i) Exception: There is NO implieg Feel hom the cae cme i child legitimate or illegitimate of ane paying the price ofthe sale. Nays Feeds law, it being disput ‘resumed that there isa git in averong) “child. implied trust when a donatin de 0a person but it appears that al state is transmitted to the donee, is either to have no beneficial ‘a part thereof. of property is loaned orpaid_ | the benefit of another andthe is made to the lender or payor "aw in favor of the person to whom is loaned or for thePART IV ~ OBLIGATIONS, : E. ESTOPPEL, De AND TRUSTS ©) If two or more eq ' ame of one of F of alla trust is created by fon not bail the others in proportion to the interest of each wa Be When property is cony cor reliance upon his declared in tye for, or transfer it to another or the ta is an implied trust in favor of the Ie, benefit is contemplated. red If an absolute conveyance Of property is made in ‘he order to secure the performance of a obligation ast of the grantor toward the grantee, a trust by y 4 virtue of law is established. If the t of the obligation is offered by the grantor when becomes due, he may demand the Teconveyance of the property to him.s When any trustee, guardian or other person holding a fiduciary relationship uses trust funds for the purchase of property and causes the conveyance to be made to him or to a third person, a trust is established by operation of law in favor of the person to whom the funds belong." If property is acquired through mistake or Ss fs Teper cali hy foe fo | considered a trustee of an implied trust for benefit of the person from whom the property comes. nw RECONVEYANCE.If there is repudiation of y. tion for reconveyance prose, Py the athe repudiation ofthe fee implied trust involves registration she Bie rae Of the tuste, te ate De eee iiist be fled within ten yt Fee fetdietatte of the Torrens Tas overt Possession. If the plaintfftrustr ssion, the action does not prescribe,” on: If there is conclusive ‘evidence of | unequivocal act of repudiation o made known to the cestui que tris t I, Note 7.06.01 [b], page 179 of, r the requirements), Mere ‘Tegistrationbe #2 7 5, So 55 of tof, “REEREEES Fir onc cee = Barone AaNE EON ‘house on Lot 1 with an house. In 1987, Walter who haat that Maureen remove the foc ‘ fed when she had the lot regi {fe purchase price. Walter opposed the sur tvistence of a resulting trust the action of Mat nee ten years have already elapsed from hisname. Decide. Discuss fully, : The action fr reconveyance has nt prescibed An f * as created when the propery, Lat 2 was pees ene net alter forthe benefit of Maureen who is the benefidalognns ct the property. The problem indie that Meme poe of Lot 2 because of the extension of her house is on Lot 2. Even if the entre lot is not covered by the extension, there is deemel to bbe constructive possession of the entire Lot 2. Since Maureen is iy possession of Lot 2, the action for reconveyance base on implied si enprecpilePART V— CONTRACT OF sate proBLEM: ae & Co. publised inthe ‘peo : sting proposals 10 Supply labor and aeneny vtatlon To Bide se decribed inthe invlinon. “> “yee omstaon Tip the bids were opened, it appeared that “Ls bs tid However "K” & Co. awarded the contract to°N” thehighest bilder Bhi ground that he was the most experienced and aeoe eae eet tr brought an action against “K”& Co. tocompel eons the ai iprewver damages. Is “L's” postion meritorious? "rt @himand Ig postion Is nt meroroun, Tt ho eno Bi tjowen"U ind"K° © Co. Andie rae ee ee provides that advertisements for bidders are simply invitations to sake proposals, and the advertiser is not bound to accept the high- eee tide: ee ey ae ie nec. “K" Ce antag a IG ewar tt rmebot el, 201. MODE OF ACQUIRING OWNERSHIP. The mode of transferring ownership is DELIVERY or TRADI- TION in a contract of sale The contract of sale itself is considered the “Title” which is the justification for the “Mode” to effectively transfer ownership. a) Meaning of Delivery. The thing sold shall be understood as delivered, when itis placed in the control and possession of the vende Kinds of Delivery. Delivery may be actual or con- structive delivery. a) Actual delivery. This means