SALES NOTES WEEK 4

Art. 1470.
Gross inadequacy of price does not affect a contract of sale, except as it may indicate a defect in the
consent, or that the parties really intended a donation or some other act or contract.

General Rule: lesion or inadequacy of cause or consideration will not invalidate a contract

Exception:unless there be fraud, mistake, or undue influence (defect in consent)

Note: while a contract of sale is commutative meaning the thing sold is equivalentof the price paid or vice
versa,it generally does not affect the validty when both parties are in position to form an independent judgment
concerning the transaction.

Inadequacy may indicate a defect in consent

Such as when fraud, mistake, or undue influence is present. In which case the contract may be annulled not
because of inadequacy of the price but because the consent is vitiated.

Rule when the price is so low as indicate that parties intended another contract: while it is true that mere
inadequacy of price is not a sufficientground for the cancellation of the contract of sale, it has been held that
where the price is so low that a man in his senses and not under a delusion would not accept it, the contract
may be shown to be a donation or some other contract.

Effect in Involuntary sales:

judicial or execution of sale is one made by a court with respect to the propertyof a debtor for the satisfaction of
his indebtness

General rule: inadequacy of the price is not a sufficient ground for the cancellation of an execution of the sale if
there is no showing that in the event of a resale, a better price can be obtained

Where a price is so low as to be shocking to the conscience : the sale may be set aside by the court.

Where the seller is given the right to repurchase: the validty is not necessarily be affected where the law gives
to the owner the rightbto redeem as when a sale is made at public auction upon the theory that the lesser
price, the easier it is for the owner to effect the redemption.

Art. 1471.
If the price is simulated, the sale is void, but the act may be shown to have been in reality a donation, or
some other act or contract.

Simulation of a contract
There is a simulated when neither party had the intention to be bound in the terms of the contract.

May be:
1. Absolute – in absolute simulation, the parties do not intend to be bound at all. An absolutely simulated
or fictious contract is void.

2. Relative – when the parties conceal their true agreement.

Simulation:
Occurs when an apparent contract is a declaration of a fictitious will be deliberately made by agreement of the
parties in order to produce for the purpose of deception, the appearance of a juridical act which does not exist
or its different from that which was really executed.

Requistes:
 1. Outward declaration from the will different from the will of the parties
2. The false appearance must have been intended y mutual agreement
3. The purpose is to deceive third persons

Simulated price : the price is simulated when neither party had the intention that the amount will be paid.

Effect when the price is simulated:

1. Sale valid as donation – if the price is simulated such as when the vendor really intended to transfer the
thing gratuitously, when the sale is void but the contract shall be valid as a donation.
2. Sale void – if the contract is not shown to be a donation or any other act or contract transferring
ownership because the parties do not intedn to be bound at all.

Effect when the purchase price stated as paid but not actually paid:
The deed of sale is null and void for lack of consideration

The non-payment of the price by the supposed buyer, a minor when taken into account together with the many
intrinsic defects of a title of a deed of sale May show that the price is simulated making the sale void

Effect when contract does not reflect the real price:

When the parties intended to be bound by the contract of sale except that the deed did not reflect the actual
purchase price of the property the contract remains valid and enforceable it cannot be declared null and void
since it does not fall under the category of an absolute simulated or Fictitious s contract

Cited jurisprudence

HERNANDO R. PEÑALOSA alias "HENRY PEÑALOSA," petitioner, vs. SEVERINO C. SANTOS

(deceased), Substituted by his heirs: OLIVER SANTOS and ADYLL M. SANTOS, and ADELA DURAN
MENDEZ SANTOS, respondents.
G.R. No. 133749, August 23, 2001

Quisimbimg, J.,

In a simulated or fictitious contract is that the apparent contract is not really desired or intended to produce
legal effects or alter the juridical situation of the parties in any way.

Facts:

Severino and Adela Mendez Santos are registered owners of a residential house and lot in Quezon City. They
both decided to sell their property and negotiated with petitioner Hernando Peñalosa. The property was then
occupied by a lessee, Eleuterio Perez, who was given preference to buy it under the same terms offered by the
buyer. Perez proposed less favorable termsand expectedly, Severino rejected his offer. Peñalosa and
respondent Severino Santos attempted to enter into an agreement that they would sell to the former the
property subject of the instant case. The deed of absolute sale(first deed) evidencing the said transaction was
signed by the parties.

