Syllabus for Business Law (Obligations and Contracts) 2nd Semester SY 2022-2023

Prepared by: Frederick C. Egalla, RN, Juris Doctor

Part One: OBLIGATIONS

I. Definition and Sources

a. Definition

b. Essential Elements of Obligation

c. Sources of Obligation

1. Law

2. Contracts

3. Quasi-Contract

4. Delict

5. Quasi-Delict

II. Nature and Effects of Obligation

a. Obligations to Give- Real Obligations

1. Determinate Obligations

2. Indeterminate Obligations

3. Effects of Breach

4. Remedies

b. Obligations To do or not to do – Personal Obligations

1. To do

2. Not to do

3. Effects of Breach

4. Remedies

c. Breach of Obligations

1. Mora

1.1 Mora Solvendi

 1.2 Mora Accipiendi

1.3 Compensatio Morae

2. Dolo

2.1 Dolo Causante

2.2 Dolo Incidente

3. Culpa

3.1 Culpa Contractual

3.2 Culpa Aquiliana

d. Fortuitous Event

1. Elements/Effects.

2. Exceptions

e. Remedies of a Creditor to protect his Credit

1. Exhaustion of properties of the Debtor

2. Accion Subrogatoria

3. Accion Pauliana

III. Different Kinds of Obligations

a. Pure and Conditional Obligations

1. Pure Obligations

2. Conditional Obligations

2.1 Classifications of Conditions

2.2 Suspensive and Resolutory Conditions; Effects

2.2.1 Suspensive Condition

2.2.1.1 Effects Before and after Fulfillment

2.2.1.2 Effects of Loss, Deterioration and Improvements

2.2.2 Resolutory Conditions

2.2.2.1 Effects Before and After Fulfillment

2.2.2.2 Effects of Loss Deterioration and Improvements

2.3 Potestative, Casual and Mixed Conditions; Effects

 2.4 Possible and Impossible Conditions; Effects

2.5 Positive and Negative Conditions; Effects

2.6 Reciprocal Obligations

2.6.1 Concept

2.6.2 Breach

2.6.3 Remedies

b. Obligations with a Period

1. Concept of Term or Period

1.1 Classifications

1.2 Effects of Term or Period

2. Benefit of Term or Period

3. Extinguishment of Debtor’s Right to Period

c. Alternative and Facultative

1. Alternative Obligations

1.1 Concept

1.2 Right of Choice; Limitations

1.3 when to take effect; Effects

1.4 Effect of Loss of Object

2. Facultative Obligations

2.1 Nature and Concept

2.2 Distinguished from Alternative Obligation

2.3 Substitution

2.4 Effect of Loss

d. Joint and Solidary Obligation

1. Concepts/comparison

2. Joint Obligations

3. Solidary Obligations

e. Divisible and Indivisible Obligations

1. divisible and Indivisible Obligations

 2. Solidarity and Indivisibility

3. Joint Indivisible Obligations

f. Obligations with a Penal Clause

1. Obligations with a penal Clause

IV. Extinguishment of Obligations

a. Modes of Extinguishment of Obligations

a.1 Payment or Performance in General

1. Requisites

2. Special Forms of Payment

3. Tender and Consignation

4. Applications of Payment

a.2 Loss of the thing Due and Impossibility of Performance

1. Real Obligations

2. Positive Personal Obligations

3. Remedy of the Creditor if thing was lost by Reason of Fault of 3 rd Person

a. 3 Condonation or Remission of Debt

1. Elements

a. 4. Confusion or Merger of Rights

1. Elements

a.5. Compensation

1. Compensation

2. Legal Compensation

3. Conventional or Voluntary Compensation

4. Obligations which may or may not be subject of Compensation

5. Effects of Assignment of Credit Upon Legal Compensation

a.5 Novation

1. Kinds of Novation

2. Novation by Substitution of Debtor

 3. Novation by Subrogation

4. Effects of Extinctive Novation upon accessory Contracts

Part Two: CONTRACTS

I. Definition, Classification and Distinctions

a. Classification

II. Characteristics of a Contract

a. Characteristics of a Contracts

b. Principles applicable in Contracts

III. Perfection of Contracts

a. Stages

b. Perfections of Contracts

IV. Essential Requisites of Contracts

a. Elements of Contracts

1. Consent

1.1 Capacity to give consent

1.2 Minority, Insanity, Civil Interdiction, Old Age, Illiteracy; Effects

2. Objects of Contracts

2.1 Objects of Contracts

3. Cause or Consideration

V. Forms of Contracts

a. Requirement of Forms in Contracts

b. Contracts which require Form for Validity

c. Contracts which require form for Enforceability

d. Contracts which require Form for Convenience

VI. Reformation and Contract Interpretation

a. Reformation of Instruments
 b. Rules in Contract Interpretation

VII. Defective Contracts

a. Rescissible Contracts

b. Voidable Contracts

c. Unenforceable Contracts

d. Void or Inexistent Contracts

Resources:

1. Civil Law Review Vol. II, 2017th edition by Elmer T. Rabuya

2. Obligations and Contracts by Ruben F. Balane

3. Civil Law Review II Syllabus by Atty. Crisostomo Uribe