TITLE VI SALES

Chapter 1
Nature and Form of the Contract
Article 1458
Definition of sale: Sale is a contract where one party (seller or
vendor) obligates himself to transfer the ownership of and to
deliver a determinate thing, while the other party (buyer or
vendee) obligates himself to pay for said thing a price certain in
money or its equivalent
Q: is the execution of waiver of rights equivalent to a sale?
A: it depends. In the following cases, the issue is the price and not the
heirship.
Case: Acap vs. CA
In this case, execution of waiver of rights is not equivalent to sale
because there was no price paid.
Case: Caoibes vs. Pantoja
In this case, execution of renunciation and transfer of rights and
interest is equivalent to sale for there was a consideration. The
heirs renounced, transferred their rights to a particular property
in favour of a sister who paid for the loans obtained by one of the
heirs. In consideration for Pantoja paying the loan obtained by
one of the heirs who executed the renunciation, they renounced
whatever right they had to the property.
Case: Toyota Shaw, Inc. vs. CA
Q: is the document denominated Agreement between Mr. Sosa and Popong
Bernardo of Toyota Shaw, Inc. binding as a contract of sale?
A: In this case, there was no binding contract of sale as there was no
stipulation in the contract on the mode of payment of the purchase price. If
the mode of payment is not stipulated, it is as if there is no agreed price. To
determine if a contract of sale exists when you see a document you need to
determine whether the three essential elements are present: Consent,
Object, and Consideration.
Q: What is the Effect of offer and counter offer?
A:
Case: Manila Metal Container Corporation vs. PNB
Since during the 10 year period there was a continuous counter
offer, there is no perfected contract of sale
Note that the offer must be definite and acceptance must be
absolute. Until the final offer or counter-offer is accepted
absolutely without conditions is the point where the contract is
perfected.
Essential Characteristics of the Contract of Sale
1.
Consensual contract is perfected by mere consent (as
distinguished from real where the contract is one perfected by
delivery)
2.
Bilateral Reciprocal both parties are bound by obligations
dependent upon each other
3.
Onerous to acquire the rights, valuable consideration must be
given
4.
Nominate Code refers to it by a special designation (sale)
5.
Principal for the contract of sale to validly exist, there is no
necessity for it to depend upon the existence of another valid
contract
6.
Commutative because the values exchanged are almost
equivalent to each other; fulfillment is predetermined in advance
upon perfection of contract
by way of exception, some contracts of sale are
aleatory: what one receives may in time be greater or
smaller than what he has given; ex. Sweepstakes ticket
Elements of the Contract of Sale
1.
Essential Elements absence of one would result to an invalid
sale
a.
Consent or Meeting of the minds consent to transfer
ownership in exchange for the price
b.
Determinate subject matter - object
c.
Price certain in money or its equivalent - cause or
consideration
2.
Natural Elements inherent in the contract, and which in the
absence of any contrary provision, are deemed to exist in the
contract
3.
Accidental Elements not demandable unless specifically
stipulated; those which may be present or absent in the
stipulation

Distinctions from
1.
Barter - in that the latters consideration consists in the giving of
another thing rather than a price in money (See 1468, 1638);
exchange of goods
if what was given was both an object and money: if
money is bigger from the value of the thing in
exchange it is a sale
2.
Dation in Payment there is a pre-existing obligation to pay a sum
of money which is thereby extinguished (look at pg. 9 of paras)
3.
Lease there is no transfer of ownership
4.
Donation contract is gratuitous and requires special formalities;
unilateral
Promise to Sell: when binding
Article 1479
A promise to buy and sell a determinate thing for a price certain is
reciprocally demandable. (good as perfected sale)
An accepted unilateral promise to buy or to sell a determinate thing
for a price certain is binding upon the promissory if the promise is
supported by a consideration distinct from the price.
Bilateral
promise to sell a determinate thing coupled with a correlative
promise to buy at a specified price; it is binding as an executory
agreement
Unilateral
given only by one by one party
can be accepted but you dont promise to buy
binding only once option money is paid (consideration distinct from
the purchase price)
Note: if the money paid forms part of the purchase price you would have
already entered into a perfected contract and you would call the
consideration as earnest money.
Q: how is option defined?
A: Case: Eulogio vs. Apeles
an option is a contract by which the owner of the property agrees with
another person that the latter shall have the right to buy the formers
property at a fixed price within a certain time (Note: if option is granted
but there was no stipulation on the period, the court will fix the term)
An option is not of itself a purchase, but merely secures the privilege to
buy. It is not a sale of property but a sale of the right to purchase
sometimes called an UNACCEPTED OFFER
What is accepted is the promise of the seller to sell and not the offer
because otherwise, if it is the offer which is accepted, there is a
perfected contract of sale.
The test to determine if it is an option is the test of SEPARATENESS
In the present case, there was no option contract
Q: What constitutes a CONSIDERATION in an option contract?
A: Case:Villamor vs. CA
Consideration is the why of the contract. It is the essential reason
why parties enter into a contract
Note that consideration need not be payment of money. It can be
anything for as long as it has value. The Court considered as value as
sufficient consideration for that option between the Reyes spouses and
the Villamor spouses the discrepancy in the purchase price. The Court
said whether you say it is P18/sq m or P25/sq m, the difference
between the actual market value and the purchase price is considered
as the consideration for the option.
There was a valid option contract entered into between the two
spouses but the Villamor spouses were not allowed to exercise the
option because they exercised it long after they executed the deed
which was after 10 years. The Court said that under the law actions on
written documents prescribe in 10 years and the Villamor spouses
opted to exercise the option long after the 10 year period has lapsed.
Plus the Court may have also considered the fact that the value of the
property appreciate rapidly.
Case: Bible Baptist Church vs. CA
In this case, there was no distinct consideration for the option as the
payment of the P84,000 which Bible Baptist paid the bank for the loan
obtained by the Villanuevas was actually applied for the first year of the
lease.
If there is no distinct consideration the offeror can withdraw the option
anytime even if the offeree has accepted the option
In this case it was sited that if the consideration is not monetary, it
should still be onerous in nature and should be specified as such

angels notes
S A L E S [EH402]

Q: In a valid option contract, what is the remedy of the optionee if the

optioner refuses to honor the option money?
A: You can demand for specific performance. You can compel him to sell the
property to you

Soon also fully paid the price so she was demanding for the
delivery of the title. The Stratchan spouses cannot deliver the
condominium certificate of title because it was delivered to the
bank.

