SPOUSES SERRANO, ET. AL. v. CAGUIAT G.R. No. 139173 February 28, 2007 Sandoval-Gutierrez, J.

: FACTS: Spouses Serrano agreed to sell in favor of respondent Caguiat a parcel of land at 1,500.00 per square meter. Caguiat partially paid petitioners 100, 000.00 as evidenced by a receipt issued by petitioners indicating therein respondents promise to pay the remaining balance. Respondent, after making known his readiness to pay the balance, requested from petitioners the preparation of the necessary Deed of Sale. When petitioners cancelled the transaction and intended to return to Caguiat his partial payment, respondent filed a complaint for specific performance and damages. The trial court relying on Article 1482 of the Civil Code ruled that the payment of 100, 000.00 being an earnest money signified the perfection of the contract of sale. The Court of Appeals denied petitioners motion for reconsideration in affirmation of the lower courts decision. ISSUE: Whether or not the partial payment constitutes an earnest money as manifested in Article 1482 of the Civil Code HELD: No. Article 1482 applies only to earnest money given in a contract of sale. It was apparent that the earnest money in the case at bar was given in lieu of a contract to sell. Unlike in a contract of sale, the ownership of the parcel of land was retained by the Spouses Serrano and shall only be passed to Caguiat upon full payment of the purchase price as evidenced by the receipt. Relatively, no Deed of Sale has been executed as proof of the intention of the parties to immediately transfer the ownership of the parcel of land. Spouses Serrano also retained ownership of the certificate of title of the lot, thereby indicating no actual or constructive delivery of the ownership of the property. Finally, should the transaction pushed through, Caguiats payment of the remaining balance would have been a suspensive condition since the transfer of ownership was subordinated to the happening of a future and uncertain event. Article 1484 Remedies of a vendor in a contract of sale of a personal property payable in installments (Not Applicable in Real Estate Mortgage)

[ G.R. NO. 157493, February 05, 2007 ] FACTS: Petitioners (Rizalino, Ernesto, Leonora, Bibiano, Jr., Librado, and Enriquita, all surnamed Oesmer, together with Adolfo Oesmer and Jesus Oesmer, are brothers and sisters, and the co-owners of undivided shares of two parcel of land. Respondent Paraiso Development Corporation bought from petitioners their respective share of the lot except the Adolfo and Jesus share. After the said meeting, a Contract to Sell was created between the parties, on which the petitioners affirming their signatures in the said contract. Then the petitioners withdrew from the said contract and ask for the rescission to which they allege that they never sign the contract, the agent has no authority from the petitioners, that said petitioner was illiterate to sign the contract, etc. ISSUE: Whether or not there was a perfected contract between petitioners and respondents.

HELD: It is well-settled that contracts are perfected by mere consent, upon the acceptance by the offeree of the offer made by the offeror. From that moment, the parties are bound not only to the fulfillment of what has been expressly stipulated but also to all the consequences which, according to their nature, may be in keeping with good faith, usage and law. To produce a contract, the acceptance must not qualify the terms of the offer. However, the acceptance may be express or implied. For a contract to arise, the acceptance must be made known to the offeror. Accordingly, the acceptance can be withdrawn or revoked before it is made known to the offeror. In the case at bar, the Contract to Sell was perfected when the petitioners consented to the sale to the respondent of their shares in the subject parcels of land by affixing their signatures on the said contract. Such signatures show their acceptance of what has been stipulated in the Contract to Sell and such

acceptance was made known to respondent corporation when the duplicate copy of the Contract to Sell was returned to the latter bearing petitioners' signatures.

date of the delivery of the motor vehicle), his cause of action had become time-barred or prescribed. Esguerra vs Virginia Trinidad, Primitiva Trinidad et al. GR No. 169890, 12 March 2007

CARLOS B. DE GUZMAN, PETITIONER,VS. TOYOTA CUBAO, INC., RESPONDENT. [ G.R. NO. 141480, November 29, 2006 ] Facts: On November 27, 1997, petitioner purchased from respondent a brand new white Toyota Hi-Lux. The vehicle was delivered to petitioner two days later. On October 18, 1998, petitioner demanded the replacement of the engine of the vehicle because it developed a crack after traversing Marcos Highway during a heavy rain. Petitioner asserted that respondent should replace the engine with a new one based on an implied warranty. On April 20, 1999, petitioner filed a complaint for damages against respondent with the RTC. Respondent moved to dismiss the case on the ground that under Article 1571 of the Civil Code, the petitioner's cause of action had prescribed as the case was filed more than six months from the date the vehicle was sold and/or delivered. Issue: Whether or not the cause of action was already barred on the ground of prescription by the statute of limitation. Ruling: Under Article 1599 of the Civil Code, once an express warranty is breached, the buyer can accept or keep the goods and maintain an action against the seller for damages. In the absence of an existing express warranty on the part of the respondent, as in this case, the allegations in petitioner's complaint for damages were clearly anchored on the enforcement of an implied warranty against hidden defects, i.e., that the engine of the vehicle which respondent had sold to him was not defective. By filing this case, petitioner wants to hold respondent responsible for breach of implied warranty for having sold a vehicle with defective engine. Such being the case, petitioner should have exercised this right within six months from the delivery of the thing sold. Since petitioner filed the complaint on April 20, 1999, or more than nineteen months counted from November 29, 1997 (the