actual physical transfer of control and possession to the vendee- buyer.i the 0 conin some other can in, {Oe onins Pacitys inp te buyers the lessee, da asin whet 4) Traditio Symbolica — ere or borrower” Ne symbol of Possession endor liver" gard to movable Property movables 55 be made by the delivery of delivery m2) Tor depository where itis stony es di constitu POSS ore remains in possession in Some othe BED fe vendee aa in the case where i will now be the agent or deposi of vendor iation of a Negog, vand (6) Negotiat "Botiable Ree ter Tite — the documers Of title Ine rieristing represen ttle to and possess Re property covered by the document, () Incorporeal property. ‘This delivered through execution of a public instrumen, _ Hfdelivery through the execution of public instrument is not applicable, it shall be "delivered by (1) the Placing of the titles of sit ipin the possession of the vendor use by the vendee of his righ consent 'sPARTY ~CONTRACT ORAL 533 an hte is no delivery g ‘ming ownershipis inet Owner) in to different fe ‘shall be lay have first t: good faith, faKen Immovable property: = , as follows; "9: The onder of preference i (The buyer who frst registered a — the ownership shall ‘belong a ea ab First Possessor.— should there be no inscription or registration, the ownership shall pertain to the person who in good faith was frst in the possession; and Oldest Title (acquisition) — in the absence of inscription and possessor, the property shall be considered owned by the person who, in good faith, presents the oldest title rimus tempore potior jure or first in time ne ees yas a bye Other Rules on Double Sale of Bowie sbicssseledge gained By the fr oe mea fet rishi good faith the od » ad of the first.* Thus, the . ‘NOT loose priority if he : mat sale ahead Of the Second sale fst buyer Knowing the existon,. second sale. ‘execution sales of unregi ae ‘payer merely Steps into tea the judgment debtor. Thus, ifthe jag _debtoralready sold his p: i ‘same property was levied upon, the : the auction sale shall not acquin' sale was not registered ‘on, the same property about the oo » 2Z2ETTd SOlREb) PARTV — CONTRACTORSaLs 5 in good faith because he wa, fale to Carlos. In additon ine aa’ the previous EER SET¥eS 25 Notice t0 Ling ofthe sgt Of the adverse Carlos is the fist buyer, the lim of Carlos. Since annot be considered in bad faith, 0" Of he adverse claim and sold to C an unregistered lot the deed was but C took possession, Later, D obtained s jada a peeled, Band th lt nC’ possession war a oe ‘Sheriff to D. The Sheriff's sale was regi red. "all oy ae ef in good faith. Who has better rights te the, ronan AP Chas better right to the la istered land. Hence, Art. judgment against A and land? Give reasons NOTFORMAL CONTRACT. A contract of sale may be'made in writing, or by word of mouth, or partly in writing and partly by word of mouth, or may be inferred from the conduct of the parties.» a) Statute of Frauds. Asaleis, ‘covered by the statute of frauds (or should be in writing) if (1) Public or private instrument — if the terms of the sale is not to be performed within a year, 2) public instrument — ifthe sale involves real property, and (3) private or public instrument — in sale of Boods exceeding P500.* Exception: Sale of large cattle must be in writing, otherwise it is VOID.”avi. Law | ASEWERON ; of a piece of land 4, a in bra the sale itselA) must poe re the sale is void." The Mig ma tal itself must be in a public "84g, ol “Gtherwise itis unenforceable, "tg, be a of «tof sale may be absolute or e sae or Return, The buyer is given an oy: eS Bike goods instead of paying the pra | a Gwmersip passes to the buyer upon teed Sal the may revest the ownership in ee it by uring or tendering the goods wigaa s me fixed in the contract, or, if no time: Eraiivitinaressorabletimes. ee 002. Aeeney ‘is delive le on Approval. When goods are deine pedals the buyer on approval or on trial ona pete nor other similar terms, the pact in passes to the buyer: eel 301.03. Contrac whethe: and wh order of a hand, tt existed Person: a) Ex fc zPART V — CONTRACT OF SALE FF a) In a contract to sell, the happen; happening of the suspensive condition ay