TITLE VI The sale of a vain hope or expectancy is void.

Sales ARTICLE 1462. The goods which form the subject of a

contract of sale may be either existing goods, owned
CHAPTER 1 or possessed by the seller, or goods to be
manufactured, raised, or acquired by the seller after
Nature and Form of the Contract the perfection of the contract of sale, in this Title
called “future goods.”
ARTICLE 1458. By the contract of sale one of the
contracting parties obligates himself to transfer the There may be a contract of sale of goods, whose
ownership of and to deliver a determinate thing, and acquisition by the seller depends upon a contingency
the other to pay therefor a price certain in money or which may or may not happen.
its equivalent.
ARTICLE 1463. The sole owner of a thing may sell an
A contract of sale may be absolute or conditional. undivided interest therein.

ARTICLE 1459. The thing must be licit and the vendor ARTICLE 1464. In the case of fungible goods, there
must have a right to transfer the ownership thereof may be a sale of an undivided share of a specific
at the time it is delivered. mass, though the seller purports to sell and the buyer
to buy a definite number, weight or measure of the
goods in the mass, and though the number, weight or
ARTICLE 1460. A thing is determinate when it is
measure of the goods in the mass is undetermined.
particularly designated or physically segregated from
By such a sale the buyer becomes owner in common
all others of the same class.
of such a share of the mass as the number, weight or
measure bought bears to the number, weight or
The requisite that a thing be determinate is satisfied
measure of the mass. If the mass contains less than
if at the time the contract is entered into, the thing is
the number, weight or measure bought, the buyer
capable of being made determinate without the
becomes the owner of the whole mass and the seller
necessity of a new or further agreement between the
is bound to make good the deficiency from goods of
parties.
the same kind and quality, unless a contrary intent
appears.
ARTICLE 1461. (Emptio Rei Speratae) Things having a
potential existence may be the object of the contract
ARTICLE 1465. Things subject to a resolutory
of sale.
condition may be the object of the contract of sale.

Sale is valid only if the expected thing will exist. So

ARTICLE 1466. In construing a contract containing
that if the condition is not fulfilled, if the thing does
provisions characteristic of both the contract of sale
not come into existence, the contract cannot have and of the contract of agency to sell, the essential
the effect for lack of an essential requisite (object).
clauses of the whole instrument shall be considered.
Although the vendee may have reserved his right to
claim indemnity from the vendor in the event that
ARTICLE 1467. A contract for the delivery at a certain
the latter knew that the thing could not come into
price of an article which the vendor in the ordinary
existence. (Compare with Sale of Future Rights)
course of his business manufactures or procures for
the general market, whether the same is on hand at
(Emptio Spei) The efficacy of the sale of a mere hope
the time or not, is a contract of sale, but if the goods
or expectancy is deemed subject to the condition that
are to be manufactured specially for the customer
the thing will come into existence.
and upon his special order, and not for the general
market, it is a contract for a piece of work.
Sale is valid even though expected thing does not
come into existence as long as the hope itself validly
existed e.g., lotto.
ARTICLE 1468. If the consideration of the contract ARTICLE 1474. Where the price cannot be determined
consists partly in money, and partly in another thing, in accordance with the preceding articles, or in any
the transaction shall be characterized by the other manner, the contract is inefficacious. However,
manifest intention of the parties. If such intention if the thing or any part thereof has been delivered to
does not clearly appear, it shall be considered a barter and appropriated by the buyer, he must pay a
if the value of the thing given as a part of the reasonable price therefor. What is a reasonable price
consideration exceeds the amount of the money or its is a question of fact dependent on the circumstances
equivalent; otherwise, it is a sale. If equal value, of each particular case.
contract of sale.
ARTICLE 1475. The contract of sale is perfected at the
ARTICLE 1469. In order that the price may be moment there is a meeting of minds upon the thing
considered certain, it shall be sufficient that it be so which is the object of the contract and upon the
with reference to another thing certain, or that the price.
determination thereof be left to the judgment of a
special person or persons. From that moment, the parties may reciprocally
demand performance, subject to the provisions of
Should such person or persons be unable or unwilling the law governing the form of contracts.
to fix it, the contract shall be inefficacious, unless the
parties subsequently agree upon the price. ARTICLE 1476. In the case of a sale by auction:

If the third person or persons acted in bad faith or by (1) Where goods are put up for sale by auction in lots,
mistake, the courts may fix the price. each lot is the subject of a separate contract of sale.

