Short answer. Yes, before acceptance. Article 1311 of the Civil Code allows a third person to demand fulfillment of a benefit built into a contract, but only if they communicated their acceptance to the obligor before any revocation. Until that acceptance is made, the contracting parties may revoke the benefit.
What the law says
If a contract should contain some stipulation in favor of a third person, he may demand its fulfillment provided he communicated his acceptance to the obligor before its revocation.
Civil Code, Article 1311 — Relativity of Contracts; Stipulation Pour Autrui. Read the full provision →
What a stipulation pour autrui is
A stipulation pour autrui is a contractual benefit deliberately conferred on a third person who is not a party to the agreement. Article 1311 of the Civil Code recognizes these and gives the third person a right to demand fulfillment — but only if they accepted the benefit before it was revoked. The benefit does not automatically vest in the third person just because the contract mentions them. They must act — they must communicate their acceptance to the obligor (the party who is bound to perform) before the contracting parties decide to revoke it.
The revocation window: before acceptance
The right to revoke exists before the third person's acceptance has been communicated. Once the third person accepts — and communicates that acceptance to the obligor — the benefit is locked in. The two contracting parties can no longer take it back on their own. They may have agreed to create the benefit together, but they cannot jointly extinguish it unilaterally once the third person has validly accepted it. This is the key timing dynamic: revoke before acceptance, and the benefit disappears; wait until after, and you are bound.
What qualifies as a stipulation pour autrui
Article 1311 draws a distinction between a genuine stipulation pour autrui and a mere incidental benefit. The contracting parties must have clearly and deliberately conferred a favor upon a third person — not merely created something the third person benefits from as a side effect. The benefit must be intentional and direct, not incidental. An agreement between a buyer and a seller that happens to reduce prices in the market — benefiting all consumers — does not create a stipulation pour autrui for each consumer. A specific benefit earmarked for an identified person does.
Practical steps if you are the third person
If you know a contract has been made that includes a benefit for you, and you want to lock in that benefit, communicate your acceptance to the obligor promptly and in writing. Do not wait to see whether the parties will perform — they may revoke the benefit before you act, and once they do, it is gone. A written notice of acceptance addressed to the party who must perform is the safest form of communication. Keeping proof of that communication — a signed acknowledgment, a message with delivery confirmation — protects you if the parties later claim you never accepted or accepted too late.
Cases citing this provision
These Supreme Court decisions cite the provision above. We list them so you can read them yourself; the summaries of what each decided are not ours to give.
- Limitless Potentials, Inc. vs. The Hon. Reinato G. Quilala, et al, G.R. No. 157391, July 15, 2005 — read the decision on LawPhil →
- DKC Holdings Corp. vs. Court of Appeals, et al, G.R. No. 118248, April 5, 2000 — read the decision on LawPhil →
- The Consortium of Hyundai Engineering Co., Ltd. and Hyundai Corporation vs. National Grid Corporation of the Philippines, G.R. No. 214743, December 4, 2023 — read the decision on LawPhil →
- Raquel Estipona (Lelandlord E. Sto. Domingo) and Sps. Alberto Co and Lulu Co, G.R. No. 207407, September 29, 2021 — read the decision on LawPhil →