Princess Samantha A.

Sarceda
Sales- JD II
Final Examination

I.

A. Yes. The contention of Upin is proper.

Under the law on sales, the contract is perfected the moment there is a meeting of
minds upon the thing which is the object of the contract and upon the price.

In the case, sale is made subject to suspensive condition in which ejectment of the
squatters should have happened in order that perfection in the contract of sale will be
fulfilled.

Since, Ipin failed to fulfill said condition it is proper that Upin is not obligated to
continue the contract of sale.

B. No. The contention of Joey is untenable.

Under the Statute of Frauds, contracts need not be in writing in order to be

Since in the case, there was negotiation happened thru email, it is proper to
consider that there were meeting of the minds of both parties.

Hence, there was a valid contract of sale.

C. It is considered contract of sale.

It should be noted that under contract of sale an obligation to pay the price is
considered while the agency to sell merely delivers the object and can return the thing if
the agent won’t be able to sell it.

In one of the decided cases of the Supreme Court it was held that a contract of
sale is considered when the object delivered has a reciprocal obligation to pay the price
and the term “commission on sales” is considered a mere discount on the invoice price.

In the case, Daniela has a reciprocal obligation to pay the beds at 25%
commission on sales to Romina upon delivery whereas she cannot also return the same in
case she failed to sell it. Thus, it is clearly considered contract of sale.

II.

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 A. The first 5 players who were able to choose and pay the shoes upon delivery were
considered under contract of sale since the element of consent, determinable subject
matter and price were present.
Also, the other 4 players who were able to choose despite the non-availability of
the shoes are under contract of sale since the shoes ordered is in the ordinary course
of business, and the store being the manufacturer of the shoes can easily deliver it to the players
once the shoes are available.
However, the last player who could not find any shoes that would fit his 1 6inches
feet and requested for a specific shoe is considered to be under the contract of piece of work.
Under the law on sales, it is considered contract of piece of work if the goods manufactured is
upon the request the customer made specifically for him.

B. It depends.

Under the law on sales, if the consideration of the contract consists of partly in
money and partly in another thing, the transaction shall be characterized by the
intention of the parties. If such intention does not clearly appear, it shall be
considered a barter. If the value of the thing given as part of the consideration exceeds
the amount of the money or its equivalent; otherwise, it is a sale.

In the case, since the intent is not clear and the value of the watch is P100,000.00
which is less valuable than the money which is P 150,000.00, then the contract is
under contract of sale.

III.
A. Georgia’s contention to compel Emma to accept her payment and execute deed of
sale is proper.
Under the law on sales, an accepted unilateral promise to buy or to sell a
determinate thing for a price certain is binding upon the promissor if the promise is supported
by a consideration distinct from the price.
In the case, Emma accepted the unilateral promise which is supported by a
consideration distinct from the price of house and lot.
Hence, the moment Georgia signifies her willingness to buy the house and lot
within the 90-day period, there already is a perfected sale or contract.

B. No. Aquil is not obliged to sell the property to Muro.

Under the law on sales, the unilateral promise to buy or to sell which is not
accepted produces no juridical effect and creates no legal bond. This is a mere offer, and
has not yet been converted into a contract.

In the foregoing case, since the unilateral promise to sell is not yet accepted by
Muro and there was no price certain binding upon the promissor and not supported by a
consideration distinct from the price, then upon back up of Aquil, he is not also obliged to
sell the lot to Muro.

C. The defendants’ contention is not proper.

In one of the decided cases of the Supreme Court, it states that the contract of
lease contains right of first refusal, the lessor is under a legal duty to the lessee not to sell
to anybody at any price until he has made an offer to sell to the latter at a certain price

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 which the lessee failed to accept. However, the sale made in violation of a right of first
refusal is valid but rescissible and may be the subject of an action for specific
performance. Also, in order that the sale be rescinded to the 3 rd person, he must have been
actually or constructively aware of the right of the first refusal at the time he bought it.

In the case, since the third person has knowledge of the lease and the right of first
refusal, the sale can be rescinded and the lessee can compel the lessor to execute a deed
of sale at the same price favor to the him.

IV.

A. No. Adrian cannot foreclose the real estate mortgage for the unpaid balance.

In a contract of sale of personal property, Article 1484 of the Civil Code provides
some remedies to the vendor upon failure of the vendee to fulfill his obligation under
installment basis, and one of these is the foreclosure of the chattel mortgage.