Where such third person or persons are prevented (2) A sale by auction is perfected when the auctioneer
from fixing the price or terms by fault of the seller or announces its perfection by the fall of the hammer, or
the buyer, the party not in fault may have such in other customary manner. Until such
remedies against the party in fault as are allowed the announcement is made, any bidder may retract his
seller or the buyer, as the case may be. bid; and the auctioneer may withdraw the goods from
the sale unless the auction has been announced to
ARTICLE 1470. Gross inadequacy of price does not be without reserve.
affect a contract of sale, except as it may indicate a
defect in the consent, or that the parties really (3) A right to bid may be reserved expressly by or on
intended a donation or some other act or contract. behalf of the seller, unless otherwise provided by law
or by stipulation.
ARTICLE 1471. If the price is simulated, the sale is
void, but the act may be shown to have been in reality (4) Where notice has not been given that a sale by
a donation, or some other act or contract. auction is subject to a right to bid on behalf of the
seller, it shall not be lawful for the seller to bid himself
ARTICLE 1472. The price of securities, grain, liquids, or to employ or induce any person to bid at such sale
and other things shall also be considered certain, on his behalf or for the auctioneer, to employ or
when the price fixed is that which the thing sold induce any person to bid at such sale on behalf of the
would have on a definite day, or in a particular seller or knowingly to take any bid from the seller or
exchange or market, or when an amount is fixed any person employed by him. Any sale contravening
above or below the price on such day, or in such this rule may be treated as fraudulent by the buyer.
exchange or market, provided said amount be
certain. ARTICLE 1477. The ownership of the thing sold shall
be transferred to the vendee upon the actual or
ARTICLE 1473. The fixing of the price can never be constructive delivery thereof.
left to the discretion of one of the contracting
parties. However, if the price fixed by one of the
parties is accepted by the other, the sale is perfected.
ARTICLE 1478. The parties may stipulate that ARTICLE 1483. Subject to the provisions of the Statute
ownership in the thing shall not pass to the purchaser of Frauds and of any other applicable statute, a
until he has fully paid the price. contract of sale may be made in writing, or by word
of mouth, or partly in writing and partly by word of
ARTICLE 1479. A promise to buy and sell a mouth, or may be inferred from the conduct of the
determinate thing for a price certain is reciprocally parties.
demandable.
ARTICLE 1484. In a contract of sale of personal
An accepted unilateral promise to buy or to sell a property the price of which is payable in
determinate thing for a price certain is binding upon installments, the vendor may exercise any of the
the promisor if the promise is supported by a following remedies: (Recto Law)
consideration distinct from the price. (Option
Money) GR: Alternative Remedies
XPN: If the remedy first chosen was not complete or
ARTICLE 1480. Any injury to or benefit from the thing not fully exercised as when there was voluntary
sold, after the contract has been perfected, from the desistance, the vendor may still avail himself of
moment of the perfection of the contract to the time another remedy.
of delivery, shall be governed by articles 1163 to
1165, and 1262. (1) Exact fulfillment of the obligation, should the
vendee fail to pay;
This rule shall apply to the sale of fungible things,
made independently and for a single price, or without (2) Cancel the sale, should the vendee’s failure to
consideration of their weight, number, or measure. pay cover two or more installments;

Should fungible things be sold for a price fixed The stipulation that the installments or rents already
according to weight, number, or measure, the risk paid shall not be returned to the vendee shall be
shall not be imputed to the vendee until they have valid insofar as the same may not be unconscionable
been weighed, counted, or measured and delivered, under the circumstances.
unless the latter has incurred in delay.
(3) Actual Foreclose the chattel mortgage on the
ARTICLE 1481. In the contract of sale of goods by thing sold, if one has been constituted, should the
description or by sample, the contract may be vendee’s failure to pay cover two or more
installments. In this case, he shall have no further
rescinded if the bulk of the goods delivered do not action against the purchaser to recover any unpaid
correspond with the description or the sample, and if balance of the price. Any agreement to the contrary
the contract be by sample as well as description, it is shall be void.
not sufficient that the bulk of goods correspond with
the sample if they do not also correspond with the Recto Law applies only to sale payable in
description. installments and not to a sale where there is an
initial payment and the balance is payable in the
The buyer shall have a reasonable opportunity of future, because such is a straight sale, not a sale by
comparing the bulk with the description or the installments. (Example: 20% DP; 80% 60months)
sample.
Recto Law does NOT cover a Contract to Sell of
ARTICLE 1482. Whenever earnest money is given in Movables. There will be nothing to rescind if the
a contract of sale, it shall be considered as part of suspensive condition (payment of full purchase
the price and as proof of the perfection of the price) upon which the contract is based fails to
contract. materialize.
ARTICLE 1485. The preceding article shall be applied ARTICLE 1491. The following persons cannot acquire
to contracts purporting to be leases of personal by purchase, even at a public or judicial auction,
property with option to buy, when the lessor has either in person or through the mediation of another:
deprived the lessee of the possession or enjoyment of
the thing. (1) The guardian, the property of the person or
persons who may be under his guardianship;
ARTICLE 1486. In the cases referred to in the two
preceding articles, a stipulation that the installments (2) Agents, the property whose administration or sale
or rents paid shall not be returned to the vendee or may have been entrusted to them, unless the consent
lessee shall be valid insofar as the same may not be of the principal has been given;
unconscionable under the circumstances.
(3) Executors and administrators, the property of the
ARTICLE 1487. The expenses for the execution and estate under administration;
registration of the sale shall be borne by the vendor,
unless there is a stipulation to the contrary. (4) Public officers and employees, the property of the
State or of any subdivision thereof, or of any
ARTICLE 1488. The expropriation of property for government-owned or controlled corporation, or
public use is governed by special laws. institution, the administration of which has been
entrusted to them; this provision shall apply to judges
and government experts who, in any manner
whatsoever, take part in the sale;

