OBLIGATIONS AND CONTRACTS creditor or obligee (he who has the right to the

Notes by: KDR performance of the obligation) for the violation of his
rights.
CHAPTER 1 - GENERAL PROVISIONS
The debtor must comply with his obligation whether he likes or
not. Failure to comply will result in harmful or undesirable legal
Article 1156. An obligation is a juridical necessity to give,
to do, or not to do. consequences.

If obligations were not made enforceable, then people can

OBLIGATION disregard them with impunity.
●​ Derived from the Latin word “obligatio” which means a ​
“tying” or “binding” ​ IMPUNITY - being free from consequences.
This means that if obligations were not made
1)​ It is a tie of law or juridical bond by virtue of which enforceable then people can ignore them without
one is bound in favor of another to render something. facing any consequences.
This may consist in giving a thing, doing a certain act,
or not doing a certain act. NATURAL OBLIGATION - an obligation that cannot be enforced
2)​ Manresa defines it as “a legal relation established
between one party and another, whereby the latter is ESSENTIAL REQUISITES OF AN OBLIGATION [P-A-O-J]
bound to the fulfillment of a prestation which the An obligation as defined in Article 1156 is constituted upon the
former may demand of him” concurrence of the 4 essential elements:

Prestation refers to the object of the obligation, 1)​ A passive subject (the doer called debtor or obligor) -
which is what the debtor is required to give, to do, the person who is bound to the fulfillment of the
or not to do for the benefit of the creditor. obligation. It is he who has a duty.
2)​ An active subject (called creditor or obligee) - the
It is the performance or the thing that must be person who is entitled to demand the fulfillment of the
delivered or executed to fulfill the obligation.
obligation. It is he who has a right.
Types of Prestation: 3)​ Object or prestation - the subject matter of the
To give - Delivery of a thing (e.g., delivering a car as obligation or conduct required to be observed by the
part of a sale). debtor. It may consist in giving, doing, or not doing.
To do - Performing an act or service (e.g., repairing
a house). ​ Without prestation, there is nothing to perform.
Not to do - Abstaining from an act (e.g., agreeing
not to open a competing business).
In bilateral obligations, the parties are reciprocally
debtors and creditors

3)​ Article 1156 gives the Civil Code definition of 4)​ A juridical or legal tie (also called efficient cause or
obligation. Our law stresses the duty of the debtor or vinculum juris) - that which binds or connects the
obligor (he who has the duty of giving, doing, or not parties to the obligation. The tie in obligation can be
doing) when it speaks of obligation as a juridical determined by knowing the source of the obligation.
necessity.
Can be brought down to 3: passive subject, active subject, object,
OBLIGEE - Creditor (has the right to demand) [Ogee-C-D] reason for the basis of obligation
OBLIGOR - Debtor (doer; has to perform the obligation)
[O-D-D] Example:

JURIDICAL NECESSITY Under a building contract, X bound himself to construct a

Obligation is a juridical necessity because in case of house for Y for P1,000,000.00.
non-compliance, the courts of justice may be called upon to
enforce its fullfilment or, in default thereof, the economic value Here, X is the passive subject, Y is the active subject,
that it represents. the building of the house is the object or prestation,
and the agreement or contract, which is the source of
The debtor may also be made liable for damages. the obligation, is the juridical tie.

DAMAGES - the sum of money given as a Suppose X had already constructed the house and it was the
compensation for the injury or harm suffered by the agreement that Y would pay X after the construction is
finished.
 Illustrative case:
X, then, becomes the active subject and Y, the passive
subject. FACTS: A judgment was rendered by a justice of the peace
court (now municipal court) in favor of X who brought an
FORM OF OBLIGATION is not essential ejectment suit against Y, the owner of the house built on the
land of X. Z, the deputy sheriff who executed the judgment,
was obliged to remove the house of Y from the land according
General rule: The law does not require any form in
to the usual procedure in the action for ejectment.
obligations arising from contracts for their validity or
binding force.
ISSUE: Is Y entitled to indemnity arising from the destruction of
his house?
Obligations arising from other sources do not have any form at
all. HELD: No proof has been submitted that a contract had been
entered into between Y (plaintiff) and X and Z (defendants) or
DISTINCTION ON THE NATURE OF OBLIGATIONS UNDER THE that the latter had committed illegal acts or omissions or
CIVIL CODE incurred in any kind of fault or negligence, from any of which
an obligation might have arisen on the part of X and Z to
CIVIL OBLIGATION NATURAL OBLIGATION
indemnify Y. The claim of indemnity on account of the sheriff
As to enforceability: As to enforceability: removing the house of Y cannot be sustained.

