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Sales Chapter 4 PDF
Sales Chapter 4 PDF
1. Actual or Real
Chapter 3 2. Legal or Constructive
Effects of the Contract When the Thing Sold has been Lost a. Legal formalities
b. Symbolical tradition and tradition simbolica – ex.
Article 1493 Delivery of the key
- This refers to a case of loss of the object even BEFORE the c. Traditio longa manu – pointing; by mere consent or
perfection of the contract agreement if the movable sold cannot b transferred at
- There would be no cause or consideration, hence the contract is the time of the sale
d. Traditio brevi manu- buyer already had the possession
void
of the object even before the purchase; tenant of a car
- Seller will have to bear the loss
buys the car
e. Tradition constitutum possessorium – possession as
Q: What are the remedies of the buyer when the object has been PARTLY or owner changed; possession as a lessee
PARTIALLY LOST? 3. Quasi-tradition – delivery of rights, credits, or incorporeal
A: choose between (1) withdrawal or rescission (2) specific performance as property, made by:
to remainder by payment of proportional price a. Placing title of ownership in the hands of a lawyer
b. Or allowing the buyer to make use of the rights
Article 1494
- Speaks of loss of specific goods Article 1498
- Remedies of buyer: - Deals with two kinds of Constructive Delivery:
o Cancellation (avoidance) o Thru legal formalities – applies to real and personal
o Or specific performance as to the remaining existing proerty
goods (if the sale was divisible) o Thru tradition Simbolica
Constructive delivery requires THREE THINGS before ownership may be
transmitted:
Chapter 4 1. Seller must have control over the thing
Obligations of the Vendor 2. Buyer must be put under control
3. There must be the intention to deliver the thing for purposes of
Article 1495 ownership (not merely to allow inspection)
- Obligations of the vendor:
o To transfer ownership (cannot be waived) Note: When the sale is made through a public instrument, the execution
o To deliver (cannot be waived) thereof shall be equivalent to the delivery of the thing which is the object of
o To warrant the object sold (this can be waived or the contract. However, in order that this delivery may have the effect of
modified since warranty is not an essential element of tradition, it is essential that the vendor shall have had such CONTROL over
a contract of sale) the thing sold, that is, it could have been possible that at the moment of the
o To preserve the thing from perfection to delivery, sale its MATERIAL delivery could have been made. Note that the key word is
otherwise he can be held liable for damages CONTROL, not POSSESSION of the land.
Q: what happens when seller fails to deliver at a stipulated period, and such Rules on Constructive Delivery
period is of the essence of the contract? 1. If a seller has no actual possession, he cannot transfer ownership
A: He has no right to demand payment of the price. by constructive delivery
2. There can be no constructive delivery by means of a public
Q: what is the effect of non delivery? instrument if there is a stipulation to that effect
A: buyer may ask for the RESOLUTION or RESCISSION of the contract 3. The Civil Code does not provide that the execution of the deed is
a conclusive presumption of the delivery of possession. What it
Duty to Deliver at Execution Sale says is that the execution thereof shall be equivalent to delivery –
Judgment debtor is NOT required to deliver the property sold there is only a DISPUTABLE PRESUMPTION (execution of a the
right away. The reason is, he has a period of ONE YEAR within which to contract is only PRESUMPTIVE DELIVERY)
REDEEM the property. In the mean time, the buyer should not take actual
physical possession of the property. Article 1499
- Deals with tradition longa manu and tradition brevi manu
Note that the period of redemption commences to run not from - This article speaks of MOVABLE property
the date of the auction or tax sale but form the day the sale was registered in
the office of the Register of Deeds. Article 1500
- Speaks of tradition constitutum possessorium
Article 1496 - The basis here is consent
- Ownership is acquired from the moment of delivery or in any - Where a seller continues to occupy the land as tenant, the
other manner signifying an agreement that possession is possession , by fiction of law, is deemed to be constituted in the
transferred. buyer
Note: Owner of the money used in purchasing an object is immaterial. What Article 1501
is material is the name of the purchaser who appears in the deed of sale. - Deals with the delivery of INCORPOREAL PROPERTY:
o By constructive tradition – execution of public
Section 2 instrument
DELIVERY OF THE THING SOLD o By quasi-tradition – placing of titles of ownership in the
possession of the buyer, or the use by the buyer of his
Article 1497 rights, with the seller’s consent
- Speaks for real or actual delivery
- DELIVERY – when an object is placed in the CONTROL and Article 1502
POSSESSION of the vendee - First paragraph refers to a transaction ON SALE OR RETURN:
o this is a sale that depends on the DISCRETION of the
Q: What instance is ownership NOT transferred despite delivery? BUYER
A: Ownership is not transferred, although there has been perfection and o it is a sale with a RESOLUTORY CONDITION
delivery, if it was intended that no such transfer of ownership will take place o ownership passes to the buyer on delivery, but he may
until full payment of the price. Such stipulation may be made expressly or revest the ownership in the seller by returning or
impliedly. tendering the goods within the time fixed in the
contract
Note: Purchases made at a MARKET are valid even if the seller was not yet
the owner, and delivery of the same would transfer ownership because of Note: In this case, the buyer has no right to return if he has materially abused
the doctrine of OSTENSIBLE OWNERHIP. --- the market seller appears to be the condition of the thing. The sale in this case becomes absolute. But if the
the owner, and if he is not, the true owner is NEGLIGENT for having allowed objects deteriorate without the fault of the buyer, the buyer can still return,
him to appear as the owner provided that the reasonable period of returning has not yet elapsed
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Q: What is the difference between a contract “on sale or return” and a - Therefore, even if a person be a bonafide purchaser, he succeeds
delivery of property with option to purchase? only to the rights of the vendor. (if the seller is not the owner, the
A: In the first, ownership is transferred at once; in the second, there is no sale is null and void)
transfer of ownership till the owner agrees to buy. - EXCEPTIONS:
o When the owner of the goods by his conduct
(Read page 125 of Paras for Bar question) precluded from denying the seller’s authority
o Second paragraph nos. 1,2 and 3 (refer to codals)
- Second paragraph refers to a transaction ON APPROVAL or ON Provisions of any factors’ acts, recording
TRIAL or SATISFACTION laws, etc.
o Buyer may IN TIME become the owner under the Validity of any contract of sale under
conditions specified in the law; otherwise, the seller is statutory power of sale or under order of
still the owner court
o This is a sale really dependent on the QUALITY of the Purchases made in a merchant’s store or in
goods fairs or markets
o It is a sale with SUSPENSIVE CONDITION
o When ownership passes to the buyer: Q: What is a store?
When buyer signifies his approval or acceptance A: it is any place where goods are kept and sold by one engaged in buying
(expressed or implied) and selling. It is an element that there must also be goods or wares stored
Does not signify approval or acceptance but buyer therein or on display and that the firm or person maintaining said office is
retains the goods without giving notice of rejection actually engaged in the business of buying and selling.
Note: Under American law, there is no need for delivery to transfer However, even though the document is deliverable to
ownership insofar as specific goods are concerned if the contract is one of the order of a specified person, if the latter has
sale, and not a contract to sell. indorsed it in blank by simply signing his name without
specifying any person to whom the goods are to be
Generally, whoever has the beneficial interest should bear the risk. delivered or indorsed it to bearer, the document may
now be negotiated by mere delivery.
Article 1505
- Stresses the GENERAL RULE that no one can give what he does o By indorsement coupled with delivery
not have
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Note: if the document was indorsed to a specified person, negotiation can be - Provides for the Rule if Indorsement is needed for negotiation.
effected only by the indorsement of the indorsee (SPECIAL INDORSEMENT). - If one merely delivers without indorsement, there will be no
negotiation. Nevertheless one may compel the other to indorse
Distinction between Special Indorsement and Indorsement in Blank such provided that:
a. Special indorsement is one which specifies the person to whom, or o He pays the value for the document
to whose order, the instrument is to be payable, and the o No contrary intention appears
indorsement of such indorsee is necessary to the further negotiation
of the instrument Article 1516
b. Indorsement in blank is one in which specifies no indorsee, and an - Provides for the warranties in negotiation or transfer:
instrument so indorsed is payable to vearer, and may be negotiated o That the document is genuine
by delivery o That he has a legal right to negotiate or transfer
o That he has knowledge of no fact which would impair
Article 1509 the validity or worth of the document
- This article refers to negotiation by INDORSEMENT and DELIVERY o That he has a right to transfer the title to the goods
- Example: and that the goods are merchantable
The document says “deliver to the order of Mr. X” To negotiate it, - In summary, the warranties are:
Mr. X must sign his name at the back and then deliver. Mere o About the document
delivery without signing is not sufficient. When he signs he may: o About the right to the document
