Demand and Authorization Letters

[Date]

[Name of Addressee]
[Address of Addressee]

Subject: DEMAND FOR PAYMENT OF [AMOUNT] UNDER [CONTRACT/TRANSACTION]

Dear [Mr./Ms. Surname]:

We write for and on behalf of our client, [Name of Claimant], regarding your outstanding obligation arising from [briefly identify contract, invoice, promissory note, purchase order, lease, or transaction], dated [date].

Based on our client's records, you received [goods/services/money/property] from our client on [date] and undertook to pay the amount of [amount in words] (PHP [amount]) on or before [due date]. Despite repeated verbal and written reminders, the amount remains unpaid.

Accordingly, FINAL DEMAND is hereby made upon you to pay the amount of [amount in words] (PHP [amount]), plus any agreed interest, penalties, charges, or damages lawfully due under the parties' agreement, within [number] calendar days from receipt of this letter.

Payment shall be made by [cashier's check/bank deposit/manager's check/other mode] payable to [Name of Payee], with proof of payment sent to [email address/contact details] or delivered to [office address].

Should you fail or refuse to comply within the period stated above, our client has instructed us to take the necessary legal action to protect and enforce all available rights and remedies, without further notice. This includes the filing of the appropriate civil, criminal, administrative, or other action, as the facts and law may warrant.

This letter is sent without prejudice to our client's right to recover attorney's fees, litigation expenses, interest, penalties, damages, costs of suit, and all other reliefs available under law and equity.

Very truly yours,

[Signature]
[Name of Sender/Lawyer/Authorized Representative]
[Position or Counsel for Claimant, if applicable]
[Address]
[Contact Details]

Copy furnished:

[Name of Claimant]
[Address of Claimant]

[Date]

[Name of Office/Company/Recipient]
[Address]

Subject: AUTHORIZATION LETTER

To Whom It May Concern:

I, [Name of Principal], of legal age, [civil status], Filipino, and residing at [address], hereby authorize [Name of Authorized Representative], of legal age, [civil status], Filipino, and residing at [address], to act for and on my behalf in connection with [specific transaction/document/request].

The authority granted includes the power to:

1. Submit, process, follow up, and receive documents relating to [specific document or transaction];
2. Sign receipts, request forms, acknowledgments, and other routine documents necessary for the completion of the transaction;
3. Pay lawful fees and receive official receipts in connection with the transaction; and
4. Do all acts reasonably necessary to complete the above-stated purpose, but only within the scope of this authorization.

This authorization is valid from [start date] until [end date], unless earlier revoked in writing by me.

For verification, attached are copies of my valid identification document and the valid identification document of my authorized representative, both with specimen signatures.

Please allow [Name of Authorized Representative] to transact with your office regarding the matter stated above.

Signed this [day] day of [month], [year], in [city/municipality], Philippines.

[Signature of Principal]
[Name of Principal]
Principal

With my conformity:

[Signature of Authorized Representative]
[Name of Authorized Representative]
Authorized Representative

Witnesses:

[Signature]
[Name of Witness]

[Signature]
[Name of Witness]

Demand Letters

A demand letter is a written extrajudicial assertion of a right coupled with a request or command that the addressee perform, pay, vacate, return property, cease an act, or recognize a legal obligation. It is not a pleading and does not commence an action, but it may create legal consequences when the obligation, rule, contract, or remedy makes prior demand material.

The practical value of a demand letter lies in three functions: it gives notice of the claimant's position, fixes the debtor's opportunity to comply, and creates proof that the claimant attempted enforcement before resorting to litigation or other remedies. A clear demand narrows the controversy because it identifies the obligation, the breach, the amount or act demanded, the deadline for compliance, and the consequence of noncompliance.

A demand letter may be sent by the creditor, owner, obligee, counsel, authorized agent, corporate officer, attorney-in-fact, administrator, or other person with authority to assert the claim. When the sender is not the real party in interest, the letter should disclose the basis of authority because payment, settlement, acknowledgment, or turnover made to an unauthorized person may not bind the true creditor.

Legal Effects of Demand

In obligations, demand is important because a debtor generally incurs delay only after judicial or extrajudicial demand to perform an obligation that is already due, demandable, and capable of performance. Once in delay, the debtor may become liable for damages, interest, deterioration, or other consequences attached by law or contract.

Demand is unnecessary when the law or obligation expressly so declares, when time is the controlling motive for the obligation, when demand would be useless because performance has become impossible through the debtor's act, or when reciprocal obligations make delay begin from the moment one party performs while the other does not. These exceptions matter because a demand letter should not be written as if it creates default where default already exists by law or contract.

A written extrajudicial demand by the creditor may interrupt prescription of actions. It does not revive an action that has already prescribed unless the debtor's subsequent written acknowledgment, promise, or conduct creates a legally recognized basis for enforcement.