Right of First Refusal

- There is no price stipulation even if there is a determinate thing
- The undertaking of the offeror is merely to sell to you the property first
before he sells it to another person (if I sell, I offer it to you first. If you
refuse, I sell it to another)
- There is NO promise to sell
- This is not considered as a perfected sale or a perfected option contract
Q: what is the remedy of the person to whom the right of first refusal is given
if the offeror instead of offering the property to him sells it to another
person?
A: the Court said that if the right of first refusal is granted under a contract of
lease, the remedy of the lessee is to sue for the rescission of the contract. As
far as the lessee is concerned he is the creditor because the privilege is given
to him therefore he can demand that the property be first offered to him
before it is offered to another person. But if the right of first refusal is not
embodied or is not included on a contract of lease then the remedy of the
person is to sue for damages. However, before you can sue for damages
make sure that the promise or the right of first of refusal must be in writing
otherwise it is unenforceable.

The bank insisted that it had better right to the property because
it was a mortgagee in good faith. The bank inspector admitted
that he did not go to the property and inspected because if he did
he would have discovered that somebody else was occupying the
property.

The bank claimed that the contract between Kim Hyeun Soon and
the Stratchan spouses was a contract to sell and she has not
complied with their contract. Kim Hyeun Soon said that it is an
absolute sale although she has not paid the purchase price.
Prudential says that the title was not even delivered to her
therefore it could not be an absolute sale. However, as a general
rule, ownership is transferred upon delivery which may be either
real or constructive delivery. What happened in the case is that
there was actual delivery of the property.

The Court said that this is not a contract to sell or a conditional

sale but actually an absolute sale. While the title of the property
is retained by the sellers, there was actual delivery of the
property to the buyer and therefore ownership would transfer
to the buyer upon delivery of the property. The court may have
also taken into consideration the bad faith of the Stratchan
spouses. You could also fault the bank for not acting in good faith
because it failed to determine whether there was another person
occupying the property. The nature of the business of the bank
requires that it observe and perform extraordinary diligence.

They did not expressly reserve their ownership over the property.

Even if the purchase price has not been fully paid and even if the
title is retained by the sale, this is a case of absolute sale because
there was actual delivery of the property to the buyer. Note: But
this is not always the rule because there are cases that there was
actual delivery to the buyer, there was retention of the title to the
seller and the Court said that it is a contract to sell and not an
absolute sale.

OPTION MONEY vs. EARNEST MONEY

OPTION MONEY
Not part of the purchase
price

EARNEST MONEY
It is part of the purchase price (sort of a
down payment)

Proof of the perfection of the

option contract
applies to a sale not yet
perfected
Would be buyer is not
required to buy

Proof of the perfection of the contract

(parties are already bound)
given when there is already a sale
Buyer is bound to pay the balance

CONTRACT TO SELL vs. CONTRACT OF SALE

Case: Nabus vs. Pacson; Ong. Vs. CA
CONTRACT TO SELL
It is a bilateral contract whereby the
prospective seller, while expressly
reserving the ownership of the subject
property despite delivery therof to the
prospective buyer, binds himself to sell
the said property exclusively to the
prospective buyer upon fulfillment of
the condition agreed upon, that is full
payment of the purchase price
The payment of the purchase price is a
positive suspensive condition, the
failure of which is not a breach, but a
situation that prevents the obligation
of the vendor to convey title from
acquiring an obligatory force

CONTRACT OF SALE
The title to the property passes
to the vendee upon the
delivery of the thing sold. The
vendor loses ownership over
the property and cannot
recover it until and unless the
contract
is
resolved
or
rescinded

The non-payment of price is a

resollutory condition

The Contract of Sale may be Case: Ramos vs. Heruela

1.
Absolute
a. ownership is transferred to the buyer upon delivery regardless of
when payment of price is made (note: it is not payment of the price
that transfers ownership, it is the delivery of the thing which may be
real or constructive)
b. there is no stipulation in the contract that title to the property
remains with the seller until full payment of the purchase price
c. there is no stipulation giving the vendor the right to cancel
unilaterally the contract the moment the vendee fails to pay within a
fixed period
Case: Prudential Bank vs. Kim Hyeun Soon
Kim Hyeun Soon, a Korean national, entered into a contract with
the Stratchan spouses for the purchase of a condominium unit.
The purchase price was P3.7M and Soon paid a partial payment of
more than P2M. They agreed that the condominium certificate of
title would be delivered to her upon full payment of the price.
About one month after they entered into the agreement, the
Stratchan spouses obtained a loan from Prudential Bank and
secured the loan with a mortgage over the condo unit. In the
meantime, Kim Hyeun Soon already took possession of the condo
unit. The Stratchan spouses failed to pay the loan. Kim Hyeun

2.

Conditional
may either be an executed contract or an executory contract and
usually a contract to sell
a.
Executed Contract
- which property (ownership) in the thing is transferred from
seller to buyer, and nonpayment of the price is a negative
resolutory condition which entitles the seller to the rescission
or cancellation of the contract
- ownership is already transferred
- one of the party has performed his part (ex. Partial payment;
earnest money is already paid)
b.
Executory Contract
- (an agreement or contract to sell) when ownership does not
pass until
i. Some future time, or
ii. The fulfillment of some condition, such as full payment of the
purchase price when said payment then becomes a positive
suspensive condition

EXECUTED CONTRACT vs. EXECUTORY CONTRACT

EXECUTED CONTRACT
Property
conveyed

(ownership)

EXECUTORY CONTRACT
is

No property is conveyed

If buyer defaults, seller may sue

for the price

If buyer defaults, seller is only

entitled to damages

Risk of loss is generally borne by

the buyer

Risk of loss is generally borne by

the seller

Case: Ong vs. CA

- Interpretation of document denominated agreement of Purchase and
Sale is equivalent to that of a contract to sell
- The contract they entered into was that the seller undertakes to execute
the absolute deed of sale only upon full payment of the purchase price.
The sellers are retaining ownership over the property even if the property
is in the possession of the buyer.

angels notes
S A L E S [EH402]