1. Just sign his name (blank indrosement) o About the goods represented by the document
2. Or say “deliver to Mr. Y”
3. Or say “deliver to bearer” Q: who provides for these warranties?
A: the warranties are made by:
Note: Mr. Y can in turn indorse it in blank, to bearer, or to another 1. A person who negotiates
specified person 2. A person who assigns or transfers for value
Q: what is the effect of undated indorsement? Article 1517
A: nothing. It is NOT NECESSARY to date an indorsement because no - Failure of the BAILEE or the PREVIOUS INDORSERS to comply with
additional protection is given thereby to businessmen. their obligation DOES NOT make the present indorsers liable
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b. Circumstances to consider to conclude what b. F.O.B. alongside the vessel – from the moment the
reasonable time is: goods are brought alongside the vessel, the buyer
i. Character of the goods must pay for the freight or expenses
ii. Purpose intended c. F.O.B. at the place of destination - the seller must pay
iii. Ability of seller to produce the goods the freight
iv. Transportation facilities
v. Distance thru which the goods must be GR (in free on board or free alongside sales): property PASSES as
carried soon as the goods are delivered aboard the carrier or alongside
vi. Usual course of business in that particular the vessel, and that the buyer as the owner of the goods is to bear
trade all expenses after they are so delivered.
c. If a delivery is to be made “at once”, “promptly”, or “as
soon as possible”, a reasonable time must necessarily Note however: F.O.B. or F.A.S. may be used only in connection
be given with the fixing of the price, and in such a case, they will NOT be
d. PREMATURE delivery generally is NOT ALLOWED construed as fixing the place of delivery
because a term is for the benefit of both parties
Article 1524
3. Manner of Delivery when Goods are in the Hands of a Third Person - The vendor shall not be bound to deliver the thing sold, if the
a. Third person should acknowledge that he holds the vendee has not paid him the price, or if no period for the payment
goods on behalf of the buyer, otherwise, the seller has been fixed in the contract
shall not yet be complied with his duty to deliver
Q: What is the effect if period is fixed for payment?
Note: the rule does not apply in case a (1) NEGOTIABLE A: if a period has been fixed for the payment the seller must deliver the thing
DOCUMENT of title has been issued and (2) when the goods are sold even if said period has not yet arrived. He will then have to wait for the
still to be manufactured. end of the period before he can demand the price, except if the buyer has
lost the benefit of the term.
Q: Who pays expenses for putting the goods in a deliverable state?
A: The seller, unless otherwise agreed Article 1525
- provides for the meaning of an UNPAID SELLER:
Q: when must demand or tender of delivery be made? o If only part of the price has been paid or tendered
A: In the absence of agreement, at a reasonable hour. o When there is mere delivery of a negotiable
instrument (why? Because this may be dishonored)
Article 1522
- Provides for the rules when the quantity is less or more than what Q: Who are considered a seller?
was agreed A: it includes (1) an agent of the seller to whom the bill of lading has been
indorsed, (2) consignor or agent who has himself paid, or is directly
Rule when the Quantity is LESS than that Agreed Upon responsible for the price, (3) or any other person who is in the position of a
a. Buyer may REJECT seller.
b. Or buyer may ACCEPT what have been delivered, at the
CONTRACT rate Article 1526
- Rights of an unpaid seller:
Q: When estoppels does not apply: o Possessory Lien
A: when the buyer has used or disposed of the goods delivered before he - It is the right to retain the goods for the price while
knows that the seller is not going to perform his contract in full, the buyer seller is in possession of them
shall not be liable for more than the FAIR VALUE to him of the goods so - This is lost after the seller loses possession but his
received. lien as an unpaid seller remains
- He is still a preferred creditor with respect to the
Rule when the Quantity is MORE than the Agreement price of the specific goods sold
a. Buyer may REJECT ALL - His preference can only be defeated by the
b. Buyer may ACCEPT the goods agreed upon and reject the rest government’s claim to the specific tax on the goods
c. If he gets all, he must pay for them at the CONTRACT RATE themselves
- This is the vendors lien on the PRICE
Note: For this rule to apply, the quantity must have been fixed by prior
agreement o Right of Stoppage in Transitu
- Available if seller has parted with the possession
Q: When is there IMPLIED ACCEPTANCE?
