SECOND DIVISION

[G.R. No. 201417. January 13, 2016.]

ORIX METRO LEASING AND FINANCE CORPORATION , petitioner, vs.

CARDLINE, INC., MARY C. CALUBAD, SONY N. CALUBAD, and NG
BENG SHENG , respondents.

DECISION

BRION J :
BRION, p

We resolve the petition for review on certiorari challenging the January 6, 2012
decision 1 and April 16, 2012 resolution 2 of the Court of Appeals (CA) in CA-GR SP
No. 118226. The CA annulled the Regional Trial Court's (RTC) order to execute the
judgment against the respondents. The CA ruled that Cardline, Inc. (Cardline) had fully
satis ed its outstanding obligation by returning the leased properties to Orix Metro
Leasing and Finance Corporation (Orix).
THE ANTECEDENTS
Cardline leased four machines (machines) from Orix as evidenced by three
similarly-worded lease agreements. Cardline's principal stockholders and of cers —
Mary C. Calubad, Sony N. Calubad, and Ng Beng Sheng (individual respondents) —
signed the suretyship agreements in their personal capacities to guarantee Cardline's
obligations under each lease agreement.
Cardline defaulted in paying the rent: the unpaid obligations amounted to
P9,369,657.00 as of July 12, 2007. Orix formally demanded payment from Cardline but
the latter refused to pay.
Orix led a complaint for replevin, sum of money, and damages with an
application for a writ of seizure against Cardline and the individual respondents
(collectively, the respondents) before the RTC. The case was docketed as Civil Case No.
07-855.
The RTC issued a writ of seizure allowing Orix to recover the machines from
Cardline.
Thereafter, the RTC declared the respondents in default for failing to le an
answer, and allowed Orix to present evidence ex parte. The respondents led a motion
to set aside the order of default, but the RTC denied their motion. On May 6, 2008, the
RTC rendered judgment in Orix's favor and ordered the respondents to pay Orix, as
follows:
1. The sum of P9,369,657.00 or whatever may be the balance of
defendants' outstanding obligation still owing the plaintiff after
the recovery or sale of the [machines] as and by way of actual
damages (Section 9, Rule 60), in either case, with interest and penalty
charges as stipulated, from 12 July 2007 until fully paid;
2. As stipulated in the Continuing Surety, thirty (30%) percent of the total
amount due as Attorney's fees;

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 3. As stipulated in the Continuing Surety, twenty- ve (25%) percent of the
total amount due as liquidated damages; and
4. Expenses incurred in securing the leased properties through manual
delivery. (emphasis supplied)
On appeal, the respondents argued that the RTC erred in declaring them in
default. The CA, 3 and subsequently this Court, 4 denied the respondents' appeal. Our
denial in G.R. No. 189877 became final and executory.
Ng Beng Sheng led a petition for annulment of judgment. 5 He argued that the
RTC had no jurisdiction over his person since the summons was not properly served on
him. The CA denied the petition on the grounds of forum shopping and res judicata. The
CA explained that this issue had been addressed by the RTC in the order denying the
motion to set aside the order of default, and by the CA and the Supreme Court on
appeal. CAIHTE