- The Court said that in a contract of sale ownership is transferred upon

delivery of the property. In a contract to sell, ownership is by agreement
reserved by the vendor until full payment of the purchase price.
Moreover, full payment of the purchase price is a positive suspensive
condition. Therefore, the failure to fulfill the condition is not a breach of
the contract. It prevents the obligation of the vendor to convey title from
acquiring an obligatory force. The obligation of the vendor to transfer
ownership and to convey title does not arise.
Q: Do you need to sue for the cancellation of the contract if the buyer fails to
comply with his obligation in a contract to sell?
A: No. Unless the contract is covered by the Maceda Law.
Case: Serrano vs. Caguiat
Interpretation of document denominated receipt of partial payment
is equivalent to contract to sell (thus, earnest money does not apply)
Absence of deed of sale is a great indicator that contract was only a
contract to sell
Failure to pay full payment on the agreed dates render the contracet
ineffective without force and effect
CONDITIONAL SALE vs. CONTRACT TO SELL
Case: Coronel vs. CA
CONDITIONAL SALE

CONTRACT TO SELL

- First element of consent is present

(consent to transfer ownership in
exchange for a price)
- If condition is not fulfilled,
contract is ABATED
- If condition is fulfilled, contract is
PERFECTED
(ownership
automatically transfer to buyer by
operation of law without any
further act)
- Upon fulfillment of suspensive
condition, sale becomes absolute and
rd
will definitely affect title, causing 3
person buying to be in BAD FAITH
rd
- There is nothing to transfer to 3
person as title is automatically
transferred to buyer

- First element is lacking as transfer of

ownership is reserved
- Upon fulfillment, ownership will
not automatically transfer to the
buyer although property may have
been delivered
- Needs to further enter a contract
of ABSOLUTE SALE to convey title

rd

- 3 person buying cannot be deemed in

bad faith and prospective buyer cannot
seek relief or reconveyance of property

Note: contract to sell is a bilateral contract while expressly

reserving ownership, binds himself to sell

Stages in the Contract of Sale

1.
Generation or negotiation
2.
Perfection meeting of the minds
3.
Consummation when the object is delivered and the price is
paid
Kinds of Sales
a.
As to the nature of the subject matter
i. Sale of real property
ii. Sale of personal property
b.
As to the value of the things exchanged
i. Commutative sale
ii. Aleatory Sale
c.
As to whether the object is tangible or intangible
i. Sale of Property chose in possession
ii. Sale of a Right chose in action
d.
As to the validity or defect of the transaction
i. Valid Sale
ii. Rescissible Sale
iii. Voidable Sale
iv. Unenforceable Sale
v. Void Sale
e.
As to the legality of the object
i. Sale of a licit object
ii. Sale of an illicit object
f.
As to the presence of absence of conditions
i. Absolute sale
ii. Conditional sale
g.
As to the proximate inducement for the sale
i. Sale by description
ii. Sale by sample
iii. Sale by description and sample
h.
As when the price is tendered
i. Cash Sale
ii. Sale on the installment plan

Article 1459
2 rules to take into consideration:
1.
The object must be licit lawful; within the commerce of man
2.
The vendor must have the RIGHT to transfer OWNERSHIPS at the
time the object is delivered
Things may be ILLICIT
a.
Per se (of its nature)
b.
Per accidens (made illegal by provisions of the law
Note: services can be an object of a contract
Q: Are all things which are in the commerce of man be an object of sale? Can
rights be an object of transmission, be an object of sale?
A: Rights may be transferred but cannot be an object of sale. Services can be
an object of contract but not of contract of sale
Q: What objects cannot be an object of sale?
A: Real properties which are under the homestead and free patent, and is
still within the prohibition period, cannot be an object of sale
Case: Agustino vs. CA
In this case, the lot was NOT VALIDLY sold to Cruz because Luarca,
from whom Cruz bought the land, had an invalid contract of sale
with Loren.
The sale of the lot by Loren to Luarca was within the 5-year
prohibition against alienation of homesteads thus all subsequent
transactions with the said property is void abinitio and cannot be
perfected by laches.
Case: Manlapat vs. CA
In this case, before given he was given the patent, Manlapat
already sold the land to Ricardo Cruz.
Prior to the issuance of a patent, the land can be validly sold Thus
it was only the sale of the 50 sq. m. which was void as it was sold
after the issuance of the patent
Note: the mortgagor must be the owner of the property
otherwise the mortgage is void.
Case: Hermosilla vs. Remoquillo
It was ruled that any sale made during the pendency or before the
issuance of a patent is considered invalid
Q: Why is it there a difference in the ruling in the Manlapat and Hermosilla
case?
A: The difference in the ruling was die to the different laws that governed in
the case. In the first case, the law used was based on the homestead law
provided under CA 141. On the other hand, in the Hermosilla case, what was
used as basis for the decision was Land Authority Administration #4.
In Patent, there is no in pari de licto
You or your heirs can recover the land even if you committed the
mistake of selling it within the 5 years prohibitory period
Q: Can you execute a confirmatory deed of sale which will take effect after
the 5 year period?
A: No, for there is nothing to confirm because you cannot ratify a void
contract.
Case: Daclag vs. Macahilig
Sale by a non owner results to a nullity of the sale
Since Maximo who sold the lot to petitioner was not the real
owner of the property, attack to ownership is imprescriptible
Being an absolute nullity , the deed is subject to attack anytime
Q: When can the defense of good faith in purchasing properties be availed
of?
A: You can invoke good faith if (1) the land is registered and (2) if there is a
double sale
Remember the following:
Future Inheritance cannot be an object of sale
Future destruction or with potential destruction can be an object
of sale
Mere expectancy can be subject of sale as long as HOPE is not
VAIN
While there can be a sale of future property, there can generally
be no donation of future property
A person who has a right over a thing (although he is not the
owner of the thing itself) may sell such right. (ex. A usufructuary
may generally sell his usufructuary right)

angels notes
S A L E S [EH402]

