FIRST DIVISION

[G.R. No. L-6648. July 25, 1955.]

VICTORIAS PLANTERS ASSOCIATION, INC., NORTH NEGROS

PLANTERS ASSOCIATION, INC., FERNANDO GONZAGA, JOSE
GASTON and CESAR L. LOPEZ, on their own behalf and on behalf of
other sugar cane planters in, Manapla, Cadiz and Victorias Districts ,
petitioners-appellees, vs . VICTORIAS MILLING CO., INC. ,
respondent- appellant.

Ross, Selph, Carrascoso & Janda for appellant.

Taada, Pelaez & Teehankee for appellees.

SYLLABUS

1. CONTRACTS, INTERPRETATION OF; EFFECT OF FAILURE OF OBLIGOR TO

FILL THE CONTRACTUAL OBLIGATION DUE TO "FORCE MAJEURE". The petitioners
(sugar planters) and the respondent central company entered into milling contract
whereby they stipulated a 30-year period within which the came sugar cane produced
by the petitioners would be milled by the respondent central. The parties also
stipulated that in the event of force majeure, the contract shall be deemed suspended
during said period. The petitioners failed to deliver sugar cane during the four years of
the Japanese occupation and the two years after liberation when the mill was being
rebuilt or a total of six years. Question: Could the petitioners be compelled to deliver
sugar cane to the respondent central for six more years after the expiration of the 30-
year period, to make up for what they failed to deliver during the six years? Held:
Fortuitous event relieves the obligor from fulfilling a contractual obligation (Article
1105, old Civil Code: Article 1174, new Civil Code). The stipulation in the contract that in
the event of force majeure the contract shall be deemed suspended during said period
does not mean that the happening of any of those events stops the running of the
period agreed upon. It only relieves the parties from the fulfillment of their respective
obligations during that the petitioners from delivering sugar cane and the respondent
central from milling it. In order that the respondent central may be entitled to demand
from the petitioners the fulfillment of their perform it but failed or refused to do so and
not when they were prevented by force majeure such as war. To require the petitioners
to deliver the sugar cane which they failed to deliver during the six years is to demand
from them the fulfillment of an obligation which was impossible of performance at the
time it became due. Nemo tenetur ad impossibilia. The respondent central not being
entitled to demand from the petitioners the performance of the latter's part of the
contracts under those circumstances cannot later on demand its fulfillment. The
performance of what the law has written off cannot be demanded and required. the
prayer that the petitioners be compelled to deliver sugar cane for six more years to
make up for what failed to deliver, the fulfillment of which was impossible, if granted
would in effect be an extension of the terms of the contracts entered into by and
between the parties.
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 DECISION

