1.

Diego vs Diego
-Nicolas P. Diego (Nicolas) and his brother Rodolfo, respondent herein, entered into an oral contract to sell covering
Nicolass share, fixed at 500,000.00, as co-owner of the familys Diego Building situated in Dagupan City.
-Rodolfo made a downpayment of 250,000.00. It was agreed that the deed of sale shall be executed upon payment of the
remaining balance of 250,000.00. However, Rodolfo failed to pay the remaining balance.
-The building was leased out to third parties, but Nicolass share in the rents were not remitted to him by herein respondent
Eduardo, another brother of Nicolas and designated administrator of the Diego Building. Instead, Eduardo gave Nicolass
monthly share in the rents to Rodolfo.
-Nicolas filed a Complaint6 against Rodolfo and Eduardo before the RTC
-Nicolas prayed that Eduardo be ordered to render an accounting of all the transactions over the Diego Building; that
Eduardo and Rodolfo be ordered to deliver to Nicolas his share in the rents;
-Respondents argued that Nicolas had no more claim in the rents in the Diego Building since he had already sold his share
to Rodolfo. Rodolfo admitted having remitted only 250,000.00 to Nicolas. He asserted that he would pay the balance of the
purchase price to Nicolas only after the latter shall have executed a deed of absolute sale.
RTC dismissed the complaint ruled that the contract of sale was already perfected.
-Nicolas appealed to the CA which sustained the trial courts Decision in toto.
Issue:
Ruling:
-The contract entered into by Nicolas and Rodolfo was a contract to sell.
-The stipulation to execute a deed of sale upon full payment of the purchase price is a unique and distinguishing
characteristic of a contract to sell. It also shows that the vendor reserved title to the property until full payment.
- The absence of a formal deed of conveyance is indicative of a contract to sell.
-the full payment of the purchase price partakes of a suspensive condition, the nonfulfillment of which prevents the
obligation to sell from arising and thus, ownership is retained by the prospective seller without further remedies by the
prospective buyer. It does not, by itself, transfer ownership to the buyer.
-The remedy of rescission is not available in contracts to sell.
-Thus, in a contract to sell, the payment of the purchase price is a positive suspensive condition. Failure to pay the price
agreed upon is not a mere breach, casual or serious, but a situation that prevents the obligation of the vendor to convey title
from acquiring an obligatory force. This is entirely different from the situation in a contract of sale, where non-payment of the
price is a negative resolutory condition.
-Eduardo is solidarily liable with Rodolfo as regards the share of Nicolas in the rents.

2. Lam vs Kodak
-Lam Spouses and Kodak Philippines, Ltd. entered into an agreement (Letter Agreement) for the sale of three (3) units of
the Kodak Minilab System 22XL6 (Minilab Equipment).
-Kodak Philippines, Ltd. delivered one (1) unit of the Minilab Equipment in Tagum, Davao Province. 9
-The Lam Spouses issued postdated checks amounting to P35,000.00 each for 12 months as payment for the first delivered

unit,with the first check due on March 31, 1992.

-Spouses requested that Kodak Philippines, Ltd. not negotiate the check dated March 31, 1992 allegedly due to
insufficiency of funds.12 The same request was made for the check due on April 30, 1992.
-both checks were negotiated by Kodak Philippines, Ltd. and were honored by the depository bank. 13
-The 10 other checks were subsequently dishonored after the Lam Spouses ordered the depository bank to stop payment.
-Kodak Philippines, Ltd. canceled the sale and demanded that the Lam Spouses return the unit it delivered together with its
accessories.15 The Lam Spouses ignored the demand but also rescinded the contract through the letteron account of
Kodak Philippines, Ltd.'s failure to deliver the two (2) remaining Minilab Equipment units.
-Kodak Philippines, Ltd. filed a Complaint for replevin and/or recovery of sum of money.
-Petitioners argue that the Letter Agreement it executed with respondent for three (3) Minilab Equipment units was not
severable, divisible, and susceptible of partial performance. Respondent's recovery of the delivered unit was unjustified. 74
-Respondent argues that the parties' Letter Agreement contained divisible obligations susceptible of partial performance as