Obligations which give to the Matter of conscience. LAW / LEGAL OBLIGATIONS [Keyword: expressly determined]
creditor or obligee a right to
enforce in court. Obligations which do not ART. 1158. Obligations derived from law are not presumed.
grant a right of action to Only those expressly determined in this Code or in special
enforce their performance. laws are demandable, and shall be regulated by the precepts
of the law which establishes them; and as to what has not
In case of voluntary been foreseen, by the provisions of this Book.
fulfillment by the debtor, the
debtor may not recover what
●​ They are not presumed because they are considered a
has been delivered or
rendered by reason. burden upon the obligor. They are the exception, not
the rule.
As to basis: As to basis: ●​ To be demandable, they must be clearly set forth in
the law (i.e. Civil Code or special laws)
Based on positive law Based on equity and natural
law Example:

SOURCES OF OBLIGATIONS 1) An employer has no obligation to furnish free legal

1)​ Law assistance to his employees because no law requires this, and,
2)​ Contracts therefore, an employee may not recover from his employer the
3)​ Quasi-contracts amount he may have paid a lawyer hired by him to recover
a)​ Negotiorum gestio damages caused to said employee by a stranger or strangers
b)​ Solutio indebiti while in the performance of his duties.
c)​ Other quasi-contracts
4)​ Delicts/crimes 2) A private school has no legal obligation to provide clothing
5)​ Quasi-delicts allowance to its teachers because there is no law which
a)​ Distinction between quasi-delict and crime imposes this obligation upon schools. But a person who wins
b)​ Liability for the fault of tohers money in gambling has the duty to return his winnings to the
c)​ Civil liability arising from crime loser. This obligation is provided by law.

Actually, there are only two sources: law and contracts because Illustrative cases:
obligations arising from quasi-contracts, crimes, and 1) Liability of husband for medical assistance rendered to his
quasi-delicts are really imposed by law. wife but contracted by his parents

Where the source of the obligation is a private act, the law FACTS: X, by virtue of having been sent for by B and C,
merely recognizes the existence of the obligation. attended as physician and rendered professional services to a
daughter-in-law of B and C during a difficult and laborious
childbirth.
ISSUE: Who is bound to pay the bill: B and C, the parents-in-law
The law recognizing the obligatory force of contracts will not
of the patient, or the husband of the latter?
permit a party to be set free from liability for any kind of
misperformance of the contractual undertaking.
HELD: The rendering of medical assistance in case of illness is
●​ Failure of compliance justify prima facie, a
comprised among the mutual obligations to which spouses are
corresponding right of relief.
bound by way of mutual support. If spouses are mutually
bound to support each other, there can be no question that
A prima facie breach refers to a situation where
when either of them by reason of illness should be in need of
there is enough initial evidence to show that
medical assistance, the other is to render the unavoidable
someone failed to fulfill their obligation under a
obligation to furnish the services of a physician and is liable for
contract, law, or duty.
all expenses, including the fees for professional services.