In the main case, Orix led a motion for the issuance of a writ of execution which
the RTC granted in its December 1, 2010 order . Thereafter, the RTC clerk of court
issued a writ of execution commanding the sheriff to enforce the May 8, 2009
judgment. The respondents led a motion for a status quo ante order but the RTC
denied the motion.
Thereafter, the respondents led a petition for prohibition 6 under Rule 65 of
the Rules of Court before the CA. 7 They assailed the issuance of the December 1, 2010
order, arguing that their rental obligations were offset by the market value of the
returned machines and by the guaranty deposit.
THE CA RULING
The CA granted the petition, annulled the RTC's order dated December 1, 2010,
and prohibited the sheriff from executing the judgment dated May 6, 2008.
The CA based its decision on Sections 19.2 (d) 8 in relation with Section 19.3 9 of
the lease agreements. The CA ruled that the respondents' debt amounting to
P9,369,657.00 had been satis ed when Orix recovered the machines valued at
P14,481,500.00 and received the security deposit amounting to P1,635,638.89.
Considering that the judgment had been satis ed in full, the RTC's issuance of a writ of
execution was no longer necessary.
The CA denied Orix's motion for reconsideration; hence, this petition.
THE PARTIES' ARGUMENTS
In its petition, Orix argues that: (1) the market value of the returned machines and
the guaranty deposit do not offset the outstanding obligations; (2) the individual
respondents are solidarily liable to Orix and are not entitled to the bene t of excussion;
and (3) the respondents and their counsel engaged in willful and deliberate forum
shopping.
After the petition was led, Atty. Efren C. Lizardo withdrew his appearance and
Atty. David A. Domingo entered his appearance as the respondents' counsel.
In their comment, the respondents argue that: (1) the RTC's judgment should be
interpreted as follows: if Orix recovers the properties, their market values should be
deducted from the respondents' outstanding obligations; (2) the individual
respondents merely acted as guarantors, not as sureties; and (3) the respondents
committed no forum shopping because no cases were pending before the courts when
they filed the petition for prohibition.
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 OUR RULING
We find the petition partly meritorious .
We note at the outset that the RTC's May 6, 2008 judgment has attained nality
and can no longer be altered. Once a judgment becomes nal and executory, all that
remains is the execution of the decision. Thus, the RTC issued the December 1, 2010
order of execution. An order of execution is not appealable; 10 otherwise, a case would
never end. 11
As a rule, parties are not allowed to object to the execution of a nal judgment. 12
One exception is when the terms of the judgment are not clear enough and there
remains room for its interpretation. 13 If the exception applies, the respondents may
seek the stay of execution or the quashal of the writ of execution. 14 Although an order
of execution is not appealable, an aggrieved party may challenge the order of execution
via an appropriate special civil action under Rule 65 of the Rules of Court. 15 The special
civil action of prohibition is an available remedy against a tribunal exercising judicial,
quasi-judicial or ministerial powers if it acted without or in excess of its jurisdiction and
there is no other plain, speedy, and adequate remedy in the ordinary course of law. 16
In the present case, the respondents effectively argued that the terms of the
RTC's May 6, 2008 judgment are not clear enough such that the parties' agreement
must be examined to arrive at the proper interpretation. The respondents, however, did
not give the RTC an opportunity to clarify its judgment. The respondents led a special
civil action for prohibition before the CA without rst ling a motion to stay or quash
the writ of execution before the RTC. Hence, the petition for prohibition obviously
lacked the requirement that no "other plain, speedy, and adequate remedy" is available.
Thus, the petition should have been dismissed. DETACa

However, the CA gave due course to the petition. In granting the petition, the CA
ruled that the judgment had been satis ed; thus, there was no more judgment to
execute. To stress, the CA erred in granting the petition despite the availability of a
"plain, speedy, and adequate remedy."
Orix comes before us for a review of the CA's decision. The issues for resolution
are: (1) whether the CA correctly prohibited the RTC from enforcing the writ of
execution; (2) whether the individual respondents can invoke the bene t of excussion;
and (3) whether the respondents committed forum shopping.
I. Propriety of the CA's decision
The core issue presented in this case is whether the CA correctly prohibited
the RTC from enforcing the writ of execution . To resolve this issue, we must
determine whether the CA correctly interpreted this portion of the RTC's May 6, 2008
judgment:
The sum of P9,369,657.00 or whatever may be the balance of defendants'
outstanding obligation still owing the plaintiff after the recovery or
sale of the [machines] as and by way of actual damages . . . . (emphasis
supplied)
The CA cited Sections 19.2 (d) and 19.3 of the lease agreements in interpreting
the above-quoted judgment. The CA ruled that the balance of Cardline's debt was
P9,369,657.00, less the machines' market value and the guaranty deposit. After
applying this formula, the CA concluded that Cardline no longer owed Orix any
indebtedness so that no judgment needed to be executed.