eee ts the contract from Fe dat celsatory force. NOTE: THe shee be slstinguished from cases when te: contract of sale is already perfected but the obligation of cle arty is subject ta condition San nt from a third person who is the buyers Example: Delivery of the goods on consignment= 3. Contract for a Piece of Work. The testis to determine whether the thing transferred is one not in existence and which never would have existed but for the order of the party desiring to acquire it,» On the other hand, there is sale if the thing transferred would have existed and has been the subject of sale for some other Person even if the order had not been given. ®) Example: When customers regularly acquires from a corporation airconditioning units, which regularly fabricates them from units, parts and equipment on hand, then the said corporation is engaged in sale not contract for a piece of work 30104, Option Contract. — This is a contract whereby the Prospective buyer is given the right to purchase the thing to be sold. 4oNewtL LAW REVIEWER unilateral promise to ee hinisfor za Price certain, ist ps missor ifthe promise g _uponti Pigeration distinct from at by 8 tion contract is a Preparatory ¢, i, aan ree not binding unless itis support “whic “jesation that is separate front them! Se ayer is not duty bound to pura t thing t0 be sold if there is no separate considera pees contact of sale if the get ceed before the offer is withdrawn» an accep fot Bae Me. the right to purchase ee No for period of one year. Mr. B paid Mr Ath ara topurchase within one year. Thereisanapag Me.B did not pay the P5,000 or any anoay z Mr. Ais free to sls hold on to the: act contains a right of first refs ® the legal duty ora ieeePROBLEMS: Consideration. A contract of lease Provide for aright of first refusal in favor of the lessee. In which case, the consideration les the consideration for theright of first refusal= Specific Performance. The lessee, or the who is given the right of first refusal ina contract of lease can file an action to compel the lessor to allow him to purchase the property. The execution of such right consists in directing the grantor to comply with his obligation according to the terms at which he should have offered the property in favor of the grantee and at that price when the offer should have been made, Any sale in violation of such right to a buyer in bad faith may be rescinded.» a Cl for a number of years produces and delivers sash, win- outdo Te prac nee mae exon es Gris wenn spre pres CC oe ay ae ee already on hand. C Company regularly makes ene is madness and equlent sn al ely ak tended a) Simulated. If the price is not but is in fact simu Be AATIONS OF THE VENDOR The piccirat onli og the vendor is to wansfer the ownership of and delineate aswarrant the thing which is the object of the «sien 2) Reservation. ‘The vendor may reserve ownership oF possession despite delivery: b) Vendor Need Not Deliver. The vendor is not. bound to.deliver the thing sold in case the vendee should lose the right to make use of the term or period for the payment of the price that was agreed upon: (1) When after the obligation has been con- tracted, the vendee becomes insolvent, un- less he gives a guaranty or security for the debt; rovilab | 10 notahiaissy vd ia eidLaw on ov al jee does not furnish to on the Ven ties or securities whic i Bey bas promised: syendeo’s owN acts he has i. wen byte veties OF SECUTIties afr es when tea ws event they disapPeal, Unless the fut redial BiveS NEW Ones equa. factory: ips ee violates any under i a Seen Tofowhich the (vena edt the period: 5 (6 When tbe vende attempts © abscond. jonand Accessories. The vendorisbound 0 piver the thing sold and its accessions nd oes inthe condition in which they were ponte perfection of the contract 4) Fists All the fruits shall pertain to the vendee thom the day on which the contract was perfec- ey DELIVERY OF GOODS (Art. 1522). 