defined by Article 1225 of the New Civil Code.88 In respondent's view, it was the intention of the parties to be bound
separately for each individually priced Minilab Equipment unit to be delivered to different outlets
-(it was remanded to RTC) Regional Trial Court found that Kodak Philippines, Ltd. defaulted in the performance of its
obligation under its Letter Agreement with the Lam Spouses.29
-The Court of Appeals agreed with the trial court's Decision
1. Issue:whether the contract between petitioners Spouses Alexander and Julie Lam and respondent Kodak Philippines,
Ltd. pertained to obligations that are severable, divisible, and susceptible of partial performance under Article 1225 of the
New Civil Code.
Ruling:
-The Letter Agreement contained an indivisible obligation.
-the Letter Agreement contemplated a "package deal" involving three (3) units of the Kodak Minilab System 22XL.
Christine B. Barrete
-Respondent's obligation was to deliver all products purchased under a "package," and, in turn, petitioners' obligation was
to pay for the total purchase price, payable in installments.
-There was only one agreement covering all three (3) units of the Minilab Equipment and their accessories.
-Article 1225. For the purposes of the preceding articles, obligations to give definite things and those which are not
susceptible of partial performance shall be deemed to be indivisible.
2. Issue: upon rescission of the contract, what the parties are entitled to under Article 1190 and Article 1522 of the New Civil
Code.
Ruling:
-With both parties opting for rescission of the contract under Article 1191, the Court of Appeals correctly ordered for
restitution.
-The contract between the parties is one of sale, where one party obligates himself or herself to transfer the ownership and
deliver a determinate thing, while the other pays a certain price in money or its equivalent. 103 A contract of sale is perfected
upon the meeting of minds as to the object and the price, and the parties may reciprocally demand the performance of their
respective obligations from that point on.104
-This rescission from both parties is founded on Article 1191 of the New Civil Code:chanRoblesvirtualLawlibrary

The power to rescind obligations is implied in reciprocal ones, in case one of the obligors should not comply with what is
incumbent upon him.
-The injured party may choose between the fulfilment and the rescission of the obligation, with the payment of damages in
either case. He may also seek rescission, even after he has chosen fulfilment, if the latter should become impossible.
-Rescission creates the obligation to return the object of the contract. It can be carried out only when the one who demands
rescission can return whatever he may be obliged to restore. To rescind is to declare a contract void at its inception and to
put an end to it as though it never was. It is not merely to terminate it and release the parties from further obligations to each
other, but to abrogate it from the beginning and restore the parties to their relative positions as if no contract has been
made.

