Atkins Kroll & Co. vs.

Cu Hian Tek
FACTS
Atkins Kroll & Co. sent a letter to Cu Hian Tek offering one thousand
cartons of sardines. Hian Tek unconditionally accepted the said offer
through a letter. However, Atkins failed to deliver the commodities
due to the shortage of catch of sardines by the packers in California.
Thus, Hian Tek filed an action for damages in the Court of First
Instance, which ruled in his favor. Upon Atkins appeal, the Court of
Appeals affirmed said decision but reduced the damages representing
unrealized profits.
Atkins contends that there was no contract of sale but only an option
to buy, which was not enforceable for lack of consideration because it
is provided under the 2nd paragraph of Article 1479 of the Civil Code
that "an accepted unilateral promise to buy or to sell a determinate
thing for a price certain is binding upon the promisor if the promise is
supported by a consideration distinct from the price. Atkins also
insisted that the offer was a mere offer of option, because the "firm
offer" was a continuing offer to sell.
ISSUE : Whether or not there was a perfected contract of sale between
the parties.
RULING : YES. There was a contract of sale between Atkins Kroll and
Cua Hian Tek. Petitioners argument that only a unilateral promise
arose when the respondent accepted the offer is incorrect because a
bilateral contract to sell and to buy was created upon respondents
acceptance. In this case, upon respondents acceptance of the
petitioner's offer, a bilateral promise to sell and to buy ensued, and the
respondent had immediately assumed the obligations of a purchaser.
Furthermore, if the option is given without a consideration, it is a mere
offer of a contract of sale, which is not binding until accepted. If,
however, acceptance is made before a withdrawal, it constitutes a
binding contract of sale, even though the option was not supported by
a sufficient consideration.

Pameca Wood Treatment vs. CA

Facts:
Pameca Wood Treatment loaned from Development Bank of the
Philippines 2 million pesos, evidenced by a promissory note. As
security for the loan, a chattel mortgage was executed over Pamecas
properties in Dumaguete.
Upon Pamecas failure to pay, DBP foreclosed the chattel mortgage and
purchased the properties. The amount of the properties sold was
insufficient so DBP filed a complaint for the collection of the balance.
The RTC ruled in favor of the bank, which ruling was affirmed by the
CA.
Pameca argued that DBP may no longer claim the unpaid balance
because Art. 1484 must be applied in this case.
Issue: Whether or not Art. 1484 of the Civil Code is applicable by
analogy to this case.
Ruling:
No. The said article applies clearly and solely to the sale of personal
property the price of which is payable in installments. Although Article
1484, paragraph (3) expressly bars any further action against the
purchaser to recover an unpaid balance of the price, where the vendor
opts to foreclose the chattel mortgage on the thing sold, should the
vendees failure to pay cover two or more installments, this provision is
specifically applicable to a sale on installments.