In money obligations, demand often affects the running of compensatory interest or damages for delay. If the contract fixes interest, penalty, acceleration, cure period, or notice mechanics, the demand letter should track the contract because a defective notice may undermine default, acceleration, termination, or forfeiture.

Requisites of an Effective Demand

An effective demand must be definite enough to inform the addressee what is being required and why. A vague statement that the sender is "reserving rights" or "requesting attention" may be useful as notice but may not amount to a legal demand to perform.

• Proper parties. The letter should identify the claimant, the addressee, and the relationship that gives rise to the obligation.
• Existing obligation. It should state the contract, transaction, property right, judgment, undertaking, check, lease, agency, or other source of duty.
• Breach or nonperformance. It should specify the failure to pay, vacate, deliver, return, account, cease, or comply.
• Concrete demand. It should require a specific act, amount, turnover, accounting, correction, or cessation.
• Definite period. It should give a clear deadline, unless immediate performance is required by law, contract, or the nature of the obligation.
• Lawful consequence. It may state that appropriate civil, criminal, administrative, or other lawful remedies will be pursued if noncompliance continues.
• Proof of authority. If signed by counsel, agent, collection representative, officer, or attorney-in-fact, the authority to demand or collect should be apparent or attachable when needed.
• Proof of receipt. The sender should preserve evidence that the addressee or a person authorized to receive correspondence actually received the letter.

The demand should avoid exaggerating facts, overstating amounts, or asserting remedies not legally available. A demand letter may later become evidence, so internal consistency with invoices, contracts, account statements, checks, acknowledgments, receipts, board authority, and earlier communications is essential.

Where several debtors or obligors are involved, separate demands to each person are safer unless there is clear agency, solidarity, or contractual authority for one to receive notice for all. Where the debtor is a corporation, partnership, estate, condominium corporation, or association, the letter should be addressed to the entity through an officer or office that ordinarily receives legal notices.

Drafting Content

The opening part should identify the sender and the capacity in which the sender acts. Counsel may write on behalf of a client; an officer may write for a corporation if authorized; an agent may write for the principal if the authority covers the act demanded.

The factual narration should be chronological, compact, and tied to documents. Dates, amounts, check numbers, invoices, property descriptions, account references, and lease terms should appear only when they clarify the claim or prevent confusion.

The demand paragraph should use imperative and unambiguous language. "We demand payment of the amount of..." is stronger than "We hope you can settle soon," because the latter may be treated as a request for accommodation rather than a formal demand.

The deadline should be reasonable when the law or contract does not fix one. If a statute, rule, or contract gives a specific cure period, the letter should follow that period and avoid shortening it in a way that suggests premature enforcement.

The remedies paragraph should be restrained. It may say that the claimant will pursue appropriate remedies, but it should not threaten baseless criminal, administrative, disciplinary, or public exposure to coerce a civil settlement.

A reservation clause preserves remedies not expressly mentioned, but it does not cure an otherwise defective demand. The letter must still contain the operative demand required by the governing law, rule, or contract.

Service and Evidence

Actual receipt is often more important than dispatch. Registered mail, courier service, personal service with signed acknowledgment, email with reliable confirmation, and delivery to an agreed address may all be useful, but the chosen mode must fit the contract, prior dealings, and applicable rule.

If the contract designates a notice address or mode, compliance with that designation is usually the safest course. Sending a demand to a different address may still give actual notice, but it invites a factual dispute that a careful notice clause was meant to avoid.

Electronic demand may be useful when the parties have used electronic communications or when the recipient acknowledges receipt, but it does not replace notarization, original signatures, or formal service when a particular transaction or office requires them. Screenshots alone are weaker than a complete chain showing sender, recipient, date, content, delivery, and acknowledgment.

Publication, posting online, or sending copies to employers, relatives, clients, or unrelated third parties may create defamation, privacy, or collection-abuse issues when those persons have no legitimate interest in the claim. The safer practice is to send the demand only to the debtor, counsel, authorized representative, or person whose role makes receipt proper.

Ethical Limits on Lawyer Demand Letters

A lawyer's demand letter must pursue the client's lawful objective through fair and honest means. The lawyer may be firm, but must not knowingly make false statements of fact or law, fabricate urgency, misstate evidence, or threaten proceedings that have no factual or legal basis.

A lawyer may mention civil, criminal, administrative, or regulatory consequences when they are legally relevant and factually supported. The improper act is using a baseless or disproportionate threat, especially a criminal or disciplinary threat, merely to force payment or obtain an advantage unrelated to the merits.

Confidential client information should not be exposed beyond what is reasonably necessary to assert the claim. A demand letter can be privileged in a practical sense when sent to persons with a legitimate interest, but unnecessary publication can destroy the protection and create independent liability.

Authorization Letters

An authorization letter is a written statement by which a principal permits another person to act, receive, request, process, claim, sign for receipt, or represent the principal for a stated purpose. Its legal basis is consent and agency: the representative acts for the principal within the authority granted, and acts beyond that authority generally do not bind the principal unless ratified or justified by apparent authority.

