SALES DIGESTS – NATURE AND FORM OF CONTRACT
P300,000.00 to petitioners (thru Alice A. Dizon) on the erroneous presumption
Regina Dizon et al v. CA and Overland Express Lines, Inc.
G.R. No. 122544 January 28, 1999
Martinez, J.
FACTS:
 Overland Express Lines, Inc. entered into a Contract of Lease with Option to
Buy with petitioners involving a 1,755.80 square meter parcel of land situated at
corner MacArthur Highway and South “H” Street, Diliman, Quezon City. The
term of the lease was for 1 year commencing from May 16, 1974 up to May 15,
1975. During this period, Overland Express Lines was granted an option to
purchase for the amount of P3,000.00 per square meter. Thereafter, the lease
shall be on a per month basis with a monthly rental of P3,000.00.
 For failure of Overland Express Lines to pay the increased rental of P8,000.00
per month effective June 1976, petitioners filed an action for ejectment against
it. The lower court rendered judgment ordering Overland Express Lines to
vacate the leased premises and to pay the sum of P624,000.00 representing
rentals in arrears and/or as damages in the form of reasonable compensation
for the use and occupation of the premises during the period of illegal detainer
from June 1976 to November 1982 at the monthly rental of P8,000.00, less
payments made, plus 12% interest per annum from November 18, 1976, the
date of filing of the complaint, until fully paid, the sum of P8,000.00 a month
starting December 1982, until Overland Express Lines fully vacates the
premises, and to pay P20,000.00 as and by way of attorney’s fees.
ISSUE: WON Overland Express Lines actually paid the alleged P300,000.00 to
Fidela Dizon, as representative (agent) of petitioners in consideration of the option
HELD: No.
 CA opined that the payment by Overland Express Lines of P300,000.00 as
partial payment for the leased property, which petitioners accepted (through
Alice A. Dizon) and for which an official receipt was issued, was the operative
act that gave rise to a perfected contract of sale, and that for failure of petitioners
to deny receipt thereof, Overland Express Lines can therefore assume that Alice
A. Dizon, acting as agent of petitioners, was authorized by them to receive the
money in their behalf. CA went further by stating that in fact, what was entered
into was a “conditional contract of sale” wherein ownership over the leased
property shall not pass to the Overland Express Lines until it has fully paid the
purchase price. Since Overland Express Lines did not consign to the court the
balance of the purchase price and continued to occupy the subject premises, it
had the obligation to pay the amount of P1,700.00 in monthly rentals until full
payment of the purchase price.
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 In an attempt to resurrect the lapsed option, Overland Express Lines gave
that the said amount tendered would constitute a perfected contract of sale
pursuant to the contract of lease with option to buy. There was no valid consent
by the petitioners (as co-owners of the leased premises) on the supposed sale
entered into by Alice A. Dizon, as petitioners’ alleged agent, and Overland
Express Lines. The basis for agency is representation and a person dealing with
an agent is put upon inquiry and must discover upon his peril the authority of the
agent. As provided in Article 1868 of the New Civil Code, there was no showing
that petitioners consented to the act of Alice A. Dizon nor authorized her to act
on their behalf with regard to her transaction with private respondent. The most
prudent thing private respondent should have done was to ascertain the extent
of the authority of Alice A. Dizon. Being negligent in this regard, private
respondent cannot seek relief on the basis of a supposed agency.
 Every person dealing with an agent is put upon inquiry and must discover upon
his peril the authority of the agent. If he does not make such inquiry, he is
chargeable with knowledge of the agent’s authority, and his ignorance of that
authority will not be any excuse. Persons dealing with an assumed agency,
whether the assumed agency be a general or special one, are bound at their
peril, if they would hold the principal, to ascertain not only the fact of the agency
but also the nature and extent of the authority, and in case either is controverted,
the burden of proof is upon them to establish it.
Topic: Cause or Consideration
References: G.R. No. 186264, July 8, 2013
Title: Dr. Lorna Formaran vs. Dr. Glenda Ong and Solomon Ong
Facts:
According to plaintiff’s complaint, she owns the parcel of land which was donated
to her intervivos by her uncle and aunt, spouses Melquiades Barraca and
Praxedes Casidsid; that upon the proddings and representation of defendant
Glenda, that she badly needed a collateral for a loan which she was applying from
a bank to equip her dental clinic, plaintiff made it appear that she sold one-half of
the parcel of land to the defendant Glenda; that the sale was totally without any
consideration and fictitious; that contrary to plaintiff’s agreement with defendant
Glenda for the latter to return the land, defendant Glenda filed a case for unlawful registered the sale, paid realty taxes, introduced improvements therein and should
detainer against the plaintiff. Defendant Glenda insisted on her ownership over the not have allowed plaintiff to mortgage the land. These omissions properly militated
land in question on account of a Deed of Absolute Sale executed by the plaintiff in against defendant Glenda’s submission that the sale was legitimate and the
her favor. consideration was paid.