3. Chua vs CA
-Valdes-Choy advertised for sale her paraphernal house and lot (Property) with an area of 718 square meters located at
Makati City.
-Chua responded to the advertisement. Chua and Valdes-Choy agreed on a purchase price of P10,800,000.00 payable in
cash.
-Valdes-Choy received from Chua a check for P100,000.00.
-Chua secured from Philippine Bank of Commerce (PBCom) a managers check for P480,000.00.
-Chua and Valdes-Choy met with their respective counsels to execute the necessary documents and arrange the
payments.[10] Valdes-Choy as vendor and Chua as vendee signed two Deeds of Absolute Sale (Deeds of Sale).
-Chua handed to Valdes-Choy the PBCom managers check for P485,000.00 so Valdes-Choy could pay the capital gains
tax.
- It was then also that Chua showed to Valdes-Choy a PBCom managers check for P10,215,000.00 representing the
balance of the purchase price.
-Chua required that the Property be registered first in his name before he would turn over the check to Valdes-Choy. This
angered Valdes-Choy who tore up the Deeds of Sale, claiming that what Chua required was not part of their agreement. [14]
-On 15 July 1989, the deadline for the payment of the balance of the purchase price, Valdes-Choy suggested to her counsel
that to break the impasse Chua should deposit in escrow the P10,215,000.00 balance.[17] Upon such deposit, Valdes-Choy
was willing to cause the issuance of a new TCT in the name of Chua even without receiving the balance of the purchase
price.
-Chua filed a complaint for specific performance against Valdes-Choy which the trial court dismissed.
-Chua re-filed his complaint for specific performance with damages. the trial court rendered judgment in favor of Chua
-Valdes-Choy appealed to the CA which reversed the decision of the trial court.
Issue:whether the transaction between Chua and Valdes-Choy is a perfected contract of sale or a mere contract to sell.
Ruling:
-we hold that the agreement between Chua and Valdes-Choy, as evidenced by the Receipt, is a contract to sell and not a
contract of sale.
-In a contract of sale, the title to the property passes to the vendee upon the delivery of the thing sold; in a contract to sell,
ownership is, by agreement, reserved in the vendor and is not to pass to the vendee until full payment of the purchase
price. Otherwise stated, in a contract of sale, the vendor loses ownership over the property and cannot recover it until and
unless the contract is resolved or rescinded; whereas, in a contract to sell, title is retained by the vendor until full payment of
the price. In the latter contract, payment of the price is a positive suspensive condition, failure of which is not a breach but
an event that prevents the obligation of the vendor to convey title from becoming effective.[25]
-First, the Receipt provides that the earnest money shall be forfeited in case the buyer fails to pay the balance of the
purchase price on or before 15 July 1989.

Christine B. Barrete
-Second, the agreement between Chua and Valdes-Choy was embodied in a receipt rather than in a deed of sale,
ownership not having passed between them.
-Third, Valdes-Choy retained possession of the certificate of title and all other documents relative to the sale.
-Article 1482 of the Civil Code provides that [W]henever earnest money is given in a contract of sale, it shall be considered
as part of the price and proof of the perfection of the contract.
-In this case, 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.
-The earnest money was given in a contract to sell, and thus Article 1482, which speaks of a contract of sale, is not
applicable.
-Since the agreement between Valdes-Choy and Chua is a mere contract to sell, the full payment of the purchase price
partakes of a suspensive condition. The non-fulfillment of the condition prevents the obligation to sell from arising and
ownership is retained by the seller without further remedies by the buyer. [30] Article 1592 of the Civil Code permits the buyer
to pay, even after the expiration of the period, as long as no demand for rescission of the contract has been made upon him
either judicially or by notarial act. However, Article 1592 does not apply to a contract to sell where the seller reserves the
ownership until full payment of the price.[31]
-In a contract to sell, the obligation of the seller to sell becomes demandable only upon the happening of the suspensive
condition. In this case, the suspensive condition is the full payment of the purchase price by Chua. Such full payment gives
rise to Chuas right to demand the execution of the contract of sale.

2. Issue: whether Chua can compel Valdes-Choy to cause the issuance of a new TCT in Chuas name even before payment
of the full purchase price
Ruling:
-The obligation of the seller is to transfer to the buyer ownership of the thing sold. In the sale of real property, the seller is
not obligated to transfer in the name of the buyer a new certificate of title, but rather to transfer ownership of the real
property. There is a difference between transfer of the certificate of title in the name of the buyer, and transfer of ownership
to the buyer.The buyer may become the owner of the real property even if the certificate of title is still registered in the name
of the seller. As between the seller and buyer, ownership is transferred not by the issuance of a new certificate of title in the
name of the buyer but by the execution of the instrument of sale in a public document.
-In a contract of sale of real property, delivery is effected when the instrument of sale is executed in a public
document. When the deed of absolute sale is signed by the parties and notarized, then delivery of the real property is
deemed made by the seller to the buyer. Article 1498 of the Civil Code provides that
Art. 1498. When the sale is made through a public instrument, the execution thereof shall be equivalent to the delivery of the
thing which is the object of the contract, if from the deed the contrary does not appear or cannot clearly be inferred.
- The transfer of ownership takes effect upon the signing and notarization of the deed of absolute sale.