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 We disagree with the CA's conclusion.
A review of these agreements shows that the CA erroneously relied on Sections
19.2 (d) and 19.3 of the lease agreements. The CA also erred in deducting the guaranty
deposit from the outstanding debt, contrary to the provisions of the lease agreements.
We review the lease agreements on two points: first, on whether the market
values of the returned machines were intended to reduce Cardline's debt; and second,
on whether the parties intended to deduct the guaranty deposit from the unpaid
obligation.
On the rst point, the machines' market values were not intended to reduce,
much less offset, Cardline's debt.
The lease agreements' default provisions are instructive. Section 19 17 of the
agreements provides that if Cardline fails to pay rent, Orix may cancel the agreements
and may avail of the following remedies under Section 19.2:
a) LESSOR may require LESSEE to surrender possession of the property . .
.;
xxx xxx xxx
d) Subject to the provisions of Section 19.3, after repossessing the property,
the LESSOR may re-lease or sell the PROPERTY to any third person, in
such manner and upon such terms as the LESSOR may solely deem
proper;

e) Recovery of all accrued and unpaid rental , including rentals up to

the time the PROPERTY is actually returned to the LESSOR . . .;"
(emphasis supplied)
Should Orix choose to re-lease or sell the machines after repossessing them
pursuant to Section 19.2 (d), Section 19.3 shall apply, to wit:
19.3 T h e proceeds derived from the sale or re-leasing of the PROPERTY,
shall . . . be applied rst to the expenses incurred by the LESSOR in
connection with the repossession, sale, or re-leasing of the PROPERTY, a
reasonable compensation for undertaking such sale or re-lease, all legal
costs and fees, OTHER AMOUNTS, and the balance, if any, to the RENTAL
due from the LESSEE. . . . . (emphasis supplied)
Applying these provisions, when Cardline defaulted in paying rent, Orix was
authorized to: (a) re-possess the machines; and (b) recover all unpaid rent. Considering
that Orix neither re-leased nor sold the machines, Sections 19.2 (d) and 19.3 are not
applicable. Thus, the CA erred in applying these provisions to the present case.
Even assuming that these provisions apply, Section 19.3 states that the net
"proceeds" derived from the sale, not the machines' market values, shall be applied to
the unpaid rent. Therefore, these contractual provisions do not support the
CA's stance that the machines' market values must be reduced from
Cardline's unpaid rent. aDSIHc
aDSIHc

