1. CORONEL V.

CA (October 07, 1996)

FACTS:
Coronel et al. consummated the sale of his property located in Quezon City to respondent Alcaraz. Since the title of
the property was still in the name of the deceased father of the Coronels, they agreed to transfer its title to their
name upon payment of the down payment of 50K. and thereafter an absolute deed of sale will be executed.

Alcarazs mother paid the down payment in behalf of her daughter and as such, Coronel made the transfer of title
to their name. Notwithstanding this fact, Coronel sold the property to petitioner Mabanag and rescinded its prior
contract with Alcaraz.

ISSUE:
WON the rescission of the first contract between Coronel and Alcaraz is valid.

HELD:
The case is a contract of sale subject to a suspensive condition in which consummation is subject only to the
successful transfer of the certificate of title from the name of petitioners' father, to their names. Thus, the contract of
sale became obligatory.

With regard to double sale, the rule that the first in time, stronger in right should apply. The contention of the
petitioner that she was a buyer in good faith because the notice of lis pendens in the title was annotated after she
bought the property is of no merit. In case of double sale, what finds relevance and materiality is not whether or not
the second buyer was a buyer in good faith but whether or not said second buyer registers such second sale in
good faith, that is, without knowledge of any defect in the title of the property sold.
The ruling should be in favor of Alcaraz because Mabanag registered the property two months after the notice of lis
pendens was annotated in the title and hence, she cannot be a buyer in good faith
2. SPOUSES NONATO V. IAC & barred from exacting the recovery of the
INVESTOR'S FINANCE CORP 140 SCRA unpaid balance of the purchase price as
255 (1985) mandated by Art 1484.
6. The trial court rendered in favor of IFC
FACTS: and ordered the spouses Nonato pay the
balance of the purchase price of the car
In 1976, Spouses Restituto Nonato and with interest. CA affirmed the same.
Ester Nonato purchased a volkswagen from
the Peoples Car Inc on installment basis. ISSUE:
1. To secure their complete payment,
Nonato executed a promissory note and a WON a vendor or his assignee, who had
chattel mortgage in favor of Peoples Car cancelled the sale of a motor vehicle for
Inc. failure of the buyer to pay two or more of
2. Subsequently, Peoples Car Inc the stipulated installments, may also
assigned its rights and interest over the demand payment of the balance of the
note and mortagge in favor of Investors purchase price
Finance Corp (IFC).
3. For failure of the spouses to pay two HELD:
or more installments, despite demands, the
car was repossessed by IFC. No. The applicable law in the case at bar is
4. Despite repossession, IFC still Art 1484 which provides that:
demanded from Nonato that they pay the In a contract of sale of personal property
balance of the price of the car. IFC, then, the price of which is payable in installments,
filed a complaint for the payment of the the vendor may exercise any of the
price of the car with damages following remedies:
5. Nonato, in their defense, argued that (1) Exact fulfillment of the obligation,
when the company repossessed the car, should the vendee fail to pay;
IFC had, by that act, effectively cancelled
the sale of the vehicle. As such, it was
(2) Cancel the sale, should the vendee's safekeeping pending full payment of the
failure to pay cover two or more spouses is untenable. The receipt issued by
installments; IFC to the spouses when it took possession
(3) Foreclose the chattel mortgage on the of the vehicle that the vehicle could be
thing sold, if one has been constituted, redeemed within 15 days. This could only
should the vendee's failure to pay cover two mean that should the spouses fail to
or more installments. In this case, he shall redeem the car within the period provided,
have no further action against the IFC would retain permanent possession of
purchaser to recover any unpaid balance of the vehicle. IFC even notified the spouses
the price. Any agreement to the contrary Nonato that the value of the car was not
shall be void. sufficient to cover the balance of the
This provision means that should the purchase price and there was no attempt at
vendee or the purchaser of a personal all on the part of the company to return the
property default in the payment of two or car.
more of the agreed installments, the vendor
or the seller has the option to avail any of The acts performed by IFC are consistent
these 3 remedieseither to exact fulfillment with the conclusion that it had opted to
by the purchaser of the obligation, or to cancel the sale of the vehicle. Therefore, it
cancel the sale, or to foreclose the is barred from exacting payment from the
mortgage on the purchased personal petitioners of the balance of the price of the
property, if one was constituted. These vehicle which it had already repossessed (it
remedies have been recognized as an cannot have its cake and eat it too)
alternative, not cumulative, that the
exercise of one should bar the exercise of
the others. 3. SOUTHERN MOTORS, INC. vs.
MOSCOSO 2 SCRA 168G.R. No. L-14475,
In the present case, it is not disputed that May 30, 1961
IFC had taken possession of the car
purchased by the Nonatos after the FACTS:
spouses defaulted in their payments. The
defense of IFC that it the repossession of Plaintiff Southern Motors, Inc. sold to
the vehicle was only for the purpose of defendant Angel Moscoso one Chevrolet
appraising its value and for storage and truck on installment basis,for P6,445.00.
Upon making a down payment, the paid, plus 10% thereof as attorneys fees
defendant executed a promissory note for and costs. Hence, this appeal by the
the sum of P4,915.00, representing the defendant.
unpaid balance of the purchase price to
secure the payment of which, achattel ISSUE:
mortgage was constituted on the truck in Whether or not the attachment caused to
favor of the plaintiff. Of said account, the be levied on the truck and its immediate
defendant hadpaid a total of P550.00, of sale at public auction,was tantamount to the
which P110.00 was applied to the interest foreclosure of the chattel mortgage on said
and P400.00 to the principal, thusleaving an truck.
unpaid balance of P4,475.00. The
defendant failed to pay 3 installments on HELD:
the balance of thepurchase [Link]
filed a complaint against the defendant, to [Link] 1484 of the Civil Code provides
recover the unpaid balance of the that in a contract of sale of personal
promissory [Link] plaintiff's petition, a property the price of which ispayable in
writ of attachment was issued by the lower installments, the vendor may exercise any
court on the properties of thedefendant. of the following remedies: (I) Exact
Pursuant thereto, the said Chevrolet truck, fulfillment of the obligation, should the
and a house and lot belonging to vendee fail to pay; (2) Cancel the sale,
defendant, wereattached by the Sheriff and should the vendee's failure to pay covertwo
said truck was brought to the plaintiff's or more installments; and (3) Foreclose the
compound for safe keeping. chattel mortgage on the thing sold, if one
Afterattachment and before the trial of the has beenconstituted, should the vendee's
case on the merits, acting upon the failure to pay cover two or more
plaintiff's motion for theimmediate sale of installments. In this case, he shall haveno
the mortgaged truck, the Provincial Sheriff further action against the purchaser to
of Iloilo sold the truck at public auction recover any unpaid balance of the price.
inwhich plaintiff itself was the only bidder for Any agreement to thecontrary shall be
P1,[Link]. The trial court condemned [Link] plaintiff had chosen the first
the defendant to paythe plaintiff the amount remedy. The complaint is an ordinary civil
of P4,475.00 with interest at the rate of 12% action for recovery of theremaining unpaid
per annum from August 16, 1957,until fully balance due on the promissory note.
 encumbrances and (ii) in case of eviction,
4. G.R. No. L-14714 April 30, 1960 the vendor shall answer to the vendee in
ARISTON ANDAYA, ET AL vs. DR. the manner provided by law.
MELENCIO MANANSALA,
3. Subsequently, Llanes included
FACTS: Manansala, Valdez, Cabrito and Andaya as
co-defendants. The case was decided in
1. On June 13, 1934, Isidro Fenis sold the favor of Llanes. A writ of execution was
land in question to Eustaquia Llanes, with issued and the land was sold at a public
right of repurchase within a period of five auction.
years. After the expiry of said period, and
without repurchasing the said property, 4. Andaya and Cabrito instituted a case
Isidro Fenis sold it again to Maria Viloria. against Manansala in the CFI of Ilocos Sur
Then, Maria Viloria sold by way of sale with for the recovery of damages because of the
right to repurchase within a period of one breach of warranty of title and against
year, the said property together with eviction. Manansala denied liability and
another parcel of land to defendant stated that his co-purchasers pleaded him