Henry signed the first deed stating that the first deed was executed for the sole purpose of helping the latter
eject Perez, the occupant of the property. Henry acknowledged in said document that although Severino had
agreed to sell the property to him, he had not paid the consideration stated in the first deed. A second deed of
absolute sale for a higher consideration. It states that Severino sells and transfers the house and lot to Henry,
who had paid the full price. Severino explained that his initial asking price for the property was only
P1,800,000.00 as shown in the first deed, But later asked for a higher price because Henry could not give the
money as soon as expected. However, Severino claimed that he made it clear to Henry that he agreed to sell
the property under the second deed for P2,000,000.00, provided that payment be immediately effected.
Henry then gave Severino "earnest money", purportedly with the understanding that the former was to pay the
balance within 60 days According to Henry, he had agreed with Severino during the signing of the second
deed, that the balance of P1,700,000.00 would be paid by means of a loan, with the property itself given as
collateral. Eventually Philam Life granted Henrys loan.
Severino sent a letter to Henry, through counsel, demanding that Henry vacate the house and lot, on the
ground that Henry did not conclusively offer nor tender a price certain for the purchase of the property. Henry
refused to vacate the property, Severino brought this action for quieting of title, recovery of possession and
damages before the Regional Trial Court. Severino averred that the second deed was void and inexistent qnd
that the deed is fictitious and simulated because it was executed only for the purpose of placing Henry in
possession of the property because he tendered "earnest money". Severino also claimed that there was no
meeting of minds with respect to the cause or consideration.

Issue:

Whether or not the contract of sale was absolutely simulated for want of consideration

Ruling:

No, the contract of sale was not simulated. The supreme court held that The basic characteristic of an
absolutely simulated or fictitious contract is that the apparent contract is not really desired or intended to
produce legal effects or alter the juridical situation of the parties in any way. However, in this case, the parties
already undertook certain acts which were directed towards fulfillment of their respective covenants under the
second deed, indicating that they intended to give effect to their agreement. Further, the fact that Severino
executed the two deeds in question, primarily so that petitioner could eject the tenant and enter into a
loan/mortgage contract with Philam Life, is to our mind, a strong indication that he intended to transfer
ownership of the property to petitioner.

JOSE M. JAVIER and ESTRELLA F. JAVIER, petitioners, vs.COURT OF APPEALS and LEONARDO
TIRO, respondents.
G.R. No. L-48194 March 15, 1990

REGALADO, J.:

A relatively simulated contract, when it does not prejudice a third person and is not intended for any purpose
contrary to law, morals, good customs, public order or public policy binds the parties to their real agreement.

Facts:

Leonardo Tiro is a holder of an ordinary timber license issued by the Bureau of Forestry covering 2,535
hectares in, Misamis Oriental. he executed a "Deed of Assignment" in favor of JoseJavier for 120, 000 pesos.
At the time the deed was executed, Respondent Tiro had a pending application for an additional forest
covering the southwest and adjoining the subject deed of assignment. The acting director of forestry write a
letter to private Respondent Tiro that his forest concession was renewed, but since the concession consisted
only 2,535 hectares, he was informed to form an organization such as cooperative, partnership or corporation
to cover the adjoining licensees. Consequently, petitioners, now acting as timber license holders by virtue of
the deed of assignment executed by private respondent in their favor, entered into a Forest Consolidation
Agreement with other ordinary timber license holders in Misamis Oriental, namely, Vicente L. De Lara, Jr.,
Salustiano R. Oca and Sanggaya Logging Company.
Javier failed to pay the balance 83,000 pesos due under the two deed of assignment. Private respondent filed
a case against petitioners. Petitioners on the other hand admitting the due execution of the contracts but
contending that the deed of assignment executed by private respondent Tiro to herein petitioners is null and
void for lack of consideration.
The RTC dismissed the private respondents complaint ordering him to pay the petitioners 33, 161. 85 with
legal interest at six percent per annum. The CA however reversed the decision hence this petition.

Issue:
Whether the deed of assignment executed by the parties is simulated therefore null and void for lack of
consideration.

