legal aspect

• Partnership: consists of two or more person
• partnership: registered with the securities and exchange commission (SEC)
• Unlimited liability: Joint liability
• 2 types of partnership are General Partnership and Limited Partnership
• General Partnership: all partners are liable for debts, obligations, and torts committed by any partner acting within the scope of his authority.
• Limited Partnership: at least one general partner who is personally liable for all debts and obligations of the firm; limited partners have no personal liability beyond their capital contribution to the partnership
• Art. 1767 By the contract of partnership two or more persons blind themselves contribute assets to a common fund with the intention dividing the profits among themselves.
• Juridical Entity: A personality distinct and separate from that of its member.
• Sole Proprietorship: Individual = full control/authority of all the assets, as well as personally answers all liabilities or losses.
• Corporation: A legal entity that is separate from its owners and is owned by shareholders.
• How much is the maximum person of an Corporation?

  15 persons
• Law: A rule of conduct
• Rule of conduct: laws are regulations to govern conduct.
• Article 19 of the civil code: Every person must, in the exercise of his rights and in the performance of his duties, act with justice, give everyone his due, and observe honesty and good faith.
• Obligation Art. 1156: A juridical necessity to give, to do, or not to do. A legal duty.
• Four definite elements of obligation

  1. An active subject
  2. A passive subject
  3. An object or the presentation
  4. The juridical
• The juridical tie or vinculum is based on the sources of obligation arising from either the law or contract.
• Contracts: Meeting of minds between two persons whereby one binds himself, with respect to the other, to give something or render service.
• Quasi-contracts: Refers to a lawful, voluntary, and unilateral act based on the maxim that no one shall unjustly enrich himself at the expense of another.
• 2 Types of Quasi-contracts: Solutio indebiti and Negotiorum gestio
• Acts or omissions punishable by law: Civil obligations arising from criminal offenses shall be governed by the penal laws, subject to the provisions of Article 2177, and of the pertinent provisions of Chapter 2, Preliminary Title, on Human Relations, and of Title XVIII of this Book, regulating damages
• Quasi-delict (Tort or Culpa Aquiliana): Acts or omissions that cause damage to another, there being fault or negligence, is obliged to pay for the damage done but without any pre-existing contractual relations between the party.
• • The creditor may have the obligation executed at the expense of the debtor Art. 1167
• • The creditor may demand damages from the debtor Art. 1170
• The obligor (debtor) cannot be forced to perform his obligation as it will constitute an involuntary servitude (laboring against the person that benefits another)
• • The creditor may have the same be undone at the debtor's expense Art. 1167
• Payment or performance: If the obligation is performed and paid correctly
• The loss of the thing due: If the said product is stolen. This does not apply to intermittent things.
• The condonation or remission of the debt: If it is canceled or stopped
• The confusion or merger of the rights of creditor and debtor: A>B>C>A
• Compensation: If both are in debt in equal amount to each other
• Novation: Changing their object or principal conditions; Substituting the person of the debtor; Subrogating a third person in the rights of the creditor.
• Common Carriers: Persons, corporations,firms or associations engaged in the business of carrying or transporting passengers or goods or both,by land,water, or air,for compensation,offering their services to the public.
• • If engaged in carrying passengers (paid the fare), from the nature of its business and for reasons of public policy, is bound to observe extraordinary diligence to ensure the safety of the passengers transported by them Article 1755
• Extraordinary Diligence: Extreme care and caution which very prudent and thoughtful persons use in securing and preserving their own property.
• Article 1761: The passenger must do his part in observing diligence to avoid injury to himself
• Article 1759: Common carriers are liable for the death or injuries to passengers through the negligence or willful acts of the former's employees, although such employees may have acted beyond the scope of their authority or in violation of the orders of the common carriers.
• Due diligence: Requires the formulation of rules and regulations for the guidance of employees and issuance of proper instructions as well as actual implementation and monitoring of consistent compliance with the rules
• The Seatbelt Law (RA 8750 Act 1999): The mandatory enforcement of the use of seatbelt devices by the drivers and front seat passengers of private and public motor vehicles 
• • The driver and front seat passengers of a public vehicle are required to wear or use their seatbelt devices