SALES

• By the contract of sale, one of the contracting parties obligates himself to transfer of and to deliver a determinate thing, and other to pay therefore a price certain in money or its equivalent.


  Article 1458
• Essential Elements of Sale

  1. Consent or meeting of the minds consent to transfer ownership in exchange for the price 2. Determinate subject matter 3. Price certain in money or its equivalent
• Characteristics of a Contract of Sale : a contract of sales is perfected by mere consent. No form is prescribed for the perfection in a contract of sale, except in the following instances: a. Those covered under the Statute of Frauds, which must be appear in writing otherwise, the sale is considered unenforceable. Example: sale of real property b. Sale of real property made through an agent, in which case, the agent’s authority must be in writing, otherwise, the agency and sale made through an agent is void.


  Consensual
• because it gives right to reciprocal obligations

  Bilateral
• because it can stand by itself without need of another contract.

  Principal
• because the consideration for each property is the delivery of the thing or the payment of the price.

  Onerous
• because what the vendor (Seller) delivers is considered equivalent of the price paid by the vendee (buyer)

  Commutative
• because it has a designated name under the Civil Code of the Philippines which is “sale”


  Nominate
• Transmissive of ownership


  because the vendor transfers ownership of the subject matter to the vendee.
• Disqualified to Enter into a Contract of Sale: 1

  Husband and Wife
• cannot acquire by purchase even at public or judicial auction: the property of the person or persons who may be under his guardianship


  The guardian
• cannot acquire by purchase even at public or judicial auction: the property whose administration or sale or may have been entrusted to them, unless the consent of the principal has been given


  Agents
• cannot acquire by purchase even at public or judicial auction: the property of the estate under administration

  Executors and administrators
• cannot acquire by purchase even at public or judicial auction: – the property of the estate or any subdivisions thereof, or any government-owned or controlled corporation, or institutions, the administration of which has been entrusted to them

  Public officers and employees
• the property and rights in litigation or levied upon on execution before the court within whose jurisdiction or territory they exercise their respective function

  Justice, Judges, prosecuting attorneys, checks of superior and inferior courts and other officers and employees connected with the administration of justice
• The thing sold shall be understood as delivered, when it is placed in the control and possession of the vendee.

  Delivery
• actual physical transfer of control and possession to the vendee-buyer


  Actual Delivery
• Incorporeal and corporeal property

  Execution of Public Instrument
• delivery by mere consent

  Traditio Longa Manu
• buyer is already in possession in some other capacity as in the case where the buyer is the lessee

  Tradition Brevi Manu
• where the vendor delivers the symbol of possession of the movables

  Traditio Symbolica
• the vendor remains in possession in some other capacity for the vendee as in the case where the vendor will now be the agent or depository or the vendee

  Traditio constitutum possessorium
• the document of title represents title to and possession of the property owned covered by the document.

  Negotiation of a Negotiable Document of Title
• Effects of Loss of the Object in a Contract of Sale : Any injury to or benefit from the thing sold, after the contract has been perfected from the moment of the protection of the contract to the time of delivery, shall be governed by Article 1262


  Article 1480
• Effects of Loss of the Object in a Contract of Sale: An obligation which consists in the delivery of determinate thing shall be extinguished if it should be lost or destroyed without the fault of the debtor, and before he has incurred delay.

  Article 1262
• Effects of Loss of the Object in a Contract of Sale : The ownership of the thing sold is acquired by the vendee from the moment it is delivered to him in any number of the ways specified in Art. 1497 to 1501, or in any other manner signifying an agreement that the possession is transferred from the vendor to the vendee.


  Article 1496
• In a contract of sale of personal property, the price of which is payable in installments, the vendor may exercise any of the following remedies: 1. Exact fulfillment of the obligation should the vendee fail to pay; 2. Cancel the sale, should the vendee’s failure to pay cover two or more installments; and 3. Foreclose the chattel mortgage on the thing sold


  Article 1484
• If the same thing should have been sold to different vendees, the ownership shall be transferred to the person who may have first taken possession in good faith, if it should be movable property.


  Article 1544
• Should it be immovable property, the ownership shall being to the person acquiring it who in good faith recorded it in the Registry of Deeds (Property)


  Article 1544
• 1.The First Possessor is preferred

  2.The ownership shall be transferred to the person who may have first taken possession thereof in good faith.

  movable property
• 1. The buyer who first registered in good faith
  2. First Possessor
  3. Oldest Title (Acquisition)

  immovable property
• Art. 1495. The vendor is bound to transfer the ownership of and deliver, as well as warrant the thing which is the object of the sale.

  “To transfer the ownership of the thing”
• Art. 1496. The ownership of the thing sold is acquired by the vendee from the moment it is delivered to him.

  “To deliver the thing”
• Art. 1497. The thing sold shall be understood as delivered, when it is placed in the control and possession of the vendee

  “To warrant against eviction and against hidden defects”
• Art. 1602

  Conventional Redemption shall takes place when the vendor reserves the right to repurchase the thing sold, w
• The vendee a retro immediately acquires title and possession of the property sold, subject only to vendor’s right of redemption. The vendee, who acquires the ownership of, the property may dispose of the same as any other owner, he may therefor alienate, make dispositions mortis causa or inter vivos, mortgage or encumber the same, without any limitations than those imposed upon all owners. Although the right of the vendee is strictly without limitation, it is subject to a resolutory condition; hence, all acts of disposition are, as revocable as, his right.

  The vendee a retro
• The vendee a retro who takes possession of the property sold under a contract of sale with pacto de retro is under the obligation to take care of the thing sold during the period of the right to repurchase as a good father of a family who would take care of his own property.

  The vendee a retro, pacto de retro
• Period of redemption shall be for four years from the date of the contract, in the absence of any express agreement. Should there be an agreement, the period for redemption cannot exceed 10 years
• The vendee is bound to accept delivery and pay the price of the thing sold at the time and place stipulated in the contract.

  Obligation of the Vendee article 1582
• When the goods are delivered to the buyer “on sale or return” to give the buyer an option to return the goods instead of paying the price,