They keep your goods: they cannot use them, but can hold them if you owe

They are Articles 1461, 1462 and 1463 of the Civil Code of 2020: the depositary’s six obligations, the depositor’s four, and the retention right that closes the deposit chapter.

Whoever leaves a good in safekeeping and whoever receives it to keep, under a deposit contract governed by the Puerto Rico Civil Code. It does not apply to the bank deposit or to necessary deposits governed by special laws.

• From the depositary: keep the good with the diligence its nature requires or the one corresponding to its profession, and not use it.Verified against the official source
• From the depositary: return the good with its fruits when required, and at the place where it is deposited.Verified against the official source
• From the depositary: keep discretion about the content of the deposit.Verified against the official source
• From the depositor: pay the price if the deposit is onerous, and the extraordinary expenses it consented to or that admitted of no delay.Verified against the official source
• The depositary may retain the thing deposited until complete payment of what is owed to it by reason of the deposit.Verified against the official source

• The record of the extraordinary-expenses notice: Article 1461(f) requires the depositary to give it immediately.
• The record of consent to those expenses, if given: Article 1462(c) distinguishes those consented to from those that admitted of no delay.
• The special care agreed, if any: Article 1461(a) places it alongside the required diligence.

1. 1

   Step 1: With what diligence it must keep

   Article 1461(a): with the diligence the nature of the good requires or the one corresponding to its profession, taking the special care agreed with the depositor. The bar rises where the keeper does it professionally; the Code does not say what that bar is in any trade, and this guide does not set it.

2. 2

   Step 2: It may not use it

   Subsection (b): not use the good it keeps. A flat prohibition, and it squares with an earlier article of the chapter: if the depositor authorises use, the contract stops being a deposit and becomes a commodatum or a loan.

3. 3

   Step 3: It returns with fruits, and where the good is

   Subsections (c) and (d): return the good, with its fruits, when required; and return it at the place where it is deposited. The place of return is where it is kept, not where you handed it over.

4. 4

   Step 4: And it stays quiet about what it keeps

   Subsection (e): keep discretion about the content of the deposit. It is a written contractual obligation, not a courtesy. The article does not say what breaching it costs, and this guide does not fill that in.

5. 5

   Step 5: If keeping suddenly gets expensive

   Subsection (f): immediately notify the depositor where keeping requires extraordinary expenses, and pay those that admit of no delay. Two duties in one: notify, and front the urgent ones.

6. 6

   Step 6: What the depositor pays

   Article 1462(a) and (b): the price, where the deposit is onerous — and the chapter presumes it onerous; and where it is gratuitous, the expenses the depositary reasonably incurred to keep and return the good. Even free, the reasonable expenses fall on the depositor.

7. 7

   Step 7: And the extraordinary ones

   Subsection (c): the extraordinary expenses it consented to, or those the depositary incurred because they admitted of no delay. Consent is not the only route: urgency also makes them payable.

8. 8

   Step 8: Collecting the good when asked

   Subsection (d): receive the good, if the deposit is gratuitous, when the depositary requires it. That duty is written only for the gratuitous deposit; the Code says nothing equivalent for the onerous one, and this guide does not extend it.

9. 9

   Step 9: They may hold it until you pay

   Article 1463: the depositary may retain the thing deposited until complete payment of what is owed to it by reason of the deposit. "Complete payment" and "by reason of the deposit": the article uses both expressions and does not allow retention for debts unrelated to the deposit.

10. 10

    Step 10: Retention exists here; in commodatum, it does not

    Worth contrasting because the Code writes them back to back: the depositary may retain, but the borrower in commodatum pays the use expenses "with no retention right, even by reason of extraordinary conservation expenses". One chapter grants the right and the next expressly denies it. Both texts are quoted as they stand.

11. 11

    Step 11: What this section does not carry

    There is no amount or cap for the extraordinary expenses, no definition of the diligence corresponding to each profession, nothing on what breaching the discretion costs, and no period beyond that "immediately". None of that is here.

The contract runs between depositor and depositary; the Code names no agency for this chapter. Claims over the return, the expenses or the retention are decided by the Court of First Instance. The bank deposit and necessary deposits governed by special laws fall outside the chapter.

• Letting the depositary use the good: Article 1461(b) forbids it, and authorising it changes the contract.
• Expecting the return where you handed the good over: subsection (d) says at the place where it is deposited.
• Forgetting that the return includes the fruits.
• Not demanding the immediate notice when keeping requires extraordinary expenses.
• Assuming only consented extraordinary expenses are payable: the urgent ones are too.
• Believing a gratuitous deposit costs nothing: the reasonable expenses of keeping and returning are owed.
• Ignoring the duty to receive the good when the depositary requires it, if the deposit is gratuitous.
• Assuming they may hold the good for debts unrelated to the deposit: retention is for what is owed by reason of it.
• Counting on a retention right if your contract is a commodatum: that chapter expressly denies it.

These are the government pages this guide is based on.

• Poder Judicial de Puerto Rico

  Poder Judicial

  bvirtualogp.pr.gov