Petitioner filed on action for annulment of the Deed of Sale against respondents
before the Regional Trial Court. The trial court rendered a Decision in favor of
petitioner and against the respondent by declaring the Deed of Absolute Sale null Dignos v. CA
and void for being an absolutely simulated contract and for want of consideration;
G.R. No. L-59266; 29 February 1988
declaring the petitioner as the lawful owner entitled to the possession of the land
in question. Respondents coursed an appeal to the CA. The CA reversed and set Bidin, J.
aside the Decision of the trial court and ordered petitioner to vacate the land in
question and restore the same to respondents. CONTRACT OF SALE, CONCEPTS | Contract of Sale v. Contract to Sell

Issue: FACTS:

Whether or not the Deed of Absolute Sale is null and void for being an absolutely Spouses Silvestre Dignos and Isabela Lumungsod de Dignos sold their parcel of
simulated contract? land in Opon, Lapu-Lapu to private respondent Antonio Jabil for the sum
of P28,000.00 payable for 2 installments, with an assumption of indebtedness with
Ruling: the First Insular Bank of Cebu in the sum of P12,000.00 as was acknowledged by
vendors in the Deed of Absolute Sale (Exh. C), and the next installment to be paid
Yes. The Court believes and so holds that the subject Deed of Sale is indeed
3 months after. But the same land was also sold by Spouses Dignos (Exh. J) which
simulated, as it is: (1) totally devoid of consideration; (2) it was executed on August
was registered in the Registry of Deeds. This prompted Jabil to file a civil suit
12, 1967, less than two months from the time the subject land was donated to
against Spouses Dignos for the 2nd sale to Spouses Luciano Cabigas and Jovita
petitioner on June 25, 1967 by no less than the parents of respondent Glenda
de Cabigas, who were then US citizens. CFI of Cebu rendered the 2nd sale to
Ong; (3) on May 18, 1978, petitioner mortgaged the land to the Aklan Development
Spouses Cabigas null and void, directing Spouses Dignos to return
Bank for a ₱23,000.00 loan; (4) from the time of the alleged sale, petitioner has
the P35,000.00 to Spouses Cabigas and ordered Jabil to pay the remaining
been in actual possession of the subject land; (5) the alleged sale was registered
balance. Spouses Dignos contend that Exh. C is a contract to sell and as such,
on May 25, 1991 or about twenty four (24) years after execution; (6) respondent
anchored their contention on the very terms of the contract as mentioned in ¶4,
Glenda Ong never introduced any improvement on the subject land; and (7)
that said spouses have agreed to sell the herein mentioned property to Alilano B.
petitioner’s house stood on a part of the subject land. These are facts and
Jabil and condition in ¶5, in which the spouses agreed to sign a final deed of
circumstances which may be considered badges of bad faith that tip the balance
absolute sale upon payment of the remaining balance of P4,000.00.
in favor of petitioner.
ISSUE:

Is the contract between the parties a contract of sale or a contract to sell?

