i. OBJECT – (ARTS.
1459 – 1465)  But although the seller must be the owner,
- Art. 1459. The thing must be licit and the
vendor must have a right to transfer the
ownership thereof at the time it is delivered.
Two rules:
a. THE OBJECT MUST BE LICIT.
(Licit –lawful, within the commerce of man.)
Things may be illicit:
1. per se (of its nature) Ex: Sale of human
flesh for human pleasure.
2. per accidens (made illegal by provision
of the law) Ex: sale of land to an alien after
the effective date of the Constitution; Sale of
illegal lottery tickets, illegal drugs.
* If the object of sale is illicit, the contract is null
and void. (Art 1409), and cannot, be ratified.
* The right of redemption may be sold. So also
may literary, artistic, and scientific works. A
usufruct may also be sold
b. THE OBJECT MUST HAVE THE RIGHT
TO TRANSFER OWNERSHIP AT THE TIME
THE OBJECT IS DELIVERED.
 It is essential for a seller to transfer
ownership (Art. 1458) and, therefore, the
seller must be the owner of the subject
sold.
Nemo dat quad non habet –nobody can
dispose of that which does not belong to him.
he need not be the owner at the time of the
perfection of the contract. It is sufficient
that he is the owner at the time the object
is delivered; otherwise he may be held
liable for breach of warranty against
eviction.
* The contract of sale by itself, is not a mode of
acquiring ownership.
* The contract transfers no real rights; it merely
causes certain obligations to arise.
 The seller need not be the owner at the
time of perfection because, after all, “future
things or goods” inter alia, ,may be sold.
* While there can be sale of future property,
there can generally be no donation of future
property.
 A person has a right over a thing (although
he is not the owner of the thing itself) may
sell such right. Hence, a usufructuary may
generally sell his usufructuary right/
 If the buyer was already the owner of the
thing sold at the time of sale, there can be
no valid contract
Art. 1460. A thing is determinate when it is
particularly designated or physically
segregated from all others of the same class.
The requisite that a thing be determinate is
satisfied if at the time the contract is entered
into, the thing is capable of being made
determinate without the necessity of a new or Example: The sale of all the rice that may be
further agreement between the parties harvested from the seller’s ricefield within a given
period of time is a valid sale.
-still ungrown fruits, wine that a particular vineyard
NOTES:
is expected to produce, young animals not yet in
• Subject matter must be DETERMINATE (first
existence
paragraph) or DETERMINABLE (Second
paragraph). Otherwise, contract is VOID.

2. EMPTIO SPEI – (Art. 1461)

Determinate –specific, but it is not essential
really that at the time of perfection, the object
“Sale of mere hope or expectancy”, “Sale
be already specific. (REQUISITES OF
of the hope itself” – 2nd par.
determinate)- (1) It is sufficient that it be
capable of being determinate (2) without need
- Subject to the condition that the thing will
of any new agreement. Thus, there can be a
come into existence. (Ex. Sale of sweepstakes
sale of 20 kilos of sugar of a named quality
or lotto ticket.)
- Sale is valid even if the thing hoped or
Art. 1461. Things having a potential existence
expected does not come into existence,
may be the object of the contract of sale.
UNLESS the hope or expectancy is in VAIN, in
which case, the sale is VOID. (Ex. Sale of
The efficacy of the sale of a mere hope or
sweepstakes or lotto ticket that was already
expectancy is deemed subject to the condition
run -- expired ticket.)
that the thing will come into existence.
- The object of the sale is the hope or the
chance to win.
The sale of a vain hope or expectancy is void.