As Orix correctly argued, the CA's decision leads to an absurd situation where
Cardline pays for its liabilities to Orix using Orix's own properties. The Court cannot
affirm this unreasonable and inequitable interpretation.
On the second point, Sections 6.1 and 19.2 (b) of the lease agreements
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 discuss the use of the guaranty deposit, to wit:
6.1 The LESSEE shall pay to the LESSOR simultaneously with the execution
of this Agreement, an amount by way of deposit (the "GUARANTY
DEPOSIT") as speci ed in the Lease Schedule, which deposit shall be held
as security for the faithful and timely performance by the LESSEE of its
obligations hereunder, as well as its compliance with all the provisions of
this Agreement, or of any extension or renewals thereof. Should the
PROPERTY be returned to the LESSOR for any reason whatsoever
including LESSEE's default under Section 19 hereof before the
expiration of this Agreement, then the GUARANTY DEPOSIT shall be
forfeited automatically in favor of the LESSOR as additional penalty
over and above those stipulated in Section 3.5 [on interest and penalty],
without prejudice to the right of the LESSOR to recover any unpaid
RENTAL as well as the OTHER AMOUNTS for which the LESSEE may be
liable under this agreement. (emphasis supplied)
19.2(b) The LESSOR may retain all amounts including any advance rental
paid to it hereunder as compensation for rent, use and depreciation of the
PROPERTY. Furthermore, the LESSOR may apply the GUARANTY DEPOSIT
towards the payment of liquidated damages. 18
These provisions are relevant to determine the parties' intent with respect to the
guaranty deposit. These provisions show that the parties did not intend to deduct the
guaranty deposit from Cardline's unpaid rent. On the contrary, the guaranty deposit was
intended to be automatically forfeited to serve as penalty for Cardline's default. In any
case, Orix retained the right to recover the unpaid rent but it had the option to consider
the guaranty deposit as liquidated damages. Notably, Orix did not exercise this option.
Thus, the CA erred when it deducted the guaranty deposit from Cardline's unpaid rent.
After examining the RTC's judgment under the lease agreements' lenses, we rule
that the return or recovery of the machines does not reduce Cardline's outstanding
obligation unless the returned machines are sold. No sale transpired pursuant to the
lease agreements. Moreover, the guaranty deposit was not meant to reduce Cardline's
unpaid obligation. Thus, Cardline's actual damages remain at P9,369,657.00.
In sum, we rule that the CA erroneously interpreted the RTC's May 6, 2008
judgment. Consequently, the CA erred in preventing the RTC from enforcing the writ of
execution.
II. The Benefit of Excussion
The second issue before us is whether the individual respondents are
entitled to the bene t of excussion . We note that this issue had already been
raised before the CA in G.R. 189877. The CA, as af rmed by the Court, ruled that the
issue cannot be raised for the first time on appeal.
For clarity, we briefly discuss this issue and rule in favor of Orix.
The terms of a contract govern the parties' rights and obligations. When a party
undertakes to be "jointly and severally" liable, it means that the obligation is solidary.
19 Furthermore, even assuming that a party is liable only as a guarantor, he can be held
immediately liable without the bene t of excussion if the guarantor agreed that his
liability is direct and immediate. 20 In effect, the guarantor waived the bene t of
excussion pursuant to Article 2059 (1) of the Civil Code.
In the present case, the records show that the individual respondents bound
themselves solidarily with Cardline. Section 31.1 21 of the lease agreements states that
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 the persons who sign separate instruments to secure Cardline's obligations to Orix
shall be jointly and severally liable with Cardline.
Even assuming arguendo that the individual respondents signed the continuing
surety agreements merely as guarantors, they still cannot invoke the bene t of
excussion. The surety agreements provide that the individual respondents' liability is
"solidary,
solidary, direct, and immediate and not contingent upon" 22 Orix's remedies
against Cardline. The continuing suretyship agreements also provide that the individual
respondents "individually and collectively waive(s)
waive in advance the bene t of excussion .
. . under Articles 2058 and 2065 of the Civil Code." 23
Without any doubt, the individual respondents can no longer avail of the bene t
of excussion.
III. Forum-Shopping
We now turn to whether the respondents committed forum shopping when they
filed the petition for prohibition before the CA.
Orix asserts that the respondents committed forum shopping by instituting
several actions essentially seeking to nullify the RTC's decision. ETHIDa