The amplitude of foregoing undisputed facts and circumstances clearly shows that
the sale of the land in question was purely simulated. It is void from the very HELD:
beginning. If the sale was legitimate, defendant Glenda should have immediately
taken possession of the land, declared in her name for taxation purposes,
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The contract between the parties is a contract of sale. It has been held that a occupations enumerated in the aforesaid section…and after reading carefully
deed of sale is absolute in nature although dominated as a “Deed of Conditional each and every one of them, we cannot find under which the business of
Sale” where nowhere in the contract in question is a proviso or stipulation to the manufacturing sash, doors and windows upon special order of customers fall
effect that title to the property sold is reserved in the vendor until full payment of under the category” mentioned under Sec 191.
the purchase price, nor is there a stipulation giving the vendor the right to
unilaterally rescind the contract the moment the vendee fails to pay within a fixed Issue: Whether the petitioner company provides special services or is engaged in
period. All the elements of a valid contract of sale are present in the document and manufacturing.
that Spouses Dignos never notified Jabil by notarial act that they were rescinding
Held: The important thing to remember is that Celestino Co & Company habitually
the contract, and neither did they file a suit in court to rescind the sale. There is no
makes sash, windows and doors, as it has represented in its stationery and
showing that Jabil properly authorized a certain Cipriano Amistad to tell petitioners
advertisements to the public. That it “manufactures” the same is practically
that he was already waiving his rights to the land in question.
admitted by appellant itself. The fact that windows and doors are made by it only
when customers place their orders, does not alter the nature of the establishment,
for it is obvious that it only accepted such orders as called for the employment of
Celestino Co vs CIR (G.R. No. L-8506) such material-moulding, frames, panels-as it ordinarily manufactured or was in a
position habitually to manufacture. The Oriental Sash Factory does nothing more
Subject: Sales than sell the goods that it mass-produces or habitually makes; sash, panels,
Doctrine: Contract for Piece-of-work mouldings, frames, cutting them to such sizes and combining them in such forms
as its customers may desire.
Facts: Celestino Co & Company is a duly registered general co-partnership doing
Appellant invokes Article 1467 of the New Civil Code to bolster its contention that
business under the trade name of “Oriental Sash Factory”. From 1946 to 1951 it
in filing orders for windows and doors according to specifications, it did not sell,
paid percentage taxes of 7% on the gross receipts of its sash, door and window
but merely contracted for particular pieces of work or “merely sold its services”. In
factory, in accordance with sec. 186 of the National Internal Revenue Code which
our opinion when this Factory accepts a job that requires the use of extraordinary
is a tax on the original sales of articles by manufacturer, producer or importer.
or additional equipment, or involves services not generally performed by it-it
However, in 1952 it began to claim only 3% tax under Sec. 191, which is a tax on
thereby contracts for a piece of work — filing special orders within the meaning of
sales of services. Petitioner claims that it does not manufacture ready-made
Article 1467. The orders herein exhibited were not shown to be special. They were
doors, sash and windows for the public, but only upon special orders from the
merely orders for work — nothing is shown to call them special requiring
customers, hence, it is not engaged in manufacturing under sec 186, but only in
extraordinary service of the factory. The thought occurs to us that if, as alleged-all
sales of services covered by sec 191. Having failed to convince BIR, petitioner
the work of appellant is only to fill orders previously made, such orders should not
went to the Court of Tax Appeal where it also failed. CTA, in its decision, holds
be called special work, but regular work. The Supreme Court affirms the assailed
that the “petitioner has chosen for its tradename and has offered itself to the public
decision by the CTA.
as a “Factory”, which means it is out to do business, in its chosen lines on a big
scale. As a general rule, sash factories receive orders for doors and windows of
special design only in particular cases but the bulk of their sales is derived from a
ready-made doors and windows of standard sizes for the average home.. Even if Commissioner on Internal Revenue vs Engineering Equipment G.R. No. L-
we were to believe petitioner’s claim that it does not manufacture ready-made 27044 June 30, 1975
sash, doors and windows for the public and that it makes these articles only special
order of its customers, that does not make it a contractor within the purview of Facts:
section 191 of the national Internal Revenue Code… there are no less than fifty

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· Engineering Equipment and Supply Co. (Engineering for short), a domestic Issue: W/ON Engineering is a manufacturer of air conditioning units under Section
corporation, is an engineering and machinery firm. As operator of an integrated 185(m), supra, in relation to Sections 183(b) and 194 of the Code, or a contractor
engineering shop, it is engaged, among others, in the design and installation of under Section 191 of the same Code.
central type air conditioning system, pumping plants and steel fabrications.