In the instant case, Adrian’s foreclosure of the real estate is not proper even if
there should be a deficiency, recovery thereof is barred under Article 1484 since the
remedies under the provision are not commutative but alternative and exclusive.

B. No. Adrian cannot demand from Danny the payment of the deficiency.
Since under Art. 1484 of the Civil Code or the Recto law provides that
remedies available to the vendor are not commutative but alternative and
exclusive; that a vendor can only choose one remedy and can only be changed if
there is no compliance on the part of the buyer.
In the case, since Adrian already chose the foreclosure of the chattel
mortgage, he cannot go after Danny to pay the balance of the car since under this
remedy the deficiency is barred.

C. Yes.

Article 1486 of the Civil Code provides that a stipulation in the installments or
rents paid shall not be returned to the vendee or lessee and shall be valid insofar as
the same may not be unconscionable under the circumstances.

In the case, it can be stipulated by the parties that upon foreclosure of the chattel
mortgage the installment paid will not be refunded so long as unjust to any
circumstances.

V.
A. The transaction is invalid.
Article 1491 of the Civil Code enumerates the persons who are disqualified to
enter into a contract, the following are: (1) the guardian: his ward’s property;
(2) the agent: the principal’s property; (3) Executors and administrators: property under
administration; (4) Public-officers-state: property under their administration; (5)

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Justice, judge, prosecutor, clerk of court, lawyer: property attached in litigation; and (6)
any other specially disqualified by law.
In the case the transaction is invalid under Article 1491, par. 6 of the Civil Code,
since there was fiduciary relationship involved between one of the heads of the
bidding company and one of the bidders.

B. No. Ivana cannot interpose the defense of imprescriptibility of the title and ABC
cannot also decide to declare the sale null and void.

Under the law, sales entered under the prohibition of Article 1491 are not void but
merely voidable.
Hence, the contention of both parties is not proper. There should first proper
litigation on the said matter.

C. The exceptions provided under Article 1490 of the Civil Code in which the
husband and the wife can sell their property to each other are: (1) There should be
separation of property in marriage settlement and; (2) There is a judicial separation of
property in accordance of Article 191 of the Family Code.

D. Yes. The prohibition is also applicable to the COMMON-LAW husband and wife,
on the theory that it can lead to greater degree of undue influence once it is not
prohibited. If common-law husband and wife were allowed while on the other hand the
lawfully married were prohibited, it will encourage the people to go for an illicit
relationship for the reason to execute sale to their partners.

VI.
A. No. Henry’s contention is not correct.

Under Article 1491 of the Civil Code the prohibition given to the judge to buy a
property should be the object of any litigation in which the judge may take part by
virtue of his profession and said litigation is still pending.

In the instant case, since the decision is already final and executory, and partition
was already executed, the purchased property of the judge is not under the prohibition
mentioned in Article 1491.

B. No. A lawyer cannot purchase a property of his client which is a subject of

C. No. The prohibition is not applicable.

Article 1491 of the Civil Code does not prohibit a lawyer from acquiring a certain
percentage of the value of the properties in litigation that maybe awarded to his client.
A contingent fee based is allowed.
D. Yes. Prohibition still exists in deed of assignment and leases.

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 Article 1491 of the Civil Code is clear to the prohibition that the property pending
litigation cannot acquire by lawyer to his client. Lawyer cannot acquire or purchase
property or rights in litigation in which they take part by virtue of their profession.

VII
A. Vic and Joey should be preferred.

In accordance to Article 1544 of the Civil Code, the rule on double sale under
immovable property provides: (1) Ownership belongs to the person who in good faith
first recorded it in the Registry of Property; (2) If there is no inscription, ownership shall
belong to the person who in good faith was first in possession; and in the absence of such,
to the one who presents the oldest title, provided there is good faith.

In the case, Vic and Joey were considered in first possession of the land in a
constructive way, for possession referred in the above-mentioned provision includes not
only material possession but also constructive possession which is acquired upon
execution of public instrument upon perfection of sale.

B. The contract of Januario with June should prevail, following the rule on Article
1544 of the Civil Code.

Under Article 1544 of the Civil Code, the rules on double under immovable
property are the following: (1) registrant in good faith; (2) possessor in good faith; (3)
person with oldest title in good faith.

In the foregoing case, even if May is the first one who took possession on the lot,
his contract to April is considered null and void since the latter has no authority to sell the
property considering his authority was not made in writing.