First, the respondents appealed before the CA to reverse the RTC's judgment
which held them liable for the unpaid rent. The CA, and subsequently this Court via a
petition for review on certiorari , 24 af rmed the RTC's judgment. The decision
became final and executory.
Second, Ng Beng Sheng led a petition for annulment of judgment , 25 dated
September 4, 2010, which the CA dismissed on the grounds of forum shopping and res
judicata.
Third, the respondents led the petition for prohibition, 26 dated February 21,
2011, to prevent the execution of the RTC's judgment.
We disagree with Orix's assertions.
Section 5 Rule 7 of the Rules prohibits forum shopping. The rule against forum
shopping seeks to address the great evil of two competent tribunals rendering two
separate and contradictory decisions. 27 Forum shopping exists when a party initiates
two or more actions, other than appeal or certiorari, grounded on the same cause to
obtain a more favorable decision from any tribunal. 28
The elements of forum shopping are: (i) identity of parties, or at least such
parties representing the same interest; (ii) identity of rights asserted and relief prayed
for, the latter founded on the same facts; (iii) any judgment rendered in one action will
amount to res judicata in the other action. 29
I n Reyes v. Alsons , 30 the petitioner led a petition for annulment of judgment
raising the issue of the RTC's lack of jurisdiction to enforce the lower court's judgment.
This Court held that this jurisdictional issue has been resolved in the previous cases
led by the petitioner. Thus, the petition for annulment of judgment was barred by res
judicata and the policy against forum shopping. 31
In the present case, the CA correctly denied Ng Beng Sheng's petition for
annulment of judgment. As in Reyes, the CA correctly reasoned out that the issue on
jurisdiction had been resolved with nality in the review on certiorari. Thus, the issue
could no longer be re-litigated.
After the denial of the petition for annulment of judgment, Ng Beng Shen joined
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 the other respondents in ling a petition for prohibition. We are now called upon to
ascertain whether the recourse to the petition for prohibition amounted to forum
shopping.
We rule in the negative.
The two cases led collectively by the respondents are similar only in that they
involve the same parties. The cases, however, involve different causes of actions. The
petition for review on certiorari was led to review the merits of the RTC's judgment. On
the other hand, the petition for prohibition respects the nality of the RTC's judgment
on the merits but interprets the dispositive portion in a way that would render the
execution unnecessary. Thus, the elements of forum shopping are not present in the
two cases.
Moreover, the resort to a remedy under Rule 65 is expressly allowed by the Rules
of Court. Section 1, Rule 41 of the Rules of Court provides that an aggrieved party may
le the appropriate civil action under Rule 65 to challenge an order of execution.
Accordingly, the respondents led their petition for prohibition under Rule 65 of the
Rules of Court.
With respect to Ng Beng Sheng's petition for annulment of judgment, the CA has
already ruled that the ling of the petition constituted forum shopping, speci cally due
to the jurisdictional issue raised. The petition for prohibition, however, involves a
different cause of action. Thus, there is no forum shopping.
To recap, first, the CA erred in preventing the execution of the RTC's judgment.
Nothing in the lease agreements' provisions supports the CA's ruling that the market
value of the returned machines and the guaranty deposit shall be deducted from
Cardline's unpaid rent. Second, the individual respondents are solidarily liable for
Cardline's obligations and are not entitled to the bene t of excussion. Finally, the
respondents did not commit forum shopping by filing the petition for prohibition.

With these matters clari ed, Orix should no longer be denied the fruits of its
victory. The RTC is hereby ordered to execute its long-final judgment.
WHEREFORE , we hereby GRANT the petition. The January 6, 2012 decision and
April 16, 2012 resolution of the Court of Appeals in CA-GR SP No. 118226 are hereby
REVERSED and SET ASIDE . Costs against the respondents.
SO ORDERED.
Carpio, Del Castillo, Mendoza and Leonen, JJ., concur.
Footnotes

1. Rollo, pp. 102-110; penned by Associate Justice Stephen C. Cruz and concurred in by
Associate Justices Vicente S.E. Veloso and Socorro B. Inting.

2. Rollo, pp. 112-114.

3. This was docketed as CA-G.R. CV No. 91626.

4. This was docketed as G.R. No. 189877, rollo, pp. 134-136.

5. This was docketed as CA-G.R. SP No. 115904.

6. With an application for temporary restraining order and/or preliminary injunction.

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 7. This was docketed as CA-G.R. SP No. 118226.

8. 19.2 (d): "Subject to the provisions of Section 19.3, after repossessing the PROPERTY, the
LESSOR may re-lease or sell the PROPERTY to any third party, in such manner and
upon such terms and conditions as the LESSOR may solely deem proper.", rollo, p.
195.