(5) Justices, judges, prosecuting attorneys, clerks of

superior and inferior courts, and other officers and
employees connected with the administration of
justice, the property and rights in litigation or levied
upon an execution before the court within whose
jurisdiction or territory they exercise their respective
CHAPTER 2
functions; this prohibition includes the act of
acquiring by assignment and shall apply to lawyers,
Capacity to Buy or Sell with respect to the property and rights which may be
the object of any litigation in which they may take
ARTICLE 1489. All persons who are authorized in this part by virtue of their profession;
Code to obligate themselves, may enter into a
contract of sale, saving the modifications contained in
(6) Any others specially disqualified by law.
the following articles.
ARTICLE 1492. The prohibitions in the two preceding
Where necessaries are sold and delivered to a minor
articles are applicable to sales in legal redemption,
or other person without capacity to act, he must pay
compromises and renunciations.
a reasonable price therefor. Necessaries are those
referred to in article 290.
CHAPTER 3
ARTICLE 1490. The husband and the wife cannot sell
Effects of the Contract When the Thing Sold Has
property to each other, except:
Been Lost
(1) When a separation of property was agreed upon
ARTICLE 1493. If at the time the contract of sale is
in the marriage settlements; or
perfected, the thing which is the object of the
contract has been entirely lost, the contract shall be
(2) When there has been a judicial separation of
without any effect.
property under article 191.
But if the thing should have been lost in part only, the Delivery of the Thing Sold
vendee may choose
ARTICLE 1497. The thing sold shall be understood as
between withdrawing from the contract and delivered, when it is placed in the control and
demanding the remaining part, possession of the vendee. (Actual Delivery)

paying its price in proportion to the total sum agreed ARTICLE 1498. When the sale is made through a
upon. public instrument, the execution thereof shall be
equivalent to the delivery of the thing which is the
ARTICLE 1494. Where the parties purport a sale of object of the contract, if from the deed the contrary
specific goods, and the goods without the knowledge does not appear or cannot clearly be inferred.
of the seller have perished in part or have wholly or (Constructive Delivery)
in a material part so deteriorated in quality as to be
substantially changed in character, the buyer may at With regard to movable property, its delivery may
his option treat the sale: also be made by the delivery of the keys of the place
or depository where it is stored or kept. (Traditio
(1) As avoided; or (cancelled) Symbolica)

(2) As valid in all of the existing goods or in so much ARTICLE 1499. The delivery of movable property may
thereof as have not deteriorated, and as binding the likewise be made by the mere consent or agreement
buyer to pay the agreed price for the goods in which of the contracting parties, if the thing sold cannot be
the ownership will pass, if the sale was divisible. transferred to the possession of the vendee at the
time of the sale, or if the latter already had it in his
possession for any other reason.

ARTICLE 1500. There may also be traditio constitutum

possessorium.

CHAPTER 4
ARTICLE 1501. With respect to incorporeal property,
the provisions of the first paragraph of article 1498
Obligations of the Vendor
shall govern. In any other case wherein said
provisions are not applicable, the placing of the titles
SECTION 1
of ownership in the possession of the vendee or the
use by the vendee of his rights, with the vendor’s
General Provisions consent, shall be understood as a delivery.

ARTICLE 1495. The vendor is bound to transfer the ARTICLE 1502. When goods are delivered to the buyer
ownership of and deliver, as well as warrant the “on sale or return” to give the buyer an option to
thing which is the object of the sale. return the goods instead of paying the price,

ARTICLE 1496. The ownership of the thing sold is the ownership passes to the buyer on delivery,
acquired by the vendee from the moment it is
delivered to him in any of the ways specified in
but he may revest the ownership in the seller by
articles 1497 to 1501, or in any other manner
returning or tendering the goods within the time
signifying an agreement that the possession is
fixed in the contract, or, if no time has been fixed,
transferred from the vendor to the vendee.
within a reasonable time.

SECTION 2
When goods are delivered to the buyer on approval or is indorsed in blank, or to the buyer by the
or on trial or on satisfaction, or other similar terms, consignee named therein, one who purchases in good
the ownership therein passes to the buyer: faith, for value, the bill of lading, or goods from the
buyer will obtain the ownership in the goods,
(1) When he signifies his approval or acceptance to although the bill of exchange has not been honored,
the seller or does any other act adopting the provided that such purchaser has received delivery of
transaction; the bill of lading indorsed by the consignee named
therein, or of the goods, without notice of the facts
(2) If he does not signify his approval or acceptance to making the transfer wrongful.
the seller, but retains the goods without giving
notice of rejection, then if a time has been fixed for ARTICLE 1504. GR: Res perit domino (the thing is lost
the return of the goods, on the expiration of such to the owner)
time, and, if no time has been fixed, on the expiration
of a reasonable time. What is a reasonable time is a Xpn: 1) Unless otherwise agreed, the goods remain at
question of fact. the seller’s risk until the ownership therein is
transferred to the buyer, but when the ownership
ARTICLE 1503. Where there is a contract of sale of therein is transferred to the buyer the goods are at
specific goods, the seller may, by the terms of the the buyer’s risk whether actual delivery has been
contract, reserve the right of possession or made or not, except that:
ownership in the goods until certain conditions have
been fulfilled. The right of possession or ownership (1) Where delivery of the goods has been made to the
may be thus reserved notwithstanding the delivery buyer or to a bailee for the buyer, in pursuance of the
of the goods to the buyer or to a carrier or other contract and the ownership in the goods has been
bailee for the purpose of transmission to the buyer. retained by the seller merely to secure performance
by the buyer of his obligations under the contract,
Where goods are shipped, and by the bill of lading the the goods are at the buyer’s risk from the time of such
goods are deliverable to the seller or his agent, or to delivery;
the order of the seller or of his agent, the seller
thereby reserves the ownership in the goods. But, if (2) Where actual delivery has been delayed through
except for the form of the bill of lading, the ownership the fault of either the buyer or seller the goods are at
would have passed to the buyer on shipment of the the risk of the party in fault.
goods, the seller’s property in the goods shall be
deemed to be only for the purpose of securing ARTICLE 1505. Subject to the provisions of this Title,
performance by the buyer of his obligations under where goods are sold by a person who is not the
the contract. owner thereof, and who does not sell them under
authority or with the consent of the owner,
Where goods are shipped, and by the bill of lading the
goods are deliverable to order of the buyer or of his GR: the buyer acquires no better title to the goods
agent, but possession of the bill of lading is retained than the seller had,
by the seller or his agent, the seller thereby reserves
a right to the possession of the goods as against the XPN: 1) unless the owner of the goods is by his
buyer. conduct precluded from denying the seller’s authority
to sell. (Estoppel)
Where the seller of goods draws on the buyer for the
price and transmits the bill of exchange and bill of Nothing in this Title, however, shall affect:
lading together to the buyer to secure acceptance or
payment of the bill of exchange, the buyer is bound
(1) The provisions of any factors’ acts, recording laws,
to return the bill of lading if he does not honor the bill
or any other provision of law enabling the apparent
of exchange, and if he wrongfully retains the bill of
owner of goods to dispose of them as if he were the
lading he acquires no added right thereby. If,
true owner thereof;
however, the bill of lading provides that the goods are
deliverable to the buyer or to the order of the buyer,
(2) The validity of any contract of sale under statutory and until such third person acknowledges to the
power of sale or under the order of a court of buyer that he holds the goods on the buyer’s behalf.
competent jurisdiction;
Demand or tender of delivery may be treated as
(3) Purchases made in a merchant’s store, or in fairs, ineffectual unless made at a reasonable hour. What is
or markets, in accordance with the Code of a reasonable hour is a question of fact.
Commerce and special laws.
Unless otherwise agreed, the expenses of and
ARTICLE 1506. Where the seller of goods has a incidental to putting the goods into a deliverable
voidable title thereto, state must be borne by the seller.