· On July 27, 1956, one Juan de la Cruz, wrote the then Collector, now
Commissioner, of Internal Revenue denouncing Engineering for tax evasion by
misdeclaring its imported articles and failing to pay the correct percentage taxes
Held: Contractor. The distinction between a contract of sale and one for work,
due thereon in connivance with its foreign suppliers. Engineering was likewise
labor and materials is tested by the inquiry whether the thing transferred is one not
denounced to the Central Bank (CB) for alleged fraud in obtaining its dollar
in existence and which never would have existed but for the order of the party
allocations. Acting on these denunciations, a raid and search was conducted by a
desiring to acquire it, or a thing which would have existed and has been the subject
joint team of Central Bank, (CB), National Bureau of Investigation (NBI) and
of sale to some other persons even if the order had not been given.
Bureau of Internal Revenue (BIR) agents on September 27, 1956, on which
The word "contractor" has come to be used with special reference to a person
occasion voluminous records of the firm were seized and confiscated
who, in the pursuit of the independent business, undertakes to do a specific job or
· On September 30, 1957, revenue examiners Quesada and Catudan reported piece of work for other persons, using his own means and methods without
and recommended to the then Collector, now Commissioner, of Internal Revenue submitting himself to control as to the petty details. The true test of a contractor,
that Engineering be assessed for P480,912.01 as deficiency advance sales tax on would seem to be that he renders service in the course of an independent
the theory that it misdeclared its importation of air conditioning units and parts and occupation, representing the will of his employer only as to the result of his work,
accessories thereof which are subject to tax under Section 185(m) of the Tax and not as to the means by which it is accomplished.
Code,
Engineering, in a nutshell, fabricates, assembles, supplies and installs in the
· On March 3, 1959. the Commissioner assessed against, and demanded buildings of its various customers the central type air conditioning system;
upon, Engineering payment of the increased amount and suggested that P10,000 prepares the plans and specifications therefor which are distinct and different from
be paid as compromise in extrajudicial settlement of Engineering's penal liability each other; the air conditioning units and spare parts or accessories thereof used
for violation of the Tax Code. The firm, however, contested the tax assessment by petitioner are not the window type of air conditioner which are manufactured,
and requested that it be furnished with the details and particulars of the assembled and produced locally for sale to the general market; and the imported
Commissioner's assessment air conditioning units and spare parts or accessories thereof are supplied and
installed by petitioner upon previous orders of its customers conformably with their
· Engineering appealed to the Court of Tax Appeals. CTA rendered a decision needs and requirements.
in favor of Engineering, declared exempt from the deficiency manufacturers sales
tax covering the period from June 1, 1948. to September 2, 1956. However,
petitioner is ordered to pay respondent, or his duly authorized collection agent, the
sum of P174,141.62 as compensating tax and 25% surcharge for the period from
1953 to September 1956. With costs against petitioner.

· Not satisfied, both appealed before the SC. Since the two cases are similar,
both will be tried together.