A: When the buyer exercises acts of ownership over the excess goods o Right of Resale
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- The lien lost is only the POSSESSORY LIEN and not the vendor’s o Unreasonable default
lien on the PRICE - Note: damages may be recovered for the breach of contract
Note: A negotiable warehouse receipt automatically transfers both title and Q: what should be done in order to rescind the transfer of title?
right of possession to the goods in the buyer A: There must be notice to the buyer or there must be an overt act showing
an intention to rescind. (ex. Replevin suit is an implied rescission of the sale
Article 1530 of the goods sought t be recovered.)
- Right of stoppage in transit is available to the unpaid seller:
o if he has parted with the possession of the goods Article 1535
o and if the buyer is or becomes insolvent (the seller’s right - Effect if buyer has already sold the goods:
exists even though the buyer was already insolvent at the o Generally, the unpaid seller’s right of LIEN or STOPPAGE IN
time of the sale) TRANSITU remains even if the buyer has sold otherwise
disposed of the goods
Note: the insolvency referred to need NOT be judicially declared. It is enough o Exceptions:
that the obligations exceed a man’s assts. When the seller has given his consent thereto
When the purchaser or the buyer is a purchaser for
Article 1531 value in good faith of a negotiable document of title
- Goods are considered in transit when:
o From the time when they are delivered to a carrier, or Article 1536
other bailee for the purpose of transmission to the - The debtor shall lose every right to make use of the period
buyer, until the buyer, or his agent in that behalf, takes (Art.1198):
delivery of them from such carrier or other bailee o When after the obligation has been contracted, he
o If the goods are rejected by the buyer, and the carrier becomes insolvent, unless he gives a guaranty or
or other bailee continues in possession of them, even if security for the debts
the seller has refused to receive them back o when he does not furnish to the creditor the
- Goods are NO LONGER in transit when: guaranties which he promised
o If the buyer, or his agent, obtains delivery of the goods o when by his own acts he has impaired said guaranties
before their arrival at the appointed destination or securities after their establishment, and when
o If, after the arrival of the goods at the appointed through a fortuitous event they disappear, unless he
destination, the carrier or other bailee acknowledges immediately gives new ones equally satisfactory
to the buyer or his agent that he holds the goods on o when debtor violates any undertaking
his behalf and continues in possession of them as o when debtor attempts to abscond
bailee for the buyer or his agent
o If the carrier or other bailee wrongfully refuses to Article 1537
deliver the goods to the buyer or his agent - Vendor is bound to deliver the thing sold and its accession and
accessories
Note: the right to get back the goods exists only when the goods are still in - All the fruits shall pertain to the vendee from the day on when the
transitu. contract was perfected. However, a contrary stipulation may be
agreed upon, or a later date may be set
Taking of the property in transit by an unauthorized agent of the buyer does
not extinguish the right of stoppage in transitu. Article 1538
- Provides for the effect of loss, deterioration or improvements
before delivery (Article 1189):
Article 1532 o If lost without fault of vendor: obligation shall be
- Provides for how the right of stoppage in transitu may be extinguished
exercised: o If lost (perishes, goes out of commerce, disappears in
o Obtaining actual possession of the goods such a way that its existence is unknown or it cannot
o Giving notice of his claim to the carrier or other bailee be recovered) through fault of vendor: obliged to pay
in whose possession the goods are damages
o When the thing deteriorates without fault of vendor:
Note: there must be intent to repossess the goods impairment is to be borne by buyer
o Deteriorates through fault of vendor: buyer may
Q: to whom should the notice be given? choose between the rescission of the obligation and its
A: Either (1) to the person in actual possession of the goods, or (2) to his fulfillment, with indemnity for damages in either case
principal o if the thing is improved by nature or by time, the
improvement shall inure to the benefit of the buyer
Effects of the Exercise of the Right o if it is improved at the expense of the debtor, he shall
1. The goods are no longer in transitu have no other right than that granted to the
2. The contract of carriage ends; instead, the carrier now becomes a usufructuary
mere bailee, and will be liable as such
3. The carrier should not deliver anymore to the buyer or the latter’s Article 1539
agent; otherwise, he will clearly be liable for damages - refers to sale of real estate BY THE UNIT (UNIT PRICE CONTRACT)
4. The carrier must redeliver to, or according to the direction of, the - in this case, payment will be made only on the basis of contractual