but his title has not been avoided at the time of the ARTICLE 1522. contracted > delivered
sale,
Where the seller delivers to the buyer a quantity of
the buyer acquires a good title to the goods, goods less than he contracted to sell,

provided he buys them in good faith, for value, and 1) the buyer may reject them,
without notice of the seller’s defect of title.
2) but if the buyer accepts or retains the goods so
ARTICLE 1507. A document of title in which it is stated delivered, knowing that the seller is not going to
that the goods referred to therein will be delivered to perform the contract in full, he must pay for them at
the bearer, or to the order of any person named in the contract rate.
such document is a negotiable document of title.
If, however, the buyer has used or disposed of the
goods delivered before he knows that the seller is not
going to perform his contract in full, the buyer shall
not be liable for more than the fair value to him of the
goods so received.

ARTICLE 1521. Whether it is for the buyer to take

possession of the goods or of the seller to send them contracted < delivered
to the buyer is a question depending in each case on
the contract, express or implied, between the parties. Where the seller delivers to the buyer a quantity of
Apart from any such contract, express or implied, or goods larger than he contracted to sell, the buyer
usage of trade to the contrary, the place of delivery is may
the seller’s place of business if he has one, and if not
his residence; but in case of a contract of sale of 1) accept the goods included in the contract and
specific goods, which to the knowledge of the parties reject the rest.
when the contract or the sale was made were in some
other place, then that place is the place of delivery. 2) If the buyer accepts the whole of the goods so
delivered he must pay for them at the contract rate.
Where by a contract of sale the seller is bound to send
the goods to the buyer, but no time for sending them Where the seller delivers to the buyer the goods he
is fixed, the seller is bound to send them within a contracted to sell mixed with goods of a different
reasonable time. description not included in the contract, the buyer
may
Where the goods at the time of sale are in the
possession of a third person, the seller has not 1) accept the goods which are in accordance with the
fulfilled his obligation to deliver to the buyer unless contract and reject the rest.
In the preceding two paragraphs, if the subject matter (2) When a bill of exchange or other negotiable
is indivisible, the buyer may reject the whole of the instrument has been received as conditional
goods. payment, and the condition on which it was received
has been broken by reason of the dishonor of the
The provisions of this article are subject to any usage instrument, the insolvency of the buyer, or
of trade, special agreement, or course of dealing otherwise.
between the parties.
In articles 1525 to 1535 the term “seller” includes an
ARTICLE 1523. Where, in pursuance of a contract of agent of the seller to whom the bill of lading has been
sale, the seller is authorized or required to send the indorsed, or a consignor or agent who has himself
goods to the buyer, delivery of the goods to a carrier, paid, or is directly responsible for the price, or any
whether named by the buyer or not, for the purpose other person who is in the position of a seller. (n)
of transmission to the buyer is deemed to be a
delivery of the goods to the buyer, except in the REMEDIES OF UNPAID SELLER. ARTICLE 1526. Subject
cases provided for in article 1503, first, second and to the provisions of this Title, notwithstanding that
third paragraphs, or unless a contrary intent appears. the ownership in the goods may have passed to the
buyer, the unpaid seller of goods, as such, has:
Unless otherwise authorized by the buyer, the seller
must make such contract with the carrier on behalf (1) A lien on the goods or right to retain them for the
of the buyer as may be reasonable, having regard to price while he is in possession of them;
the nature of the goods and the other circumstances
of the case. If the seller omit so to do, and the goods (2) In case of the insolvency of the buyer, a right of
are lost or damaged in course of transit, the buyer stopping the goods in transitu after he has parted
may decline to treat the delivery to the carrier as a with the possession of them;
delivery to himself, or may hold the seller
responsible in damages. (3) A right of resale as limited by this Title;