Case: Tanedo vs. CA

In this case, Tanedo executed another deed of sale to another
person of whatever share he has over a parcel of land
Sale of future inheritance is invalid, thus any act confirming the
sale cannot be considered a ratification because it is void from the
very beginning
Transferability of Ownership
Valid transfer of ownership cannot take place if the party who is
transferring ownership is not the real owner of the property
Case: Cavite Development Band vs. Lim
Courts are not bound by the name or title given to the contract by
the contracting parties. In this case, circumstances would tell us
that there was really a contract of sale perfected and partly
consummated.
However, contract of sale is void as CDB was not the owner of the
property at the time of consummation of contract. Although it is
not required that at the perfection stage the seller be the owner
of the ting sold, such requirement becomes necessary at the
consummation stage of the sale (general rule).
Exception to the general rule is a Mortgagee in GOOD FAITH.
However, CDB cannot be considered as such as it failed to observe
the kind of diligence required from a banking institution
Case: Heirs of Arturo Reyes vs. Beltran
The contract to sell on which the petitioners based their claim
over the subject property was executed by Miguel Socco who was
not the owner of the property, therefore had NO right to transfer
the same. Article 1459 provides that the thing must be licit and
vendor must have a right to transfer ownership at the time of
delivery.
Article 1460
A thing is determinate when it is particularly designated or
physically segregated form all others of the same class
The object of sale must be determinate or is capable of being
determinate without need of any new agreement
Case: Vagilidad vs. Vagilidad
Contemplates on a sale by co-heir of undivided portion of estate
Loreto has a right to transfer in whole or in part his undivided
interest in the lot even without the consent of his co-heirs
The subject parcel, being an inherited property is subject to the
Rules of co-ownership
In this case, the lot was sold despite the fact that there was no
adjudication of property yet. However, upon adjudication, the
same lot sold was what was adjudicated to the seller, thus making
the sale of such property valid
There was a determinate object because there is no need to enter
into subsequent contract to identify the subject of the contract
Article 1461
Sale of a thing having a potential existence: this is a future thing
that may be sold
Sale of an expected thing or Emptio Rei Sperati
If the expected thing does not materialize, the sale is not effective
Sale of the Hope itself or Emptio Spei
It does not matter whether the expected thing materialized or
not; what is important is that the hope itself validly existed
Ex. Sale of a valid sweepstakes ticket. Whether the ticket wins or
not, the sale itself is valid
If the hope or expectancy itself is vain, the sale is itself void
Article 1462
Goods may be
o
Future goods still to be manufactured or raised or
acquired by seller after the perfection of the contract
(like land which the seller expects to buy)
o
Existing goods
Article 1463
The sole owner of a thing may sell an undivided interest therein
Ex. Selling a portion of your house to somebody else in which case
the two parties become co-owners
Ex. A full owner may sell the usufruct of his land leaving the naked
ownership to himself
Article 1464
Sale of Share in a Specific Mass

Ex. In a stock of rice, the exact number of cavans oh which is still

unknown, Jose buys 100 cavans. If there are really 150, Jose
becomes the co-owner of the whole lot, his own share being 2/3
thereof (read paras pg. 23)

Case: National Grains Authority vs. IAC

If you enter into a certain contract to deliver a certain amount of
product, and what was delivered was lesser, it does not invalidate
a contract
When exact number of goods is fixed in a contract, as long as you
dont exceed the maximum, the contract is perfected
In this case, NGA accepted to purchase cavans of rice not
exceeding 2, 640 cavans and what was delivered to them was less
than the said quantity there was a perfected contract of sale
Article 1465
Things subject to a resolutory condition may be the object of the
contract of sale
Article 1466
In distinguishing a contract of sale and an agency to sell, the
essential clauses of the whole instrument shall be considered
CONTRACT OF SALE vs. AGENCY TO SELL
CONTRACT OF SALE
The buyer pays the
price

AGENCY TO SELL
The agent delivers the price which in turn he got
from his buyer

The buyer after

delivery becomes
the owner
The seller warrants

The agent who is supposed to sell does not

become the owner, even if the property has
already been delivered to him
Agent who sells assumes no personal liability as
long as he acts with his authority and in the name
of the principal

Case: Quiroga vs. Parsons Hardware

In determining whether there was a breach in contract, one
should first determine whether there was a contract of sale or
merely an agency to sell
In this case, there is clearly a contract of sale> there was an
obligation to supply the beds, and a reciprocal obligation to pay
their price.
An agent does not pay the price, he merely delivers it. If he is not
able to sell, he returns the goods
Case: Commissioner of Internal Revenue vs. Constantino
Answers the question on how to determine a contract of agency
to sell
o
Such is tested by the criterion that is such transfer puts
the transferee in the attitude or position of an owner
and makes him liable to the transferor as debtor for
the agreed price, and not merely as an agent who must
account for the proceeds of a resale, the transaction is
that of a sale. But if the delivery is to another, not as
his property, but as the property of the principal, who
remains the owner and has the right to control sales,
fix the price and terms, demand and receive the
proceeds less the agents commission upon sales
made, the transaction is that of an agency to sell
Article 1467
Distinguishes contract of sale and contract for a piece of work
Rules to determine the difference:
o
If ordered in the ordinary course of business SALE
o
If manufactured specially and not for the market;
specially done at the order of another PIECE OF
WORK CONTRACT
Case: Commissioner of Internal Revenue vs. Engineering Equipment and
Supply Co.
Engineering is a contractor rather than a manufacturer as the
machines were made especially for each customer and installed
upon special order. They design each unit to meet the
requirements of each customer. Further, units were not intended
for sale to the general public
The distinction between a contract of sale and one for work, labor
and materials is tested by the inquiry whether the thing
transferred is one not in existence and which never would have
existed but for the order of the party desiring to acquire it, or a
thing which would have existed but has been the subject of sale
to some other persons even if the order had not been given

angels notes
S A L E S [EH402]

Case: Del Monte Phil. Inc. vs Aragones

Interpretation of supply agreement
Considering that that the S shape blocks was a piece of work, Del
Monte is liable for the payment of orders done by Mega-Watt
The supply agreement is replete with specifications, terms or
conditions showing that it was one for a piece of work
Q: Why is it necessary to distinguish sale and contractor?
A: So that (1) one can determine the tax that one should pay (bigger tax for
manufacturer than contractor) and (2) to determine the liability of the owner
(refer to article 1729)
Article 1468
Provides for the rule to determine if one is a contract of sale or of
barter
Rules:
o
First rule determine intent
o
If intent does not clearly appear

If thing is more valuable than money

BARTER

If 50-50 SALE

If thing is less valuable than the money

SALE
Article 1469
Principles in the agreement as to the price
Price: must be certain; otherwise, there is no true consent
between the parties
The failure to pay the agreed price does not cancel a sale for lack
of consideration, for the consideration is still there, namely, the
price
Case: Boston Bank of the Philippines vs. Manalo
Since there was no agreement on how to pay the balance, there
was no perfected contract of sale. If a material element of a
contemplated contract is left for future negotiations, the same is
too indefinite to be enforceable
If no specific amount is stipulated, the price is still considered certain:
1.
If it be certain with reference to another thing certain (par.1)
2.
If the determination of the price is left to the judgment of a
specified person or persons

