Contract of Sale - one of the parties namely the seller binds himself to deliver and to transfer ownership of a determinate

thing
while the other known as the buyer should pay a price certain in money or its equivalent.

Characteristics of a contract of sale:

 Consensual - it is perfected by mere consent.
 Bilateral - or a reciprocal obligation; it imposes obligation on both of the parties.
 Onerous - it is for valuable consideration.
 Commutative - the thing is equivalent to the value of the money or the price.
 Nominate - the law gives it a specific or a particular name
 Principal - it does not need any contract for it to stand alone.

Two Kinds of Sale:

1. Absolute Sale - not subject to any condition and follows the general rule that ownership or title is transferred or passes upon
delivery whether actual or constructive.
2. Conditional Sale - ownership is not transferred until the condition is fulfilled.

Contract to Sell - bilateral contract where the ownership is retained by the seller despite delivery to the buyer until fulfillment of
positive suspensive condition usually the full payment of purchase price.

Agency - a person binds himself to do something or render service in behalf of another with the consent of the latter.
Donation - there is no valuable consideration; gratuitous contract
Dacion en Pago - involves pre-existing obligation which will be extinguished by virtue of the dation.
Lease - no transfer of ownership; temporary arrangement; rent of the property

Contract for Piece of Work - goods that are manufactured especially upon the special order of the buyer and not for the general
market.

Barter - one of the parties bind himself to give a thing in consideration of other’s promise to give another thing.

Essential Elements of a Contract of Sale:

1. Consent - the agreement commence by accepting the offer of one party by another
2. Object - the right or thing of the contract
3. Price - equivalent of the thing sold paid to the seller. It must be real, certain, in money or its equivalent and mode of payment
must be agreed upon.

Emptio Rae Speratae - sale of thing with potential existence.

Emptio Spei - sale of object which is chance or hope.

Formalities of a Contract of Sale - valid in any form (oral or written) except when the la requires a certain form.

Formation of a Contract of sale

1. Preparation/Pollicitation - when the parties indicate interest and negotiate with each other
2. Perfection - when the minds of the parties meet as they agree into the contract
3. Consummation - payment of the thing and payment of the price.

Option Contract - accepted unilateral promise having the right to buy within the agreed period at a fixed price.
Right of First Refusal - grant of first priority to buy the property if and when the order decides to sell it.
Earnest Money / Arras - something of value given to the seller to show that buyer is really earnest in buying an object.

Sale by Non-Owner
 Buyer acquires no better title or right to the goods than the seller had.
Exceptions: If the owner is estopped; in case of sale by a registered owner according to the registry laws; sale
sanctioned by law or judicial authority; in case a non-owner subsequently acquires title; in case a co-owner sells the
whole property which he co-owns, then the buyer will become a co-owner to that property.
 If the buyer buys a thing to a seller who has a voidable title,the buyer may acquire good title to that thing if the buyer is in
good faith, paid the valuable consideration, and if the buyer is not aware of the defect in the title of the seller.