Held:

No. The Supreme Court held that , the deed of assignment of February 15, 1966 is a relatively simulated
contract which states a false cause or consideration, or one where the parties conceal their true agreement. A
contract with a false consideration is not null and void per se. Under Article 1346 of the Civil Code, a relatively
simulated contract, when it does not prejudice a third person and is not intended for any purpose contrary to
law, morals, good customs, public order or public policy binds the parties to their real agreement

Art. 1472.
The price of securities, grain, liquids, and other things shall also be considered certain, when the price
fixed is that which the thing sold would have on a definite day, or in a particular exchange or market, or
when an amount is fixed above or below the price on such day, or in such exchange or market,
provided said amount be certain.

Price on a given day at a particular market:

Price is considered certain if it could be determined with reference to another thing certain.

1. When price of securities grains liquids and sayings is considered certa

2. When the price fixed is that which the thing would have on a definite day or in a particular exchange or
market

3. When the amount is fixed above or below the price of such day or in such exchange or market provided
said amount be certain

4. When it is by reference to another certain thing

Note: article 1469 is not allowed for the determination of the subject matter of the sale

Art. 1473.
The fixing of the price can never be left to the discretion of one of the contracting parties. However, if
the price fixed by one of the parties is accepted by the other, the sale is perfected.

Reason why price fixing cannot be left to the discretion of one of them: the other could not have consented to
the price, for he did not know what it was.

General rule:
the price cannot be fixed unilaterally by one of the contracting parties

Exception:
if the price fixed by one of the parties is accepted by the other the sale is perfected

Art. 1474.
Where the price cannot be determined in ac- cordance with the preceding articles, or in any other man-
ner, the contract is inefficacious. However, if the thing or any part thereof has been delivered to and
appropriated by the buyer, he must pay a reasonable price therefor. What is a reasonable price is a
question of fact dependent on the circumstances of each particular case.

Effect if the Price Cannot Be Determined

a) If the price cannot really be determined, the sale is void for the buyer cannot fulfill his duty to pay.
b) Of course, if the buyer has made use of it, he should not be allowed to enrich himself unjustly at
another’s expense. So he must pay a “reasonable price.” The sell er’s price, however, must be the one
 paid if the buyer knew how much the seller was charging and there was an acceptance of the goods
delivered. Here, there is an implied assent to the price fixed.

When the delivery has been made:

if the thing or any part there of has already been delivered and appropriated by the buyer the latter must pay a
reasonable price therefore

Concept of reasonable price :

The reasonable price or value of goods is generally the market price at the time and place fixed by the contract
or by the law for the delivery of the goods under special circumstances of a natural conditions in the market the
market price does not furnish the only test

Art. 1475.
The contract of sale is perfected at the mo- ment there is a meeting of minds upon the thing which is
the object of the contract and upon the price.
From that moment, the parties may reciprocally demand performance, subject to the provisions of the
law governing the form of contracts.

 Perfection of contract of sale

A contract of sale is generally a consensual contract

Moment of consent:the contract of sale being consensual it is perfected at the moment of consent without the
necessity of any other circumstances

 Requirements for Perfection

a) When parties are face to face, when an offer is accepted without conditions and without qualifications.
(A conditional acceptance is a counter-offer.)
(NOTE: If negotiated thru a phone, it is as if the parties are face to face.)

b) When contract is thru correspondence or thru telegram, there is perfection when the offeror receives or
has knowledge of the acceptance by the offeree.
[NOTE: If the buyer has already accepted, but the seller does not know yet of the acceptance, the seller
may still withdraw. (Laudico v. Arias, 43 Phil. 270).]

c) (c)When a sale is made subject to a suspensive condition, perfection is had from the moment the
condition is fulfilled.

 Before perfection
Before perfection of the contract of sale, no mutual rights and obligations exist between the would-be buyer
and the would-be seller. The same thing is true when perfection is conditioned upon something, and that thing
is not performed

 Accepted Bilateral Promise to Buy and Sell

It has been held that in our country, an accepted bilat- eral promise to buy and sell is in a sense similar to, but
not exactly the same as, a perfected contract of sale. This is expressly permit ted under the Civil Code, Art.
1479, first paragraph, which reads: “A promise to buy and sell a determinate thing for a price certain is
reciprocally demandable.”

 Formalities for Perfection

Under the Statute of Frauds, the sale of:
a) real property (regardless of the amount)
b) personal property — if P500 or more must be in writing to be enforceable. (Art. 1403, No. 2, Civil
Code).
If orally made, it cannot be enforced by a judicial action, except if it has been completely or partially executed,
or except if the defense of the Statute of Frauds is waived. (Art. 1405, Civil Code; see Facturan, et al. v.
Sabanal, et al., 81 Phil. 512).