4. Santos vs santos
-Petitioner Zenaida M. Santos is the widow of Salvador Santos, a brother of private respondents Calixto, Alberto, Antonio,
all surnamed Santos and Rosa Santos-Carreon.
-The spouses Jesus and Rosalia Santos owned a parcel of landwith an area of 154 square meters, located at Sta. Cruz
Manila. On it was a four-door apartment administered by Rosalia who rented them out. The spouses had five children,
Salvador, Calixto, Alberto, Antonio and Rosa.
-Jesus and Rosalia executed a deed of sale of the properties in favor of their children Salvador and Rosa.
-Rosa in turn sold her share to Salvador
-Despite the transfer of the property to Salvador, Rosalia continued to lease and receive rentals from the apartment units.
-Jesus died. Six years afterSalvador died, followed by Rosalia who died the following month.
-petitioner Zenaida, claiming to be Salvadors heir, demanded the rent from Antonio Hombrebueno, [2] a tenant of Rosalia.
-Zenaida filed an ejectment suit against him with the Metropolitan Trial Court of Manila.
-private respondents instituted an action for reconveyance of property with preliminary injunction against petitioner in the
Regional Trial Court of Manila,where they alleged that the two deeds of sale executed on January 19, 1959 and November
20, 1973 were simulated for lack of consideration. They were executed to accommodate Salvador in generating funds for
his business ventures and providing him with greater business flexibility.
-Petitionerinvokes Article 1477[15] of the Civil Code which provides that ownership of the thing sold is transferred to the
vendee upon its actual or constructive delivery.
-the trial court decided in private respondents favor.
-Court of Appeals affirmed the trial courts decision.
1. Issue: Is a sale through a public instrument tantamount to delivery of the thing sold?
No.
-after Salvador registered the property in his name, he surrendered the title to his mother. [13] These are clear indications that
ownership still remained with the original owners.
Christine B. Barrete
-Nowhere in the Civil Code, however, does it provide that execution of a deed of sale is a conclusive presumption of delivery
of possession. The Code merely said that the execution shall be equivalent to delivery. The presumption can be rebutted by
clear and convincing evidence.[16] Presumptive delivery can be negated by the failure of the vendee to take actual
possession of the land sold.[17]
-In Danguilan vs. IAC, 168 SCRA 22, 32 (1988), we held that for the execution of a public instrument to effect tradition, the
purchaser must be placed in control of the thing sold.
-As found by both the trial and appellate courts and amply supported by the evidence on record, Salvador was never placed
in control of the property. The original sellers retained their control and possession. Therefore, there was no real transfer of
ownership.
CONTENTION: Petitioner argues that an action to annul a contract for lack of consideration prescribes in ten years and
even assuming that the cause of action has not prescribed, respondents are guilty of laches for their inaction for a long
period of time.
2. Issue: Has respondents cause of action prescribed?
Ruling:NO
- we held that the right to file an action for reconveyance on the ground that the certificate of title was obtained by means of
a fictitious deed of sale is virtually an action for the declaration of its nullity, which does not prescribe. This applies squarely
to the present case. The complaint filed by respondents in the court a quo was for the reconveyance of the subject property
to the estate of Rosalia since the deeds of sale were simulated and fictitious. The complaint amounts to a declaration of
nullity of a void contract, which is imprescriptible. Hence, respondents cause of action has not prescribed.
-Neither is their action barred by laches.
Dead Mans Statute.
-It is too late for petitioner, however, to invoke said rule.