This liability originates from the above-mentioned mutual In law, whatever fairly puts a person on inquiry is sufficient
obligation which the law has expressly established between notice, where the means of knowledge are at hand, which if
the married couple. B and C not having personally bound pursued by proper inquiry, the full truth might have been
themselves to pay are not liable. ascertained.
●​ Ex: Thus, where a purchaser of a memorial lot, on
2) Title to property purchased by a person for his own benefit installment basis, had full knowledge of the terms
but paid by another and conditions of the sale, including the rules and
regulations issued by the seller governing the
FACTS: X, of legal age, bought two vessels from B, the memorial park, to which she obliged herself to abide,
purchase price thereof being paid by C, X’s father. cannot later feign ignorance of said rules.
Subsequently, differences arose between X and C. The latter
brought action to recover the vessels, he having paid the If one of the contracting parties allege some defect in a
purchase price. contract as a reason for invalidating it, the alleged defect must
ISSUE: Is there any obligation on the part of X to transfer the be proved by him with convincing evidence since its validity or
ownership of the vessel to C? compliance cannot be left to will of one of them.
HELD: None. If any such obligation was ever created on the ●​ A contracting pary must learn and know the contents
part of X, said obligation must arise from law. But obligations of the instrument before signing it.
derived from law are not presumed. Only those expressly ●​ Ex: An experienced businessman who signs important
determined in the Civil Code or in special laws are legal papers cannot disclaim the consequent
demandable. Whatever right C may have against X either for liabilities therefor after being a signatory thereon.
the recovery of the money paid or for damages, it is clear that
such payment gave him no title, either legal or equitable, to Courts have to enforce contracts as they were agreed upon
these vessels. and written when the terms are clear and leave no room for
interpretation.
Note: If X were a minor, the vessels would belong to C in ●​ This does not mean that a contract is superior to the
ownership and usufurct under Article 161 of the Civil code. law.
Under Article 1448, the payment may give rise to a gift or an ●​ Although a contract is the law between contracting
implied trust. parties, the provisions of positive law which regulate
such contracts shall limit and govern the relations
CONTRACTS [Keyword: force of law] between the parties.

ART. 1159. Obligations arising from contracts have the

A compromise agreement is immediately executory and not
force of law between the contracting parties and should be
complied with in good faith. appealable, except for vices of consent or forgery.
●​ It has the effect of res judicata between the parties.
Obligations arising from contracts have the force of law.
●​ To have the force of law between parties, it must
comply with the requisites of contracts. It may be
CONTRACT
either extrajudicial (to prevent litigation) or judicial (to
●​ A meeting of minds between two persons whereby
end a litigation)
one binds himself, with respect to the other, to give
something or to render some service.
REQUIREMENTS OF A VALID CONTRACT
●​ Have a binding force
A contract must be valid and enforceable. It is valid when:
●​ It is not contrary to law, morals, good customs, public
Once perfected, valid contracts have the force of law between
order, and public policy..
the parties who are bound to comply in good faith, and neither
one may renege (back out) without the consent of the other.
A contract is invalid or void when:
 ●​ It is contrary to law, morals, good customs, public 1) Binding force of an oral agreement inconsistent with a prior
order, and public policy. written one.

Where Contract Requires Approval By The Government FACTS: X verbally agrees to pay Y the balance of an account in
Where a contract is required to be verified and approved by the advance, notwithstanding the different stipulation of a prior
government before it can take effect, such contract becomes written agreement.
the law between the contracting parties only when approved.
ISSUE: Is X bound to perform said obligation?
Where there is nothing in it which is contrary to law, etc., then
the validity must be sustained. HELD: Yes. Since he agreed to pay Y the balance of the
account independently of the terms of the written contract, he
COMPLIANCE IN GOOD FAITH must perform his obligation to pay according to the tenor of
This means compliance in accordance with the stipulations or his verbal agreement which
terms of the contract. has the force of law between them.

Good faith and fair dealing must be observed to prevent one 2) Validity of contract stipulating that in case of failure of
party from taking unfair advantage over the after. debtor to pay amount of loan, his property shall be considered
sold to creditor.
Evasion by a party of legitimate obligations after receiving the
benefits under the contract would constitute unjust enrichment FACTS: D borrowed from C money to be paid within a certain
on his part. period, under the agreement that, if D fails to pay at the
expiration of said period, the house and lot described in the
5) LIABILITY FOR BREACH OF CONTRACT contract would be considered sold for
Although the contract imposes no penalty for its violation, a the amount of the loan.
party cannot breach it with impunity.
D failed to pay as promised. C brought action for the delivery of
Our law on contracts recognizes the principle that actionable the house and lot.
injury inheres in every contractual breach.
ISSUE: Are both contracts valid and, therefore, should be given
The failure of either party to a contract to demand effect?
performance of the obligation of the other for an unreasonable
length of time may render the contract ineffective when the HELD: Yes. The fact that the parties have agreed at the same
contract does not provide for the period within which the time, in such a manner that the fulfillment of the promise of
parties may demand the performance of their respective sale would depend upon the non-payment or return of the
undertakings but did not indicate that it could be made amount loaned has not produced any change in the nature and
indefinitely. legal conditions of either contract, or any essential defect
which would nullify them.
The failure of a party to respond to a demand letter in the
absence of other circumstances making an answer a As the amount loaned has not been paid and continues in
requirement does not constitute an implied admission of possession of the debtor, it is only just that the promise of sale
liability. be carried into effect, and the necessary instruments be
executed. That which is agreed to in a
6) PRESERVATION OF INTEREST OF PROMISEE contract is law between the parties, and must be enforced.
A breach upon the contract confers upon the injured party a 3) Validity of contract for attorney’s fees where amount
valid cause for recovering which may have been lost or stipulated is unreasonable.
suffered.
FACTS: D executed a promissory note in favor of C for the
The remedy is to preserve the interest of the promisee of purchase price of a truck sold by the latter. In the note, D bound
having the benefit of his bargain, or in being reimbursed for himself to pay an additional 25% as attorney’s fees in the event
loss caused by reliance on the contract, or in having restored to of becoming it necessary for C to employ counsel to enforce
him any benefit that he has conferred on the other party. its collection.