4} Definitions. (1) “Goods” includes all chattels per ‘onal but not things in action or money of legal fade in the Plippines. The term includes Stoning fats or crops. (2) “Quality of goods" et sate & condition. (9) Speci mn ‘means goods identified and dsr: atthe time a contract of sale is ad a * 70101. Dativey Of Lesser a ley ifthe gee ty: The buyer may reject ‘of goods delivers to the buy tit a SS tkeonmdicct °5 tothe oe Quantity. If the seller deliv- i Ya quantity of goods less than b) SEE Re Bence 2. Deliv deliv he c¢ inclu a) 7.01. 701.03. Del tot wit! the are a) wD) 702.01, ga ci at waePART V~ CONTRACT OF SALE he contracted to sell but the buyer a AMI to tains the goods so delivered Kasei nae . pele sno! Boing to perform the contract in full, coher hhe must pay for them at the contractate sebastien. b) Use with Knowle = a Bein Agee ta Ser wa 35, unless oF disposed of the goods delivered before he rout knows that the sellers not going to perform his “qual. contract in full, the buyer shall not be liable for ele more than the fair value to him ofthe goods so the ae received. 70\02. Delivery of Larger Quantity. Where the seller aaa delivers to the buyer a quantity of goods lager than pate he contracted to sell, the buyer may accept the goods joris included in the contract and reject the rest. sions and i a) Effect of Acceptance. If the buyer accepts the iy am whole of the goods so delivered he must pay for all the goods delivered (including the excess s vendee quantity) at the contract rate. 701.03. Delivery of Mixed Goods. Where the seller delivers to the buyer the goods he contracted to sell mixed with goods of a different description not included in rattels per- » the contract, the buyer may accept the goods which ey of legal ~~ are in accordance with the contract and reject the rest. Jae ‘ a) _ Effect if Indivisible. Where the seller delivers 3) Specific to the buyer the goods he contracted to sell od mixed with goods of a different description not included in the contract but the subject matter is indivisible, the buyer may reject the whole of the goods. DELIVERY OF REAL PROPERTY. “tl. Sale Per Unit. If the sale of real estate (including judi- dial sale) should be made with a statement ofits at the rate of a certain price for a unit of ‘number, the vendor shall be obliged to deli - Vendee, if the latter should diver only LESS than the apg 0 = can dt contact the Verdes ; same remedies are inten Ont Tess the same, ifany ry se even wen ot of the quality spect ovable is no! quality specified inthe contract eee T sajon. Rescission at ion of Resdision. lable within six months tas Seer the follwing cases: “ i). When the inferior value of the thing sold a ‘one-tenth of the price agreed upon; pi ee “(®) Ifthe vendee would not have bought the immovable had he known of its smaller area of inferior quality. Area. If there is a greater area or umber in the immovable than that stated in contrac, the vendee may accept the area in the contract and reject the rest. If whole area, he must pay for the ‘contract rate. ‘rnumber, there shall be no increase pe gtalthough there be a greater ot than that stated in the contracts DELIVER’ delivery te §sa ruled _ Exception: the carrier following ladit (2) Wh (3) Wrsa a and the areais mentioned. co i cat exces the aren or nee en 4 aes specified in Tack ® () The vendor i may, however a “i odes mmm tw ton towhatis lacking in thee ‘aa number : y pee Bier spDELIVERY TO/THE Ca}inttitanaigema tae delivery to the carrier i delivery tothe ree J asarule delivery tothe carier tates gumoraneg tthe 740. Exceptions Delivery tothe carieris NOT detven oo from the carrer (there is no transfer of ownership) ra following cases: neal (1) Where goods are shipped, and by the bill of | lading the goods are deliverable tothe seller o his # agent, orto the order ofthe seller or of his agent, i the seller thereby reserves the ownership in the goods.» 