- Petitioner
- Insular Life Assurance
- Respondent
- Court of Appeals
- Citation
- G.R. No. 126850
- Court
- Supreme Court
- Division
- Second Division
- Ponente
- Austria-Martinez, J.
- Decided
- April 28, 2004
Summary
This case involved interpretation of an 'option to renew' clause in a lease contract between Insular Life and Sun Brothers. Sun Brothers claimed unilateral right to renew the lease under existing terms, while Insular argued renewal required mutual agreement on new terms. The Supreme Court examined the entire contractual relationship dating back to 1958, finding that the original contract provided for renewal subject to mutually agreed terms. The Court noted that previous renewals in 1977 and 1987 involved negotiations, confirming the bilateral nature of the renewal process. Sun Brothers' sudden claim of unilateral right in 1992, after decades of negotiated renewals, was found to be in bad faith. The decision established that contract interpretation must consider the totality of agreements and parties' consistent course of conduct, not isolated clauses.