AE3 Sales
Art 1458. By the contract of sale one of the
contracting parties obligates himself to
transfer the ownership and to deliver a
determinate thing, and the other to pay
therefor a price certain in money or its
equivalent.
2. Principalcan
exist
w/o
being
dependent upon another contract
3. Bilateralbound
by
reciprocal
obligation
4. Onerous- valuable consideration given
by both parties to acquire rights.
5. Commutative- parties exchange almost
equivalent values
6. Nominate- Special name given
Notes:
Parties to a contract of sale
Two kinds of a contract of Sale
-seller or vendor- obligates himself to transfer
ownership and to delivery determinate thing
- buyer or vendee- obligates himself to pay a
price certain in money or its equivalent.
Elements of a contract of sale
1. Essential Elements/ Requisites without
this the contract of sale would not
exist.
a. Consent of the contracting parties
b. Subject matter- determinate thing
c. Price certain in money
2. Natural elements in the absence of
stipulation excluding them, are
deemed to exist.
a. Warranty against eviction
b. Warranty against hidden defects and
encumbrances.
3. Accidental elements they refer to
particular stipulations of the parties such
as terms, place and time of payment,
and other conditions agreed upon.
Characteristics of a contract of sale
1. Consensual- perfected by mere consent
subject
to
certain
Art 1462. The goods which form the subject
of contract of sale may be either:
A. Existing goods owned or possessed by
the seller.
B. goods to be manufactured
C. Acquisition of the seller is depends
upon a contingency which may or
may not happen
Art1459. Rules on the object of the contract
of sale
-
1. Requisites of object of a contract of
sale
Must be determinate thing
Must be licit or lawful
Must be within the commerce of men.
2. The vendor has the right to transfer the
ownership of the thing at the time that
is delivered
emptio rei speratae the thing sold
must come into existence otherwise
the sale will not effective
 emptio sprei sale produces effects
even if the thing hoped for does not
come into existence
sale of vain or hope expectancy is void.

-
Absolute not subject to any condition.
Conditional
conditions.
o emptio rei speratae- sale of the future
thing
o emptio sprei delas with present thing
Art 1463. The sole owner of a thing may sell
an undivided interest therein
-
Such sale shall produce the effect of
making the seller and buyer co-owners of
the thing sold.
Art 1460. Determinate thing
-
Is physically segregated from all others of
the same class.
Art 1461. Things having a potential existence
may be the object of a contract of sale
-
Distinct between sale of an expected
thing (emptio rei speratae) and the sale
of hope itself ( emptio spei)
Art 1464. Sale of fungible thing (consumable)
-
There may be sale of an undivided share
of specific mass of fungible goods. But
the mass and the weight are
undetermined.
A. If the quantity is number, weight or
measure of the mass is more than the
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AE3 Sales
quantity sold, the practices shall
become co-owners of the mass.
B. Quantity is less than the quantity sold,
buyer becomes the owner of the
whole mass w/ the seller being bound
to make good the deficiency from
goods of the same kind and quality
when the sale is
defective
Seller warrants the
goods/property sold
Seller has full
freedom to enter
into any terms or
conditions on the
contract of sale
Art 1465. Things subject to a resolutory
condition may be the object of the contract
of sale
-
Resolutory condition means uncertain
event
Art 1466. In construing a contract containing
provisions characteristic of both the contract
of sale and of the contract of agency to sell,
the essential clauses of the whole instrument
shall be considered. Sale vs. Agency SALE
AGENCY The buyer pays for the price of the
goods/property purchased.
Sale
the buyer becomes
the owner of the
goods/property
purchased
Buyer cannot return
the goods/property
Does not become
the owner of the
goods/property
delivered to him for
the sale
Returns the
goods/property if he
-
if the intention of the parties does not
clearly appear:
a. the contract is one of the barter- if
the value of the thing given as part
of the consideration exceeds the
monetary consideration
b. the contract is pone of the sale- if
the monetary consideration is
more than or equal to the value of
the thing given as part of the
consideration
Art 1467. Sale distinguished from the contract
for a piece of work
-
-
Agency
Buyer pays for the The agent does not
price
of
the pay for the price. He
goods/property
merely accounts for
purchased
the proceeds of the
sale.
was not able to sell
the same
Does not make any
warranty if he acts
within his authority
and in the name of
the principal
Must follow the
instructions of the
principal
Contract of sale- Vendor in the ordinary
course pf produces manufactures or
produces for general market whether the
same on hand or not.
contract for a piece of work-goods is to
be manufactured specially for the
customer upon his special order and not
for the general market.
Art 1468. Sale distinguished from barter and
rule of if the consideration is partly in another
thing
Sale- money
Barter-another thing
Consideration is partly in money and partly
in another thing
-
the contract shall be one of the sale or
barter depending on the upon the
manifestation
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