Note: Also in writing should be sales which are to be performed only after more than one year (from the time
the agreement was entered into) — regardless as to whether the property is real or personal, and regardless of
the price involved.

Form of the contract :Generally a contract of sale is binding regardless of its form. However in case the
contract of sale should fall within the provisions of the statute of fraud’s or of any other applicable statute which
requires a certain form for its enforceability or validity then that form must be complied with.

RAYMUNDO S. DE LEON, Petitioner, vs. BENITA T. ONG. Respondent.

G.R. No. 170405 February 2, 2010
CORONA, J.
Contract to sell is subject to a positive suspensive condition.
Facts:
Raymundo S. De Leon (petitioner) sold 3 parcels of land to Benita T. Ong (respondent). The said properties
were mortgaged to a financial institution; Real Savings & Loan Association Inc. (RSLAI). The parties then
executed a notarized deed of absolute sale with assumption of mortgage. As indicated in the deed of
mortgage, the parties stipulated that the petitioner (de leon) shall execute a deed of assumption of mortgage in
favor of Ong (respondent) after full payment of the P415,000.00 They also agreed that the respondent (Ong)
shall assume the mortgage. The respondent then subsequently gave petitioner P415,000.00 as partial
payment. On the other hand, de leon handed the keys to Ong and de leon wrote a letter to inform RSLAI that
the mortgage will be assumed by Ong. Thereafter, the respondent took repairs and made improvements in the
properties. Subsequently, respondent learned that the same properties were sold to a certain Viloria after
March 10, 1993 and changed the locks, rendering the keys given to her useless. Respondent proceeded to
RSLAI but she was informed that the mortgage has been fully paid and that the titles have been given to the
said person. Respondent then filed a complaint for specific performance and declaration of nullity of the
second sale and damages. The petitioner contended that respondent does not have a cause of action against
him because the sale was subject to a condition which requires the approval of RSLAI of the mortgage.
Petitioner reiterated that they only entered into a contract to sell. The RTC dismissed the case. On appeal, the
CA upheld the sale to respondent and nullified the sale to Viloria. Petitioner moved for reconsideration to the
SC.
Issue:
Whether the parties entered into a contract of sale or a contract to sell?
Held:
In a contract of sale, the seller conveys ownership of the property to the buyer upon the perfection of the
contract. The non-payment of the price is a negative resolutory condition. Contract to sell is subject to a
positive suspensive condition. The buyer does not acquire ownership of the property until he fully pays the
purchase price. In the present case, the deed executed by the parties did not show that the owner intends to
reserve ownership of the properties. The terms and conditions affected only the manner of payment and not
the immediate transfer of ownership. It was clear that the owner intended a sale because he unqualifiedly
delivered and transferred ownership of the properties to the respondent.

Perfection in the Case of Advertisements

Advertisements are mere invitations to make an offer (Art. 1325, Civil Code) and, therefore, one cannot compel
the advertiser to sell.

HEIRS OF AMPARO DEL ROSARIO, plaintiffs-appellees, vs. AURORA O. SANTOS, JOVITA SANTOS
GONZALES, ARNULFO O. SANTOS, ARCHIMEDES O. SANTOS, ERMELINA SANTOS RAVIDA, and
ANDRES O. SANTOS, JR., defendants-appellants.
G.R. No. L-46892 September 30, 1981

GUERRERO, J.:

For a sale of real property or of an interest therein to be enforceable under the Statute of Frauds, it is enough
that it be in writing.

Facts:

Amparo del Rosario filed a complaint against the spouses Andres F. Santos and Aurora O. Santos, for specific
performance and damages allegedly for failure of the latter to execute the Deed of Confirmation of Sale of an
undivided 20,000 square meters of land, in Tanay, Rizal, in malicious breach of a Deed of Sale
Amparo died and was substituted by the heirs named in her will. Andres also died and was substituted by his
heir. Under the Deed of Sale it contains that , Andres Santos, xxx for and in consideration of 2,000, do hereby
sells, conveys, and transfers unto Amparo del Rosario, xxx that certain 20k sq. m.