The effect of every infraction is to create a new duty which is to ISSUE: Has the court the power to ignore the contract as to
recompensate to the one who has been injured by the failure of attorney’s fees, considering that a contract has the force of law
another to observe his contractual obligation unless he can between the contracting parties?
show extenuating circumstances.
HELD: Yes. Where no special agreement is made by the parties
Illustrative cases with reference thereto, the courts are authorized to determine
the amount to be paid to an attorney as reasonable
compensation for his professional services; and even where
Art. 2144.
parties have made a written agreement as to the fee, the
Negotiorium gestio does not arise in either of these:
courts have the power to ignore their contract, if the amount
1)​ When the property or business is not neglected or
fixed is unconscionable or unreasonable, and to limit the fee to
abandoned
a reasonable amount.
2)​ If the manager has been tacitly authorized by the
owner (ex: neighbor paki tingin ng bahay ko. That’s
QUASI-CONTRACTS [Key concept: voluntary, unilateral acts]
tacit)

ART. 2142. Certain lawful, voluntary and unilateral acts give

2) SOLUTIO INDEBITI (payment not due) - this is based on
rise to the juridical relation of quasi-contract to the end that
no one shall be unjustly enriched or benefited at the equity
expense of another
There is solutio indebiti when:
Note: unilateral means there is no relationship with other party.
a)​ Payment is made when there exists no binding
relation between the payor, who has no duty to pay,
A quasi-contract is the juridical relation resulting from certain
and the person who received the payment; and
lawful, voluntary and unilateral acts which the parties become
b)​ Payment is made through mistake, and not through
bound to each other so that no one will be unjustly enriched or
liberality or some other cause.
benefited at the expense of another.

Ex: You ordered from Lazada and shipped to 34 Hibbard but was
Note: This is not a contract at all. There is no mutual consent.
delivered to house 32. → This was delivered by mistake.
No meeting of the minds.

Occupant of house 32 should deliver. If gi angkon, he has an

CONTRACT QUASI-CONTRACT obligation to reimburse. If he does not reimburse, it becomes
unjust enrichment. Dre would have suffered damages
There is a meeting of the There is no consent.
minds or consent.
The law considers the
The parties must have parties as having entered CASE OF CBK
deliberately entered into a into a contract, regardless of
formal agreement. intention, so as to prevent The payment of input tax was not made through mistake,
injustice. since the petitioner was legally obligated to pay for that
liability.
If someone claims they benefited another person because of a
There is solutio indebiti if the entity pays taxes that are not
contract with a third party, that someone may sue (seek relief) due. They are exempt from tax but they paid the taxes. There
the third party. was no obligation in the first place.

The third party can then take action against the person who
benefited, if there are valid grounds.
OTHER QUASI CONTRACTS [2164-2175]
KINDS OF QUASI CONTRACTS ARTICLE 2167 (article of the good samaritan)
When through an accident or other cause a person is injured
1) NEGOTIORIUM GESTIO (officious management) or becomes seriously ill, and he is treated or helped while he
●​ The voluntary management of the property or affairs is not in a condition to give consent to a contract, he shall be
liable to pay for the services of the physician or other person
of another (owner) without the knowledge or consent
aiding him, unless the service has been rendered out of pure
of the owner. generosity.