Melencio Manansala. Upon the expiry of to sell to them at a low price after the case
the said period, Manansala registered with instituted by Llanes against them.
the Register of Deeds an affidavit
consolidating his title on the property. A 5. The lower court decided that it is
year later, Maria Viloria sold by way of inequitable to hold defendant liable under
absolute sale the same property to Ciriaco ART 1555 since plaintiffs apparently knew
Casio, Fidela Valdez, and the plaintiff that the warranty could not have been
spouses Ariston Andaya and Micaela intended. And that the obligation of the
Cabrito, for P4,800.00. defendant is that of a vendor in cases of a
rescission of contract.
2. Then, Llanes instituted a civil case to
quiet title and recover possession from ISSUE:
Casino. Subsequently, Manansala sold the
land to Valdez and Casino for P1500. It was Whether Manansala shall be liable as a
stipulated that there was a warranty (i)that vendor in cases of a rescission of a contract
said land is free from all liens and
HELD: (Art. 1385). It is for this reason that the law
on sales does not make rescission a
NO. HE is exempt from liability. - The remedy in case the vendee is totally evicted
vendor's liability for warranty against from the thing sold, as in this case, for he
eviction in a contract of sale is waivable and can no longer restore the thing to the
may be renounced by the vendee (ART vendor. It is only when the vendee loses "a
1548). Not having appealed from the part of the thing sold of such importance, in
decision of the lower court, appellees are relation to the whole, that he would not
bound by these findings, the implication of have purchased it without said part" that he
which is that they not only renounced or may ask for rescission, but he has "the
waived the warranty against eviction, but obligation return the thing without other
that they knew of the danger of eviction and encumbrances than those which it had
assumed its consequences. Therefore, the when he acquired it" (Art. 1556). In the
appellant is not even obliged to restore to second place, appellees, as already stated,
them the price of the land at the time of assumed the risk of eviction, which stops
eviction, but is completely exempt from them from asking for rescission even were
liability whatsoever. ART 1544: When the it possible for them to restore what they had
vendee has waived the right to warranty in received under the contract. On their part,
case of eviction, and eviction shall occur, appellees claim that in view of the eviction
the vendor shall only pay the price which from the land in question, they are entitled
the thing sold had at the time of the to recover from appellant more items of
eviction, unless the vendee has made the damages under Article 1555 than the mere
waiver with knowledge of the danger of return of the price with interests as ordered
eviction and assumed its consequences. - by the trial court. The claim is untenable,
Neither may appellant be condemned to not only because appellant, as we have
return the price received from appellees on held, is exempt from any liability for
the theory of rescission of their contract of appellees eviction, but also because not
sale, as held by the court below. In the first having appealed from the decision of the
place, the remedy of rescission lower court, appellees can not ask for a
contemplates that the one demanding it is modification thereof or an award of
able to return whatever he has received damages not included therein.
under the contract; and when this can not
be done, rescission can not be carried out
5. Bareng vs. Court of AppealsG.R. No. pay 2/3 of whatever amount he could
L-12973April 25, 1960 recover from the [Link] then sued
Bareng for the amount of P13,500,
FACTS: allegedly the unpaid balance of theprice.
But Bareng answered that only P3,600 had
Vicente Bareng purchased from respondent not been paid, and prayed for therescission
Alegria the cinematographic of the sale for the supposed violation of
equipmentinstalled at the Pioneer Theater Alegria of certain express warranties as
in Laoag, Ilocos Norte, for the sum of tothe quality of the equipment, and asked
P15,000. P10,000 of which was paid, and for payment of damages for alleged
Bareng signed 4 promissory notes for the violation of Alegrias warranty of title.
balance. The first promissorynote Bareng added that he is not liable to pay
amounting to P1,000 was duly paid by interests to Alegriabecause he was justified
Bareng. On February 15, 1952, shortly in suspending payment of the balance of
beforethe second note fell due, the other the price of theequipment from the time he
respondent Agustin Ruiz informed Bareng learned of Ruizs adverse claims over said
that he was aco-owner of the equipment in equipment, pursuantto Art. 1590 of the Civil
question, and several days later, Ruiz sent Code.
Bareng a telegraminstructing him to
suspend payments to Alegria for ISSUE:
thebalance of the price as he was
notagreeable to the sale. When Alegria Whether or not Bareng is liable to pay
sought to collect the second note on the interest of the unpaid balance of the price of
same day,Bareng only paid P400 and the equipment.
refused to make any more payments on
account of Ruizs [Link] March 31, HELD:
1952, Ruiz filed suit against Alegria and
Bareng for his share in the price of Bareng is liable to pay interest of the unpaid
thecinema equipment. Thereafter in May of balance of the price of the equipment in
the same year, Alegria and Ruiz reached question. Art. 1590 of the Civil Code
acompromise wherein the former provides that: Should the vendee be
recognized the latter as co-owner of the disturbed in the possession or ownership of
equipment sold toBareng and promised to the thing acquired, or should he have
reasonable grounds to fear such sued petitioner for the unpaid
disturbance, by a vindicatory action or a [Link] admitted his indebtedness
foreclosure of mortgage, in the amount of P3,600, yet he did not
he may suspend the payment of the price tender paymentof said amount nor did he
until the vendor has caused the disturbance deposit the same in court, but instead
or danger to cease sought for rescission of thesale. It is clear
, unless the latter gives security for the that Bareng was in default on the unpaid
return of the price in a proper case, or it has balance of the price of theequipment from
been stipulated that, notwithstanding any the date of filing of the complaint by Alegria,
such contingency, the vendee shall be and under Art. 2209 of theCivil Code, he
bound to make the payment. A mere act of must pay legal interests thereon from said
trespass shall not authorize the suspension date.
of the payment of the price. It is undisputed
that petitioner had the right to suspend
payment of the balance of the price of the 6. Luzon Brokerage Co. v. Maritime
cinema equipment in question to his vendor Building Co. (1972)
from the time he was informed by Ruiz of The distinction between contracts of sale
the latters claims of co-ownership thereof,
and contract to sell with reserved title has
especially upon his receipt of Ruizs
been recognized by this Court in repeated
telegramwherein the latter asserted that he
was not agreeable to the sale. However, decisions
said right of Barend ended as soon as the
vendor has caused the disturbance or
danger to cease,which, in this case, was upholding the power of promisors under
when Alegria reached a compromise with contracts to sell in case of failure of the
Ruiz whereby Ruizexpressed his conformity other party to complete payment, to extra
to the sale to Bareng, subject to the judicially terminate the operation of the
payment of his share in theprice by Alegria. contract, refuse conveyance and retain the
From the time Alegria and Ruiz reached sums or installments already received,
this settlement, there was nolonger any where such rights are expressly provided
danger of threat to Barengs ownership and
for, as in this case. Short version: Myers
full enjoyment of the equipment hebought
from Alegria, by virtue of which Alegria corp sold land to Maritime. In the
agreement, they agreed on an installment
plan and that if Maritime missed a payment, Maritime paid the monthly instalments but
the contract will be annulled and the failed to pay the monthly instalment of
payments already made will be forfeited. March.
Maritime failed to pay so Myers annulled
VP of Maritime wrote to Pres of Myers
the contract and did not return payments.
requesting for a moratorium on the monthly
SC says Myers can do this because under
payment of the instalments because the
contracts to sell, promisors, in case of
company was undergoing financial
failure of the other party to complete
problems.
payment, can extra judicially terminate the
contract, refuse conveyance, and retain Myers refused.
installments already received, where such
rights are provided. For the months of March, April, and May,
Maritime failed to pay and did not heed the
In Manila, Myers owned 3 parcels of land w/ demand of Myers.
improvements. Myers then entered into a
contract called a Deed of Conditional Sale Myers wrote Maritime cancelling the Deed
with Maritime Building. of Conditional Sale