seller items actually performed, in accordance with the given plans and
specifications
Article 1533 - If what can be delivered is less than what was in the contract the
- Rights of resale exists: vendee may choose between:
o Perishable goods – goods that deteriorate rapidly o A proportional reduction of the price
o Express stipulation o Rescission of the contract (the lack in area be not less
o Unreasonable default than 1/10 of that state; or vendee would not have
bought had he known of its smaller or inferior quality)
Note: the article confers on the seller a right to resell (to enforce his lien - Provision shall apply if any part of the immovable ins not of the
after title has passed) but does not impose upon him the duty to resell quality specified in the contract
- Rescission shall only take place at the will of the vendee
- Seller shall not thereafter be liable to the original buyer upon the
contract of sale or for any profit made by such resale, but may Article 1540
recover from the buyer damages for any loss occasioned by the - If area is actually greater than what was stipulated, vendee may:
breach of the contract o Accept the area included in the contract and reject the
rest
Article 1534 o Or if he accepts the whole area, he must pay for the
- This article refers to the right to RESCIND THE TRANSFER OF TITLE same at the contract rate
and to RESUME THE OWNERSHIP IN THE GOODS Article 1541
- This applies in case there has been: - The provisions of the two preceding articles shall apply to judicial
o Express stipulation or reservation sales
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a later date, the unrecorded sale is preferred for the reason that if
Article 1542 the original owner has parted with his ownership and free
- In a LUMP SUM CONTRACT: there shall be no increase or decrease disposal of that things so as to be able to mortgage would, in such
of the price, although there be a greater or less area or number case, be of no moment.
than that stated in the contract
- With regards to conflict between boundaries and area, Section 3
boundaries will prevail CONDITIONS AND WARRANTIES
Q: what happens if vendor does not deliver what is included in the Article 1545
boundaries? - Applies only to CONDITIONAL sales
A: buyer can either rescind the contract for the seller’s failure to deliver what - Article speaks f presence of conditions and warranties:
has been stipulated or he may pay a reduced proportional price. o Conditions may be waived
o Conditions may be considered warranties
Q: what happens if the land included in the boundaries happens to be less - If condition is not performed, party may refuse to proceed with
than what was stipulated? the contract or he may waive performance of the condition
A: Buyer cannot rescind the contract and he is not entitled to pay a reduced
price for the civil code presumes that purchaser has ascertained its area and Article 1546
quality before the perfection of the contract. - EXPRESS WARRANTY: Any affirmation of fact or any promise by
the seller relating to the thing is an express warranty if the natural
Q: what is the meaning of “more or less”? tendency of such affirmation or promise is to INDUCE the buyer to
A this can be considered as covering INCONSIDERABLE or SMALL differences purchase the same, and if the buyer purchases the thing relying
one way or the other. the use of such phrases in designating the quantity thereon
covers only a reasonable excess or deficiency
Q: When is there a warranty?
Aritlce 1543 A: a good test:
- The actins arising from article 1639 and 1642 shall prescribe in six a. If buyer is ignorant, there is a warranty
months, counted from he hay of delivery b. If the buyer is expected to have an opinion and the seller has no
special opinion, there is no warranty
Article 1544
- Provides for the rules of preference in case of double sale Note: Dealer’s talk (“excellent”) cannot be considered as an express
o Personal property – possessor in good faith warranty. A little exaggeration is apparently allowed by the law as a
o Real Property concession to human nature.
Registrant in good faith
Possessor in good faith Article 1547
Persons with the oldest title in good faith - In a contract of sale, unless a contrary intention appears , there is
Note: what is called implied warranties against EVICTION and against
In all the rules, there must be GOOD FAITH; otherwise, the order HIDDEN DEFECT
of preference does not apply - In general, the actions based on the implied warranties prescribe
REGISTRATION here requires actual recording; If the land is in 10 years since these obligations are imposed by law
registered under the Land Registration Act, and it is sold but the
subsequent sale is registered not under the Land Registration Act Subsection 1
but under Act 3344, as amended, such sale is not considered WARRANTY IN CASE OF EVICTION
registered
The registration of a forged deed of sale cannot grant the Article 1548
preference adverted to in this Article inasmuch as among other
things, there was no good faith Q: when does eviction take place?