Unless otherwise agreed, where goods are sent by (4) A right to rescind the sale as likewise limited by
the seller to the buyer under circumstances in which this Title.
the seller knows or ought to know that it is usual to
insure, the seller must give such notice to the buyer
Where the ownership in the goods has not passed to
as may enable him to insure them during their transit,
the buyer, the unpaid seller has, in addition to his
and, if the seller fails to do so, the goods shall be
other remedies,
deemed to be at his risk during such transit.
a right of withholding delivery similar to and
ARTICLE 1524. The vendor shall not be bound to
coextensive with his rights of lien and stoppage in
deliver the thing sold,
transitu where the ownership has passed to the
buyer.
1) if the vendee has not paid him the price,
2) or if no period for the payment has been
ARTICLE 1527. Subject to the provisions of this Title,
fixed in the contract.
the unpaid seller of goods who is in possession of
3) Or when the vendee loses his right to use
them is entitled to retain possession of them until
the period
payment or tender of the price in the following cases,
namely:
UNPAID SELLER. ARTICLE 1525. The seller of goods is
deemed to be an unpaid seller within the meaning of
(1) Where the goods have been sold without any
this Title:
stipulation as to credit;

(1) When the whole of the price has not been paid or
(2) Where the goods have been sold on credit, but the
tendered;
term of credit has expired;
(3) Where the buyer becomes insolvent. them, even if the seller has refused to receive them
back.
The seller may exercise his right of lien
notwithstanding that he is in possession of the goods Goods are no longer in transit within the meaning of
as agent or bailee for the buyer. (n) the preceding article:

ARTICLE 1528. Where an unpaid seller has made part (1) If the buyer, or his agent in that behalf, obtains
delivery of the goods, he may exercise his right of lien delivery of the goods before their arrival at the
on the remainder, unless such part delivery has been appointed destination;
made under such circumstances as to show an intent
to waive the lien or right of retention. (2) If, after the arrival of the goods at the appointed
destination, the carrier or other bailee acknowledges
ARTICLE 1529. The unpaid seller of goods loses his lien to the buyer or his agent that he holds the goods on
thereon: his behalf and continues in possession of them as
bailee for the buyer or his agent; and it is immaterial
(1) When he delivers the goods to a carrier or other that further destination for the goods may have been
bailee for the purpose of transmission to the buyer indicated by the buyer;
without reserving the ownership in the goods or the
right to the possession thereof; (3) If the carrier or other bailee wrongfully refuses to
deliver the goods to the buyer or his agent in that
(2) When the buyer or his agent lawfully obtains behalf.
possession of the goods;
If the goods are delivered to a ship, freight train,
(3) By waiver thereof. truck, or airplane chartered by the buyer, it is a
question depending on the circumstances of the
The unpaid seller of goods, having a lien thereon, particular case, whether they are in the possession of
does not lose his lien by reason only that he has the carrier as such or as agent of the buyer.
obtained judgment or decree for the price of the
goods. If part delivery of the goods has been made to the
buyer, or his agent in that behalf, the remainder of
ARTICLE 1530. Subject to the provisions of this Title, the goods may be stopped in transitu, unless such
when the buyer of goods is or becomes insolvent, the part delivery has been under such circumstances as to
unpaid seller who has parted with the possession of show an agreement with the buyer to give up
the goods has the right of stopping them in transitu, possession of the whole of the goods.
that is to say, he may resume possession of the goods
at any time while they are in transit, and he will then ARTICLE 1532. The unpaid seller may exercise his right
become entitled to the same rights in regard to the of stoppage in transitu either by obtaining actual
goods as he would have had if he had never parted possession of the goods or by giving notice of his
with the possession. claim to the carrier or other bailee in whose
possession the goods are. Such notice may be given
ARTICLE 1531. Goods are in transit within the either to the person in actual possession of the goods
meaning of the preceding article: or to his principal. In the latter case the notice, to be
effectual, must be given at such time and under such
circumstances that the principal, by the exercise of
(1) From the time when they are delivered to a carrier
reasonable diligence, may prevent a delivery to the
by land, water, or air, or other bailee for the purpose
buyer.
of transmission to the buyer, until the buyer, or his
agent in that behalf, takes delivery of them from such
carrier or other bailee; When notice of stoppage in transitu is given by the
seller to the carrier, or other bailee in possession of
the goods, he must redeliver the goods to, or
(2) If the goods are rejected by the buyer, and the
according to the directions of, the seller. The
carrier or other bailee continues in possession of
expenses of such delivery must be borne by the of sale, but may recover from the buyer damages for
seller. If, however, a negotiable document of title any loss occasioned by the breach of the contract.
representing the goods has been issued by the carrier
or other bailee, he shall not be obliged to deliver or The transfer of title shall not be held to have been
justified in delivering the goods to the seller unless rescinded by an unpaid seller until he has
such document is first surrendered for cancellation. manifested by notice to the buyer or by some other
overt act an intention to rescind. It is not necessary
ARTICLE 1533. Where the goods are of perishable that such overt act should be communicated to the
nature, or where the seller expressly reserves the buyer, but the giving or failure to give notice to the
right of resale in case the buyer should make default, buyer of the intention to rescind shall be relevant in
or where the buyer has been in default in the any issue involving the question whether the buyer
payment of the price for an unreasonable time, an had been in default for an unreasonable time before
unpaid seller having a right of lien or having stopped the right of rescission was asserted.
the goods in transitu may resell the goods. He shall
not thereafter be liable to the original buyer upon ARTICLE 1535. Subject to the provisions of this Title,
the contract of sale or for any profit made by such the unpaid seller’s right of lien or stoppage in transitu
resale, but may recover from the buyer damages for is not affected by any sale, or other disposition of the
any loss occasioned by the breach of the contract of goods which the buyer may have made, unless the
sale. seller has assented thereto.