Should such person or persons be unable or unwilling

to fix it CONTRACT SHALL BE INEFFICACIOUS, unless
the parties subsequently agree upon the price (par.2)

If third person or persons acted in bad faith or by

mistake COURTS MAY FIX THE PRICE (par.3)

If third persons are prevented from fixing the price by

fault of the seller or the buyer PARTY IN FAULT MAY
HAVE SUCH REMEDIES AGAINST THE PARTY IN FAULT
(par.4)
3.
In the cases provided for under article 1472, Civil Code
Q: How price is determined (other ways)?
A:
1.
Determined by third person (par. 1, 2, 4)
Case: Barreto vs. Sta Marina
It was the appraisers who were appointed to ascertain and fix the
total net value of the factory for the purpose of determining the
true present value of the interest.
The appraiser was the one who determined the total net value of
the shares of the company and thereafter that of Baretos share.
2.
3.
4.
-

5.
-

By the courts
By reference to a definite day, etc. (art. 1472)
By reference to invoices
Case: McCuloug vs. Aenlle & Co
In this case, the price for each article was fixed. By its terms, the
appellee agreed to pay therefor the amount named in the
invoices then in existence. The price could be made certain by a
mere reference to those invoices. Thus, each party could compel
the other to fulfill its obligation
By application of known facts
e.g. in proportion to variations in calories and ash content of
coal

SUMMARY FOR THE REQUISITES OF PRICE

1.
Should be of reference to another certain thing (Price must be
REAL)
2.
Agreement on the DEFINITE price should be present (certain or
ascertainable or determinable)

3.

4.

Agreement on the MODE OR MANNER of payment is necessary

(disagreement on the manner of payment is tantamount to a
failure to agree on the price)
Price is in MONEY or its EQUIVALENT (article 1458)

Article 1470
GR: INADEQUACY OF PRICE does not necessarily invalidate a
contract
Discusses effects of gross inadequacy of price:
1.
In ordinary sale, sale remains valid even if the price is very low.
However, if there was vitiated consent (fraud/undue influence)
the contract may be ANNULLED but only due to such vitiated
consent
2.
In execution of judicial sale, if price is so inadequate as to SHOCK
THE CONSIENCE of the court, it will be set aside
Note: it is possible that a donation, not a sale, was really intended. In such a
case, the parties may prove that the low price is sufficiently explained by the
consideration of liberality
Case: Askay vs. Cosalan
-the fact that bargain was a hard one, coupled with mere inadequacy of price
when both parties are in a position to from an independent judgment
concerning transaction, is not a sufficient ground for cancellation of contract
Case: Aguilar vs. Rubiato
The very low price paid for the property is one very cogent reason
which impels us to the conclusion that Rubiato is only responsible
to the plaintiff for a loan.
It is that the inadequacy of the price which Villa obtained for the
eight parcels of land belonging to Rubiato is so great that the
minds revolts at it
Case: Sps Buenaventrua vs. CA
There is no requirement that the price be equal to the exact value
of the subject matter
Petitioners failure to prove absolute simulation of price is
magnified by their lack of knowledge of their respondent siblings
financial capacity to buy the questioned lot
Article 1471
If the PRICE IS SIMULATED, the sale is VOID, but the act may be
shown to have been in reality a donation, or some other act or
contract
A simulated price is fictitious. There being no price, there is no
cause or consideration; hence the contract is void as a sale
Thus, price must be real (not fictitious)
It may only be valid as a donation if the requirements of
donations or other agreements have been complied with
Case: Cruzado vs. Bustos
Simulated contract does not give rise to a consummated contract
of sale since there is really NO payment of price and no transfer of
possession
Case: Doles vs. Angeles
In view of the two agency relationships, petitioner and
respondent are not PRIVY to the contract of loan between their
principals. Since the sale is predicated on the loan then the sale is
void for lack of consideration
In this case, the consideration of the agents was the loan between
their principal. Such consideration is ABSENT thus contract of sale
is void
Article 1472
The price of securities, grain, liquids, and other things shall also be
considered certain, when the price fixed is that which the thing
sold would have on a definite day, or in a particular exchange or
market, or when an amount is fixed above or below the price on
such day, or in such exchange or market, provided said amount
be certain.
Article 1473
The price cannot be left to one partys discretion. However, if the
price fixed by one of the parties is accepted by the other, the sale
is perfected
Article 1474
Provides for the effect of indeterminability of price:
o
the contract is inefficacious (1474) (as when the third
party is unable to or refuses to fix the price)

angels notes
S A L E S [EH402]

However, if the buyer has made use of the object, he should not
be allowed to enrich himself unjustly at anothers expense. So he
must pay a reasonable price

Case: Robles vs. Lizarraga Hermanos

Read full text
Article 1475
Sale is a consensual contract thus it is perfected by mere consent
Delivery or payment is not essential for perfection
Effect of Perfection: the parties must now comply with their
mutual obligations
REQUIREMENTS FOR PERFECTION
1.
When parties are face to face when an offer is accepted without
conditions and without qualifications (no counter-offer)
2.
When contract is thru correspondence or telegram when the
offeror receives or has knowledge of the acceptance by the
offeree
3.
When a sale is made subject to a suspensive condition, perfection
is had from the moment the condition is fulfilled
Note: review STATUTE OF FRAUDS [Article 1403 (2)]
Case: Coronel vs. CA
Once the condition in a conditional contract of sale is
consummated, the respective obligations of the parties under the
contract of sale became mutually demandable.
In this case, the circumstances which prevented the parties from
entering into an absolute contract of sale pertained to the sellers
themselves (the certificate of title was not in their names) and not
the full payment of the purchase price. If it were not for such
circumstance, the contract of sale could have been an absolute
one. Since the condition contemplated was later on fulfilled, the
Coronels are obliged to transfer the certificate to Alcaraz and for
Alcaraz to pay the balance. The Coronels cannot rescind the
contract and sell it to another person.
Note: Even if there was no actual deed of sale, it does not negate
the perfected contract of sale
Case: Manila Mining Corporation vs. Tan
The purchase orders constituted accepted offers when Tan
supplied the electrical materials to MMC.
Q: Where is the Place of Perfection?
A: Where the offer was made (Article 1319, last paragraph)
Article 1476
Discusses sale by AUCTION
Sales of separate lots are separate contracts of sale
The sale by auction is perfected when the auctioneer announces
its perfection by the fall of the hammer or in other customary
manner (Case: Dizon vs. Dizon Considering that the auction sale
has been perfected, a supplemental sale with higher
consideration at the instance of only one party(herein petitioner)
could no longer be validly executed)
Before the hammer falls:
o
The bidder may retract his bid. The reason behind this
is that every bidder is merely an offer and therefore,
before it is accepted, it may be withdrawn
o
The auctioneer may also withdraw the goods from the
sale EXCEPT if the auction has been announced to be
WITHOUT RESERVE
Case: Leoquinco vs. Postal Savings Bank
Because of the expressed stipulation that PSB reserved to themselves
the right to reject any and all bids, the bid of petitioner may be
rejected. Petitioners participation in the auction means submission or
being bounded to the rules of auction whether the purchaser knew the
rules or not
Limitations of the seller:
o
The seller himself cannot bid
o
He cannot employ or induce any person to bid on his
behalf (people who bid for the seller, but are not
themselves bound, are called by-bidders or
puffers)
o
EXCEPTION: if right to bid has been expressly reserved
and that notice of such was given
Limitations of the auctioneer (if he is not the seller)
o
The auctioneer cannot bid
o
He cannot employ or induce to bid on behalf of the
seller

