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G.R. No. 143513 November 14, 2001 POLYTECHNIC UNIVERSITY OF THE PHILIPPINES, petitioner, vs.

COURT OF APPEALS and FIRESTONE CERAMICS, INC., respondents. x---------------------------------------------------------x G.R. No. 143590 November 14, 2001 NATIONAL DEVELOPMENT CORPORATION, petitioner, vs. FIRESTONE CERAMICS, INC., respondents. BELLOSILLO, J.: Facts: National Development Corporation (NDC) and Firestone Ceramics Inc. Entered into a contract of lease covering the part of the property to be used as manufacturing plant for ten years. Three and a half years later Firestone entered into a second contract of lease covering the fourunit pre-fabricated reparation steel warehouse. The parties then signed a similar contract concerning six-unit pre-fabricated steel warehouse to be expired in two years. Prior to its expiration, Firestone requested NDC for an extension of their lease agreement which was granted by NDC subject to several conditions such as in the event NDC wanted to dispose it priority should be given to the lessee. The lessor-lessee relationship between the two was smooth until Firestone informed NDC that it was extending its lease over the property. NDC sold the subject property to Polytechnic University of the Philippines despite the notice of desire to purchase the property in the exercise of its contractual sent by Firestone Issue: Whether or not the the contract of sale between NDC and PUP was valid? Held: No. Though all the elements of a valid sale were attendant in the disposition and transfer of property from NDC to PUP namely consent of the contracting parties, price or consideration and determinate subject matter, the sale is invalid because it violated the right of first refusal of Firestone which was one of the conditions under their lease contract granted by NDC.

G.R. No. L-43059 October 11, 1979 SAMPAGUITA PICTURES, INC., plaintiff-appellant, vs. JALWINDOR MANUFACTURERS, INC., defendant-appellee. DE CASTRO, J: Facts: Sampaguita Pictures Inc and Capitol 300 Inc entered into a lease contract for the use of Sampaguitas roofdeck located in Cubao, Quezon City. It was agreed upon that all permanent improvements done by the lessee on the leased premises shall belong to the lessor without an obligation on lessor to reimburse the lessee for it will be considered as part of the monthly rental. Capitol 300 Inc removed the windows and replaced them of glass and wooden jalousies bought on credit from Jalwindor Manufaturers Inc. The Capitol 300 failed to pay the price of the items which resulted to the complaint filed by Jalwindor for the collection of sum of money. Due to non-payment of Capitol 300 Inc. the sheriff of Quezon City levied the said items. Issue: Whether or not the levy and auction sale executed were valid? Held: No. The levy and auction sale were null and void because ownership was not transferred to Capitol when the levy was executed. The items were illegally levied because it did not belong to judgment debtor, Capitol 300. A sheriff is not authorized to attach property not belonging to the judgment debtor. Sampaguita remained to be the owner of the said items in line with the lease contract entered by Sampaguita and Capitol 300.

[G.R. No. 137290. July 31, 2000] SAN MIGUEL PROPERTIES PHILIPPINES, INC., petitioner, vs. SPOUSES ALFREDO HUANG and GRACE HUANG, respondents. MENDOZA, J.: Facts: Properties of San Miguel Property Philippines in Pasig City were offered for sale for Php 52, 140, 000 for cash. Offer was made to Atty. Duaz who represented the sps Huang as undisclosed principals. Atty. Dauz offered Php 500,000 to be given as earnest-money and the balance would be paid in eight equal monthly instalment but this was rejected by San Miguel. Sobrecarey, petitioners vice-president indicated to his conformity to the offer by signing the letter of Atty. Dauz stating their offer of earnest-deposit of php 1,000,000. Sobrecarey informed atty. Duaz that petitioner was willing to sell the properties on a 90-day term and Atty. Dauz countered it with an offer of six months to pay. Sobrecarey told Atty. Dauz that petitioner had not decided on their offer which prompted for Atty. Dauz to propose a four-month period pf amortization. Atty. Dauz asked for an extension of 45 days to decide on purchasing the property which was granted by the petitioner. Petitioner wrote Atty. Dauz informing them that they are returning the Php 1,000,000 earnest deposit but respondent spouses demanded the specific performance of the petitioners. Issue: Whether or not the contract of sale had already been perfected? Held: No. The sale was never perfected because the acceptance of the offer of the respondent did not perfect the contract of sale but was merely an option for the respondents to buy the property for thirty days. The parties failed to arrive at mutually acceptable terms of payment despite the 45-day extension given by the petitioner. There was no meeting of the minds between the parties which would perfect the contract of sale. It is not the giving of earnest money but the proof of the concurrence of the essential elements of the contract of sale which would perfect the contract of sale. The Supreme Court reversed the decision of the Court of Appeals.