GAITE V FONACIER

FACTS:
Fonacier was the holder of 11 iron lode mineral claims. By a Deed of Assignment, he appointed Gaite as
his attorney in-fact for the purpose of operating the same. Gaite then executed a general assignment
conveying the right to develop and exploit the mining claim to Larap Iron Mines, owned by him, and
then started to develop the same. Fonacier then decided to revoke the authority granted to Gaite; the
latter acceded and transferred the claims back to Fonacier but for consideration royalties and a sum of
P 75,000.00, P 10,000.00 of w/c was already paid. A balance of P 65,000.00 remained for w/c Fonacier
issued 2 sureties good for 1 year. There was a stipulation that the P 65,000.00 balance will be paid from
the 1st shipment of ores and the local sale thereof. Eventually, the sureties expired and Fonacier
defaulted in settling his debt; he now alleges that the payment of the balance was subject to a
suspensive condition being the 1st shipment and sale of iron ores.

ISSUE:
W/N the 1st shipment and sale of iron ores are considered suspensive condition
W/N there were really 24k tons of iron ore in the stockpile sold by Gaite to Fonacier

HELD:
It was not a suspensive condition; it was only a suspensive period. What took place between Gaite and
Fonacier, regarding the transfer of the mining rights, was a Sale. A contract of sale is normally onerous
and commutative. Each party anticipates performance from the very start. Since a sale is essentially
onerous, any doubts must be settled in favor of the greatest reciprocity of rights in this case, that a
period, and not a condition, was contemplated. Had it been a suspensive condition, Fonacier would have
been able to postpone payment indefinitely.
The sale between the parties is a sale of a specific mass of iron ore because no provision was made for
the measuring or weighing of the ore sold in order to complete of perfect the sale. The subject matter
then is a determinate object, the mass, and not the actual number of units or tons contained therein, so
that all Gaite needs to do is to deliver in good faith to Fonacier all of the ore found in the mass,
notwithstanding that the quantity delivered is less than the amount estimated by them.