Where a resale is made, as authorized in this article, If, however, a negotiable document of title has been
the buyer acquires a good title as against the original issued for goods, no seller’s lien or right of stoppage
buyer. in transitu shall defeat the right of any purchaser for
value in good faith to whom such document has been
It is not essential to the validity of resale that notice negotiated, whether such negotiation be prior or
of an intention to resell the goods be given by the subsequent to the notification to the carrier, or other
seller to the original buyer. But where the right to bailee who issued such document, of the seller’s claim
resell is not based on the perishable nature of the to a lien or right of stoppage in transitu.
goods or upon an express provision of the contract of
sale, the giving or failure to give such notice shall be
relevant in any issue involving the question whether
the buyer had been in default for an unreasonable ARTICLE 1536. The vendor is not bound to deliver the
time before the resale was made. thing sold in case the vendee should lose the right to
make use of the terms as provided in article 1198.
It is not essential to the validity of a resale that notice (IGIVA)
of the time and place of such resale should be given
by the seller to the original buyer. ARTICLE 1537. The vendor is bound to deliver the
thing sold and its accessions and accessories in the
The seller is bound to exercise reasonable care and condition in which they were upon the perfection of
judgment in making a resale, and subject to this the contract.
requirement may make a resale either by public or
private sale. He cannot, however, directly or All the fruits shall pertain to the vendee from the day
indirectly buy the goods. on which the contract was perfected.

ARTICLE 1534. An unpaid seller having the right of lien ARTICLE 1538. In case of loss, deterioration or
or having stopped the goods in transitu, may rescind improvement of the thing before its delivery, the
the transfer of title and resume the ownership in the rules in article 1189 shall be observed, the vendor
goods, where he expressly reserved the right to do so being considered the debtor.
in case the buyer should make default, or where the
buyer has been in default in the payment of the price
ARTICLE 1539. The obligation to deliver the thing sold
for an unreasonable time. The seller shall not
includes that of placing in the control of the vendee
thereafter be liable to the buyer upon the contract
all that is mentioned in the contract, in conformity a judgment or implement another order of the court.
with the following rules: Such sales require public notice of time, place and a
description of the goods to be sold.)
If the sale of real estate should be made with a
statement of its area, at the rate of a certain price ARTICLE 1542. In the sale of real estate, made for a
for a unit of measure or number, lump sum and not at the rate of a certain sum for a
unit of measure or number,
(100 sqm x P10,000 = P1M)
there shall be no increase or decrease of the price,
the vendor shall be obliged to deliver to the vendee, although there be a greater or less area or number
if the latter should demand it, all that may have been than that stated in the contract.
stated in the contract;
The same rule shall be applied when two or more
but, should this be not possible, the vendee may immovables are sold for a single price;
choose between
but if, besides mentioning the boundaries, which is
1) a proportional reduction of the price indispensable in every conveyance of real estate, its
area or number should be designated in the
2) and the rescission of the contract, provided that, contract, the vendor shall be bound to deliver all
in the latter case, the lack in the area be not less than that is included within said boundaries, even when
one-tenth of that stated. (If less than the option is it exceeds the area or number specified in the
only proportionate reduction of the price xpn: if the contract; (Paano kung fully paid na? Paano ang
intent of the vendee) reduction of the price? Kasi usually pinapasukat
after sales na. See 1543 and 1541, meaning of
judicial sales)
The same shall be done, even when the area is the
same, if any part of the immovable is not of the
quality specified in the contract.

The rescission, in this case, shall only take place at the

will of the vendee, when the inferior value of the
thing sold exceeds one-tenth of the price agreed and, should he not be able to do so,
upon. (Php 100,001)
1) he shall suffer a reduction in the price, in
Nevertheless, if the vendee would not have bought proportion to what is lacking in the area or
the immovable had he known of its smaller area or number,
inferior quality, he may rescind the sale. 2) unless the contract is rescinded because the
vendee does not accede to the failure to
ARTICLE 1540. If, in the case of the preceding article, deliver what has been stipulated.
there is a greater area or number in the immovable
than that stated in the contract, the vendee may ARTICLE 1543. The actions arising from articles 1539
and 1542 shall prescribe in six months, counted from
1) accept the area included in the contract and reject the day of delivery.
the rest.

2) If he accepts the whole area, he must pay for the

same at the contract rate.