Myers sold the land for P1million. Myers demanded return of possession of
properties
They agreed on the manner of payment
(instalment, initial payment upon execution Held Maritime liable for use and occupation
of contract, interest rate) amounting to P10k per month

In the contract it was stipulated that in case In the meantime, Luzon Brokerage was
leasing the property from Maritime.
of failure of buyer to pay any of the
instalments, the contract will be annulled at Myers demanded from Luzon the payment
the option of the seller and all payments of monthly rentals of P10k
made by the buyer is forfeited.
Myers also demanded surrender of
Later on, the stipulated instalment of P10k property.
with 5%interest was amended to the P5k
with 5.5% per annum. While actions and cross claims between
Myers and Maritime were happening, the
contract between Maritime and Luzon was Can Myers extrajudicially terminate the
extended for 4more years. contract?
Turns out, Maritimes suspension of its Held:
payments to Myers corp arose from a
Yes.
previous event: An award of backwages
made by the Court of Industrial Relations in Yes.
favor of Luzon Labor Union (employees
employed by Luzon). Ratio:

FH Myers was a major stockholder of Failure to pay monthly installments

Luzon Brokerage. FH Myers promised to constitute a breach of contract. Default was
indemnify Schedler (who controlled not made in good faith.
Maritime) when Shedler purchased FH The letter to Myers corp means that the
Myerss stock in Luzon Brokerage non-payment of installments was
company. (This indemnification is for the deliberately made to coerce Myers crp into
award of backwages by the CIR) answering for an alleged promise of the
Schedler claims that after FH Myers estates dead FH Myers.
closed, he was notified that the indemnity Whatever obligation FH Myers had
on the Labor Union case will not be assumed is not an obligation of Myers corp.
honored anymore. And so, Schedler No proof that board of Nyers corp agreed to
advised Myers corp that Maritime is assume responsibility to debts of FH Myers
withholding payments to Myers corp in and heirs.
order to offset the liability when Myersheirs
failed to honor the indemnity agreement. Schaedler allowed the estate proceedings
of FH Myers to close without providing
TC ruled Maritime in breach of contract liability.
Issue: By the balance (of payment) in the Deed of
Has there been a breach of contract? Conditional Sale, Maritime was attempting
to burden the Myers corp with an
uncollectible debt,since enforcement
against FH Myers estate was already to repurchase the land at the same price
barred. and not subject to interest on the money or
the products of the land, but in the month of
Maritime acted in bad faith.
March of any year, if we repurchase.
Maritimes contract with Myers is not the However, it is only in 1913 that the vendors
ordinary sale contemplated in NCC 1592 offered to repurchase in the month of
(transferring ownership simultaneously with March. This offer was declined on the
delivery). ground that the right to repurchase had
prescribed: a contention which is renewed
The distinction between contracts of sale by the defendant in this action, who is the
and contract to sell with reserved title has widow of original vendee, deriving through
been recognized by this Court in repeated him.
decisions upholding the power of promisors
under contracts to sell in case of failure of Issue:
the other party to complete payment, to
Whether or not the right to repurchase the
extra judicially terminate the operation of
land has prescribed.
the contract, refuse conveyance and retain
the sums or installments already received, Held:
where such rights are expressly provided
No.
for, as in this case.
The plaintiff right has still not prescribed.
Decision affirmed.
The court believes that the right to
repurchase expired at the end of four years
from the date of the contract, relying in
7. ISABELA BANDONG and JUAN
support of this ruling on the provisions of
FERRER vs. ALEJANDRA AUSTRIA
Article 1508 of the Civil Code, which are as
Facts: follows: The right mentioned in the
preceding article (right to repurchase), in
This case is about the land sold by the the ansence of an expres agreement, shall
plaintiff sometime in 1905 for 350 Antonio last four years counted from the date of the
Ventenilla, since decease. The contact
stipulates that the plaintiff reserves the right
contract. In case of stipulation, the period of
redemptuon shall not exceed ten years.
Facts:
Evidently, the parties having expressly
Plaintiffs are the heirs of Crisanto Baluyot,
agreed that the vendors should have the
who in life sold a parcel of land to
right to repurchase in the month of March of
defendant Eulogio E. Venegas. The sale,
any year after the date of the contract, the
executed on July 24, 1951, contains the
only statutory limitation placed upon them in
following provision for repurchase:3. That
the exercise of that right is the limitation
the parties hereto stipulated that at any time
found in the 2nd paragraph of Article 1508
after the expiration of the period of theft
of the Civil Code cited above, which limits
(10) years to be computed from October 1,
the power of the vendor, even by express
1951, the Vendor, his heirs or successors-
agreement, to reserve a right to repurchase
in-interest has the option and priority to
for a longer period than 10 years. We
purchase therefor described parcel of land
conclude, therefore, that the provisions of
for the same consideration of P4,000.00.4.
the contract of sale, whereby the parties
That the Vendee hereby accepts and
undertook by express agreement to secure
agrees with the conditions and terms of this
to the vendors a right to repurchase in the
sale. On July 18, 1963 plaintiffs
month of March of any year after the date of
commenced this action in the Court of First
the contract, were valid and binding upon
Instance of Bataan to compel defendant to
the parties for a period of ten years from the
re convey the land to them pursuant to the
date of the contract with wholly without
contractual provision afore quoted, alleging
force and effect thereafter. It is admitted
that previous offers on their part to exercise
that the vendors offered to repurchase the
the right therein granted had proven
land in question in the month of March,
unavailing.
1913, less than eight years from the date of
the contract. Issues:
Whether or not the plaintiffs has the right to
avail of their right to repurchase
8. BENEDICTO BALUYOT vs. EULOGIO
E. VENEGAS, Decision:
 No. The contract was executed was Examining Exhibit "1-A" in this case, it is
executed in July 1951. The option or right to evident that the terms of the document are
repurchase was sought to be exercised not clear and explicit on the real intent of
twelve (12) years thereafter, or in 1963. the parties when they executed the
aforesaid document. In view of the
9. Labasan vs. Lacuesta
ambiguity caused by conflicting
Facts: terminologies in the document, it becomes
necessary to inquire into the reason behind
On April 20, 1927, spouses Lacuesta the transaction and other circumstances
executed a document transferring accompanying it so as to determine the true
ownership of their unregistered and intent of the parties. Once the intent
irrigated land to spouse Labasan for an becomes clear then it shall be made to
amount of Php 225. The document prevail over what on its face the document
stipulated that the amount is for an urgent appears to be. Each case is to be resolved
need for money and that within 10 years on the basis of the circumstances attending
from conveyance, the vendor shall have the transaction.
right to repurchase the land but Labasan
refused and claimed ownership. Hence, the
complaint. The trial court ruled in favor of
In the present case, the collective weight of
the defendant Labasan due to petitioner's
the following considerations lead the Court
failure to repurchase within the stipulated
to agree with the findings and conclusion of
time. However the Court of Appeals
the appellate court that Exhibit "1-A" is a
reversed the lower court's decision. Hence,
mere loan with security and not a pacto de
the petition.
retro sale.
Issue:
What is the nature of the document marked
The reason behind the execution of Exhibit
Exhibit "1-A"
"1-A" was that the Lacuestas were in
Ruling: "urgent necessity for money" and had to
secure a loan of P225.00 from Gelacio
Labasan for which the rice land was given
as "security". In Jayme, et al. v. Salvador, et Marie GarnierVda. de Ramirez, 1/6; Jos V.
al., 1930, this Court upheld a judgment of Ramirez, 1/6; Jos E. Ramirez, 1/6; Belen
the Court of First Instance of Iloilo which T. Ramirez, 1/6; Rita De Ramirez, 1/6; and
found the transaction between the parties to Jos Ma. Ramirez, 1/6.
be a loan instead of a sale of real property
notwithstanding the terminology used in the On October 20, 1951. Jos V. Ramirez
document, after taking into account the died. Subsequently, Special Proceeding
surrounding circumstances of the No. 15026 was instituted to settle his
transaction. The Court through Justice estate, that included the one-sixth (1/6)
Norberto Romualdez stated that while it undivided share in the aforementioned
was true that plaintiffs were aware of the property. His last will and testament has
contents of the contracts, the been admitted to probate, wherein he
bequeathed his estate to his children and
preponderance of the evidence showed
grandchildren and one-third (1/3) of the free
however that they signed knowing the said
portion to Mrs. Angela M. Butte, hereinafter
contracts did not express their real referred to as plaintiff-appellant. The Bank
intention, and if they did so notwithstanding of the Philippine Islands was appointed
this, it was due to the urgent necessity of judicial administrator.
the obtaining funds. Necessitous men are
not, truly speaking, free men; but to answer
Meanwhile, on December 9, 1958, Mrs.
a present emergency, will submit to any
Marie GarnierVda. de Ramirez, one of the
terms that the crafty may impose upon
co-owners of the late Jos V. Ramirez in
them." the Sta. Cruz property, sold her undivided
10. Art 42 1/6 share to Manuel Uy& Sons, Inc.,
defendant-appellee herein, for the sum of
P500,000.00. After the execution an
ANGELA M. BUTTE vs. MANUEL UY a affidavit to the effect that formal notices of
SONS, INC., the sale had been sent to all possible
redemptioners, the deed of sale was duly
Facts: Jose V. Ramirez, during his lifetime, registered and the old TCT was cancelled
was a co-owner of a house and lot located in lieu of which a new one was issued in the
at Sta. Cruz, Manila. Other owners are
name of the vendee and the other-co- Issue: WON the plaintiff in the case at bar
owners. has a right to redeem the property

On the same day (December 9, 1958), Held: By law, the rights to the succession
Manuel Uya l Son Inc. sent a letter to the of a deceased person are transmitted to his
Bank of the Philippine Islands as judicial heirs from the moment of his death, and the
administrator of the estate of the late Jos right of succession includes all property,
V. Ramirez informing it of the above- rights and obligations that survive the
mentioned sale. This letter, together with decedent so from the instant of Jose
that of the bank, was forwarded by the latter Ramirez death, his heirs became co-
to Mrs. Butte. owners of an undivided share and co-owner
of the whole property thus they became
entitled to exercise the right of
On January 15, 1959, Mrs. Angela M.
legal redemption as soon as another co-
Butte, sent a letter and a Philippine National
owner has sold his undivided share to a
Bank cashiers check in the amount of
stranger. The presence of the judicial
P500,000.00 to Manuel Uy a l Sons, Inc.
administrator is of no moment because
offering to redeem share sold by Mrs. Marie
the rights of the administrator of possession
GarnierVda. de Ramirez. This tender
and administration of the real and personal
having been refused, plaintiff on the same
estate of the deceased do not include the
day consigned the amount in court and filed
right of legal redemption of the undivided
the corresponding action for legal
share sold to Manuel Uy and Sons because
redemption. Without prejudice to the
the right to redeem only
determination by the court of the
came into existence when the sale was perf
reasonable and fair market value of the
ected 8 years from the death of Jose Ramir
property sold which she alleged to be
ez. Theadministrator cannot exercise the
grossly excessive, plaintiff prayed for
right of redemption since the land was sold
conveyance of the property, and for actual,
AFTER the death of Ramirez. The
moral and exemplary damages.
administrator may exercise the right to
redeem only if the right pertains to the
May 13, 1959, the court dismissed the estate, and this can only happen if the sale
plaintiffs complaint. of said portion to Uy was done before the
death of Ramirez.
11. Dela Cruz vs. Dela Cruz ISSUE:

GR 19565, January 30, 1968 WON there has been abandonment on the
part of the husband and WON there has
FACTS: been an abused of his authority as
administrator of the conjugal partnership.
Estrella, the plaintiff, and Severino, the
defendant were married in Bacolod and HELD:
begotten 6 children. During their coverture,
they acquired several parcels of land and The husband has never desisted in the
were engage in various businesses. The fulfillment of his marital obligations and
plaintiff filed an action against her husband support of the family. To be legally
for the separation of their properties. She declared as to have abandoned the
further alleged that her husband aside from conjugal home, one must have willfully and
abandoning her, also mismanaged their with intention of not coming back and
conjugal properties. On the other hand, perpetual separation. There must be real
Severino contended that he had always abandonment and not mere separation. In
visited the conjugal home and had provided fact, the husband never failed to give
support for the family despite his frequent monthly financial support as admitted by
absences when he was in Manila to the wife. This negates the intention of
supervise the expansion of their business. coming home to the conjugal abode. The
Since 1955, he had not slept in the conjugal plaintiff even testified that the husband
dwelling instead stayed in his office at paid short visits implying more than one
Texboard Factory although he paid short visit. Likewise, as testified by the manager
visits in the conjugal home, which was of one of their businesses, the wife has
affirmed by Estrella. The latter suspected been drawing a monthly allowance of
that her husband had a mistress named P1,000-1,500 that was given personally by
Nenita Hernandez, hence, the urgency of the defendant or the witness himself.
the separation of property for the fear that
her husband might squander and dispose SC held that lower court erred in holding
the conjugal assets in favor of the that mere refusal or failure of the husband
concubine. as administrator of the conjugal partnership
to inform the wife of the progress of the
business constitutes abuse of exhibition, and to pay for the advertisement
administration. In order for abuse to exist, expenses for the same; and to order the
there must be a willful and utter disregard of beds by the dozen and in no other manner.
the interest of the partnership evidenced by With the exception of the obligation on the
a repetition of deliberate acts or omissions part of the defendant to order the beds by
prejudicial to the latter. the dozen and in no other manner, none of
the obligations imputed to the defendant in
12. Quiroga vs Parsons the two causes of action are expressly set
forth in the contract. But the plaintiff alleged
G.R. No. L-11491
that the defendant was his agent for the
Subject: Sales sale of his beds in Iloilo, and that said
obligations are implied in a contract of
Doctrine: Contract of Agency to Sell vs
commercial agency. The whole question,
Contract of Sale
therefore, reduced itself to a determination
Facts: as to whether the defendant, by reason of
the contract hereinbefore transcribed, was
On Jan 24, 1911, plaintiff and the a purchaser or an agent of the plaintiff for
respondent entered into a contract making the sale of his beds.
the latter an agent of the former. The
contract stipulates that Don Andres Issue: Whether the contract is a contract of
Quiroga, here in petitioner, grants exclusive agency or of sale.
rights to sell his beds in the Visayan region
Held:
to J. Parsons. The contract only stipulates
that [Link] should pay Quiroga within 6 In order to classify a contract, due attention
months upon the delivery of beds. must be given to its essential clauses. In
the contract in question, what was
Quiroga files a case against Parsons for
essential, as constituting its cause and
allegedly violating the following stipulations:
subject matter, is that the plaintiff was to
not to sell the beds at higher prices than
furnish the defendant with the beds which
those of the invoices; to have an open
the latter might order, at the price
establishment in Iloilo; itself to conduct the
stipulated, and that the defendant was to
agency; to keep the beds on public
pay the price in the manner stipulated. might place under other conditions; but if
Payment was to be made at the end of sixty the plaintiff consents to fill them, he waives
days, or before, at the plaintiffs request, or his right and cannot complain for having
in cash, if the defendant so preferred, and acted thus at his own free will.
in these last two cases an additional
For the foregoing reasons, we are of
discount was to be allowed for prompt
opinion that the contract by and between
payment. These are precisely the essential
the plaintiff and the defendant was one of
features of a contract of purchase and sale.
purchase and sale, and that the obligations
There was the obligation on the part of the
the breach of which is alleged as a cause of
plaintiff to supply the beds, and, on the part
action are not imposed upon the defendant,
of the defendant, to pay their price. These
either by agreement or by law.
features exclude the legal conception of an
agency or order to sell whereby the
mandatory or agent received the thing to
sell it, and does not pay its price, but 13. PELAYO VS PEREZ, G.R NO. 141323
delivers to the principal the price he obtains JUNE 8,2005
from the sale of the thing to a third person,
and if he does not succeed in selling it, he
returns it. By virtue of the contract between FACTS:
the plaintiff and the defendant, the latter, on David Pelayo sold two parcels of
receiving the beds, was necessarily obliged agricultural land located in Panabo to mrlki
to pay their price within the term fixed, perez onJanuary 1988 And the sale is
without any other consideration and evidenced by a deed of Absolute Sale and
regardless as to whether he had or had not Loreza Pelayo, wife of David and another
sold the beds. one whose signature is illegible witnessed
In respect to the defendants obligation to the execution of the deed. Mrs Pelayo
order by the dozen, the only one expressly signed only the third space in the space
imposed by the contract, the effect of its provided for the witness, Perez asked
breach would only entitle the plaintiff to Loreza tosign on the first and second pages
disregard the orders which the defendant but the latter refused as a result, Mr Perez
instituted anaction for specific performance
and Perez countered that the lots were Respondent Jose Poncio was the
given to him by defendant Pelayo in owner of the parcel of land located in Rizal.
consideration of his services as his (Area more or less 195 sq. m.)
attorney-in fact to make the necessary
The said lot was subject to mortgage
representation and negotiation with the
in favor of the Republic Savings Bank for
illegal occupants-defendants in the
the sum of P1,500.00.
ejectment case. Defendant Pelayo said that
the deed was without the consent of Mrs. Carbonell and respondent Emma
perez and invoked Art 166of the Civil code Infante offered to buy the said lot from
to support his argument. Poncio.
ISSUE: Poncio offered to sell his lot to
Carbonell excluding the house on which he
Did Mrs Pelayo expressed his consent in
and his family stayed. Carbonell accepted
the deed of Sale executed by Mrs Pelayo?
the offer and proposed the price of
HELD: P9.50/sq. m..
The consent need not be expressed. It can Poncio accepted the price on the
be implied. In the present case, although it condition that from the purchase price
appears on the face of the deed of sale that would come the money to be paid to the
Lorenza signed only as an instrumental bank.
witness, circumstances leading to the
January 27, 1995: The parties
execution of said document point to the fact
executed a document in the Batanes dialect
that Lorenza was fully aware of the sale of
which is translated as: CONTRACT FOR
their conjugal property and consented to
ONE HALF LOT WHICH I (Poncio)
the sale. The petition of Mr. and Mrs Pelayo
BOUGHT FROM.
was denied.
Carbonell asked a lawyer to prepare
the deed of sale and delivered the
CARBONELL VS PONCIO document, together with the balance of
P400, to Jose Poncio. (Note: Carbonell
Facts:
already paid P200 for the mortgage debt of
Poncio + obligated herself to pay the Thereafter, Emma Infante took
remaining installments.) possession of the lot, built a house and
introduced some improvements.
However, when she went to Poncio,
the latter informed her that he could no In June 1995, Carbonell filed a