He cannot knowingly take any bid from the seller or

any person employed by him

In an execution sale:

Judgment Creditor will have a writ to garnish or attach the

property of the debtor and sheriff sells it in a public sale

Judgment debtor has the right to redeem the property within 1

year
Q: Why cant the seller participate in the bidding?
A: He cannot bid because in doing such he can manipulate the biddings of
other participants
Note: it is the seller who will set the terms and condition of the sale. If the
seller will bid in the auction without reserving such right and informing the
public, the sales will be considered as fraudulent.
Q: Will such fraud affect the perfection of the contract?
A: Yes, the contract will be VOID with NO force and effect
Article 1477
Ownership is not transferred by perfection but by delivery
Delivery may be:
o
Actual (article 1497)
o
Constructive (article 1498-1601)
Article 1478
Generally, ownership is transferred upon delivery, but even if
delivered, the ownership may still be with the seller will full
payment of the price is made, if there is a STIPULATION to this
effect (technically referred to as a contract to sell).
But note however that innocent third parties cannot be
prejudiced by such agreements
Article 1479
Already discussed on portion: when promise to sell is binding
Article 1480
Provides for the rules of bears the risk of loss:
1.
If the object has been lost before perfection, the seller bears the
loss (reason: for there was no contract, for there was no cause or
consideration)
2.
If the object was lost after delivery to the buyer, clearly the buyer
bears the loss (Res perit domino the owner bears the loss)
Case: Phil Virginia Tobacco Adm vs. de los Reyes
The defense that the objects were not yet examined thus contract
of sale was not perfected is NOT considered tenable.
Upon delivery of the thing sold and such is placed under the
control and possession of the vendee, the contract of sale was
perfected. Thus petitioner still needs to pay for the purchase of
the tobacco despite the fact that they were not able to use it
because it was burned.
What is required for the perfection of contract of sale is
agreement on the subject and upon the price. The delivery only
confirms such perfection
3.

If the object is lost after perfection but before delivery, the buyer
bears the loss, as exception to the rule of res perit domino in this
case, the obligation of the seller to deliver is extinguished, but the
obligation to pay is not extinguished

Exception to this rule that the buyer bears the loss:

i. If the object sold consists of fungibles
(personal property which may be replaced
with equivalent things) sold for a price fixed
according to weight, number or measure
ii. If the seller is guilty of fraud, negligence,
default, or violation of contractual term
iii. When the object sold is generic because
genus does not perish
EXPENSES (Article 1487)
A. Of Execution and Registration of the sale are borne by the Seller
(however, in real situations, it is usually the buyer who spends for
the registration of the sale); there can, however, be a contrary
stipulation
B. Of putting the goods in a deliverable state (1521, last par.) are also
borne by the Seller
Article 1481
Discusses Sale by description or by Sample
A sale may be that of:

angels notes
S A L E S [EH402]

SALE BY DESCRIPTION
Where seller sells things as being of a certain kind, the buyer
merely relying on the sellers representations or descriptions
Case: Pacific Commercial Co. vs. Ermita Market and Cold Stores
The fact that defendant could not use the machines satisfactorily
cannot be attributed to Pacifics fault. The machine was strictly in
accordance with the written contract and there was NO deception
that took place. Thus, Ermita Market is still liable to pay for the
product.
SALE BY SAMPLE
The seller warrants that the bulk of the goods (the good
themselves) shall correspond with the sample in kind, quality and
character
Note: the mere exhibition of the sample does not necessarily
make it a sale by sample. This exhibition must have been the sole
basis or inducement of the sale
SALE BY DESCRIPTION AND SAMPLE
Must satisfy the requirements in both, and not in only one
Note: the remedy afforded by Article 1481 is rescission. Technically, it should
be annulment.
Article 1482
Earnest money defined: is something of value to show that the
buyer was really in earnest, and given to the seller to bind the
bargain
Earnest Money is considered:
o
Part of the purchase price
o
Proof of the perfection of the contract
This article speaks of earnest money given in a CONTRACT OF
SALE.
Case: Serrano vs. Caguiat
In this case, receipt of partial payment shows that the true
agreement between the parties is a contract to sell as ownership
over the property and certificate of title of the lot was retained by
petitioners until full payment of the purchase price and that the
agreement between the parties was not embodied in a deed of
sale.
The earnest money was given in a CONTRACT TO SELL. The
earnest money forms part of the consideration only if the sale is
consummated upon full payment of the purchase price. Now, sine
the earnest money was given in a CONTRACT TO SEL, Article 1482,
which speaks of a contract of sale, does not apply
Note: if merchandise cannot be delivered, the earnest money must be
returned. Of course, this right may be renounced since neither the law nor
public policy is violated
Case: Oesmer vs. Paraiso
SC ruled that a careful examination of the words used in the
contract indicates that what was referred to as option money in
this case was actually earnest money as a down payment. Thus,
Oesmer is to execute a Deed of Absolute Sale and for Paraiso to
pay the balance
Article 1483
Discusses the FORM of a contract of sale (subject to the provisions
of the Statute of Frauds):
o
May be made in writing
o
By word of mouth
Case: Caili vs. CA
Verbal agreement of sale
Absence of a formal deed of sale does not render the agreement
null and void or without any effect. The necessity of a public
document (art. 1358) is only for convenience, not for validity or
enforceability
So long as the essential requisites of consent, object and cause of
the obligation concur, there is a valid contract of sale
o
o

Partly in writing and party by word of mouth

May be inferred from the conduct of parties

Q: What is the effect of lack of technical description in the contract?