The parties agree that the vendor shall execute a Deed of Confirmation of Deed of Sale in favour of the vendee
as soon as the title has been released and the subdivision plan of said lot 1 has been approved by the Land
Registration Commissioner. Plaintiff claimed fulfillment of conditions for the execution of the Deed of
Confirmation of Sale

Defendants do not contest the words and figures in said deed except in the acknowledgment portion thereof
where certain words were allegedly cancelled and changed without their knowledge and consent and where,
apparently, they appeared before Notary Public Florencio Landrito when, in fact, they claimed that they did not.

The RTC ruled in favor of Del Rosario and ordered respondent santos to convey the property to herein
petitioner.

Issue:

Whether or not the existence of an alleged false notarization of the deed of sale is material

Held:

No. As correctly pointed out by the court a quo, the alleged false notarization of the deed of sale is of no
consequence. For a sale of real property or of an interest therein to be enforceable under the Statute of
Frauds, it is enough that it be in writing. It need not be notarized. But the vendee may avail of the right under
Article 1357 of the New Civil Code to compel the vendor to observe the form required by law in order that the
instrument may be registered in the Registry of Deeds. Hence, the due execution and genuineness of the deed
of sale are not really in issue in this case. Accordingly, assigned error I is without merit.

The only conditions imposed for the execution of the Deed of Confirmation of Sale by appellants in favor of
appellee are the release of the title and the approval of the subdivision plan. Thus, appellants may not now
introduce other conditions allegedly agreed upon by them because when they reduced their agreement to
writing, it is presumed that "they have made the writing the only repository and memorial of truth, and whatever
is not found in the writing must be understood to have been waived and abandoned."

 Conduct of the parties

Appropriate conduct by the parties may be sufficient to establish an agreement

Note: A letter of intent to buy and sell is just that a manifestation of the intent of the owner to sell his property
and the intention of the other party to acquire the same.

 Transfer of ownership
sale by it self does not transfer or affect ownership the most that the sale does is to create the obligation to
transfer ownership

 Applicants qualification to buy still subject for investigation

In a case of the agreement denominated as contract of sale was considered by the court as a mirror
application to buy the land in question and not perfected contract of sale although it embodied all the essential
elements of a contract of sale by installment it appearing that after the approval of such application it was still
necessary to have the applicants qualification investigated

 Breach of contract by one of the party

a party commits a breach of contract when he feels without legal reason or justification to comply with the
terms which form the whole or part of the contract

 Effect of Perfection
After perfection the parties must now comply with their mutual obligations. Thus, for example, the buyer can
now compel the seller to deliver to him the object purchased. In the meantime, the buyer has only the personal,
not a real right. Hence, if the seller sells again a parcel of land to a stranger who is in good faith, the proper
remedy of the buyer would be to sue for damages

Rules with respect to offer

1. The offer must be certain under article 1319
2. The person making the offer may fix the time place and manner of acceptance all of which must be
complied
3. When the Offeror Has allowed the offerer a certain period to accept the offer maybe withdrawn at any
time before the acceptance by communicating such withdrawal except when the option is founded upon
a consideration as something paid or promised
4. An offer becomes ineffective upon the death civil interdiction insanity or insolvency of either party
before acceptance is conveyed

Rules with respect to acceptance

1. The acceptance of an offer must be on qualified and absolute in other words it must be identical in all
aspects with that of the offer so as to produce consent or meeting of the minds
2. Where a party sets a different purchase price then the amount of the offer such acceptance was
qualified which can be at most considered as a counter offer a perfected contract would have a arisen
only if the other party had accepted this counter offer
3. Weather rule is that the acceptance must be in qualified and acceptance maybe a request for certain
changes in the terms of the offer and yet be a binding acceptance
4. Acceptance maybe express or implied and it set where are formal acceptance is so required under the
terms of the offer although the acceptance must be affirmatively and clearly made and must be
evidence by some acts or conduct communicated to the offer or it may be made either in a formal or
informal manner

When definite agreement on Manner of payment essential

As a consensual contract the contract of sale becomes a binding and valid contract attend the meeting of the
minds of the parties as to the price despite the manner of payment or even the beach of the manner of
payment it is not the act of payment of price that determines the validity of a contract of sale.

Effect of failure to pay stipulated price

failure to pay the consideration of contract is different from lack of consideration the former results in a right to
demand for fulfillment or cancellation of the obligation under an existing valid contract while the latter prevents
the existence of a valid contract.