longer proceed with the sale as the lot was complaint praying that she be declared the
already sold to Emma Infante and that he lawful owner of the land, that the
could not withdraw with the sale. subsequent sale to spouses Infante be
declared null and void, and that Jose
Poncio admitted that on January 30,
Poncio be ordered to execute the
1995, Mrs. Infante improved her offer and
corresponding deed of conveyance of said
he agreed to sell the land and its
land in her favor
improvements to her for P3,535.00.
RTC ruled that the sale to spouses
In a private memorandum
Infante was null and void. After re-trial, it
agreement, Poncio bound to sell to Infante
reversed its ruling. CA ruled in favor of
the lot for the sum of P2,357.52, with
Carbonell but after a MfR, it reversed its
Infante still assuming the mortgage debt of
ruling and ruled in favor of the Infantes.
P1,177.48. (Note: The full amount of
mortgage debt was already paid by the Issue: WON Carbonell has a superior right
Infantes) over Emma Infante. YES
February 2, 1995: A deed of sale Held:
was executed between Poncio and Infante.
Article 1544 provides that for double sale of
February 8, 1995: Knowing that the an immovable property, the ownership shall
sale to Infante has not been registered, belong to the person who first acquired it in
Carbonell filed an adverse claim. good faith and recorded it in the Registry of
Property
February 12, 1995: The deed of sale
was registered but it has an annotation of Article 1544, New Civil Code, which is
the adverse claim of Carbonell. decisive of this case, recites:
If the same thing should have been sold to recorded" his right. Under the first and third
different vendees, the ownership shall be paragraph, good faith must characterize the
transferred to the person who may have act of anterior registration.
first taken possession thereof in good faith,
Rule when there is inscription or not
if it should movable property.
If there is no inscription, what is decisive is
Should it be immovable property, the
prior possession in good faith. If there is
ownership shall belong to the person
inscription, as in the case at bar, prior
acquiring it who in good faith first recorded
registration in good faith is a pre-condition
it in the Registry of Property.
to superior title.
Should there be no inscription, the
Carbonell was in good faith when she
ownership shall pertain to the person who
bought the lot
in good faith was first in the possession;
and, in the absence thereof, to the person When Carbonell bought the lot from Poncio
who presents the oldest title, provided there on January 27, 1955, she was the only
is good faith. buyer thereof and the title of Poncio was
still in his name solely encumbered by bank
The buyer must act in good faith in
mortgage duly annotated thereon.
registering the deed of sale
Carbonell was not aware and she could
It is essential that the buyer of realty must not have been aware of any sale of
act in good faith in registering his deed of Infante as there was no such sale to Infante
sale to merit the protection of the second then.
paragraph of said Article 1544.
Hence, Carbonell's prior purchase of the
Unlike the first and third paragraphs of said land was made in good faith. Her good faith
Article 1544, which accord preference to subsisted and continued to exist when she
the one who first takes possession in good recorded her adverse claim four (4) days
faith of personal or real property, the prior to the registration of Infantes's deed of
second paragraph directs that ownership of sale.
immovable property should be recognized
in favor of one "who in good faith first
Carbonells good faith did not cease when Her refusal to talk to Carbonell could only
she was informed by Poncio about the sale mean that she did not want to listen to
to Emma Infante Carbonell's story that she (Carbonell) had
previously bought the lot from Poncio.
After learning about the second sale,
Carbonell tried to talk to the Infantes but the 2. Carbonell was already in possession of
latter refused. mortgage passbook and copy of the
mortgage contract. (Not Poncios saving
(Exact words of the SC: With an aristocratic
deposit passbook.)
disdain unworthy of the good breeding of a
good Christian and good neighbor, Infante Infante naturally must have demanded from
snubbed Carbonell like a leper and refused Poncio the delivery to her of his mortgage
to see her. passbook and mortgage contract so that
the fact of full payment of his bank
So Carbonell did the next best thing to
mortgage will be entered therein; and
protect her right she registered her
Poncio, as well as the bank, must have
adversed claim on February 8, 1955. Under
inevitably informed her that said mortgage
the circumstances, this recording of her
passbook could not be given to her
adverse claim should be deemed to have
because it was already delivered to
been done in good faith and should
Carbonell.
emphasize Infante's bad faith when she
registered her deed of sale four (4) days 3. Emma Infante did not inquire why Poncio
later on February 12, 1955. was no longer in possession of the
mortgage passbook and why it was in
The Infantes were in bad faith (5 indications
Carbonells possession.
of bad faith listed below)
The fact that Poncio was no longer in
Bad faith arising from previous knowledge
possession of his mortgage passbook and
by Infante of the prior sale to Carbonell is
that the said mortgage passbook was
shown by the following facts:
already in possession of Carbonell, should
1. Mrs. Infante refused to see Carbonell. have compelled Infante to inquire from
Poncio why he was no longer in possession
of the mortgage passbook and from
Carbonell why she was in possession of the From the terms of the memorandum, it
same. tends to show that the sale of the property
in favor of Carbonell is already an
4. Emma Infante registered the sale under
accomplished act. As found by the trial
her name after Carbonell filed an adverse
court, to repeat the said memorandum
claim 4 days earlier.
states "that Poncio is allowed to stay in the
Here she was again on notice of the prior property which he had sold to the plaintiff
sale to Carbonell. Such registration of ..., it tends to show that the sale of the
adverse claim is valid and effective. property in favor of the plaintiff is already an
accomplished act..."
5. Infante failed to inquire to Poncio WON
he had already sold the property to There was an adequate consideration or
Carbonell especially that it can be shown price for the sale in favor of Carbonell
that he was aware of the offer made by
Poncio agreed to sell the same to Carbonell
Carbonell.
at P9.50 per square meter, on condition
Poncio alleged in his answer that Mrs. that Carbonell:
Infante and Mrs. Carbonell offered to buy
1. should pay (a) the amount of P400.00 to
the lot at P15/sq. m. which offers he
Poncio and the arrears in the amount of
rejected as he believed that his lot is worth
P247.26 to the bank
at least P20.00/sq. m. It is therefore logical
to presume that Infante was told by Poncio 2. should assume his mortgage
and consequently knew of the offer of indebtedness.
Carbonell which fact likewise should have
The bank president agreed to the said sale
put her on her guard and should have
with assumption of mortgage in favor of
compelled her to inquire from Poncio
Carbonell an Carbonell accordingly paid the
whether or not he had already sold the
arrears of P247.26.
property to Carbonell
It is evident therefore that there was ample
consideration, and not merely the sum of
The existence of prior sale to Carbonell was P200.00, for the sale of Poncio to Carbonell
duly established of the lot in question.
The subject property was identified and Maxima Hemedes and her husband Raul
described Rodriguez constituted a real estate
mortgage over the subject property in favor
The court has arrived at the conclusion that
of R & B Insurance to serve as security for
there is sufficient description of the lot
a loan which they obtained.
referred to in Exh. As none other than the
parcel of lot occupied by the defendant R & B Insurance extrajudicially foreclosed
Poncio and where he has his improvements the mortgage since Maxima Hemedes
erected. The Identity of the parcel of land failed to pay the loan even. The land was
involved herein is sufficiently established by sold at a public auction with R & B
the contents of the note Exh. 'A'. Insurance as the highest bidder. A new title
was subsequently issued in favor the R&B.
The annotation of usufruct in favor of Justa
HEMEDES VS CA Kausapin was maintained in the new title.

