Law On Sales - Notes 3: Vice Versa

LAW ON SALES – Notes 3 vice versa.
Art. 1481. In the contract of sale of goods by description or by ART. 1482. Whenever earnest money is given in a contract
sample, the contract may be rescinded if the bulk of the goods of sale, it shall be considered as part of the price and as proof
delivered do not correspond with the description or the of the perfection of the contract. (1454a)
sample, and if the contract be by sample as well as
description, it is not sufficient that the bulk of goods
Meaning of earnest money.
correspond with the sample if they do not also correspond
with the description.
Earnest money is something of value given by the buyer to the
The buyer shall have a reasonable opportunity of comparing seller to show that the buyer is really in earnest, and to bind the
the bulk with the description or the sample. bargain. It is actually a partial payment of the purchase price and is
considered as proof of the perfection of the contract.
Sale of goods by description Earnest money and option money

and/or sample. distinguished.
They may be distinguished as follows:
(1) Sale by description. — Sale by description occurs where a
seller sells things as being of a particular kind, the buyer not know (1) Earnest money is part of the purchase price, while option
ing whether the seller’s representations are true or false, but money (see Art. 1479, par. 2.) is the money given as distinct
relying on them as true; or, as otherwise stated, where the consideration for an option contract;
purchaser has not seen the article sold and relies on the
description given him by the vendor, or has seen the goods but the (2) Earnest money is given only where there is already a sale,
want of identity is not apparent on inspection. while option money applies to a sale not yet perfected; and
(2) Sale by sample. — To constitute a sale by sample, it must
appear that the parties contracted solely with reference to the (3) When earnest money is given, the buyer is bound to pay
sample, with the understanding that the bulk was like it. Whether a the balance, while the would be buyer who gives option money
sale is by sample is determined by the intent of the parties as is not required to buy.
shown by the terms of the contract and the circumstances
surrounding the transaction. ART. 1483. Subject to the provisions of the Statute of
(3) Sale by description and sample. — When a sale is made Frauds and of any other applicable statute, a contract of sale
both by sample and by description, the goods must satisfy all the may be made in writing, or by word of mouth, or partly in
warranties (see Art. 1565.) appropriate to either kind of sale, and it writing and partly by word of mouth, or may be inferred from
is not sufficient that the bulk of the goods correspond with the the conduct of the parties.
sample if they do not also correspond with the description, and
Form of contract of sale. (3) Foreclose the chattel mortgage on the thing sold; if
(1) General rule. — The form of a contract refers to the manner one has been constituted, should the vendee’s failure to
in which it is executed or manifested. As a general rule, a contract pay cover two or more installments. In this case, he shall
have no further action against the purchaser to recover
may be entered into in any form provided all the essential
any unpaid balance of the price. Any agreement to the
requisites for its validity are present.
contrary shall be void. (1454Aa)
(2) Where contract covered by Statute of Frauds. — In case the Remedies of vendor in sale of personal property payable in
contract of sale should be covered by the Statute of Frauds, the installments
law requires that the agreement (or some note or memorandum
thereof) be in writing subscribed by the party charged, or by his The vendor of personal property payable in installments may
agent; otherwise, the contract cannot be enforced by action. exercise any of the following remedies:
(3) Where form is required in order that a contract may be valid. (1) Elect fulfillment upon the vendee’s failure to pay; or
— Where the “applicable statute” requires that the contract of sale (2) Cancel the sale, if the vendee shall have failed to pay two
be in a certain form for its validity, the required form must be or more installments; or
observed in order that the contract may be both valid and (3) Foreclose the chattel mortgage, if one has been constituted,
enforceable. if the vendee shall have failed to pay two or more installments.
(4) Where form is required only for the convenience of the ART. 1485. The preceding article shall be applied to
parties. — In certain cases, a certain form (e.g., public instrument) contracts purporting to be leases of personal property with
is required for the convenience of the parties in order that the sale option to buy, when the lessor has deprived the lessee of the
may be registered in the Registry of Deeds to make effective as possession or enjoyment of the thing.
against third persons the right acquired under such sale.
Lease of personal property with

ART. 1484. In a contract of sale of personal property the option to buy.
price of which is payable in installments, the vendor may
exercise any of the following remedies: Leases of personal property with option to buy on the part of the
(1) Exact fulfillment of the obligation, should the vendee lessee who takes possession or enjoyment of the property leased
fail to pay; are really sales of personal thing payable in installments.
(2) Cancel the sale, should the vendee’s failure to pay
cover two or more installments; Art. 1486. In the case referred to in two preceding articles, a
stipulation that the installments or rents paid shall not be
2
returned to the vendee or lessee shall be valid insofar as the
same may not be unconscionable under the circumstances.
Stipulation authorizing the forfeiture of

installments or rents paid.
In sales of personal property by installments or leases of personal
property with option to buy, the parties may stipulate that the
installments or rents paid are not to be returned.
Art. 1487. The expenses for the execution and registration of

the sale shall be borne by the vendor, unless there is a
stipulation to the contrary.
Art. 1488. The expropriation of property for public use is

governed by special laws.

Law On Sales - Notes 3: Vice Versa

Uploaded by

Copyright:

Available Formats

Law On Sales - Notes 3: Vice Versa

Uploaded by

Document Information

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

Law On Sales - Notes 3: Vice Versa

Uploaded by

Copyright:

Available Formats

LAW ON SALES – Notes 3 vice versa.

Sale of goods by description Earnest money and option money

Lease of personal property with

Stipulation authorizing the forfeiture of

Art. 1487. The expenses for the execution and registration of

Art. 1488. The expropriation of property for public use is

You might also like