1. A contract of sale is a consensual contract. It is perfected by mere delivery.

2. A contract of sale requires a form to be valid.

3. Sale of personal property at a value not less than P500.00 must be in writing.
4. Sale of real property or an interest therein (REGARDLESS OF VALUE OR PRICE) must be
in public instrument.
5. Sale of property (real or personal) not to be performed within a year from the date
thereof may not be in writing.
6. When an applicable statute requires that the contract of sale be in a certain form,
i.e. sale of large cattle, it must be in writing
7. There is meeting of minds when the offer is absolute and acceptance is certain.
8. Qualified acceptance is mere invitations to make an offer except when it appears to
be otherwise while business ads are merely a counter-offer which needs to be
absolutely accepted to give rise to perfected contract of sale
9. Acceptance by letter/telegram binds only at time it came to knowledge of buyer;
prior thereto – offer may still be withdrawn.
10. When sale is subject to suspensive condition, there is a perfected contract of sale.
11. In sales at auction, it is perfected when auctioneer announces its perfection by the
fall of the hammer or in other customary manner may impose terms under bidder may
retract his bid; owner of property sold at auction may impose terms under w/c the
auction will proceed & it shall be binding w/n the bidders are aware
12. Place of perfection: where the meeting of minds happen; when acceptance sent by
mail, perfection is deemed where the offer is made.
13. MANNER OF PAYMENT must be agreed upon for there to be a price certain.
14. POLICITACION is an unaccepted unilateral promise to buy or sell. It produces no
juridical effect and creates no legal bond.
15. Sale is perfected by consent, but ownership is transferred only upon delivery,
whether actual or constructive, regardless there is reservation of ownership or when
the law provides for when the ownership is transferred.
16. Under Article 1165(3), if the obligor (seller) delays, or has promised to deliver
the same thing to 2 or more persons who do not have the same interest, he shall be
responsible for any fortuitous event until he has effected delivery. By implication,
if the seller is not in delay, or has not promised to deliver the same thing to 2 or
more persons, it is the buyer who will be responsible for any fortuitous event
before the thing is delivered to the buyer.
17. Under Articles 1262(1) and Article 1269, when the obligation to deliver a
determinate thing is lost or destroyed without the fault of the debtor (seller), the
obligation to deliver is extinguished and the creditor (buyer) shall have the right
of action the seller may have against third persons by reason of the loss. Hence,
the buyer only gets to sue the responsible third persons because the buyer suffered
a loss which he has paid or which the law requires him to pay.
18. The seller bears the risk of loss after perfection and before delivery
19. The following are the exceptions to exception to the res perit domino rule.
a) the thing is lost through the fault of the seller (Article 1538 and 1189(2)) or
when the seller delays (Article 1165(3) and 1262);
b) the thing lost is a generic thing (Article 1263);
c) the things lost are fungible things sold for a price fixed according to weight,
number, or measure (Article 1480(3)); and
d) the thing lost falls under the definition of "goods" (Article 1504 and 1636).

20. A deed of sale where the stated consideration had not in fact been paid is null and
void, even if there is true consideration.
21. ACCION QUANTI MINORIS or rescission (ACCION REDHIBITORIA) provided under Article
1539 (sale of real estate at the rate of certain price for a unit of measure) and
1542 (sale of real estate for a lump sum) prescribe in SIX MONTHS, counted from the
DATE OF DELIVERY (not date of sale).
22. In case of SALE OF REAL PROPERTY FOR A LUMP SUM, there is increase or decrease of
the price, although the actual area is greater or lesser than what is stated in the
contract.
23. The following are ground of extinguishment for contract of sale:
a) same grounds whereby obligations in general are extinguished:
b) rescission
c) annulment
d) fulfillment of resolutory condition
e) prescription
 f) conventional redemption;
g) legal redemption
24. In case of CONVENTIONAL REDEMPTION, when the seller reacquires the property sold, he
is obliged to:
a) Return: Price of the sale, Expenses of the contract, and Any other legitimate
payments made therefor, the necessary and useful expenses made on thing sold; and
b) Fulfill other stipulations agreed upon.
c) Interest payments even if not stipulated.
25. No period agreed for redemption, the period shall be 4 years from date of contract
26. Period agreed upon should not exceed 10 years, if exceeded, valid only for the first
10 years
27. When a period has expired and there has been a previous suit on the nature of the
contract: 30 days from final judgment on the basis that the contract was a sale with
pacto de retro
28. If what is stipulated is “As soon as he has established a certain business”, the
period is deemed 10 years from date of contract; If “At any time”, it is presumed
that the period is 4 years.
29. If the parties to a contract of sale are husband and wife who are legally separated,
the contract is valid, since those who are legally separated had a judicial
separation of properties.
30. When a contract contains a condition, the non-happening of which would not
constitute a breach but extinguishes the obligation
31. The following are the requisites for EXPRESS WARRANTIES:
a) it must be an affirmation of fact or any promise by seller relating to the
subject matter of sale
b) natural tendency of affirmation or promise is to induce buyer to purchase subject
matter
c) buyer purchases the subject matter relying thereon. When breached, seller is
liable for damages
32. IMPLIED WARRANTIES are deemed included in all contracts of sale whether parties are
actually aware or not aware or whether they were intended or not.
33. If a veterinarian fails to discover through ignorance or bad faith he is liable for
damages
34. For sale of animals on teams ( 2 or more), even when only one is defective, it is
redhibited since it appears that purchase of team will not be done without the
defective one
35. In sale of animals at fair or public auction, there is no warranty against hidden
defects.