An authorization letter is usually narrower and less formal than a special power of attorney. It is commonly used for administrative transactions, release of documents, claims of records, receipt of notices, filing of simple requests, and follow-up with offices. When the act involves ownership, waiver, compromise, borrowing, sale of land, creation of real rights, litigation control, or other acts of strict dominion, a special power of attorney or formal corporate authority is normally required.

The controlling principle is that authority is construed from the words used and the object of the agency. A letter authorizing someone "to follow up" does not necessarily authorize receipt of money; authority "to process documents" does not necessarily include compromise; authority "to claim a certificate" does not authorize waiver of defects, settlement of claims, or admission of liability.

Essential Contents

An authorization letter should identify the principal, the representative, the office or person addressed, the specific transaction, and the exact acts allowed. It should state the period of validity, whether substitution is allowed, and whether the representative may receive originals, money, confidential records, or personal information.

• Identity of principal. Use the principal's full name, address, contact details, and identifying document when appropriate.
• Identity of representative. Use the representative's full name and identifying details to prevent release to the wrong person.
• Scope of authority. State the precise act authorized, such as requesting a certified copy, receiving a document, submitting an application, or collecting a stated payment.
• Limitations. Exclude compromise, waiver, amendment, settlement, admission, borrowing, receipt of money, or signing of binding documents if those acts are not intended.
• Duration. State whether the authority is valid for one transaction, until a stated date, or until revoked.
• Attachments. Attach copies of valid identification, proof of relationship or office, corporate authority, or special power of attorney when the receiving office requires them.
• Signature and acceptance. The principal must sign; the representative's conformity is useful when the transaction creates responsibility or custody.

For sensitive personal information, medical records, bank records, school records, employment files, or government records, the authorization should expressly permit release of the information and identify the purpose. A receiving office may reject a broad or ambiguous letter because release of personal information requires a clear basis and a limited purpose.

Notarization is not always essential to the validity of a simple authorization between the parties, but it improves evidentiary value and is often required by banks, registries, government agencies, real estate offices, and institutions that must guard against fraud. A notarized document is still contestable if authority, identity, capacity, or voluntariness is disputed.

Capacity, Revocation, and Ratification

The principal must have capacity to grant authority, and the authorized act must be lawful. A minor, incapacitated person, deceased person, corporation, partnership, estate, or association cannot be represented merely through an informal letter when the law requires a parent, guardian, board, administrator, executor, trustee, or duly authorized officer.

Authority is generally revocable by the principal, subject to contractual rights and situations where the agency is coupled with an interest. Third persons who have relied on the authority may require proof of revocation before treating the representative's authority as terminated.

Death, civil interdiction, insanity, insolvency, dissolution, expiration of the period, completion of the purpose, or withdrawal of authority may terminate the agency under ordinary principles. A representative who continues to act after termination risks personal liability and may fail to bind the principal.

Unauthorized acts may be ratified expressly or impliedly if the principal, with knowledge of the material facts, accepts the benefits or recognizes the act. Ratification binds the principal as if authority existed from the beginning, but it cannot prejudice rights that third persons already acquired before ratification.

Use in Demand and Settlement Transactions

When an agent sends a demand letter, the authority should cover the act of demanding, negotiating, receiving responses, and, if applicable, collecting payment. Authority to demand is not the same as authority to settle or receive money.

When an agent receives payment, the debtor should verify that the representative is authorized to receive the amount because payment to an unauthorized person does not necessarily extinguish the obligation. The safer authorization expressly states the amount or account covered, the mode of payment, and whether the representative may issue a receipt or quitclaim.

When settlement is contemplated, special authority is critical because compromise involves mutual concessions and may waive rights. A representative who may "talk," "negotiate," or "attend a meeting" should not be treated as having authority to sign a compromise unless the authority clearly grants that power.

When a lawyer represents a client, procedural authority to act as counsel is distinct from substantive authority to compromise the client's claim, release a debtor, waive appeal, or receive full settlement. Opposing parties should require written authority for acts that dispose of substantial rights.

Drafting Relationship Between the Two Letters

A demand letter signed by a representative is stronger when paired with a proper authorization letter, special power of attorney, or board authority. The demand proves assertion of the claim; the authorization proves that the assertion came from a person empowered by the claimant.

If the demand seeks payment to the representative, the authorization should be attached or offered for inspection. If the demand merely requires payment directly to the principal, disclosure of representative authority may be less critical but remains useful to avoid challenges to the sender's standing.

If an authorization letter is prepared for someone who will deliver a demand letter, it should authorize delivery and receipt of acknowledgment, but not settlement, waiver, or collection unless expressly intended. The representative's role should match the transaction so that later acts cannot be attacked as unauthorized.

Both letters should be written with the expectation that they may be examined by a court, barangay authority, prosecutor, regulator, bank, registry, or opposing counsel. Precision, authority, proof of receipt, and restraint make the documents useful beyond correspondence and reduce avoidable factual disputes.