Possession here is either actual or constructive (ex. Symbolic or A: it takes place whenever by a final judgment based on a right prior to the
constructive possession can be acquired by the execution of a sale, or an act imputable to the vendor, the vendee is deprived of the whole
public document) or of a part of the thing purchased.
Title in this article means title because of the sale, and not any
other title or mode of acquiring property - Warranty in case of eviction is a natural element of a contract,
This article applies to a double donation and to sales made by a hence, vendor answers for the eviction
principal and his agent of the same property (but does not apply - Vendor’s liability for warranty against eviction is GENERALLY
when property was first donated, then sold) WAIVABLE and may be renounced by the vendee
- Since the government cannot be held liable the owner of the
Instances when Article 1544 DOES NOT apply: property sold under execution at the instance of the judgment
1. This does not apply to subsequent judicial attachments or creditor is liable for eviction, unless otherwise decreed in the
executions which should not prevail over prior unregistered sales judgment.
where possession had already been conveyed by the execution of - The buyer is allowed to enforce the warranty against the seller or
a public instrument against the seller of his own immediate seller
- Even if buyer does not appeal judgment of eviction, seller remains
Note however: when the property sold on execution is registered liable for eviction (For as long as the buyer is defeated in any case,
under the Torrens system, registration is the operative act that the seller would be liable)
gives validity to the transfer or creates a lien on the land, and a
purchaser on execution sale, is not required to o behind the Note: What is important is the imputability or fault of the seller, hence, seller
registry to determine the conditions of the property. is still liable even if the act be made after the sale. (ex. Double sale)
Exception to his is where the purchaser had knowledge, prior to Responsibility of the Seller
or at the time of the levy, of such previous lien or encumbrance. Responsible for:
1. his own act, and
2. Instances where double sale was not made by the same person or 2. Those of his predecessors-in-interest
his authorized agent He is not responsible for dispossession due to:
3. Where one sale was an absolute one but the other was a pacto de 1. Acts imputable to the buyer himself
retro transaction where the period to redeem has not yet expired 2. Fortuitous events
4. Where one of the sales was one subject to suspensive condition
which condition was not complied with Essential Elements for Eviction
1. There is a final judgment
Remember: 2. Purchaser has been deprived in whole or in part of the thing sold
With respect to the principle “actual knowledge is equivalent to 3. The deprivation was by virtue of a right prior to the sale effected
registration of the sale about which knowledge has been by the seller
obtained” --- the knowledge may be that of either the FIRST or the 4. The vendor has been previously notified of the complaint for
SECOND buyer. eviction at the instance of the purchaser
Between an unrecorded sale of prior date of real property by
virtue of a public instrument and a recorded mortgage thereof at Plaintiff in Suit
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In general, it is only the buyer in good faith who may sue for the - if the circumstances set forth in paragraph 1 are not
breach of warranty against eviction present (as when there are encumbrances), the only
remedy is to enforce the warranty
Defendant in Suit
Suit for breach can be directed only against the IMMEDIATE seller, Article 1557
not sellers of the seller unless such sellers had promised to warrant in favor - Finality of judgment is necessary before one can enforce warranty
of the later buyers or unless the immediate seller has expressly assigned to - A judgment becomes final if on appeal, the decision decreeing the
the buyer his own right to sue his own seller. eviction is affirmed; or if within the period within which to appeal,
no appeal was made
Article 1549
- The vendee need not appeal from the decision in order that the Article 1558
vendor may become liable for eviction. - The vendor shall not be obliged to make good the proper
- However, the decision of the court must be FINAL warranty, unless he is summoned in the suit for eviction at the
instance of the vendee
Article 1550 - This is the preparation for the suit – a condition sine qua non
- When adverse possession had been commenced before the sale
but the prescriptive period is completed after the transfer, the Note: the notice must be the notice for the suit for eviction, NOT the notice
vendor SHALL NOT be liable for eviction in the suit for the breach of the warranty
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Article 1562 Article 1572
- Implied warranty or condition as to the quality or fitness of the - Provides for the rule with regards to sale of two or more animals
goods in the following circumstances: (refer to provision) together:
o Buyer makes known to the seller the particular o Generally, a defect in one should not affect eh sale of
purpose for which the goods are acquired and buyer the others
relies on the seller’s skill or judgment, there is an o This is true whether the price was a lump sum, or
implied warranty that the goods shall be reasonably fit separate for each animal
for such purpose o Exception: if it appears that vendee would not have
o Good are bought by description from a seller who purchased the sound animal without the defective
deals in goods of that description, there is an implied one. This is presumed when a team, yoke, pair or set is
warranty that the goods shall be of MARCHANTABLE bought.
