil Code, and the lessor cannot unilaterally terminate the lease by mere notice.