Visayan Sawmill v CA

Plaintiff -appellee, buyer RJH Trading
Defendant Appellants, seller Visayan Sawmill

1)Visyan Sawmill and RJH entered into an agreement which they termed the contract as
""Purchase and Sale of Scrap Iron.” Visayan, as the seller, agreed to sell the scarp of irons
subject to the condition that to cover payment of the purchase price, BUYER will open, make or
indorse an irrevocable and unconditional letter of credit not later than May 15, 1983 at the
Consolidated Bank and Trust Company, Dumaguete City, Branch, in favor of the SELLER in the
sum of (P250,000.00), Philippine Currency.
2) On May 30, 1983, RJH’s men were already digging and gathering the scrap iron from Visayan’s
premises when they were instructed by Visyan to desist from pursuing their work. According to
Visyan, this was in view of an alleged case filed against RJH by a certain Alberto Pursuelo.
However, the allegations were denied by RJH.
3) Visayan sent a telegram to RJH cancelling the contract of sale because of failure of the RJH to
comply with the conditions. RJH informed Visayan by telegram that the letter of credit was
opened May 12, 1983 at the Bank of the Philippine Islands main
CA office in Ayala, but then the transmittal was delayed.
Petitioner Defendant
Visayan 4)On 26-May-83, -Visayan received a letter advice from BPI
affirmed with Dumaguete which stated that a letter of credit, for the amount of
modification to the moral P250k, and in favor of Ang Tay c/o Visayan Samill from Account of
decision 5) RJH sent a series of telegrams stating that the case filed by
Pursuelo was already dismissed and demanded Visayan to comply
with the deed of sale, otherwise a case would be filed.
6) Visayan was unwilling to continue with the sale due to RJH failure to comply with essential pre-
conditions ofRTCthe contract.
AppellantsDefendant Appellee
Visayan Visayan
Sawmill CA
for specific
Tay RJH Trading
performance and
petition for review
RTC favored RJH

Issue: WON the contract "Purchase and Sale of Scrap Iron" a contract to sell or a contact of sale