UNIVERSITY OF THE EAST

College of Law
Civil Law Department
1st Semester A.Y. 2017-2018
Law on Sales

Course Description: This subject covers concepts of Law on Sales and related laws. Students Civil Code
provisions on Law on Sales and related laws. The students should know the principles in the decisions of the
Court of Appeals and Supreme Court.

I. Sources of Law on Sales

a. Primary Governing Laws
b. Secondary Laws

II. Nature and Form of the Contract of Sales

a. Concept of contract of sales
b. Characteristics of a contract of sales
c. Elements of contract of sales
i. Essential elements
ii. Natural elements
iii. Accidental elements
d. Stages of contract of sale
e. Distinctions of contract of sale with
i. Dation en pago
ii. Cession
iii. Contract to sell
iv. Conditional sale
v. Agency to sell

III. Subject matter of contract of sale

a. Essential requisites of object of contract of sale
b. Sale of future things
c. Sale of mere hope
d. Sale of vain hope
e. Sale of undivided interest in a thing
f. Sale of an undivided share in a specific mass
g. Sale of a thing subject to a resolutory condition

IV. Distinctions of contract of sale with

a. Agency to sell
b. Contract of barter
c. Contract for a piece of work
d. Contract of lease

V. Price in a contract of sale

a. Essential requisites of price in a contract of sale
b. When is a price considered determinate or certain
i. Fixing by contracting parties
ii. By a third person
iii. By the court
iv. Price on a given day a particular market
v. Effect of failure to determine a price
c. Effect of gross inadequacy of price in a contract of sale
d. Simulation of a contract

VI. Perfection of contract of sale

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 a. Moment of perfection
b. Rules governing auction sales
VII. Act that transfers ownership in a contract of sale
a. Actual delivery
b. Different types of constructive delivery

VIII. Binding effect of promise to sell or to buy

a. Unilateral promise to buy or to sell
b. Bilateral promise to buy and to sell

IX. Risk of loss of subject matter in a contract of sale

a. Loss before perfection of a contract of sale
b. Loss after perfection of contract of sale but before the delivery
c. Loss after perfection of contract of sale and after the delivery

X. Sale of goods by description and/or sample

XI. Difference between earnest money (arras) vs option money

XII. Formality of a contract of sale

a. Consentual contract of sale
b. Formal contract of sale
c. Unenforceable contract of sale

XIII. Remedies of vendor in sale of personal property in instalments (Recto Law) or Lesssor in a contract of
lease with option to buy (finance lease)
a. Exact fulfilment
b. Rescission of contract
c. Foreclosure of Chattel Mortgage

XIV. Expenses for execution and registration

XV. Expropriation of property for public use

a. Power of eminent domain
b. Special civil action for expropriation

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