A: Case: Naranja vs. CA
Technical description is not necessary for there is no prescribed
form of validity of contract of sale of real properties. What is

important is that the subject of the contract of sale is an object

that is DETERMINATE or at least DETERMINABLE
Note: if the sale of a piece of land or interest therein when made thru an
agent is VOID unless the agents authority is in writing.
Article 1484
Contemplates on a sale of PERSONAL PROPERTY the price of
which is payable in INSTALLMENTS
Remedies:
o
Exact fulfillment of the obligation, should the vendee
failed to pay
o
Cancel the sale, should the vendees failure to pay
cover two or more installments (if the remedy of
cancellation is availed of, there must be a MUTUAL
RESTITUTION of whatever had been received by either
party; except is there is a proviso that installments paid
shall be forfeited. Such stipulation is valid, provided it
is NOT UNCONSCIONALBE (question of fact) under the
circumstance.
o
RECTO LAW: Foreclose the chattel mortgage on the
thing sold, if one has been constituted, should the
vendees failure to pay cover two or more installments.
In this case, he shall have no further action against the
purchases to recover any unpaid balance of the price.
Any agreement to the contrary shall be VOID.
Q: when is Recto Law applicable?
A:
1.
Applicable to personal property on installments
2.
Rights of unpaid seller (article 1484)
3.
Mortgage is constituted on the VERY OBJECT OF THE SALE
Case: Macondray and Co. vs. De Santos
There was a mortgage on the Sedan Vehicle
If the remedy chosen by the vendor is to foreclose the mortgage,
he shall have no further action against the purchaser for the
recovery of any unpaid balance owing by the same
Case: Levy Hermanos vs. Gervacio
If the sale is for cash or on STRAIGHT TERMS (also called CASH
SALE), Article 1484 does NOT apply
Straight term: balance, after payment of the initial sum, should be
paid in its TOTALITY at the time specified in the promissory note.
In this case, since the sale was that of a cash sale, it is not bound
by the prohibition in Art. 1484 as to its right to recovery of the
unpaid balance
Case: Dela Cruz vs. Asian Consumer and Indl Finance Corp
Facts: Asian was not the seller but steps into the shoes of the
original creditor
Dela Cruz did not pay thus Asian foreclosed the mortgages
When sheriff tried to retrieve the property, dela Cruz did not
surrender the property right away.
It was only 2 weeks after that the petitioner voluntarily
surrendered the property
Asia sued for the price rather than pursue the foreclosure
Issue: Can you first sue for foreclosure then change you r mind
and ask for specific performance
Ruling: It is only when the vendor did not desist in the
continuance of foreclosure in its own initiative that it can still
choose to ask for specific performance instead
Case: Magna Financial Services Group Inc. vs. Colarina
Where the mortgage elects a remedy of foreclosure, the law
requires the actual foreclosure of the mortgaged chattel.
It is actual sale of the mortgaged chattel that would bar the
creditor from recovering any unpaid balance.
Although no actual foreclosure as contemplated under the law
has taken place in this case, since the vehicle is already in the
possession of Magna and it has persistently avowed that it elects
the remedy of foreclosure, the CA, thus, ruled correctly in
directing the foreclosure of the said vehicle without more.
Q: Why is it that in the case of dela Cruz, the filing of specific performance
was still granted even after the expressed desire to foreclose the mortgage
was done, however, in the Magna case, although foreclosure had not yet
technically took place because there was still no foreclosure sale, filing for
specific performance can no longer be obtained? (difference of Asian and
Magna case)
A: In the first case, there was bad faith with dela Cruz because they did not
voluntarily surrender the object right away. On the other hand, Elias Colarina

angels notes
S A L E S [EH402]

voluntarily surrendered the object upon the expressed desire of foreclosure

was given.

still given the right to pay for the unpaid installments despite the great
lapse of time.

PURPOSE OF THE RECTO LAW

This was to remedy the abuses committed in connection with the
foreclosure of chattel mortgages. Otherwise, the buyer would find
himself without the property and still indebted

Case: Active Realty & Devt Corporation vs. Daroya

The failure to cancel the contract in accordance with the procedure
provided by law (twin requirements), the court held that the contract
to sell between the parties remains valid and subsisting.
As Daroya lost her chance to pay the balance, since the property was
rd
sold to a 3 party, it is only just and equitable that the petitioner be
ordered to refund Daroya the actual value of the lot resold or at the
nd
value it was sold to the 2 buyer.

Note: The remedies enumerated in this article are NOT CUMULATIVE. They
are ALTERNATIVE, and if one is exercised, the others cannot be made use of
Article 1485
Remedies provided for in 1484 shall be the applied to instances of
Leases of Personal Property with option to buy
Why? Because such type of lease may really be considered a sale
of personal property in installments
Case: Elisco Tool Mfg. Corp vs. Court of Appeals; PCI Leasing and Finance, Inc
vs. Giraffe-X Imaging, Inc.
Since the lessor has deprived the lessee of possession or
enjoyment of the thing by REPLEVIN, he can no longer ask for the
purchase value; he is considered to have waived his rights to bring
an action to recover unpaid rentals on the said leased item
Article 1486
There can be a valid stipulation that installments or rents paid
shall not be returned to the vendee or lessee provided that the
same may not be unconscionable under the circumstances
MACEDA LAW (RA 6552)
Q: When is this law applicable?
A:
An act to provide protection to buyers of REAL ESTATE on
installment payments
This includes residential condominium apartments but excluding
industrial lots, commercial buildings and sales to tenants (under
RA 3844/6379), where the buyer has paid at least two years of
installments
It applies to both Contract of Sale and Contract to Sell
Q: What are the Rules when the buyer has paid at least two years of
installments but defaults in the payment of succeeding installments?
A:

Default in payment
- To pay without additional interest, the unpaid installments (cash
surrender value) within the grace period

Grace period is one month for every year of installment payments

made

Limitation: The right can be exercised only once every 5 years

Cancellation of sale/ Cash Surrender Value (how much should

seller refund?)
- Up to 5 years installments, refund of 50% of payments
- After 5 years of installments, additional 5% per year but shall not
exceed 90% of total payments made