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Quiroga vs Parsons
G.R. No. L-11491
Subject: Sales
Doctrine: Contract of Agency to Sell vs Contract of Sale
Facts: On Jan 24, 1911, plaintiff and the respondent entered into a contract
making the latter an “agent” of the former. The contract stipulates that Don Andres
Quiroga, here in petitioner, grants exclusive rights to sell his beds in the Visayan
region to J. Parsons. The contract only stipulates that J.Parsons should pay
Quiroga within 6 months upon the delivery of beds.
Quiroga files a case against Parsons for allegedly violating the following
stipulations: not to sell the beds at higher prices than those of the invoices; to have
an open establishment in Iloilo; itself to conduct the agency; to keep the beds on
public exhibition, and to pay for the advertisement expenses for the same; and to
order the beds by the dozen and in no other manner. With the exception of the
obligation on the part of the defendant to order the beds by the dozen and in no
other manner, none of the obligations imputed to the defendant in the two causes
of action are expressly set forth in the contract. But the plaintiff alleged that the
defendant was his agent for the sale of his beds in Iloilo, and that said obligations
are implied in a contract of commercial agency. The whole question, therefore,
reduced itself to a determination as to whether the defendant, by reason of the
contract hereinbefore transcribed, was a purchaser or an agent of the plaintiff for
the sale of his beds.
Issue: Whether the contract is a contract of agency or of sale.
Held: In order to classify a contract, due attention must be given to its essential
clauses. In the contract in question, what was essential, as constituting its cause
and subject matter, is that the plaintiff was to furnish the defendant with the beds
which the latter might order, at the price stipulated, and that the defendant was to
pay the price in the manner stipulated. Payment was to be made at the end of
sixty days, or before, at the plaintiff’s request, or in cash, if the defendant so
preferred, and in these last two cases an additional discount was to be allowed for
prompt payment. These are precisely the essential features of a contract of
purchase and sale. There was the obligation on the part of the plaintiff to supply
the beds, and, on the part of the defendant, to pay their price. These features
exclude the legal conception of an agency or order to sell whereby the mandatory
or agent received the thing to sell it, and does not pay its price, but delivers to the
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principal the price he obtains from the sale of the thing to a third person, and if he
does not succeed in selling it, he returns it. By virtue of the contract between the
plaintiff and the defendant, the latter, on receiving the beds, was necessarily
obliged to pay their price within the term fixed, without any other consideration and
regardless as to whether he had or had not sold the beds.
In respect to the defendant’s obligation to order by the dozen, the only one
expressly imposed by the contract, the effect of its breach would only entitle the
plaintiff to disregard the orders which the defendant might place under other
conditions; but if the plaintiff consents to fill them, he waives his right and cannot
complain for having acted thus at his own free will.
For the foregoing reasons, we are of opinion that the contract by and between the
plaintiff and the defendant was one of purchase and sale, and that the obligations
the breach of which is alleged as a cause of action are not imposed upon the
defendant, either by agreement or by law.
Gonzalo Puyat & Sons v. Arco Amusement
G.R. No. L-47538; 20 June 1941
Laurel, J.
CONTRACT OF SALE, CONCEPTS | Agency to Sell
FACTS:
Arco Amusement was engaged in the business of operating cinematographs while
Gonzalo Puyat & Sons (GPS) was the exclusive agent in the Philippines for the
Starr Piano Company (SPC). Desiring to equip its cinematograph with sound
reproducing devices, Arco approached GPS, through its president, Gil Puyat, and
an employee named Santos. After some negotiations, it was agreed between the
parties that GPS would order sound reproducing equipment from SPC and that
Arco would pay GPS, in addition to the price of the equipment, a 10% commission,
plus all expenses such as freight, insurance, etc. When GPS inquired SPC the
price (without discount) of the equipment, the latter quoted such at $1,700.00 FOB
Indiana. Being agreeable to the price, Arco formally authorized the order. The
following year, both parties agreed for another order of sound reproducing
equipment on the same terms as the first at $1,600.00 plus 10% plus all other
expenses. 3 years later, Arco discovered that the prices quoted to them by GPS
with regard to their first 2 orders mentioned, were not the net prices but rather the
latter has obtained a discount from SPC thus, equipment is deemed overpriced
and GPS had to reimburse the excess amount.
ISSUE:
Is there a contract of agency?
HELD:
No. The contract between the petitioner and the respondent was one of purchase
and sale. The letters, Exhibits 1 and 2, by which the respondent accepted the
prices of $1,700.00 and $1,600.00, respectively, for the sound reproducing
equipment subject of its contract with petitioner, are clear in their terms and admit
no other interpretation that the respondent in question at the prices indicated which
are fixed and determinate. The respondent admitted in its complaint with the CFI
of Manila that the petitioner agreed to sell to it the first sound reproducing
equipment. To hold the petitioner an agent of the respondent in the purchase of
equipment and machinery from the SPC of Richmond, Indiana, is incompatible
with the admitted fact that the petitioner is the exclusive agent of the same
company in the Philippines. It is out of the ordinary for one to be the agent of both
the vendor and the purchaser.
Ker and Co., LTD vs Lingad
GR No. L-20871 April 30, 1971
Facts:
CIR assessed the sum of P20,272.33 as the commercial broker’s percentage tax,
surcharge, and compromise penalty against Ker & Co. Ker and Co. requested for