ARTICLE 1541. The provisions of the two preceding

articles shall apply to judicial sales. (a sale of goods
by an official (keeper, trustee or sheriff) appointed
by the court and ordered by a court, usually to satisfy
DOUBLE SALE. ARTICLE 1544. If the same thing Application of Caveat Emptor in particular Sale
should have been sold to different vendees, the Transactions
ownership shall be transferred to the person who 1. Sales of animals (Art. 1574, NCC);
may have first taken possession thereof in good 2. Double sales (Art. 1574, NCC);
faith, if it should be movable property. 3. In sheriff’s sales; and
4. Tax sales.
Should it be immovable property, the ownership shall NOTE: In the above sales, there is no warranty of
belong to the person acquiring it who in good faith title or quality on the part of the seller. The
first recorded it in the Registry of Property. purchaser who buys without checking the title of the
vendor is assuming all risks of eviction.
Should there be no inscription, the ownership shall
pertain to the person who in good faith was first in Caveat Emptor NOT Applicable in Sales of Registered
the possession; and, in the absence thereof, to the Land
person who presents the oldest title, provided there
is good faith. The purchaser of a registered land under the Torrens
system is merely charged with notice of the burdens
Requisites: VOCS and claims on the property which are inscribed on
1. Two (2) or more sales transactions must constitute the face of certificate of title. (Pineda, 2010)
valid sales transactions;
2. Two (2) or more sales transactions must pertain to Effect of Subsequent Foreclosure to a Prior
exactly the same subject matter; Purchaser in Good Faith (2008 BAR)
3. Two (2) or more buyers at odds over the rightful
ownership of the subject matter must each The purchaser in good faith has better title to the
represent conflicting interests; and property sold even if subsequently foreclosed by a
4. Two (2) or more buyers at odds over the rightful mortgagor.
ownership of the subject matter must each have
bought from the very same seller. SECTION 3
Conditions and Warranties
NOTE: Partial payment is not enough. Full payment
is a requirement for purposes of acquiring right over ARTICLE 1545. Where the obligation of either party to
the rules of double sale. a contract of sale is subject to any condition which is
not performed, such party may refuse to proceed
NOTE: This principle applies in a situation where not with the contract or he may waive performance of the
all the requisites are present which would warrant condition. If the other party has promised that the
the application of Art. 1544 of NCC. The only condition should happen or be performed, such first
requisite of this rule is priority in time. In other mentioned party may also treat the nonperformance
words, the only one who can invoke this is the first of the condition as a breach of warranty.
vendee. Undisputedly, he is a purchaser in good
faith because at the time he brought the real Where the ownership in the thing has not passed, the
property, there was still no sale to a second vendee. buyer may treat the fulfillment by the seller of his
obligation to deliver the same as described and as
NOTE: Where one sale is absolute and the other is a warranted expressly or by implication in the contract
pacto de retro transaction where the period to of sale as a condition of the obligation of the buyer to
redeem has not yet expired, Art. 1544 of NCC will not perform his promise to accept and pay for the thing.
apply. (Pineda, 2010) (What will apply? The Principle
of prius tempore, potior jure – first in time, stronger ARTICLE 1546. Any affirmation of fact or any promise
in right.) by the seller relating to the thing is an express
warranty if the natural tendency of such affirmation
or promise is to induce the buyer to purchase the
same, and if the buyer purchases the thing relying
thereon. No affirmation of the value of the thing, nor
any statement purporting to be a statement of the period is completed after the transfer, the vendor
seller’s opinion only, shall be construed as a warranty, shall not be liable for eviction.
unless the seller made such affirmation or statement
as an expert and it was relied upon by the buyer. ARTICLE 1551. If the property is sold for nonpayment
of taxes due and not made known to the vendee
ARTICLE 1547. In a contract of sale, unless a contrary before the sale, the vendor is liable for eviction.
intention appears, there is:
ARTICLE 1552. The judgment debtor is also
(1) An implied warranty on the part of the seller that responsible for eviction in judicial sales, unless it is
he has a right to sell the thing at the time when the otherwise decreed in the judgment.
ownership is to pass, and that the buyer shall from
that time have and enjoy the legal and peaceful ARTICLE 1553. Any stipulation exempting the vendor
possession of the thing; from the obligation to answer for eviction shall be
void, if he acted in bad faith.
(2) An implied warranty that the thing shall be free
from any hidden faults or defects, or any charge or ARTICLE 1554. If the vendee has renounced the right
encumbrance not declared or known to the buyer. to warranty in case of eviction, and eviction should
take place, the vendor shall only pay the value which
This article shall not, however, be held to render the thing sold had at the time of the eviction. Should
liable a sheriff, auctioneer, mortgagee, pledgee, or the vendee have made the waiver with knowledge of
other person professing to sell by virtue of authority the risks of eviction and assumed its consequences,
in fact or law, for the sale of a thing in which a third the vendor shall not be liable.
person has a legal or equitable interest.
ARTICLE 1555. When the warranty has been agreed
SUBSECTION 1 upon or nothing has been stipulated on this point, in
Warranty in Case of Eviction case eviction occurs, the vendee shall have the right
(Waivable) Req: Deprived by Eviction by final to demand of the vendor:
judgment, seller is summoned at the instance of the
buyer based on right prior to sale or act imputable (1) The return of the value which the thing sold had
to the seller. at the time of the eviction, be it greater or less than
the price of the sale;
ARTICLE 1548. Eviction shall take place whenever by
a final judgment based on a right prior to the sale or (2) The income or fruits, if he has been ordered to
an act imputable to the vendor, the vendee is deliver them to the party who won the suit against
deprived of the whole or of a part of the thing him;
purchased.
(3) The costs of the suit which caused the eviction,
The vendor shall answer for the eviction even though and, in a proper case, those of the suit brought
nothing has been said in the contract on the subject. against the vendor for the warranty;

The contracting parties, however, may increase, (4) The expenses of the contract, if the vendee has
diminish, or suppress this legal obligation of the paid them;
vendor.
(5) The damages and interests, and ornamental
ARTICLE 1549. The vendee need not appeal from the expenses, if the sale was made in bad faith.
decision in order that the vendor may become liable
for eviction. ARTICLE 1556. Should the vendee lose, by reason of
the eviction, a part of the thing sold of such
ARTICLE 1550. When adverse possession had been importance, in relation to the whole, that he would
commenced before the sale but the prescriptive not have bought it without said part, he may demand
the rescission of the contract; but with the obligation
to return the thing without other encumbrances than SUBSECTION 2
those which it had when he acquired it.
Warranty Against Hidden Defects of or
He may exercise this right of action, instead of Encumbrances Upon the Thing Sold
enforcing the vendor’s liability for eviction.
ARTICLE 1561. The vendor shall be responsible for
The same rule shall be observed when two or more warranty against the hidden defects which the thing
things have been jointly sold for a lump sum, or for a sold may have,
separate price for each of them, if it should clearly
appear that the vendee would not have purchased should they render it unfit for the use for which it is
one without the other. intended,

