UNITED PULP AND PAPER CO., INC
ACROPOLIS CENTRAL GUARANTY CORPORATIONG.R. No. 171750 January 25, 2012FACTS:
On September 29, 2003, Unibox, Ortega and UPPC executed a compromise agreement,wherein Unibox and Ortega acknowledged their obligation to UPPC in the amount of P35,089,544.00 as of August 31, 2003, inclusive of the principal and the accrued interest,and bound themselves to pay the said amount in accordance with a schedule of payments agreed upon by the parties. Consequently, the RTC promulgated its Judgmentdated October 2, 2003 approving the compromise agreement.For failure of Unibox and Ortega to pay the required amounts for the months of May andJune 2004 despite demand by UPPC, the latter filed its Motion for Execution to satisfythe remaining unpaid balance. In the July 30, 2004 Order, the RTC acted favorably onthe said motion and, on August 4, 2004, it issued the requested Writ of Execution.
Whether the execution of the compromise agreement between UPPC and Unibox andOrtega was tantamount to a novation, which had the effect of releasing Acropolis from itsobligation under the counter-attachment bond.RULING:The argument of Acropolis that its obligation under the counter-bond was novated by thecompromise agreement is, thus, untenable. In order for novation to extinguish itsobligation, Acropolis must be able to show that there is an incompatibility between thecompromise agreement and the terms of the counter-bond, as required by Article 1292 of the Civil Code, which provides that: Art. 1292. In order that an obligation may be extinguished by another which substitute thesame, it is imperative that it be so declared in unequivocal terms, or that the old and thenew obligations be on every point incompatible with each other.Nothing in the compromise agreement indicates, or even hints at, releasing Acropolisfrom its obligation to pay UPPC after the latter has obtained a favorable judgment.Clearly, there is no incompatibility between the compromise agreement and the counter-bond. Neither can novation be presumed in this case.Novation by presumption has never been favored. To be sustained, it need beestablished that the old and new contracts are incompatible in all points, or that the will tonovate appears by express agreement of the parties or in acts of similar import.