[G.R. No. 160544.

February 21, 2005]

TRIPLE-V vs. FILIPINO MERCHANTS

THIRD DIVISION

Gentlemen:

Quoted hereunder, for your information, is a resolution of this Court dated FEB 21 2005.

G.R. No. 160544 (Triple-V Food Services, Inc. vs. Filipino Merchants Insurance Company,
Inc.)

Assailed in this petition for review on certiorari is the decision [1]cralaw dated October 21,
2003 of the Court of Appeals in CA-G.R. CV No. 71223, affirming an earlier decision of the
Regional Trial Court at Makati City, Branch 148, in its Civil Case No. 98-838, an action for
damages thereat filed by respondent Filipino Merchants Insurance, Company, Inc., against
the herein petitioner, Triple-V Food Services, Inc.

On March 2, 1997, at around 2:15 o'clock in the afternoon, a certain Mary Jo-Anne De Asis
(De Asis) dined at petitioner's Kamayan Restaurant at 15 West Avenue, Quezon City. De
Asis was using a Mitsubishi Galant Super Saloon Model 1995 with plate number UBU 955,
assigned to her by her employer Crispa Textile Inc. (Crispa). On said date, De Asis availed of
the valet parking service of petitioner and entrusted her car key to petitioner's valet counter.
A corresponding parking ticket was issued as receipt for the car. The car was then parked by
petitioner's valet attendant, a certain Madridano, at the designated parking area. Few
minutes later, Madridano noticed that the car was not in its parking slot and its key no
longer in the box where valet attendants usually keep the keys of cars entrusted to them.
The car was never recovered. Thereafter, Crispa filed a claim against its insurer, herein
respondent Filipino Merchants Insurance Company, Inc. (FMICI). Having indemnified Crispa
in the amount of P669.500 for the loss of the subject vehicle, FMICI, as subrogee to Crispa's
rights, filed with the RTC at Makati City an action for damages against petitioner Triple-V
Food Services, Inc., thereat docketed as Civil Case No. 98-838 which was raffled to Branch
148.

In its answer, petitioner argued that the complaint failed to aver facts to support the
allegations of recklessness and negligence committed in the safekeeping and custody of the
subject vehicle, claiming that it and its employees wasted no time in ascertaining the loss of
the car and in informing De Asis of the discovery of the loss. Petitioner further argued that
in accepting the complimentary valet parking service, De Asis received a parking ticket
whereunder it is so provided that "[Management and staff will not be responsible for any
loss of or damage incurred on the vehicle nor of valuables contained therein", a provision
which, to petitioner's mind, is an explicit waiver of any right to claim indemnity for the loss
of the car; and that De Asis knowingly assumed the risk of loss when she allowed petitioner
to park her vehicle, adding that its valet parking service did not include extending a contract
of insurance or warranty for the loss of the vehicle.
During trial, petitioner challenged FMICI's subrogation to Crispa's right to file a claim for the
loss of the car, arguing that theft is not a risk insured against under FMICI's Insurance Policy
No. PC-5975 for the subject vehicle.

In a decision dated June 22, 2001, the trial court rendered judgment for respondent FMICI,
thus:

WHEREFORE, premises considered, judgment is hereby rendered in favor of the plaintiff

(FMICI) and against the defendant Triple V (herein petitioner) and the latter is hereby
ordered to pay plaintiff the following:

1. The amount of P669,500.00, representing actual damages plus compounded (sic);

2. The amount of P30,000.00 as acceptance fee plus the amount equal to 25% of the total
amount due as attorney's fees;

3. The amount of P50,000.00 as exemplary damages;

4. Plus, cost of suit.

Defendant Triple V is not therefore precluded from taking appropriate action against
defendant Armando Madridano.

SO ORDERED.

Obviously displeased, petitioner appealed to the Court of Appeals reiterating its argument
that it was not a depositary of the subject car and that it exercised due diligence and
prudence in the safe keeping of the vehicle, in handling the car-napping incident and in the
supervision of its employees. It further argued that there was no valid subrogation of rights
between Crispa and respondent FMICI.

In a decision dated October 21, 2003, [2]cralaw the Court of Appeals dismissed petitioner's
appeal and affirmed the appealed decision of the trial court, thus:

WHEREFORE, based on the foregoing premises, the instant appeal is hereby DISMISSED.
Accordingly, the assailed June 22, 2001 Decision of the RTC of Makati City - Branch 148 in
Civil Case No. 98-838 is AFFIRMED.