FACTS: Jose Hemedes executed a Despite the earlier conveyance of the

document entitled Donation Inter Vivos subject land in favor of Maxima Hemedes,
With Resolutory Conditions conveying Justa Kausapin executed a Kasunduan
ownership a parcel of land, together with all whereby she transferred the same land to
its improvements, in favor of his third wife, her stepson Enrique D. Hemedes, pursuant
Justa Kauapin, subject to the resolutory to the resolutory condition in the deed of
condition that upon the latters death or donation executed in her favor by her late
remarriage, the title to the property donated husband Jose Hemedes. Enrique D.
shall revert to any of the children, or heirs, Hemedes obtained two declarations of real
of the DONOR expressly designated by the property, when the assessed value of the
DONEE. property was raised. Also, he has been
paying the realty taxes on the property from
Pursuant to said condition, Justa Kausapin the time Justa Kausapin conveyed the
executed a Deed of Conveyance of property to him. In the cadastral survey,
Unregistered Real Property by Reversion the property was assigned in the name of
conveying to Maxima Hemedes the subject Enrique Hemedes. Enrique Hemedes is
property. also the named owner of the property in the
records of the Ministry of Agrarian Reform ISSUE: W/N the donation in favor of
office at Calamba, Laguna. Enrique Hemedes was valid?
Enriques D. Hemedes sold the property to HELD: NO. Enrique D. Hemedes and his
Dominium Realty and Construction transferee, Dominium, did not acquire any
Corporation (Dominium). rights over the subject property. Justa
Kausapin sought to transfer to her stepson
Dominium leased the property to its sister
exactly what she had earlier transferred to
corporation Asia Brewery, Inc. (Asia
Maxima Hemedes the ownership of the
Brewery) who made constructions therein.
subject property pursuant to the first
Upon learning of Asia Brewerys
condition stipulated in the deed of donation
constructions, R & B Insurance sent it a
executed by her husband. Thus, the
letter informing the former of its ownership
donation in favor of Enrique D. Hemedes is
of the property. A conference was held
null and void for the purported object
between R & B Insurance and Asia Brewery
thereof did not exist at the time of the
but they failed to arrive at an amicable
transfer, having already been transferred to
settlement.
his sister. Similarly, the sale of the subject
Maxima Hemedes also wrote a letter property by Enrique D. Hemedes to
addressed to Asia Brewery asserting that Dominium is also a nullity for the latter
she is the rightful owner of the subject cannot acquire more rights than its
property and denying the execution of any predecessor-in-interest and is definitely not
real estate mortgage in favor of R&B. an innocent purchaser for value since
Enrique D. Hemedes did not present any
Dominium and Enrique D. Hemedes filed a certificate of title upon which it relied.
complaint with the CFI for the annulment of
TCT issued in favor of R & B Insurance The declarations of real property by Enrique
and/or the reconveyance to Dominium of D. Hemedes, his payment of realty taxes,
the subject property alleging that Dominion and his being designated as owner of the
was the absolute owner of the land. subject property in the cadastral survey of
Cabuyao, Laguna and in the records of the
The trial court ruled in favor of Dominium Ministry of Agrarian Reform office in
and Enrique Hemedes. Calamba, Laguna cannot defeat a
certificate of title, which is an absolute and 1980, Aurelio filed a complaint for
indefeasible evidence of ownership of the rescission of contract grounded on the
property in favor of the person whose name buyers failure to pay the balance of the
appears therein. Particularly, with regard to purchase price. On February 4, 1982,
tax declarations and tax receipts, this Court another deed of absolute sale was
has held on several occasions that the executed between Aurelio and his children,
same do not by themselves conclusively and herein petitioner Clara Balatbat,
prove title to land. involving the entire lot. Balatbat filed a
motion for the issuance of writ of
BALATBAT VS CA
possession, which was granted by the court
Facts: on September 20, 1982, subject to valid
rights and interests of third persons.
A parcel of land was acquired by plaintiff Balatbat filed a motion to intervene in the
Aurelio Roque and Maria Mesina during rescission case, but did not file her
their conjugal union. Maria died on August complaint in intervention. The court ruled
28, 1966. On June 15, 1977, Aurelio filed a that the sale between Aurelio and Aurora is
case for partition. The trial court held that valid.
Aurelio is entitled to the portion at his
share in the conjugal property, and 1/5 of Issues:
the other half which formed part of Marias
(1) Whether the alleged sale to private
estate, divided equally among him at his 4
respondents was merely executory
children. The decision having become final
and executory, the Register of Deeds of (2) Whether there was double sale
Manila issued a transfer certificate of title
(3) Whether petitioner is a buyer in good
on October 5, 1979 according to the ruling
faith and for value
of the court. On April 1, 1980, Aurelio sold
his 6/10 share to spouses Aurora Tuazon- Held:
Repuyan and Jose Repuyan, as evidenced
by a deed of absolute sale. On June 21, (1) Contrary to petitioner's contention that
1980, Aurora caused the annotation of her the sale dated April 1, 1980 in favor of
affidavit of adverse claim. On August 20, private respondents Repuyan was merely
executory for the reason that there was no
delivery of the subject property and that make the sale null and void for lack of
consideration/price was not fully paid, we consideration but results at most in default
find the sale as consummated, hence, valid on the part of the vendee, for which the
and enforceable. The Court dismissed vendor may exercise his legal remedies.
vendor's Aurelio Roque complaint for
rescission of the deed of sale and declared
that the Sale dated April 1, 1980, as valid (2) Article 1544 of the Civil Code provides
and enforceable. No appeal having been that in case of double sale of an immovable
made, the decision became final and property, ownership shall be transferred (1)
executory. to the person acquiring it who in good faith
first recorded it in the Registry of Property;
The execution of the public instrument,
(2) in default thereof, to the person who in
without actual delivery of the thing,
good faith was first in possession; and (3) in
transfers the ownership from the vendor to
default thereof, to the person who presents
the vendee, who may thereafter exercise
the oldest title, provided there is good faith.
the rights of an owner over the same. In the
In the case at bar, vendor Aurelio Roque
instant case, vendor Roque delivered the
sold 6/10 portion of his share to private
owner's certificate of title to herein private
respondents Repuyan on April 1, 1980.
respondent. The provision of Article 1358
Subsequently, the same lot was sold again
on the necessity of a public document is
by vendor Aurelio Roque (6/10) and his
only for convenience, not for validity or
children (4/10), represented by the Clerk of
enforceability. It is not a requirement for the
Court pursuant to Section 10, Rule 39 of
validity of a contract of sale of a parcel of
the Rules of Court, on February 4, 1982.
land that this be embodied in a public
Undoubtedly, this is a case of double sale
instrument. A contract of sale being
contemplated under Article 1544 of the New
consensual, it is perfected by the mere
Civil Code.
consent of the parties. Delivery of the thing
bought or payment of the price is not Evidently, private respondents Repuyan's
necessary for the perfection of the contract; caused the annotation of an adverse claim
and failure of the vendee to pay the price on the title of the subject property on July
after the execution of the contract does not 21, 1980. The annotation of the adverse
claim in the Registry of Property is sufficient to the private respondents. It is incumbent
compliance as mandated by law and serves upon the vendee of the property to ask for
notice to the whole world. On the other the delivery of the owner's duplicate copy of
hand, petitioner filed a notice of lis pendens the title from the vendor. One who
only on February 2, 1982. Accordingly, purchases real estate with knowledge of a
private respondents who first caused the defect or lack of title in his vendor cannot
annotation of the adverse claim in good claim that he has acquired title thereto in
faith shall have a better right over herein good faith as against the true owner of the
petitioner. As between two purchasers, the land or of an interest therein; and the same
one who has registered the sale in his rule must be applied to one who has
favor, has a preferred right over the other knowledge of facts which should have put
who has not registered his title even if the him upon such inquiry and investigation as
latter is in actual possession of the might be necessary to acquaint him with the
immovable property. Further, even in defects in the title of his vendor. Good faith,
default of the first registrant or first in or the want of it is not a visible, tangible fact
possession, private respondents have that can be seen or touched, but rather a
presented the oldest title. Thus, private state or condition of mind which can only be
respondents who acquired the subject judged of by actual or fancied tokens or
property in good faith and for valuable signs.
consideration established a superior right
Duarte v Duran
as against the petitioner.
(3) Petitioner cannot be considered as a Facts:
buyer in good faith. If petitioner did
This petition arose from a suit[5] for collection of
investigate before buying the land on
sum of money filed by respondent Miguel Samuel
February 4, 1982, she should have known
that there was a pending case and an A.E. Duran against petitioner Elena Jane Duarte
annotation of adverse claim was made in with Branch 5 of the Municipal Trial Court in Cities
the title of the property before the Register (MTCC), Cebu.
of Deeds and she could have discovered
According to respondent, on February 14, 2002,
that the subject property was already sold
he offered to sell a laptop computer for the sum of
P15,000.00 to petitioner thru the help of a agreed and in turn, Dy left the laptop with
common friend, Josephine Dy (Dy). Since petitioner. On February 18, 2002, Dy came to get
petitioner was undecided, respondent left the the laptop but petitioner refused to give it back
laptop with petitioner for two days. On February because the loan was not yet paid. Dy then asked
16, 2002, petitioner told respondent that she was petitioner to lend an additional amount of
willing to buy the laptop on installment. P3,000.00 to respondent who allegedly was in dire
Respondent agreed; thus, petitioner gave need of money. Petitioner gave the money under
P5,000.00 as initial payment and promised to pay agreement that the amounts she lent to
P3,000.00 on February 18, 2002 and P7,000.00 respondent would be considered as partial
on March 15, 2002. On February 18, 2002, payments for the laptop in case she decides to
petitioner gave her second installment of buy it. Sometime in the first week of March 2002,
P3,000.00 to Dy, who signed the handwritten petitioner informed respondent that she has finally
receipt allegedly made by petitioner as proof of decided not to buy the laptop. Respondent,
payment. But when Dy returned to get the however, refused to pay and insisted that
remaining balance on March 15, 2002, petitioner petitioner purchase the laptop instead.
offered to pay only P2,000.00 claiming that the
laptop was only worth P10,000.00. Due to the WON there was a valid Contract of Sale
refusal of petitioner to pay the remaining balance, There was a contract of sale between the parties
respondent thru counsel sent petitioner a demand
letter dated July 29, 2002. As to whether there was a contract of sale
between the parties, we hold that there was, and
Petitioner, however, denied writing the receipt the absence of a written contract of sale does not
dated February 18, 2002, and receiving the mean otherwise. A contract of sale is perfected the
demand letter dated July 29, 2002. Petitioner moment the parties agree upon the object of the
claimed that there was no contract of sale. sale, the price, and the terms of payment. Once
Petitioner said that Dy offered to sell respondents perfected, the parties are bound by it whether the
laptop but because petitioner was not interested in contract is verbal or in writing because no form is
buying it, Dy asked if petitioner could instead lend required. Contrary to the view of petitioner, the
respondent the amount of P5,000.00. Petitioner Statute of Frauds does not apply in the present
case as this provision applies only to executory, the mail considering that respondent was able to
and not to completed, executed or partially present the postmasters certification[63] stating
executed contracts.[62] In this case, the contract that the letter was indeed sent to the address of
of sale had been partially executed because the petitioner. Bare denial of receipt of a mail cannot
possession of the laptop was already transferred prevail over the certification of the postmaster,
to petitioner and the partial payments had been whose official duty is to send notices of registered
made by her. Thus, the absence of a written mail.[64]
contract is not fatal to respondents case.
Respondent only needed to show by a As we see it then, the evidence submitted by
preponderance of evidence that there was an oral respondent weigh more than petitioners bare
contract of sale, which he did by submitting in denials. Other than her denials, no other evidence
evidence his own affidavit, the affidavit of his was submitted by petitioner to prove that the
witness Dy, the receipt dated February 18, 2002 laptop was not sold but was only given as security
and the demand letter dated July 29, 2002. for respondents loan. What adds doubt to her
story is the fact that from the first week of March
As regards the receipt dated February 18, 2002, 2002, the time she allegedly decided not to buy
we agree with petitioner that it is not an actionable the laptop, up to the time the instant case was filed
document. Hence, there was no need for her to against her, she did not exert any effort to recover
deny its genuineness and due execution under from respondent the payment of the alleged loan.
oath. Nonetheless, we find no error on the part of Her inaction leads us to conclude that the alleged
the CA in giving full weight and credence to it loan was a mere afterthought.
since it corroborates the testimonies of respondent
and his witness Dy that there was an oral contract All told, no error can be attributed to the CA in
of sale between the parties. finding that there was a contract of sale between
the parties
With regard to petitioners denial of the receipt of
the demand letter dated July 29, 2002, we believe Sanchez vs. Rigos [G.R. No. L-25494. June 14,
that this did not overturn the presumption of 1972.]
regularity that the letter was delivered and Facts:
received by the addressee in the regular course of
In 1961, Rigos and Sanchez executed a document Ruling in Southwestern abandoned; acceptance of
titled Option to Purchase whereby Rigos bound option before withdrawal creates a binding
herself to sell a parcel of land to Sanchez for 1.5k obligation to buy and sell even if not supported by
pesos within two years from the execution of the consideration
contract. This option contract had no distinct
consideration. Even if the "offer of option" is not supported by any
consideration, theoption became binding on the
Sanchez made several tenders of the purchase promissor when the promisee gave notice to it of
price to Rigos, but Rigos ignored them. Sanchez its acceptance, and that having accepted it within
consigned the payment in court less than 2 the period of option, the offer can no longer be
months before the expiration of the period to withdrawn and in any event such withdrawal is
exercise his right. ineffective.