518 SCRA 186

FACTS Felipe Esguerra and Praxedes de Vera (Esguerra spouses) were the owners of several parcels of land in Camalig, Meycauayan, Bulacan; among them a 35,284-square meter parcel of land, half of which they sold to their grandchildren, herein petitioners; and a 23,989-square meter parcel of land, 23,489 square meters of which they also sold to petitioners, and the remaining 500 square meters they sold to their other grandchildren, the brothers Eulalio and Julian Trinidad (Trinidad brothers). Also sold to the Trinidad brothers were a 7,048-square meter parcel of land covered by Tax Declaration No. 9059, a 4,618-square meter parcel of land covered by Tax Declaration No. 12081, and a 768-square meter parcel of land covered by Tax Declaration No. 13989. The Esguerra spouses executed the necessary Deed of Sale in favor of petitioners, and that in favor of the Trinidads. Eulalio Trinidad later sold his share of the land to his daughters-respondents herein. A portion of the land consisting of 1,693 square meters was later assigned Lot No. 3593 during a cadastral survey. On respondents application for registration of title, CFI of Bulacan awarded Lot No. 3593 in their favor. LRA issued Decree No. N-114039, by virtue of which the Register of Deeds of Bulacan issued OCT No. 0-3631 in the name of respondents. Meanwhile, petitioners sold to respondents parents Eulalio Trinidad and Damiana Rodeadilla (Trinidad spouses) a portion of about 5,000 square meters of the 23,489-square meter of land which they previously acquired from the Esguerra spouses. During the same cadastral survey conducted in the late 1960s, it was discovered that the about 5,000-square meter portion of

petitioners parcel of land sold to the Trinidad spouses which was assigned Lot No. 3591 actually measured 6,268 square meters. In a subsequent application for registration of title over Lot No. 3591, the CFI awarded Lot No. 3591 in favor of Eulalio Trinidad. LRC issued Decree No. N-149491 by virtue of which the Register of Deeds of Bulacan issued OCT No. 06498 in the name of Trinidad. Upon the death of the Trinidad spouses, Lot No. 3591 covered by OCT No. 0-6498 was transmitted to respondents by succession. Petitioners, alleging that upon verification with the LRA they discovered the issuance of the above-stated two OCTs, filed on August 29, 1994 before the Regional Trial Court (RTC) of Malolos, Bulacan two separate complaints for their nullification on the ground that they were procured through fraud or misrepresentation. In the first complaint, docketed as Civil Case No. 737-M-94, petitioners sought the cancellation of OCT No. 0-3631. In the other complaint, docketed as Civil Case No. 738-M-94, petitioners sought the cancellation of OCT No. 0-6498. Both cases were consolidated and tried before Branch 79 of the RTC which, after trial, dismissed the cases by Joint Decision of May 15, 1997. Their appeal with the Court of Appeals having been dismissed by Decision of February 28, 2005, a reconsideration of which was, by Resolution of October 3, 2005, denied, petitioners filed the instant petition. ISSUE Whether or not the acquisition and registration by the respondents were fraudulent. HELD The Court held in the negative. It is settled that fraud is a question of fact and the circumstances constituting the same must be alleged and proved in the court below. In the present cases, as did the trial court, the appellate court found no fraud in respondents acquisition and registration of the land. Appellant Pedro Esguerra even testified that he does not know how appellees were able to secure a title over the lot in question and that they never sold Lot No. 3593 to Virginia

Trinidad since it is part of the whole lot of 23,489 square meters. The said testimony is a mere conclusion on the part of appellants. On the other hand, the evidence shows that appellees acquired title over the subject property by virtue of a deed of sale executed by their father Eulalio Trinidad in their favor. Under the Torrens System, an OCT enjoys a presumption of validity, which correlatively carries a strong presumption that the provisions of the law governing the registration of land which led to its issuance have been duly followed. Fraud being a serious charge, it must be supported by clear and convincing proof. Petitioners failed to discharge the burden of proof, however. In a unit price contract, the statement of area of immovable is not conclusive and the price may be reduced or increased depending on the area actually delivered. If the vendor delivers less than the area agreed upon, the vendee may oblige the vendor to deliver all that may be stated in the contract or demand for the proportionate reduction of the purchase price if delivery is not possible. If the vendor delivers more than the area stated in the contract, the vendee has the option to accept only the amount agreed upon or to accept the whole area, provided he pays for the additional area at the contract rate. In the sale of real estate, made for a lump sum and not at the rate of a certain sum for a unit of measure or number, there shall be no increase or decrease of the price, although there be a greater or less areas or number than that stated in the contract. (Article 1542, Civil Code) In a contract of sale of land in a mass, it is well established that the specific boundaries stated in the contract must control over any statement with respect to the area contained within its boundaries. It is not of vital consequence that a deed or contract of sale of land should disclose the area with mathematical accuracy. It is sufficient if its extent is objectively indicated with sufficient precision to enable one to identify it. An error as to the superficial area is immaterial. Thus, the obligation of the vendor is to deliver everything within the boundaries, inasmuch as it is the entirety thereof that distinguishes the determinate object.