SO ORDERED.

In so dismissing the appeal and affirming the appealed decision, the appellate court agreed
with the findings and conclusions of the trial court that: (a) petitioner was a depositary of
the subject vehicle; (b) petitioner was negligent in its duties as a depositary thereof and as
an employer of the valet attendant; and (c) there was a valid subrogation of rights between
Crispa and respondent FMICI.
Hence, petitioner's present recourse.

We agree with the two (2) courts below.

When De Asis entrusted the car in question to petitioners valet attendant while eating at
petitioner'sKamayan Restaurant, the former expected the car's safe return at the end of her
meal. Thus, petitioner was constituted as a depositary of the same car. Petitioner cannot
evade liability by arguing that neither a contract of deposit nor that of insurance, guaranty
or surety for the loss of the car was constituted when De Asis availed of its free valet
parking service.

In a contract of deposit, a person receives an object belonging to another with the

obligation of safely keeping it and returning the same. [3]cralaw A deposit may be constituted
even without any consideration. It is not necessary that the depositary receives a fee before
it becomes obligated to keep the item entrusted for safekeeping and to return it later to the
depositor.

Specious is petitioner's insistence that the valet parking claim stub it issued to De Asis
contains a clear exclusion of its liability and operates as an explicit waiver by the customer
of any right to claim indemnity for any loss of or damage to the vehicle.

The parking claim stub embodying the terms and conditions of the parking, including that of
relieving petitioner from any loss or damage to the car, is essentially a contract of adhesion,
drafted and prepared as it is by the petitioner alone with no participation whatsoever on the
part of the customers, like De Asis, who merely adheres to the printed stipulations therein
appearing. While contracts of adhesion are not void in themselves, yet this Court will not
hesitate to rule out blind adherence thereto if they prove to be one-sided under the
attendant facts and circumstances.[4]cralaw

Hence, and as aptly pointed out by the Court of Appeals, petitioner must not be allowed to
use its parking claim stub's exclusionary stipulation as a shield from any responsibility for
any loss or damage to vehicles or to the valuables contained therein. Here, it is evident that
De Asis deposited the car in question with the petitioner as part of the latter's enticement
for customers by providing them a safe parking space within the vicinity of its restaurant. In
a very real sense, a safe parking space is an added attraction to petitioner's restaurant
business because customers are thereby somehow assured that their vehicle are safely
kept, rather than parking them elsewhere at their own risk. Having entrusted the subject
car to petitioner's valet attendant, customer De Asis, like all of petitioner's customers, fully
expects the security of her car while at petitioner's premises/designated parking areas and
its safe return at the end of her visit at petitioner's restaurant.

Petitioner's argument that there was no valid subrogation of rights between Crispa and
FMICI because theft was not a risk insured against under FMICI's Insurance Policy No. PC-
5975 holds no water.
Insurance Policy No. PC-5975 which respondent FMICI issued to Crispa contains, among
others things, the following item: "Insured's Estimate of Value of Scheduled
Vehicle- P800.000".[5]cralaw On the basis of such item, the trial court concluded that the
coverage includes a full comprehensive insurance of the vehicle in case of damage or loss.
Besides, Crispa paid a premium of P10,304 to cover theft. This is clearly shown in the
breakdown of premiums in the same policy.[6]cralaw Thus, having indemnified CRISPA for
the stolen car, FMICI, as correctly ruled by the trial court and the Court of Appeals, was
properly subrogated to Crispa's rights against petitioner, pursuant to Article 2207 of the
New Civil Code[7].

Anent the trial court's findings of negligence on the part of the petitioner, which findings
were affirmed by the appellate court, we have consistently ruled that findings of facts of
trial courts, more so when affirmed, as here, by the Court of Appeals, are conclusive on this
Court unless the trial court itself ignored, overlooked or misconstrued facts and
circumstances which, if considered, warrant a reversal of the outcome of the case.
[8]
cralaw This is not so in the case at bar. For, we have ourselves reviewed the records and
find no justification to deviate from the trial court's findings.

WHEREFORE, petition is hereby DENIED DUE COURSE.

SO ORDERED.