In other words, Sanchez accepted the optino Article 1479 must be read in relation to Article
before Rigos could withdraw the offer. 1324

The RTC ruled in favor of Sanchez, ordering Rigos ART. 1479. A promise to buy and sell a
to accept the payment of the price. determinate thing for a price certain is reciprocally
demandable.
On appeal, Rigos claims that she could validly
withdraw the option given to Sanchez, even if An accepted unilateral promise to buy or sell a
Sanchez has opted to exercise his right, since the determinate thing for a price certain is binding
contract was not supported by a separate and upon the promisor if the promise is supported by a
distinct consideration (ruling in Southwestern consideration distinct from the price.
Sugar v Altantic Gulf).
ART. 1324. When the offerer has allowed the
Issue: WON Rigos is bound by Sanchez offeree a certain period to accept, the offer may be
acceptance even though the option is not withdrawn any time before acceptance by
supported by a separate consideration. YES communicating such withdrawal, except when the
option is founded upon consideration as
Held: something paid or promised.
In Southwestern, the Court said while 1324 was Sammy Maron and his seven brothers and sisters
applicable to contracts in general, Article 1479 were pro-indiviso owners of a parcel of
specifically states that in unilateral contracts to unregistered land located in barrio Parayao,
sell, there is a need for the separate consideration Binmaley, Pangasinan. In 1955, while their
before the obligation to buy and sell arises. application for registration of said land under Act
No. 496 was pending, they executed, on June 19
However, this ruling was abandoned in the case of and on September 21, two deeds of sale
Atkins v Cua Hian Tek, where the Court decided conveying the property to herein respondent
there was no distinction between the two articles. Rustico Macam who thereafter took possession of
Both articles produced the same effect: the the property and made substantial improvements
promise is treated as an option which, although upon it. On October 14, 1955, OCT No. 6942
not binding as a contract in itself for lack of a covering the land was issued in the name of the
separate consideration, nevertheless generated a Marons, free from all liens and encumbrances.
bilateral contract of purchase and sale upon
acceptance. On August 4, 1956, however, by virtue of a final
judgment of the Municipal Court of Manila in a civil
In other words, since there may be no valid case in favor of Manila Trading and Supply Co.
contract without a cause or consideration, the (Manila Trading) against Sammy Maron, levy was
promisor is not bound by his promise and may, made upon whatever interest he had in the subject
accordingly, withdraw it. Pending notice of its property. Thereafter, said interest was sold at
withdrawal, his accepted promise partakes, public auction to the judgment creditor Manila
however, of the nature of an offer to sell which, if Trading. The corresponding notice of levy,
accepted, results in a perfected contract of sale. certificate of sale and the sheriff's certificate of
Dagupan Trading vs. Macam final sale in favor of Manila Trading - because
nobody exercised the right of redemption - were
14 SCRA 99 duly registered, and on March 1, 1958, the latter
sold all its rights and title in the property to herein
May 1965
petitioner Dagupan Trading Company (Dagupan
FACTS: Trading).
On September 4, 1958, Dagupan Trading filed an effect upon the subsequent issuance of the
action against Macam, praying that it be declared Torrens title over the entire parcel of land.
owner of one-eighth portion of the subject Moreover, upon the execution of the deed of sale
property. The CFI of Pangasinan dismissed the in his favor by Sammy Maron, Macam had
said complaint, and the Court of Appeals affirmed immediately taken possession of the land
its decision. conveyed as its new owner and introduced
considerable improvements upon it himself. To
ISSUE: deprive him, therefore, of the same by sheer force
Who has the superior right over the one-eight of technicality would be against both justice and
portion of the subject property? equity.