Art. 1462. The goods which form the subject of

1. EMPTIO REI SPERATAE – (Art. 1461)
a contract of sale may be either existing goods,
owned or possessed by the seller, or goods to
Selling a thing having a potential existence
be manufactured, raised, or acquired by the
- this is a future thing that may be sold
seller after the perfection of the contract of sale,
- Sale is subject to the condition that the thing
in this Title called "future goods."
will exist; if it does not, there is no contract.
- The title will vest in the buyer the moment the
There may be a contract of sale of goods,
thing comes into existence
whose acquisition by the seller depends upon
- The object is a future thing.
a contingency which may or may not happen.
Kinds of goods:
1. Existing goods- those goods that are
owned by the seller.
2. Future goods- goods that are to be:
-manufactured (future table, chairs, bicycles)
- raised ( young animals)
- acquired (cellphone or land which the seller
expects to buy)
Note: There may be a contract of sale of
goods, whose acquisition by the seller
depends upon a contingency which may or
may not happen. (2nd)
Ex. I can sell you now a specific car which my
father promised to give me, if i pass the CPAle
next year. The moment I get the car however,
in accordance with my father’s promise you do
not necessarily become its owner, for before
title can pass to you, I must first deliver the car
to you, actually or constructively.
3. TEST OF DETERMINABILITY OF OBJECT
: Case of Atilano v. Atilano,
4. SALE OF UNDIVIDED INTEREST
Art. 1463. The sole owner of a thing may sell
an undivided interest therein
Ex: I own a parcel of land with an area of 400
sq.m. If I decides to sell 1oo sq.m to somebody,
then we will become co-owners of the land. I
own 300 sq.m (3/4) and he owns 100 sq.m
(1/4).
5. SALE OF UNDIVIDED SHARE IN MASS
Case of Gaite v. Fonacier
Art. 1464. In the case of fungible goods, there
may be a sale of an undivided share of a
specific mass, though the seller purports to sell
and the buyer to buy a definite number, weight
or measure of the goods in the mass, and
though the number, weight or measure of the
goods in the mass undetermined. By such a
sale the buyer becomes owner in common of
such a
share of the mass as the number, weight or
measure bought bears to the number, weight
or measure of the mass. If the mass contains
less than the number, weight or measure
bought, the buyer becomes the owner of the
whole mass and the seller is bound to make
good the deficiency from goods of the same
kind and quality, unless a contrary intent
appears.
Example of Share in a Specific Mass
- Seller is engaged in the business of buy and
sell of rice and he owns bodega filled with
undetermined sacks of rice. Subsequently, the
buyer buys 100 sacks or rice. If there are 300
sacks of rice stored in the bodega, then seller
and buyer will be co-owners.
-Seller owns 200 sacks of rice while Buyer
owns 100 sacks of rice.
- However, if there are only 95 sacks of rice
stored in the bodega, seller is liable for the
deficiency of 5 sacks of rice to buyer because
the contract of sale is still valid. The 5 sacks of
rice should be of the same kind and quality.
6. EFFECT WHEN THE OBJECT OF SALE IS 7. EFFECT WHEN THE OBJECT OF SALE IS
LOST DETERIORATED

Art. 1493. If at the time the contract of sale is Art. 1494. Where the parties purport a sale of
perfected, the thing which is the object of the specific goods, and the goods without the
contract has been entirely lost, the contract knowledge of the seller have perished in part
shall be without any effect. or have wholly or in a material part so
deteriorated in quality as to be substantially
But if the thing should have been lost in part changed in character, the buyer may at his
only, the vendee may choose between option treat the sale:
withdrawing from the contract and demanding (1) As avoided; or
the remaining part, paying its price in (2) As valid in all of the existing goods or in so
proportion to the total sum agreed upon. much thereof as have not deteriorated, and as
(1460a) binding the buyer to pay the agreed price for
the goods in which the ownership will pass, if
Loss of the object at the time of perfection the sale was divisible.
of the contract. (loss of specific things)
NOTES: (loss of specific goods)
1. Completely lost- if the object has been - While Art. 1493 applies to specific things, this
entirely lost, the contract is void. Reason: article (1494) deals with specific goods.
there is an absence of an essential element --
object. Specific goods- are goods identified and
agreed upon at the time a contract of sale is
2. Partially lost- if the thing should have been made.
lost in part only, the vendee may choose
between: REMEDIES:
(a) Withdraw from the contract (a) Cancellation (avoidance);
(b) Demanding the remaining part, paying its (b) Specific performance as to the remaining
price in proportion to the total sum agreed existing goods. (if the sale was divisible).
upon. - If it is indivisible, apply the rule in Art. 1493,
paragraph 2: withdraw from the contract or
demand the remaining part, paying its price in
proportion to the total sum agreed upon.
Note: A thing is considered lost when it
perishes or goes out of commerce or
disappears in such a way that its existence is
unknown or it cannot be recovered.