Ex: If through the efforts of X (neighbor), the house of Y was ARTICLE 2168
saved from being burned, Y has the obligation to reimburse X When during a fire, flood, storm, or other calamity, property
for the expenses X incurred although Y did not actually give his is saved from destruction by another person without the
knowledge of the owner, the latter is bound to pay the
consent to the act of X in saving his house on the principle of
former just compensation
quasi-contract.

–
DELICTS / CRIMES
 Example:
ART. 1161. Civil obligations arising from criminal offenses
shall be governed by the penal laws….. X stole the car of Y. If X is convicted, the court will order X:
1)​ To return the car (or to pay its value if it was lost or
destroyed)
General Rule: Every person criminally liable for a felony is 2)​ To pay for any damage caused to the car;
also civilly liable. [Art. 100, RPC] 3)​ To pay such other damages suffered by Y as a
consequence of the crime.

Civil liability includes / 3 ways to compensate the victim: SUBSIDIARY LIABILITY FOR CRIME
1)​ Restitution - Return of the object to the victim Innkeepers, tavern keepers and any other persons or
2)​ Reparation for the damage caused - Payment in lieu corporations
of the return ; Court determines amount of damage ●​ Shall be civilly liable for crimes committed in their
3)​ Indemnification for consequential damages - Days establishment, in all cases where a violation of
that the victim was not able to work ; not only caused municipal ordinances or some general or special
by the third party but also those suffered by his family police regulation shall have been committed by them
or a third person of the crime or their employees.

The commission of an offense has 2 effects: The above is also applicable to employers, teachers, persons
1)​ On the public as it breaches social order and corporations engaged in any kind of industry for felonies
2)​ Upon the private individual as it causes personal committed by their servants, pupils, apprentices, or employees
sufferings or injury in the discharge of their duties.

Crimes which cause no material damage = there is no civil NOTE: Employers are subsidiarily liable for crime of an
liability to be enforced. But a person not criminally responsible employee when it is commited in the functions or duties of the
may still be liable civilly. employee.

RULE: Civil liability is impliedly instituted in the criminal BUT if the action is based on contract, and not upon the
case. employee being convicted of a crime, the liability of the
employer is primary and independent, not merely subsidiary.
Only the civil liability arising from the offense charged is
QUASI-DELICTS or TORTS [Keyword: fault or negligence]
deemed instituted with the criminal action unless:
1)​ Offended party waives the civil action, reserves his Art 2176. Whoever by act or omission causes damage to
right to institute it separately, or institutes the civil another, there being fault or negligence, is obliged to pay for
action prior to the criminal action. the damage done. Such fault or negligence when there is no
2)​ There is no more need for a reservation of the right to pre-existing contractual relation between the parties, is
called quasi-delict.
file the independent civil actions under Articles 32, 33,
34 and 2176 of the Civil Code.
QUASI-DELICT
The reservation and waiver refers to the civil action for the ●​ An act or omission by a person (tort feasor) which
recovery of the civil liability arising from the offense charged. causes damage to another in his person, property, or
rights giving rise to an obligation for the damage
This does not include recovery of civil liability under Articles 32, done.
33, 34 and 2176 of the Civil Code of the Philippines arising from ●​ There is fault or negligence but there is no
the same act or omission which may be prosecuted separately pre-existing contractual relation between the parties.
even without a reservation. ●​ There is failure to exercise diligence.

CASE OF HAMBON REQUISITES OF QUASI-DELICT

There must be:
When a criminal action is instituted, the civil action for the 1)​ Act or omission by the defendant
recovery of civil liability is impliedly instituted with the 2)​ Fault or negligence of the defendant
criminal action, unless the offended party waives the civil
3)​ Damage caused to the plaintiff
action, reserves his right to institute it separately, or
institutes the civil action prior to the criminal action. 4)​ Direct relation or connection of cause and effect
between the act or omission and the damage
To be able to pursue a separate civil case, 5)​ No pre-existing contractual relation between the
parties
NEGLIGENCE - Failure to observe diligence
CASE OF ISAAC VS AMMEN (Common Carrier / Contract of
●​ Failure to observe for the protection of the interests of Carriage)
another person, that degree of care, precaution and
vigilance which the circumstances justly demand, For common carriers, extraordinary diligence is required.
whereby such other person suffers injury.
Their defense is that they exercised extraordinary diligence
KINDS OF NEGLIGENCE
1)​ Culpa aquiliana or culpa extra-contractual - Art. 1756. In cases of death or injury to passengers,
common carriers are presumed to have been at fault or
negligence as a source of obligation, a quasi-delict
negligent unless they prove they exercised extraordinary
2)​ Culpa contractual - negligence in the performance of diligence.
a contract
On contributory negligence:

CASE OF SALUDAGA VS FEU - Civil liability arising from Contributory negligence - where the injured party is partly at
contract fault for their own injury or damage. This means that their
own negligence contributed to the harm they suffered
Whether or not FEU failed to fulfill its contractual obligation
to Saludaga as its student. Contributory negligence is held to reduce the liability.