quality
Article 1573
Q: What does merchantable quality means? - Provision of article 1572 is applicable to the sale of other things
A: It means fit for the GENERAL PURPOSE of a thing, and not necessarily the
particular purpose for which it has been acquired. Article 1574
- There is no warranty against hidden defects of animals sold at
Note: where the agreement involved is the QUANTITY of goods alone, the fairs or at public auctions, or of livestock sold as condemned
obligation is absolute and does not depend upon the quality of the goods
delivered. Article 1575
- Speaks of two kinds of void sales with respect to animals:
Article 1563 o Sale of animals suffering from contagious diseases
- In the case contract of sale f a specified article under its PATENT o If the use or service for which they are acquired has
or other TRANE NAME, there is NO WARRANTY as to its fitness for been stated in the contract, and they are found to be
any particular purpose, unless there is a stipulation to the unfit thereof
contrary Article 1576
- REDHIBITORY DEFECT: hidden defect of animals, even in case a
Article 1564 professional inspection has been made, should be of such nature
- An implied warranty or condition as to the quality or fitness for a that expert knowledge is not sufficient to discover
particular purpose may be annexed by the usage of trade
Article 1577
Article 1565 - Prescriptive period of redhibitory defect based on the faults or
- There is an implied warranty of merchantability in case of a defects of animals: 40 DAYS FROM THE DATE OF DELIVERY TO
contract of SALE BY SAMPLE THE VENDEE
- This action can only be exercised with respect to faults and
Article 1566 defects which are determined by law or by local customs
- Vendor is responsible to the vendee for any hidden faults or
defects in the thing sold, even though he was not aware thereof Article 1578
- If the animal should die within three days after its purchase, the
Q: Why is the seller responsible even if he is in good faith? vendor shall be liable if the disease which cause the death existed
A: Because he has to repair the damage done. The object of the law is at the time of the contract
reparation, not punishment.
Article 1579
Good faith – consists in an honest intention to abstain from taking any - if the sale be rescinded, the animal shall be returned in the
unconscientious advantage of another. CONDITION IN WHICH IT WAS SOLD AND DELIVERED (must
generally be the same), the vendee being answerable for any
Article 1567 injury due to his negligence, and not arising from the redhibitory
- Remedies in case of Hidden Defects: fault or defect
o Withdrawal or rescission (accion redhibitoria) plus
damages Article 1580
o Proportionate reduction (acion quanti minors or - Remedies of buyer of animals with redhibitory defects:
estimatoria) – reduction in the price, plus damages o Withdrawal or rescission (plus damages)
- This warranty in sales is applicable to LEASE o Proportionate reduction in price (plus damages)
- Prescriptive period for either remedy is 40 days from date of
Article 1568 delivery to the buyer
- Provides for the effect of loss of the thing because of the hidden
defects: Article 1581
o If vendor was aware of defect: return the price, refund - The form of sale of large cattle shall be governed by special laws
the expenses of the contract, plus damages
o If vendor was not aware: return the price and interest
and reimburse the expense of contract (no damages)
Article 1569
- Speaks of a situation where there is a hidden defect known to the
vendor but the loss was due to fortuitous even or thru the fault of
the buyer
Q: What can the seller obtain from the buyer in such situation?
A: He can obtain the DIFFERENCE (price minus value at loss) represents
generally the DECREASE IN VALUE due to the HIDDEN DEFECT. Hence, he can
obtain the amount by which the seller was enriched at the buyer’s expense.
Note however that the decrease in value due to wear and tear should not be
compensated.
Article 1570
- The preceding articles apply to judicial sales, however, no liability
for damages will be assessed against the judgment debtor in view
of the compulsory nature of the sales.
Article 1571
- Provides for the prescriptive period: 6 MONTHS FROM DELIVERY
- Mere notification will not stop the running of prescription
- One should notify then sue
8 angel‘s notes
S A L E S [EH402]