2) Where goods are shipped, and by the bill of lading the goods are deliverable to order of the ‘buyer or of his agent, but possession of the bill of lading is retained by the seller or his agent, the seller thereby reserves a right to the possession of the goods as against the buyer (3) Where the agreement of the parties — including the bill of lading contains provisions that indicates that the goods are still at the sellers tisk. This is true for instance with the bill of lading contains the notation “C.LF” point of destination. ; Ht. 153, Nico, ae 1 i,shi 0088 if goods are 4 3 amp of lading contains a notag, tiga” the place of deliver 0B, ite point of destination. is ; ‘Alongside) is a variant BAS as used for carriage by wate B. arias Vessel” means that the ' the risk the moment the goog, 7.05- sj alongside the vessel, ELF (Cost, Insurance, Freight) fatthe price quoted by the seller includas ‘he invoice price plus insurance ang Hence, the buyer bears the risk of not the owner thereof, and (2) der authority or with the ccPARTV—CONTRACTORSaLE isk p, @) Transfer of ownership ig see any factor at retin ed under ation ne Provision of aw enabling thes other isk ua o0ds to dispose of them as if ere Owner Of ‘timation ithe owner thereof; were the true om at s * deel aiivery i, fa _ (Purchases made ina merchanés soee, or in se (i eh a a the ae Commerce and special law, tthe goods us. EFFECTS OF LOSS OF THE THING SOLD. i the el determinate thing that was sold was already lost ‘ no longer existing atthe time of the supposed tare ‘Tincludes of perfection ofthe sae, the sale will NOT have any ance effect because one. ‘element ofthe contract is missing.” he risk of 8) Partial Loss. Ifthe thing should have been lost in part only, the vende may choose between: (1) "NER OF withdrawing from the contract, oF (2) demanding FERRED the remaining part, paying its price in proportion. old by a to the total sum agreed upon. ous b) Loss After Perfection but Before Generally, the SELLER bears the loss before delivery.» EXAMPLE of EXCEPTION: The mifthe Buyer shall be responsible if there is delay on pte the part of the buyer to accept the goods by his ©) _ Risk of Loss After Delivery. The Buyer already takes the risk when the ownership is trans- ferred.» i 103 Nice. ju 158, i: Fr the rules on los, deterioration or improvement ofthe thing ey a a ceed MSGS Bin page te Reve = Taladties purport a Recs: without the know a perished in part or have why deteriorated in quality ag qt in character, the BUYER mays all of the existing goods of aa sald of as have not deteriorated, ang binding the buyer to pay the agreed price for which the ownership will pass, 3 {5 an American esident of Manila, about to leave on a vacation, (ahs er to “3” for US, $2,000.00, the payment to be made ten 0X" a third party depositary agreed upon, who sep o“B” upon receipt by “X" of the purchase price. It vas ownership retained by “S" until delivery of the ear rdlvery ofthe cart “X.” it was destroyed ina he ‘of "%” without the fault of either “X" or “Bit ‘obligated to pay the purchase price? Explain, (1981 orrec repre @ @ @ Fun the 1 (bill denc and . Neg whe doe title deli of ti deli doc a) b)PARTY —conRACr oe sag = fay orreceive either by indo, sementorby de ise represented by such document no" Y 1, goods 1) Bill of Lading — a doo hon 8 paras once ofp tat ssa = a ‘common carrier abipmentissued by * @) Queen ~ a warehou a cain eck Warrant ae owners fo the owner of manne, BY dock- in 59 dre puarehoused on the dock, upon qpatted and 3 the bills of lading, s a rcogaitoe gt natn of for ae the goods.» ekeetts i, for Fanctions of Document of Tei() Migceortage, the undesying contact may be conta cr Gill of lading) or deposit (warehouee receipt); (2) Eet. . dence of Receipt of goods; (3) Represent goods satin | and therefore operates as transenable donated sae Carries possession of and ttle tothe gous, eo 70602. Negotiability. A: Document of Tile is Negotiable car to when it is a BEARER document of title or an ORDER document of title: (1) BEARER — the document of title states that the goods referred to therein will be delivered to the bearer; (2) ORDER — the docament of title states that the goods referred to therein will be delivered to the order of any person named in such document. a) How Negotiated, A BEARER document of title may be negotiated by mere delivery while an ORDER document of title may be negotiated by indorsement coupled with delivery. 6) Negotiation by Delivery (Art. 1508). A nego- table document of tile may be negotiated by delivery: the 1) Where by the terms of the document i a ae or other baile wai 186 Nec, Mes La Dinar th ey pAe undertakes to de, isoine bearer OF rt sey i terme of the