C. Alden and Maine had a better title.

In accordance to Article 1544, the following grounds were mentioned in

In the case, since Alden and Maine are the ones who first registered the title in the
Torrens System and their registration is in good faith, they are the ones to be considered
the owner of the lot.

D. Jacob is the owner of the land.

Article 1544 of the Civil Code does not apply since the said provision only
pertains to one owner who sold his property to two or more persons.

In the case, Reed’s ownership had long ceased when Jacob acquired the land from
him. Therefore, the former’s subsequent act of selling the land to Phampi is invalid.

VIII.
A. Yes. A’s action is valid.

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 Under the law on sales, the requisites in order that right of stoppage by the seller
be proper are the following: (1) that the seller must be unpaid; (2) that the buyer must
be insolvent; (3) that goods must be in transit; and (4) seller or his agent in that behalf
must either or actually take possession of the goods sold or give notice of his claim to
the carrier or other person in possession of the goods.

The act of A is proper meeting the requisites of right of stoppage even if he has no
knowledge as to the insolvency of B since the said insolvency need not to be
judicially declared.

B. Yes. A’s action is still proper following the rule under Article 1530 of the Civil
Code.
Under to the above-mentioned provision, when the buyer of goods is or becomes
insolvent, the unpaid seller who has parted with the possession of the goods has
the right of stopping them in transit.
The knowledge of A to B’s insolvency is not barred to the former to exercise his
right of stoppage since the law uses the word “is, or” which means the buyer can be
insolvent at the time of sale.
Hence, A’s right of stoppage is still proper.

IX.
A. Renzil’s right should be upheld.

Article 1606 of the Civil Code is not applicable since this applies only to
instances where a buyer honestly believed that he had entered merely into an equitable
mortgage and he had not redeemed within the proper period and not in the case where the
transaction is conclusively a pacto de retro sale with the period to redeem has expired.

In the case, Sharon’s right to repurchase already ceased having failed to comply
with the given period.

B. (1) A can still exercise his right of repurchase for 4 years from the date of contract.

The law provides under Article 1606 of the Civil Code that in the absence of an
express agreement the reckoning period would be four (4) years from the date of contract.

In the case, since there was no express stipulation made in the contract as to how
long the right of repurchase would be, Article 1606 should follow.

(2) I will advise B to register the property under his name in the Torrens System in
order to secure his protection of the lot. Since it is understood that if the retro or the seller
fails to redeem within the stipulated period, ownership thereof becomes vested or
consolidated by operation of law on the buyer.

C. The conveyance was merely a security for the payment of a loan.

Equitable mortgage as defined under the Civil Code means one which reveals the
intention of the parties to charge a real property as security for a debt and contains
nothing impossible or contrary to law.

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 Since in the case, the intention of the parties was one of equitable mortgage then
said contract is merely a security for the payment of a loan.

D. The contract is considered sale with right to repurchase.

Since the essential requisites of equitable mortgage are: (1) parties entered into a
contract of sale and (2) their intention was to secure an existing debt by way of mortgage.

In the case, since it was originally a contract of loan and said property was only
made for the security for the payment of loan it can be understood that said contract is
considered under equitable mortgage.

X.
A. No. All of the sellers should redeem the property.

Article 1612 of the Civil Code provides that if several persons, jointly and in the
same contract sell an undivided immovable property with a right to repurchase, none
of them may exercise this right for more than his respective share.

Since in the case, the sale involves an undivided property then redemption should
be exercised by all of them.

B. No. Julius cannot compel Noel to redeem the whole property.

Article 1614 of the Civil Code clearly states that when one of the co-owners of an
undivided immovable property who may have sold his share separately, may
independently exercise the right to repurchase as regards to his own share, and the
vendee cannot compel him to redeem the whole property.

In the foregoing case, since the three (3) brothers sold their respective shares
separately, Julius cannot compel Noel to redeem the whole property in accordance to
the above-mentioned provision. The former can only receive the redemption of
Noel’s share in the property.

C. No. Boyette’s contention is not correct.

Under Article 1623 of the Civil Code, the right of legal pre-emption or
redemption shall be exercised within thirty days from the notice in writing by the
prospective vendor or by the vendor as the case may be.

In the case, since the sale of Rosvie’s share was done by Dolly without her
(Rosvie) knowing it, then it is understood that the start of notice to Rosvie is when
she discovered the sale; which is last January 03, 2021 and not November 10, 2020.

Hence, Rosvie can still redeem her property considering the thirty-day period is not
yet prescribed.