Validity of contract not vitiated: Failure to pay the stipulated price after the exit you son of the contract does not
convert the contract into one without cause or consideration as to vitiate the validity of the contract if not being
essential for the existence of cost that payment or full payment be made at the time of the contract.

nonpayment of the purchase price is not among the instances where the Law declares a contract of sale to be
Null and void.

Proof of payment : sales invoices are only evidence of the receipt of goods. They are not evidence of payment.
The best evidence of the payment of the purchase price is the official receipt.

Notarized deed of sale states receipt of price.

Overcome a public document solemnly executive before a notary public the evidence to the contrary must be
clear, strong, and convincing.

Where the price as paid never been paid

A contract of sale is null and void where the purchase price, which appears Verizon they’re on As paid, has, in
fact, never been paid by the buyer to the seller. In such case, the sale is without cause or consideration.

REGALADO DAROY, complainant, vs. ATTY. ESTEBAN ABECIA, Respondent.

A.C. No. 3046. October 26, 1998
Mendoza, J.:
Article. 1491 does not apply to the sale of parcel of land, acquired by a client to satisfy a judgment in his favor,
to his attorney as long as the property was not the subject of litigation.
Facts:
Atty. Abecia was the counsel of Daroy in an ejectment case in which they won. To satisfy the judgement of
damages, one of the properties of their opposition was sold by the sheriff at an auction to Daroy as the highest
bidder. A complaint for falsification of public documents was filed against respondent Atty. Abeciaby Daroy.
The latter claimed that respondent Abecia forged his signature in deed of absolute sale, transferring the
subject parcel of land to Jose Galangay purportedly for the sum of P1,250 and that in a fictitious deed of
absolute sale, it was made to appear that Gangay, in turn conveyed the land to Nena Abecia wife of the
respondent Abecia, for the sum of P1,350. Complainant alleged taht he entrusted the title to the land to
Abeciaas his counsel and allowed him to take possession of the land upon the latters request. By means of the
forged deed of sale, Abecia from the Registry of Deeds.
However Atty. Abecia maintained it was Daroywho sold the land in question to Jose Gangay, and the latter in
turn sold the land to Nena Abecia.The RTC rendered a report finding respondent Abecia Guilty of Malpractice
and recommending his disbarment
Issue:
Whether the transfer of the property to Atty. Abecia a violation of the prohibition set forth in Art. 1491 of the
NCC. 
Held:
No, the transfer of the oroperty In the case is not within prohibition set forth in article 1491. The Supreme
Court held that the prohibition in Article. 1491 does not apply to the sale of parcel of land, acquired by a client
to satisfy a judgment in his favor, to his attorney as long as the property was not the subject of litigation. For
Indeed, while judges, prosecuting attorneys, and others connected with the administration of justice are
prohibited from acquiring property or rights in the litigation or levied upon the execution, prohibition with respect
to Attorneys in the case extends only to property and rights whichh may be the object of any litigation in whichh
they may take part by virtue of their profession.

Art. 1476. In the case of a sale by auction:

(1) Where goods are put up for sale by auction in lots, each lot is the subject of a separate
contract of sale.
(2) A sale by auction is perfected when the auction- eer announces its perfection by the fall of
the hammer, or in other customary manner. Until such announcement is made, any bidder may
retract his bid; and the auctioneer may withdraw the goods from the sale unless the auction has
been announced to be without reserve.
(3) A right to bid may be reserved expressly by on behalf of the seller, unless otherwise
provided by law or by stipulation.
(4) Where notice has not been given that a sale by auction is subject to a right to bid on behalf
of the seller, it shall not be lawful for the seller to bid himself or to employ or induce any person
to bid at such sale on his behalf or for the auctioneer, to employ or induce any person to bid at
such sale on behalf of the seller or knowingly to take any bid from the seller or any person
employed by him. Any sale contravening this rule may be treated as fraudulent by the buyer.

When Sale by Auction is Perfected

The sale is perfected when the auctioneer announces its perfection by the fall of the hammer or in other
customary manner.

Before the Fall of the Hammer

Before the hammer falls,
the bidder may retract his bid. Every bidding is merely an offer and, therefore, before it is accepted, it may be
withdrawn. The assent is signified on the part of the seller by knocking down the hammer.

Right of the seller to be in the auction