COURT RULING: First Optima Realty v sss

The Supreme Court likewise affirmed both Earnest money

decisions of the lower courts. At the time of the Facts:
levy, Sammy Maron already had no interest on the
one-eight portion of the property he and his The petitioner looking to expand business and add
siblings have inherited because for a considerable to its existing offices, respondent-- through its
time prior to the levy, said interest had already General Manager, Antonio Eleazar (Eleazar) sent
been conveyed upon Macam "fully and a letter to the petitoner offering to purchase the
irretrievably" - as the Court of Appeals held. subject property at P6,000.00 per square meter. A
Consequently, the subsequent levy made on the series of telephone calls ensued, but only between
property for the purpose of satisfying the judgment Eleazar and Youngs secretary; Eleazar likewise
rendered against Sammy Maron in favor of the personally negotiated with a certain Maria Remoso
Manila Trading Company was void and of no (Remoso), who was an employee of petitioner. At
effect. this point, Eleazar was unable to personally
negotiate with Young or the petitioners board of
The unregistered sale and the consequent directors.
conveyance of title and ownership in favor Macam
could not have been cancelled and rendered of no
Sometime thereafter, Eleazar personally went to had agreed on any final arrangement containing
petitioners office offering to pay for the subject the essential elements of a contract of sale,
property in cash, which he already brought with namely, (1) consent or the meeting of the minds of
him. However, Young declined to accept payment, the parties; (2) object or subject matter of the
saying that she still needed to secure her sisters contract; and (3) price or consideration of the sale.
advice on the matter. She likewise informed
Eleazar that prior approval of petitioners Board of Respondents subsequent sending of the February
Directors was required for the transaction, to 4, 2005 letter and check to petitioner without
which remark Eleazar replied that respondent shall awaiting the approval of petitioners board of
instead await such approval. directors and Youngs decision, or without making
a new offer constitutes a mere reiteration of its
On February 4, 2005, respondent sent a Letter of original offer which was already rejected
even date to petitioner. It was accompanied by previously; thus, petitioner was under no obligation
Philippine National Bank Check No. 24677, issued to reply to the February 4, 2005 letter. It would be
for P100,000.00 and made payable to petitioner. absurd to require a party to reject the very same
The check was eventually deposited with and offer each and every time it is made; otherwise, a
credited to petitioners bank account Thereafter, perfected contract of sale could simply arise from
respondent through counsel demanded in writing the failure to reject the same offer made for the
that petitioner proceed with the sale of the hundredth time. Thus, said letter cannot be
property. considered as evidence of a perfected sale, which
does not exist in the first place; no binding
Issue: Whether there is a contract of sale when obligation on the part of the petitioner to sell its
the respondent accepted the supposed earnest property arose as a consequence. The letter made
money. no new offer replacing the first which was rejected.
Held: Each and every time it is made; otherwise, a
perfected contract of sale could simply arise from
No. the failure to reject the same offer made for the
hundredth time. Thus, said letter cannot be
In the present case, the parties never got past the
considered as evidence of a perfected sale, which
negotiation stage. Nothing shows that the parties
does not exist in the first place; no binding the total value fixed for them, on which event the
obligation on the part of the petitioner to sell its lease would terminate and payment of any further
property arose as a consequence. The letter made rental would cease and the lessor would then
no new offer replacing the first which was rejected. transfer to the lessee title to the vehicles, provided
the lessee had complained with the other
US commercial co vs halili conditions of the contracts; that the lessor would
have the right to terminate the contracts and
This an action to recover unpaid rentals on used repossess the trucks should the lessee fail to
army vehicles alleged to have been leased by make payment on the dates specified or fulfill any
plaintiff by the Defendants. of the obligations under the contracts, but that
failure to exercise the right of repossession on any
The case was submitted in the court below on a
stipulation of facts from which it appears that on default would not be a waiver of such right upon
December 22, 1945, plaintiff, as representative of any subsequent default; that in the event the
the U. S. Government, entered into a contract with contracts were terminated on account of the
lessee's default in the performance of his
the defendant leasing to the latter for a term of one
year two used army vehicles, and on February 18, obligations then all the payment theretofore made
1946, plaintiff again entered into a contract with should remain the property of the lessor and not
the same defendant leasing to the latter for the be recoverable by the lessee, the latter also
waiving "the benefit of section 145-A, Philippine
same term six use army vehicles; that under the
terms of both contracts the value of the vehicles Civil Code;" that after paying several installments
was fixed and then after deducting therefrom a or rentals under the two contracts, the lessee
substantial initial payment made by the lessee, the defaulted in the payment of subsequent rents and
that one year after such default the lessor
balance was divided into twelve equal parts and
each part was made the monthly rental or requested the lessee to return all the eight
payment which the lessee was to make to the vehicles and the lessee voluntarily complied with
said request, but there after refused to pay all
lessor together with 6 per cent interest "on the
rentals in areas. Hence the present action.
unpaid balance of the value of the lease
equipment;" that the contracts provided that the Holding that the contracts in question were leases
title to the vehicles was to remain in the lessor of personal property with option to purchase and
during the term of the lease until all the rentals or come within the purview of article 145-A of the old
payment collected from the lessee should equal Civil Code, the trial court, ruled that plaintiff's
possessions of the vehicles precluded it from the the enjoyment of such personal property. (Old Civil
bringing an action to recover the unpaid rents, the Code.)
notwithstanding the fact that the lessee had
There can be hardly be any question that the so-
waived the benefit of said article, the court
called contracts of lease on which the present
declaring said waiver to be null and void. The
action is based were varitable lease of personal
Court, therefore, rendered judgment, dismissing
property with option to purchase, and as much
the plaintiff's complaint with costs. From this
come within the purview of the above article. In
judgment plaintiff has appealed to this court,
fact the instruments (exhibit "A" and "B")
contending that (1) defendant's voluntary
embodying the contracts bear the heading or title
surrender of the vehicles to the plaintiff took the
"Lease-Sale (Lease-Sale of Transportation and/or
case out of the operation of article 1454-A of the
Mechanical Equipment)." The contracts fixed the
old Civil code, and (2) defendant's waiver of the
value of the vehicles conveyed to the lessee and
benefit of said article was valid.
expressly refer to the remainder of said value after
The article in question reads: deduction of the down payment made by the
lessee as "the unpaid balance of the purchase
ART. 1454-A. In a contract for the sale of personal
price of the leased equipment." The contracts also
property payable installments, failure to pay two or
provided that upon the full value (plus stipulated
more installments shall confer upon the vendor the
interest) being paid, the lease would terminate and
right to cancel the sale or foreclose the mortgage if
title to the leased property would be transferred to
one has been given in the property, without
the lessee. Indeed, as the defendant-appellee
reinbursement to the purchaser to the installments
points out, the inclusion of a clause waiving benefit
already paid, if there an agreement to this effect
of article 1454-A of the old Civil Code is conclusive
However, if the vendor has choosen to foreclose proof of the parties' understanding that they were
the mortgage he shall have no further action entering into a lease contract with option to
against the purchaser for the recovery of any purchase which come within the purview of said
unpaid balance owing by the same, and any article.
agreement to the contrary shall be null and
Being leases of personal property with option to
[Link] same rule shall apply to the leases of
purchase as contemplated in the above article, the
personal property with option to purchase, when
contracts in question are subject to the provision
the lessor has chosen to deprived the lessee of
that when the lessor in such case "has chosen to
deprive the lessee of the enjoyment of such
personal property," "he shall have no further Plaitiff could recovered all the rentals due by suing
action" against the lessee "for the recovery of any for them in the courts. In choosing the alternative
unpaid balance" owing by the latter, "any remedy of depriving the defendant of the
agreement to the contrary being null and void." enjoyment of the vehicles leased with option to
purchase, plaintiff waived its right to bring such
Plaintiff and appellant, however, contents that
action.
defend- ant and appellee's voluntary surrender to
the property taken the case out of the purview of Wherefore, the judgment appealed from is
the article. But it appears from the stipulation of affirmed, with costs against the appellant.
facts that the voluntary delivery of the vehicles
was made in obedience to plaintiff's demands so Masiclat vs Centeno
that there is no escaping the conclusion that
plaintiff has in facts choosen to deprive the lessee Facts:
of the enjoyment of the property leased. The
1. A person tried to buy rice from Natalia Centeno.
article does not require that the privation of the
enjoyment of the property be brought about thru 2. The rice was sold to Ramon Masiclat
court action. And in the present case court action
for such purpose was not essential because the 3. CFI Pampanga: Did not award the rice to
contracts specifically authorized the lessor to Centeno
repossess the vehicle whenever the lessee de-
faulted in the payment of rent and the lessee could 4. CA: Reversed CFI Pampanga. Awarded rice in
not in that event refuse to demand for the delivery to the defendant. Rice should be awarded to
of the vehicles without violating the terms of her Natalia Centeno
undertaking.
5. Masiclat filed an appeal by certiorari to the SC
As to the second ground of appeal, not much need
be said, for the article itself seeks to forestall ISSUE: HELD: CA is affirmed.
waiver of its benefits by providing that "any
agreement to the contrary shall be null and void." RATIO: 1. The evidence does not clearly show the
The waiver inserted in the contracts in this case identity of the person who tried to buy the rice from
being contrary to both the letter and the policy of the respondent, and neither does it show that the
the law, the same cannot be given effect. same person was the one who sold the commodity
 to Ramon Masiclat 2. Although a cojitraet of sale is clause in the promissory note forming part of the
perfected upon the parties having agreed as to the mortgage, the whole obligation became due and
thing which is the subject matter of the contract demandable. On November 20, 1971, or less than a year
and the price (Warner, Barnes & Co. vs. Inza, 43 after Industrial Finance Corporation had discounted
Phil., 505; Article 1475, Civil Code), ownership is Consuelo Alcoba's promissory, note to Dizon, the
not considered transmitted until the property is corporation sued her in the Court of First Instance of
actually delivered and the purchaser has taken Manila (Civil Case No. 85583). The complaint, a printed
possession thereof and has paid the price agreed form used by the corporation in collection cases, is
upon (Roman vs. Grimalt, 6 Phil., 96; Article 1524, denominated "replevin with damages".
Civil Code). DOCTRINE Ownership is not
considered transmitted until the property is Issue: Whether or not Industrial Finance Corporation
actually delivered and the purchaser has taken sought to foreclose the chattel mortgage by means of a
possession thereof and has paid the price agreed writ of replevin.
upon (Roman vs. Grimalt, 6 Phil., 96; Article 1524, Law Applied: According to article 1484, it is only when
Civil Code). there has been a foreclosure that the mortgagor is not
Industrial Finance Corporation V.S. HON. PEDRO A. liable for any deficiency. In this case, there was no
RAMIREZ, Judge of the Court of First instance of foreclosure. The mortgagee evidently chose the remedy
Manila, and CONSUELO ALCOB [GR. No. L-43821, of specific performance. It levied upon the car by virtue of
May 26 1977] an execution and not as an incident of a foreclosure
proceeding. It is entitled to an alias writ of execution for
Fact: On December 4, 1970 Arnaldo Dizon sold to the portion of the judgment that has not been satisfied.
Consuelo Alcoba his 1966 model Chevrolet car for The rule is that in installment sales, if the action instituted
P13,157.89, payable in eighteen monthly installments, is for specific performance and the mortgaged property is
which were secured by a chattel mortgage on the car. On subsequently attached and sold, the sale thereof does
that same date, Dizon assigned for ten thousand pesos not amount to a foreclosure of the mortgage. Hence, the
to Industrial Finance Corporation all his rights and seller-creditor is entitled to a deficiency judgment.
interest in the chattel mortgage. Consuelo Alcoba
defaulted in the payment of the first four installments.
Because of that default and by virtue of the acceleration
Decision: The court reversed its order of denying
the third writ of execution. Consuelo Alcoba,
respondent, is held guilty. Costs against the respondent.

- -Cagaon vs cagaon p. 246

- -Buason vs Panuyas p. 241
- -Fudot vs Cattleya Land inc p. 237, p.
235.
- -Naval vs Ca p. 236
- - Garcia vs. Veloso p. 226
- - Semira vs Ca p. 223
- Katigbak vs. Ca p. 211, p. 198