the cancellation of the assessment and filed a petition for review with the Court of
Tax Appeals. The CTA ruled that Ker and Co is liable as a commercial broker. Ker
has a contract with US rubber. Ker is the distributor of the said company. Ker was
precluded from disposing the products elsewhere unless there has been a written
consent from the company. The prices, discounts, terms of payment, terms of
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delivery and other conditions of sale were subject to change in the discretion of
the Company.
Issue:
Whether the relationship of Ker and Co and US rubber was that of a vendor-
vendee or principal-broker
Ruling:
The relationship of Ker and Co and US rubber was that of a principal-broker/
agency. Ker and Co is only an agent of the US rubber because it can dispose of
the products of the Company only to certain persons or entities and within
stipulated limits, unless excepted by the contract or by the Rubber Company, it
merely receives, accepts and/or holds upon consignment the products, which
remain properties of the latter company, every effort shall be made by petitioner
to promote in every way the sale of the products and that sales made by petitioner
are subject to approval by the company. Since the company retained ownership
of the goods, even as it delivered possession unto the dealer for resale to
customers, the price and terms of which were subject to the company’s control,
the relationship between the company and the dealer is one of agency.
Manila Trading and Supply Co. vs. Reyes
62 Phil 461 (GR No. L-43263)
October 31, 1935
J. Malcolm
Facts;
On December 13, 1933, following the enactment of Act No. 4122 or the Installment
Sales Law, E.M. Reyes executed in favor of the Manila Trading & Supply Co., a
chattel mortgage on an automobile as security for the payment of the sum of P400,
which Reyes agreed to pay in ten equal monthly installments. As found by the trial
judge, Reyes failed to pay some of the installments due on his obligation.
Thereupon the Manila Trading & Supply Co., proceeded to foreclose its chattel
mortgage. The mortgaged property was sold at public auction by the sheriff of the
City of Manila for the sum of P200, After applying this sum, with interest, costs,
and liquidated damages to Reyes' indebtedness, the latter owed the company a
balance of P275.47, with interest thereon at the rate of 12 percent per annum from
February 19, 1934.
When Reyes failed to pay the deficiency on the debt, the company instituted an
action in the Court of First Instance of Manila for the recovery thereof. To plaintiff's
complaint defendant filed an answer in which he pleaded as a defense that
plaintiff, having chosen to foreclose its chattel mortgage, had no further action
against defendant for the recovery of the unpaid balance owed by him to plaintiff,
as provided by Act No. 4122. After trial the lower court sustained defendant's
defense and rendered a judgment absolving him from the complaint, with costs.
From this judgment, the plaintiff has taken an appeal and here contends that the
lower court erred in not declaring Act No. 4122 of the Philippine Legislature
unconstitutional for the following reasons: (1) in that it embraces more than one
subject, (2) in that it unduly restrains the liberty of a person to contract with respect
to his property rights, (3) in that it is class legislation, and (4) in that it denies
vendors and lessors of personal property the equal protection of the laws.
Issues:
1.) Whether or not Act No. 4122 violates the constitutional provision "that no bill
which may be enacted into law shall embraced more than one subject and that
subject shall be expressed in the title of the bill.
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2.) Whether or not the said law violates the non-impairment clause.
Held:
Act No. 4122 known as the enforcement sales law is valid and enforceable.
The Philippine Legislature having had the purpose in mind in enacting Act No.
4122 to provide legislation concerning sales on the installment plan, this subject
was sufficiently expressed by indicating in the title that the law had to do with an
amendment of the Civil Code in the portion thereof given to purchase and sale.
Legislation should not be embarrassed by overly strict construction. The
constitutional provision " that no bill which may be enacted into law shall be
expressed in the title of the bill" while designed to remedy an evil was not designed
to require great particularity in stating the object of the law in its title.
Parties have no vested rights in particular remedies or modes of procedure, and
the Legislature may change existing remedies and modes of procedure without
impairing the obligations of contracts, provided an efficacious remedy remains for
the enforcement of a mortgage may not, even when public policy is invoked as an
excuse, be pressed so far as to cut down the security of a mortgage without
moderation or reason or in a spirit of oppression.
In the Philippines three remedies are available to the vendor who has sold
personal property on the installment plan. (1) He may elect to exact fulfillment of
the obligation (Bachrach Motor Co. vs. Millan [1935], 61 Phil 409). (2) If the vendee
shall have failed to pay two or more installments, the vendor may cancel the sale.
(3) If the vendee shall have failed to pay two or more installments, the vendor may
foreclose the mortgage if one has been given on the property. Act 4122 does no
more than qualify the remedy.
The question of the validity of an act is solely one of constitutional power.
Questions of expediency of motive or of results are irrelevant. Nevertheless it is
not improper to inquire as to the occasion for the enactment of a law.

Most constitutional issues are determined by the Court's approach to them. The
proper approach should be to resolve all presumptions in favor of the validity of an
act in the absence of a clear conflict between it and the constitution. All doubts
should be resolved in its favor.

Public policy, obvious from a statute, when defined and established by legislative
authority and when violative of no constitutional principle, should be perpetuated
by the Courts.