7 - Sales | Listening

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Topics Covered:

Characteristics and Elements of a Sale

Sale - a contract whereby one party (vendor) binds himself to transfer the ownership and to deliver a determinate thing to another party (vendee) in exchange for its price certain in money or its equivalent.

Characteristics of a Contract of Sale

· Purpose is to transfer ownership

· Bilateral: Both parties with respective obligations

· Vendor - to transfer ownership and deliver a determinate thing

· Vendee - to pay a price certain in money or its equivalent

· Consensual: Perfected by mere consent Instances where Form is Relevant

Immovable Property

Sale of Land through an Agent

ESSENTIAL ELEMENTS OF A CONTRACT OF SALE

General Rule:

XPNs:

NATURAL ELEMENTS OF A CONTRACT OF SALE Presumed to exist unless validly waived

ACCIDENTAL ELEMENTS OF A CONTRACT OF SALE May only exist if stipulated by the parties

Contract of Sale vs. Other Contracts

· Priority one: Manifest Intention (Heading of the Contract)

Contract of Sale

Manufactured Through

A thing and its delivery

A service

Contract of Sale

Payment

Contract of Sale vs. Contract to Sell

Contract of Sale

Contract to Sell

Sale of Goods by Description or Sample

Sale of Goods by Description and Sample

Earnest Money vs. Option Money

Option Money

Downpayment

Proof of Perfection of a Contract of Sale

Nature

Obligations of the Vendee

Rules as to Different Quantity Delivered than Agreed Upon

Delivered Quantity is more than the Agreed Upon Quantity

Personal Property

Real Property

General Rule: Vendee has the right to examine the goods prior to delivery

Two. To pay the price

Obligations of the Vendor

Special Rule for Cases where the Seller's Title is Voidable Vendee acquires good title only if:

Two. To deliver the thing

Delivery of Things

Delivery of Rights

Time and Place of Delivery

Place of Delivery (Hierarchy)

Three. To pay for taxes and incidents of the sale

Four. To warrant the thing

Five. To deliver fruits of the thing (only for specific things)

Seven. To preserve or take care of the thing (only for specific things)

Special Issues

Transfer of Ownership

Vendee or Buyer's Remedies

Without Waiver

Be paid by the Vendor of: VICE

Rights of the Vendee or Buyer

Rights of an Unpaid Seller (Vendor)

RIGHTS OF AN UNPAID SELLER OR VENDOR

Requisite:

Grounds:

Requisites:

IMPORTANT:

When are the Goods No Longer in Transit?

Exercise of the Right

c. Right of Resale

Difference in Resale Proceeds

d. Right of Rescission

Effects of Rescission

Overview

The document elaborates on the legal principles governing sales, exploring contract formation, rights and obligations of vendors and vendees, and specific sales scenarios in the context of business regulations.

Key Points

1The contract of sale is characterized by the transfer of ownership and delivery of goods.
2Essential elements include consent, object, and price, which must be certain.
3Obligations of the vendor include transferring ownership and delivering the goods sold.
4Various scenarios affect the validity of sales, such as sales between spouses and public officers.

Details

Authors: Atty. Kris, Atty. Nicko, Atty. Kid
Category: Law and Legal Studies

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