5. PO vs CA
-Ong Joi Jong sold a parcel of land located at Fundidor Street, San Nicolas to private respondent Soledad Parian, the wife
of Ong Yee. The latter, the brother of petitioner Ong Ching Po, died in January 1983; while petitioner Ong Ching Po died in
October 1986. The said sale was evidenced by a notarized Deed of Sale written in English. Subsequently, the document
was registered with the Register of Deeds of Manila, which issued Transfer Certificate of Title in the name of private
respondent.
-According to private respondent, she entrusted the administration of the lot and building to petitioner Ong Ching Po when
she and her husband settled in Iloilo. When her husband died, she demanded that the lot be vacated because she was
going to sell it. Unfortunately, petitioners refused to vacate the said premises.
-private respondent filed a case for unlawful detainer against petitioner Ong Ching Po before the Metropolitan Trial Court of
ManilaThe inferior court dismissed her case. The dismissal was affirmed by the Regional Trial Court. The decision of the
Regional Trial Court was, in turn, affirmed by the Court of Appeals
-etitioners, on the other hand, claimed that on July 23, 1946, petitioner Ong Ching Po bought the said parcel of land from
Ong Joi Jong. The sale was evidenced by a photo copy of a Deed of Sale written in Chinese with the letter head "Sincere
Trading Co.
-etitioner Ong Ching Po executed a Deed of Absolute Sale conveying to his children, petitioners Jimmy and David Ong, the
same property sold by Ong Joi Jong to private respondent
-petitioners Ong Ching Po, Jimmy Ong and David Ong filed an action for reconveyance and damages against private
respondent in the Regional Trial Court
-the trial court rendered a decision in favor of private respondent. On appeal by petitioners to the Court of Appeals, the said
court affirmed the decision of the Regional Trial Court.
Issue:
Ruling:
-Section 7, Article XII of the 1987 Constitution provides:
Save in cases of hereditary succession, no private lands shall be transferred or conveyed except to
individuals, corporations, or associations qualified to acquire or hold lands in the public domain.
-Petitioner Ong Ching Po was a Chinese citizen; therefore, he was disqualified from acquiring and owning real property.
Assuming that the genuineness and due execution of Exhibit "B" has been established, the same is null and void, it being
contrary to law.
-It is not correct to say that private respondent never took possession of the property.Under the law, possession is
transferred to the vendee by virtue of the notarized deed of conveyance. Under Article 1498 of the Civil Code of the
Philippines, "when the sale is made through a public instrument, the execution thereof shall be equivalent to the delivery of
the object of the contract, if from the deed the contrary does not appear or cannot clearly be inferred."
-the deed of sale executed by Ong Joi Jong in favor of private respondent (Exh. "A") is a notarized document.
-If what petitioners meant was that private respondent never lived in the building constructed on said land, it was because
her family had settled in Iloilo.

Christine B. Barrete
There is no document showing the establishment of an express trust by petitioner Ong Ching Po as trustor and private
respondent as trustee.

6. Coibes vs Pantoja
-In 1982, Jose Caoibes Jr., et al. (Caoibes, Jr., et al.) and Corazon Caoibes-Pantoja (Pantoja) entered to a contract of sale
stating that a certain lot will be transferred, ceded and conveyed by the former in favour of the latter in consideration for a
sum of money.
-The agreement included the stipulation that Pantoja will be subrogated or substituted to whatever rights, interests or
representations Caoibes Jr., et al. may have pending land registration proceeding.