9. 19.3: "The proceeds derived from the sale or re-leasing of the property, shall, as and when
received by the LESSOR, be applied rst to the expenses incurred by the LESSOR in
connection with the repossession, sale, or re-leasing of the PROPERTY, a reasonable
compensation for undertaking such sale or re-lease, all legal costs and fees, OTHER
AMOUNTS, and the balance, if any, to the rental due from the LESSEE. In case the
proceeds from such sale or re-lease are not suf cient to cover all amounts payable
by the LESSEE to the LESSOR, the LESSEE shall be liable to the LESSOR for the
deficiency.", rollo, p. 195.
10. Section 1 (f), Rule 41 of the Rules of Court.

11. Philippine Amusement and Gaming Corporation v. Aumentado, Jr. , G.R. No. 173634, July
22, 2010, 625 SCRA 241.

12. Vargas v. Cajucom, G.R. No. 171095, June 22, 2015.

13. Id. and Reburiano v. Court of Appeals , G.R. No. 102965, January 21, 1999, 301 SCRA 342.
Other exceptions are: (i) the writ of execution varies the judgment; (ii) there has been
a change in the situation of the parties making the execution inequitable or unjust;
(iii) execution is sought to be enforced against property exempt from execution; (iv) it
appears that the controversy has [never] been submitted to the jurisdiction of the
court; or (v) it appears that the writ of execution has been improvidently issued, or
that it is defective in substance, or issued against the wrong party, or that the
judgment debt has been paid or otherwise satis ed, or the writ was issued without
authority.

14. Abrigo v. Flores, G.R. No. 160786, June 17, 2013 698 SCRA 559.

15. RULES OF COURT, Rule 41, Section 1 (f).

16. RULES OF COURT, Rule 65, Section 2.

17. Section 19 Default:

19.1 "The LESSEE shall be deemed in default upon the occurrence of any of the
following events: (a) failure to pay any rentals and/or OTHER AMOUNTS
provided in Section[s] 3.3 and 3.5 when the same becomes due and payable; . . . ."

19.2 "Upon default by the LESSEE, the LESSOR shall have the option to cancel this
contract without further notice, in which case the following remedies accrue
immediately to the LESSOR, in addition to any other remedies available to it
hereunder and under the law: . . . ."

18. Rollo, pp. 193 and 195.

19. International Finance Corporation v. Imperial Textile Mills, Inc. , G.R. No. 160324,
November 15, 2005, 475 SCRA 149-150.

20. Tupaz v. Court of Appeals, G.R. No. 145578, November 18, 2005, 475 SCRA 398-399.

21. 31.1 "If there is more than one LESSEE or if surety or sureties should sign this Lease
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 Agreement or other instrument for the purpose of securing the obligations of
the LESSEE to the LESSOR, it is understood that the liability of each and all of such
lessees [or] the sureties shall be joint and several with that of the principal
LESSEE.", rollo, p. 197.

22. Rollo, p. 229.

23. Ibid.

24. This was docketed as G.R. No. 189877.

25. This was docketed as CA-G.R. SP No. 115904.

26. This was docketed as CA-G.R. SP No. 118226.

27. Arevalo v. Planters Development Bank , G.R. No. 193415, April 18, 2012, 670 SCRA 252,
267; citing Guevara v. BPI Securities Corporation , G.R. No. 159786, August 15, 2006,
498 SCRA 613, 615.

28. Government Service Insurance System (GSIS) v. Group Management Corporation, G.R. No.
167000 and 169971, June 8, 2011, 651 SCRA 281, 283; Chavez v. Court of Appeals ,
G.R. No. 174356, January 20, 2010, 610 SCRA 399.

29. Chavez v. Court of Appeals, Id. at 400.

30. G.R. No. 153936, March 2, 2007, 517 SCRA 244.

31. Id.

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