PADILLA , J : p

This is an action for declaratory judgment under Rule 66. The relief prayed for
calls for an interpretation of contracts entered into by and between the sugar cane
planters in the districts of Manapla, Cadiz and Victorias, Occidental Negros, and the
Victorias Milling Company, Inc. After issues had been joined the parties submitted the
case for judgment upon the testimony of Jesus Jose Ossorio and the following
stipulation of facts:
1. That petitioners Victorias Planters Association, Inc. and North
Negros Planters Association, Inc. are non-stock corporations duly established and
existing under and by virtue of the laws of the Philippines, with main offices at
Victorias, Negros Occidental, and Manapla, Negros Occidental, respectively, and
were organized by, and are composed of, sugar cane planters in the districts of
Victorias, Manapla and Cadiz, respectively, having been established principally as
the representative entities of the numerous sugar cane planters in said districts
whose sugar cane productions are milled by the respondent corporation, with the
main object of safeguarding their interests and of taking up with the latter
problems and questions which from time to time, may come up between the said
respondent corporation the said sugar cane planters; the other petitioners are
Filipinos, of legal age, and together with numerous other sugar cane planters who
own sugar cane producing properties at Victorias, Manapla, and Cadiz Districts,
Negros Occidental, are bona fide officials and members of either one of the two
petitioner associations; that petitioner Fernando Gonzaga is a resident of
Victorias, Negros Occidental, petitioner Jose Gaston is a resident of Victorias,
Negros Occidental, and petitioner Cesar L. Lopez is a resident of Bacolod City,
Negros Occidental; and that said petitioners bring this action for the benefit and
on behalf of all their fellow sugar cane planters, owners of sugar cane producing
lands in the said districts of Victorias, Manapla, and Cadiz, whose sugar cane
productions are milled by respondent corporation, and who are so numerous that
it would be impractical to include them all as parties herein;
2. That respondent Victorias Milling Co., Inc. is a corporation likewise
duly organized and established under and by virtue of the laws of the Philippines,
with main offices at Ayala Building Manila, where it may be served with
summons;
3. That at various dates, from the year 1917 to 1934, the sugar cane
planters pertaining to the districts of Manapla and Cadiz, Negros Occidental,
executed identical milling contracts, setting forth the terms and conditions under
which the sugar central "North Negros Sugar Co. Inc." would mill the sugar
produced by the sugar cane planters of the Manapla and Cadiz districts;
A copy of the standard form of said milling contracts with North Negros
Sugar Co., Inc. is hereto attached and made an integral part hereof as Annex "A."
As may be seen from the said standard form of milling contract, Annex "A,"
the sugar cane planters of Manapla and Cadiz, Negros Occidental had executed
on November 17, 1916 with Miguel J. Ossorio, a contract entitled "Contrato de la
Central Azucarrera de 300 Toneladas," whereby said Miguel J. Ossorio was given
a period up to December 31, 1916 within which to make a study of and decide
whether he would construct a sugar central or mill with a capacity of milling 300
tons of sugar cane every 24 hours and setting forth the mutual obligations and
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 undertakings of such central and the planters and the terms and conditions under
which the sugar cane produced by said sugar cane planters would be milled in the
event of the construction of such sugar central by said Miguel J. Ossorio. Such
central was in fact constructed by said Miguel J. Ossorio in Manapla, Negros
Occidental, through the North Negros Sugar Co., Inc., where after the standard
form of milling contracts (Annex "A") were executed, as above stated.
The parties cannot stipulate as to the milling contracts executed by the
planters by Victorias, Negros Occidental, other than as follows; a number of them
executed such milling contracts with the North Negros Sugar Co., Inc., as per the
standard forms hereto attached and made an integral part as Annexes "B" and "B-
1," while a number of them executed milling contracts with the Victorias Milling
Co., Inc., which was likewise organized by Miguel J. Ossorio and which had
constructed another Central at Victorias, Negros Occidental, as per the standard
form hereto attached and made an integral part hereof as Annex "C".
4. The North Negros Sugar Co., Inc. had its first molienda or milling
during the 1918-1919 crop year, and the Victorias Milling Co., had its first
molienda or milling during the 1921-1922 crop year.
Subsequent moliendas or millings took place every successive crop year
thereafter, except the 6-year period, comprising 4 years of the last World War II
and 2 years of post-war reconstruction of respondent's central at Victorias,
Negros Occidental.
5. That after the liberation, the North Negros Sugar Co., Inc. did not
reconstruct its destroyed central at Manapla, Negros Occidental, and in 1946, it
advised the North Negros Planters Association, Inc. that it had made
arrangements with the respondent Victorias Milling Co., Inc. for said respondent
corporation to mill the sugar cane produced by the planters of Manapla and Cadiz
holding milling contracts with it. Thus, after the war, all the sugar cane produced
by the planters of petitioner associations, in Manapla, Cadiz, as well as in
Victorias, who held milling contracts, were milled in only one central, that of the
respondent corporation at Victorias;
6. Beginning with the year 1948, and in the following years, when the
planters-members of the North Negros Planters Association, Inc. considered that
the stipulated 30-year period of their milling contracts executed in the year 1918
had already expired and terminated in the crop year 1947-1948, and the planters-
members of the Victorias Planters Association, Inc. likewise considered the
stipulated 30 year period of their milling contracts, as having likewise expired and
terminated in the crop year 1948-1949, under the pertinent provisions of the
standard milling contract (Annex "A") on the duration thereof, which provided in
Par. 21 thereof as follows:
"(a) Que entregaran a la Central de la 'North Negros Sugar Co., Inc.' o a
la que se construya en Victorias por Don Miguel J. Ossorio o sus cesionarios por
espacio de treinta (30) aos desde la primera molienda, la caa que produzcan
sus respectivas haciendas, obligandose ademas a sembrar anualmente con
caadulce por lo menos en tres quintas partes de su extension total apropiado
para caa, incluyendo en esta denominacion tanto la siembra con puntas nuevas
como el cultivo del retoo o cala-anan y sujetando la siembra a las epocas
convenientes designadas por el comite de hacenderos a fin de poder proporcionar
caa a la Central de conformidad con las clausulas 17 y 18 de esta escritura.