Yes, FEU violated its contractual obligation to Saludaga. If may fault si Ammen, it does not disappear completely.

It is settled that in culpa contractual, the mere proof of the

existence of the contract and the failure of its compliance
justify, prima facie, a corresponding right of relief. DELICT/CRIME VS QUASI-DELICT

When petitioner was shot inside the campus bythe security DELICT QUASI-DELICT
guard who was hired to maintain peace and secure the
premises, there is a prima facie showing that respondents There is criminal or There is only negligence.
failed to comply with its obligation to provide a safe and malicious intent or criminal
secure environment to its student. negligence.

Affects public interest Affects private interest

3)​ Culpa criminal - criminal negligence
2 liabilities: 1 liability:
●​ Criminal ●​ Civil​
CASE OF ABROGAR ●​ Civil

Minimum diligence required is the diligence of a good father

of the family. Purpose: punishment Purpose: indemnification of
the offended party
Negligence is the failure to observe for the protection of the
interests of another person that degree of care, precaution, Criminal liability cannot be Subject to compromise as
and vigilance which the circumstances justly demand, compromised or settled by any other civil liability
whereby such other person suffers injury the parties themselves
To determine the existence of negligence, the following Guilt of the accused must be The fault or negligence need
time-honored test has been set in Picart v. Smith: proved by reasonable doubt only to be proved by
preponderance of evidence
The test by which to determine the existence of negligence
in a particular case may be stated as follows: ^ This is the standard of
proof which means that the
Did the defendant in doing the alleged negligent act use that evidence presented by one
reasonable care and caution which an ordinarily prudent party is more credible than
person would have used in the same situation? the other.
If not, then he is guilty of negligence.
The person responsible for Their liability is direct and
someone else's negligent primary (they are
act is only secondarily liable immediately responsible for
(they pay if the main paying)
offender can't.)

Both crime and quasi-delict:

PROHIBITION OF DOUBLE RECOVERY - Recovery of damages
twice for the same act or omission prohibited.
 FACULTATIVE
DILIGENCE OF EMPLOYERS ●​ Only one prestation has been agreed upon but
An employer may be held civilly liable for the quasi-delict or another may be given in substitution
crime of his employee

Liability of employers for Liability of employers for

employees’ quasi-delict employees’ crime/delict

Primary liability. Subsidiary liability.

Can be sued directly by the Employee must have first

injured party and after he been convicted and
has paid the damages to sentenced to pay civil
such injured party, he can indemnity and it must be
recover from his employee shown that he is insolvent in
amount paid by him. order that employee may be
liable.

Employer can avoid liability Liability is absolute and

by proving that he exercised cannot avail of the defense
the diligence of a good by proof of such diligence
father of a family to prevent
damage.

All employers, whether they Employer is liable only when

are engaged in some he is engaged in some kind
enterprise or not, are liable of business or industry
for the acts of their (during performance of
employees including house duty).
helpers.

CLASSIFICATIONS OF OBLIGATIONS

PRIMARY CLASSIFICATION UNDER THE CIVIL CODE

1) PURE AND CONDITIONAL

PURE
●​ This is demandable at once.
●​ One whose effectivity or extinguishment does not
depend upon the fulfillment or non-fulfillment of a
condition or upon the expiration of a period

CONDITIONAL
●​ One whose effectivity is subordinated to the
fulfillment of a future and uncertain event or upon a
past event unknown to the parties

2) OBLIGATIONS WITH A PERIOD

WITH A PERIOD TERM (time of demandability)

An obligation which depends upon a future and certain event.

3) ALTERNATIVE AND FACULTATIVE

ALTERNATIVE
●​ Bound by different prestations but only one is due