Fourteen years after the execution of the parties, Pantoja filed a motion to intervene and be substituted as applicant in the
Land Registration Court.
-The Land Registration Court denied the motion. Pantoja filed a complaint before the Regional Trial Court (RTC) for specific
performance of the agreement. Caoibes, Jr., et al. opposed on the grounds of prescription.
-The RTC ruled in favor of Caoibes, Jr., et al. On appeal, the Court of Appeals (CA) reversed the RTC, holding that
prescription had not yet set in.
Issue:
Ruling:
-The agreement of the parties is analogous to a deed of sale in favor of respondent, it having transferred ownership for and
in consideration of her payment of the loan in the principal amount of P19,000 outstanding in the name of one Guillermo C.
Javier. The agreement having been made through a public instrument, the execution was equivalent to the delivery of the
property to respondent.
Articles 1458, 1498 and 1307 of the Civil Code which are pertinent to the resolution of the petition provide:
-Art. 1458. By the contract of sale one of the contracting parties obligates himself to transfer the ownership of and to deliver
a determinate thing, and the other to pay therefor a price certain in money or its equivalent.
-Art. 1498. When the sale is made through a public instrument, the execution thereof shall be equivalent to the delivery of
the thing which is the object of the contract, if from the deed the contrary does not appear or cannot clearly be inferred.
-Art. 1307. Innominate contracts shall be regulated by the stipulations of the parties, by the provisions of Title I and II of this
Book, by the rules governing the most analogous nominate contracts, and by the customs of the place.
-In light of the law and jurisprudence, the substitution by respondent of petitioners as applicant in the land registration case
over Lot 2 is not even necessary. All respondent has to do is to comply with the requirements under the above-quoted Sec.
22 of the Property Registration Decree.
- It was unnecessary for respondent to file the case for specific performance subject of the present petition against
petitioners to honor their agreement allowing her to be substituted in their stead as applicant in the land registration
proceeding.

7. Pe vs Tong
-In the Complaint, it was alleged that Tong is the registered owner of two parcels of land.
-together with the improvements thereon, located at Barangay Kauswagan, City Proper, Iloilo City; herein petitioners
(previous owners) are occupying the house standing on the said parcels of land without any contract of lease nor are they
paying any kind of rental and that their occupation thereof is simply by mere tolerance of Tong.
-Tong demanded that respondents vacate the house they are occupying, but despite their receipt of the said letter they
failed and refused to vacate the same; Tong referred his complaint to the Lupon of Barangay Kauswagan, to no avail.
- petitioners alleged that Tong is not the real owner of the disputed property, but is only a dummy of a certain alien
named OngSe Fu, who is not qualified to own the said lot and, as such, Tong's ownership is null and void; petitioners are
the true and lawful owners of the property in question and by reason thereof they need not lease nor pay rentals to anybody.
-the MTCC rendered judgment in favor of herein respondent.
-petitioners appealed with the RTC of Iloilo City.
-the RTC of Iloilo City, Branch 24 affirmed in its entirety the appealed decision of the MTCC.
Ruling:
-respondent, as owner of the subject lots, is entitled to the possession thereof. Settled is the rule that the right of possession
is a necessary incident of ownership.18 Petitioners, on the other hand, are consequently barred from claiming that they have
the right to possess the disputed parcels of land, because their alleged right is predicated solely on their claim of ownership,
which is alreadyeffectively debunked by the decisions of this Court affirming the validity of the deeds of sale transferring
ownership of the subject properties to respondent.
-Neither is the Court persuaded by petitioners' argument that respondent has no cause of action to recover physical
possession of the subject properties on the basis of a contract of sale because the thing sold was never delivered to the
latter.

Christine B. Barrete
 -It has been established that petitioners validly executed a deed of sale covering the subject parcels of land in favor of
respondent after the latter paid the outstanding account of the former with the Philippine Veterans Bank.
-Article 1498 of the Civil Code provides that when the sale is made through a public instrument, the execution thereof shall
be equivalent to the delivery of the thing which is the object of the contract, if from the deed the contrary does not appear or
cannot clearly be inferred. In the instant case, petitioners failed to present any evidence to show that they had no intention
of delivering the subject lots to respondent when they executed the said deed of sale.
-Hence, petitioners' execution of the deed of sale is tantamount to a delivery of the subject lots to respondent. The fact that
petitioners remained in possession of the disputed properties does not prove that there was no delivery, because as found
by the lower courts, such possession is only by respondent's mere tolerance.

Christine B. Barrete