xxx xxx xxx

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 "(i) 'Los hacenderos' imponen sobre sus haciendas mencionadas y
citadas en esta escritura servidumbres voluntarias a favor de Don Miguel J.
Ossorio de sembrar caa por lo menos en tres quintas partes (3/5) de su
extension superficial y entregar la caa que produzcan a Don Miguel J. Ossorio,
de acuerdo con este contrato, por espacio de treinta (30) aos, a contar un (1)
ao desde la fecha de la primera molienda."
repeated representation were made with respondent corporation for negotiations
regarding the execution of new milling contracts which would take into
consideration the changed circumstances presently prevailing in the sugar
industry as compared with those prevailing over 30 years ago and would provide
for an increased participation in the milled sugar for the benefit of the planters
and their workers.
7. That notwithstanding these repeated representations made by the
herein petitioners with the respondent corporation for the negotiation and
execution of new milling contracts, the herein respondent has refused and still
refuses to accede to the same, contending that under the provisions of the mining
contract (Annex "A".) "It is the view of the majority of the stockholder-investors,
that our contracts with the planters call for 30 years of milling not 30 years in
time" and that "as there was no milling during 4 years of the recent war and two
years of reconstruction, when these six years are added on to the earliest of our
contracts in Manapla, the contracts by this view terminate in the autumn of 1952,"
and the "the contracts for the Victorias Planters would terminate in 1957, and still
later for those in the Cadiz districts," and that "apart from the contractual
agreements, the Company believes these war and reconstruction years acrue to it
in equity."
The trial court rendered judgment the dispositive part of which is
Wherefore, the Court renders judgment in favor of the petitioners and
against the respondent and declares that the milling contracts executed between
the sugar cane planters of Victorias, Manapla and Cadiz, Negros Occidental, and
the respondent corporation or its predecessors in interest, the North Negros Sugar
Co., Inc., expired and terminated upon the lapse of the therein stipulated 30-year
period, and that respondent corporation is not entitled to claim any extension of
or addition to the said 30-year term or period of said milling contracts by virtue of
an equivalent to 6 years of the last war and reconstruction of its central, during
which there was no planting and/or milling.
From this judgment the respondent corporation has appealed.
The appellant contends that the term stipulated in the contracts is thirty milling
years and not thirty calendar years and postulates that the planters ful ll their
obligation the six installments of their indebtedness which they failed to perform
during the six milling years from 1941-42 to 1946-47. The reason the planters failed to
deliver the sugar cane was the war or a fortuitous event. The appellant ceased to run its
mill due to the same cause.
Fortuitous event relieves the obligor from ful lling a contractual obligation. 1 The
fact that the contracts make reference to " rst milling" does not make the period of
thirty years one of thirty milling years. The term " rst milling" used in the contracts
under consideration was for the purpose of reckoning the thirty-year period stipulated
therein. Even if the thirty-year period provided for in the contracts be construed as
milling years, the deduction or extension of six years would not be justi ed. At most on
the last year of the thirty-year period stipulated in the contracts the delivery of sugar
cane could be extended up to a time when all the amount of sugar cane raised and
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 harvested should have been delivered to the appellant's mill as agreed upon. The
seventh paragraph of Annex "C", not found in the earlier contracts (Annexes "A", "B", and
"B-1"), quoted by the appellant in its brief, where the parties stipulated that in the event
of flood, typhoon, earthquake, or other force majeure, war, insurrection, civil commotion,
organized strike, etc., the contract shall be deemed suspended during said period, does
not mean that the happening of any of those events stops the running of the period
agreed upon. It only relieves the parties from the ful llment of their respective
obligations during that time the planters from delivering sugar cane and the central
from milling it. In order that the central, the herein appellant, may be entitled to demand
from the other parties the ful llment of their part in the contracts, the latter must have
been able to perform it but failed or refused to do so and not when they were prevented
by force majeure such as war. To require the planters to deliver the sugar cane which
they failed to deliver during the four years of the Japanese occupation and the two
years after liberation when the mill was being rebuilt is to demand from the obligors the
ful llment of an obligation which was impossible of performance at the time it became
due. Nemo tenetur ad impossibilia. The obligee not being entitled to demand from the
obligors the performance of the latters' part of the contracts under those
circumstances cannot later on demand its ful llment. The performance of what the law
has written off cannot be demanded and required. The prayer that the plaintiffs be
compelled to deliver sugar cane to the appellant for six more years to make up for what
they failed to deliver during those trying years, the ful llment of which was impossible,
if granted, would in effect be an extension of the term of the contracts entered into by
and between the parties.
In accord with the rule laid down in the case of Lacson vs. Diaz, 47 Off. Gaz.,
Supp. No. 12, p. 337, where despite the fact that the lease contract stipulated seven
sugar crops and not seven crop years as the term thereof, we held that such stipulation
contemplated seven consecutive agricultural years and af rmed the judgment which
declared that the lessee was not entitled to an extension of the term of the lease for the
number of years the country was occupied by the Japanese Army during which no
sugar cane was planted 1 we are of the opinion and so hold that the thirty-year period
stipulated in the contracts expired on the thirtieth agricultural year. The period of six
years four during the Japanese occupation when the appellant did not operate its mill
and the last two during which the appellant reconstructed its mill cannot be deducted
from the thirty-year period stipulated in the contracts.
The judgment appealed from is affirmed, with costs against the appellant.
Bengzon, Acting C.J., Montemayor, Reyes, A., Jugo, Bautista Angelo, Labrador,
Concepcion and Reyes, J.B.L., JJ., concur.

Footnotes

1. Article 1105, old Civil Code; article 1174, new Civil Code.

1. Cf. Lo Ching vs. Court of Appeals, 46 Off. Gaz., Supp. No. 1, p. 399, 81 Phil., 601 and
American Far Eastern School of Aviation vs. Ayala y Cia., 89 Phil., 292.

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