When cancellation takes effect:

- After 30 days from receipt by the buyer of (notarized) notice of
cancellation; or
- After 30 days from receipt by the buyer of notarial demand for
rescission
Note: In both cases after full payment of cash surrender value
Case: Pagtalunan vs. de Manzano
Actual cancellation of the contract shall take place AFTER 30 DAYS from
receipt by the buyer of the (1) notice of cancellation or the demand for
rescission of the contracts by a notarial act and upon (2) payment of
the cash surrender value (TWIN REQUIRMENT SHOULD BE MADE)
Q: What are the Rules when the buyer has paid less than two years of
installments?
A:

The buyer has at least 60 days grace period within which to pay
the installment due

If the buyer fails to pay the installments due at the expiration of

the grace period, the seller may cancel the contract after thirty
days from receipt by the buyer of the notice of cancellation or the
demand for rescission of the contract by a notarial act
Case: Ramos vs. Heruela
In this case since there was no notice of cancellation given to the
lessee, they are not yet considered to have defaulted in giving the
payment as the grace period has not yet been counted. Thus, they are

Article 1487
Already discussed in EXPENSES
Article 1488
Generally, since expropriation is involuntary, it does not result in a sale
It only becomes a transaction of sale if the property owner voluntarily
sells the property to the government
Eminent Domain right given to the state
Expropriation refers to the process
ESSENTIAL REQUISITES FOR EXPROPRIATION
1.
Taking by competent authority
2.
Observance of due process of law
3.
Taking for public use
4.
Payment of just compensation
PD No. 957
Regulating the sale of subdivision lots and condominiums, providing
penalties for violations thereof
Section 4. Registration of Projects The registered owner of a parcel of land
who wishes to convert the same into a subdivision project shall submit his
subdivision plan to the Authority which shall act upon and approve the same,
upon a finding that the plan complies with the Subdivision Standards' and
Regulations enforceable at the time the plan is submitted. The same
procedure shall be followed in the case of a plan for a condominium project
except that, in addition, said Authority shall act upon and approve the plan
with respect to the building or buildings included in the condominium project
in accordance with the National Building Code (R.A. No. 6541).
The subdivision plan, as so approved, shall then be submitted to the Director
of Lands for approval in accordance with the procedure prescribed in Section
44 of the Land Registration Act (Act No. 496, as amended by R.A. No. 440):
Provided, that it case of complex subdivision plans, court approval shall no
longer be required. The condominium plan as likewise so approved, shall be
submitted to the Register of Deeds of the province or city in which the
property lies and the same shall be acted upon subject to the conditions and
in accordance with the procedure prescribed in Section 4 of the
Condominium Act (R.A. No. 4726).
The owner or the real estate dealer interested in the sale of lots or units,
respectively, in such subdivision project or condominium project shall
register the project with the Authority by filing therewith a sworn
registration statement
The person filing the registration statement shall pay the registration fees
prescribed therefor by the Authority.
Thereupon, the Authority shall immediately cause to be published a notice of
the filing of the registration statement at the expense of the applicant-owner
or dealer, in two newspapers general circulation, one published in English
and another in Pilipino, once a week for two consecutive weeks, reciting that
a registration statement for the sale of subdivision lots or condominium units
has been filed in the National Housing Authority
The subdivision project of the condominium project shall be deemed
registered upon completion of the above publication requirement. The fact
of such registration shall be evidenced by a registration certificate to be
issued to the applicant-owner or dealer.
Section 5. License to sell. Such owner or dealer to whom has been issued a
registration certificate shall not, however, be authorized to sell any
subdivision lot or condominium unit in the registered project unless he shall
have first obtained a license to sell the project within two weeks from the
registration of such project.

angels notes
S A L E S [EH402]

Section 7. Exempt transactions. A license to sell and performance bond shall

not be required in any of the following transactions:
(a) Sale of a subdivision lot resulting from the partition of land among coowners and co-heirs.
(b) Sale or transfer of a subdivision lot by the original purchaser thereof
and any subsequent sale of the same lot.
(c) Sale of a subdivision lot or a condominium unit by or for the account of
a mortgagee in the ordinary course of business when necessary to
liquidate a bona fide debt.
Section 18. Mortgages. No mortgage on any unit or lot shall be made by the
owner or developer without prior written approval of the Authority. Such
approval shall not be granted unless it is shown that the proceeds of the
mortgage loan shall be used for the development of the condominium or
subdivision project and effective measures have been provided to ensure
such utilization. The loan value of each lot or unit covered by the mortgage
shall be determined and the buyer thereof, if any, shall be notified before the
release of the loan. The buyer may, at his option, pay his installment for the
lot or unit directly to the mortgagee who shall apply the payments to the
corresponding mortgage indebtedness secured by the particular lot or unit
being paid for, with a view to enabling said buyer to obtain title over the lot
or unit promptly after full payment thereto;
Section 23. Non-Forfeiture of Payments. No installment payment made by a
buyer in a subdivision or condominium project for the lot or unit he
contracted to buy shall be forfeited in favor of the owner or developer when
the buyer, after due notice to the owner or developer, desists from further
payment due to the failure of the owner or developer to develop the
subdivision or condominium project according to the approved plans and
within the time limit for complying with the same. Such buyer may, at his
option, be reimbursed the total amount paid including amortization interests
but excluding delinquency interests, with interest thereon at the legal rate .
Section 24. Failure to pay installments. The rights of the buyer in the event of
this failure to pay the installments due for reasons other than the failure of
the owner or developer to develop the project shall be governed by Republic
Act No. 6552.
Where the transaction or contract was entered into prior to the effectivity of
Republic Act No. 6552 on August 26, 1972, the defaulting buyer shall be
entitled to the corresponding refund based on the installments paid after the
effectivity of the law in the absence of any provision in the contract to the
contrary.
Section 25. Issuance of Title. The owner or developer shall deliver the title of
the lot or unit to the buyer upon full payment of the lot or unit. No fee,
except those required for the registration of the deed of sale in the Registry
of Deeds, shall be collected for the issuance of such title. In the event a
mortgage over the lot or unit is outstanding at the time of the issuance of the
title to the buyer, the owner or developer shall redeem the mortgage or the
corresponding portion thereof within six months from such issuance in order
that the title over any fully paid lot or unit may be secured and delivered to
the buyer in accordance herewith.

angels notes
S A L E S [EH402]