ARTICLE 1557. The warranty cannot be enforced until or should they diminish its fitness for such use to
a final judgment has been rendered, whereby the such an extent that, had the vendee been aware
vendee loses the thing acquired or a part thereof. thereof, he would not have acquired it or would
have given a lower price for it;
ARTICLE 1558. The vendor shall not be obliged to
make good the proper warranty, unless he is but said vendor shall not be answerable for patent
summoned in the suit for eviction at the instance of defects or those which may be visible, or for those
the vendee. which are not visible if the vendee is an expert who,
by reason of his trade or profession, should have
ARTICLE 1559. The defendant vendee shall ask, within known them.
the time fixed in the Rules of Court for answering the
complaint, that the vendor be made a co-defendant. ARTICLE 1562. In a sale of goods, there is an implied
warranty or condition as to the quality or fitness of
ARTICLE 1560. If the immovable sold should be the goods, as follows:
encumbered with any non-apparent burden or
servitude, not mentioned in the agreement, of such a (1) Where the buyer, expressly or by implication,
nature that it must be presumed that the vendee makes known to the seller the particular purpose for
would not have acquired it had he been aware which the goods are acquired, and it appears that the
thereof, he may ask for the rescission of the contract, buyer relies on the seller’s skill or judgment (whether
unless he should prefer the appropriate indemnity. he be the grower or manufacturer or not), there is an
Neither right can be exercised if the non-apparent implied warranty that the goods shall be reasonably
burden or servitude is recorded in the Registry of fit for such purpose;
Property, unless there is an express warranty that
the thing is free from all burdens and encumbrances. (2) Where the goods are brought by description from
a seller who deals in goods of that description
Within one year, to be computed from the execution (whether he be the grower or manufacturer or not),
of the deed, the vendee may bring the action for there is an implied warranty that the goods shall be
rescission, or sue for damages. of merchantable quality.

One year having elapsed, he may only bring an action ARTICLE 1563. In the case of contract of sale of a
for damages within an equal period, to be counted specified article under its patent or other trade
from the date on which he discovered the burden or name, there is no warranty as to its fitness for any
servitude. particular purpose, unless there is a stipulation to
the contrary.

ARTICLE 1564. An implied warranty or condition as to

the quality or fitness for a particular purpose may be
annexed by the usage of trade.
ARTICLE 1565. In the case of a contract of sale by ARTICLE 1572. If two or more animals are sold
sample, if the seller is a dealer in goods of that kind, together, whether for a lump sum or for a separate
there is an implied warranty that the goods shall be price for each of them, the redhibitory defect of one
free from any defect rendering them unmerchantable shall only give rise to its redhibition, and not that of
which would not be apparent on reasonable the others; unless it should appear that the vendee
examination of the sample. would not have purchased the sound animal or
animals without the defective one.
ARTICLE 1566. The vendor is responsible to the
vendee for any hidden faults or defects in the thing The latter case shall be presumed when a team, yoke
sold, even though he was not aware thereof. pair, or set is bought, even if a separate price has been
fixed for each one of the animals composing the
This provision shall not apply if the contrary has been same.
stipulated, and the vendor was not aware of the
hidden faults or defects in the thing sold. ARTICLE 1573. The provisions of the preceding article
with respect to the sale of animals shall in like manner
ARTICLE 1567. In the cases of articles 1561, 1562, be applicable to the sale of other things.
1564, 1565 and 1566, the vendee may elect between
withdrawing from the contract and demanding a ARTICLE 1574. There is no warranty against hidden
proportionate reduction of the price, with damages defects of animals sold at fairs or at public auctions,
in either case. or of live stock sold as condemned.

ARTICLE 1568. If the thing sold should be lost in ARTICLE 1575. The sale of animals suffering from
consequence of the hidden faults, and the vendor was contagious diseases shall be void.
aware of them, he shall bear the loss, and shall be
obliged to return the price and refund the expenses A contract of sale of animals shall also be void if the
of the contract, with damages. If he was not aware of use or service for which they are acquired has been
them, he shall only return the price and interest stated in the contract and they are found to be unfit
thereon, and reimburse the expenses of the contract therefor.
which the vendee might have paid.
ARTICLE 1576. If the hidden defect of animals, even in
ARTICLE 1569. If the thing sold had any hidden fault case a professional inspection has been made, should
at the time of the sale, and should thereafter be lost be of such a nature that expert knowledge is not
by a fortuitous event or through the fault of the sufficient to discover it, the defect shall be considered
vendee, the latter may demand of the vendor the as redhibitory.
price which he paid, less the value which the thing
had when it was lost. But if the veterinarian, through ignorance or bad
faith, should fail to discover or disclose it, he shall be
If the vendor acted in bad faith, he shall pay damages liable for damages.
to the vendee.
ARTICLE 1577.The redhibitory action, based on the
ARTICLE 1570. The preceding articles of this faults or defects of animals, must be brought within
Subsection shall be applicable to judicial sales, except forty days from the date of their delivery to the
that the judgment debtor shall not be liable for vendee.
damages.
This action can only be exercised with respect to
ARTICLE 1571. Actions arising from the provisions of faults and defects which are determined by law or by
the preceding ten articles shall be barred after six local customs.
months, from the delivery of the thing sold.
ARTICLE 1578. If the animal should die within three ARTICLE 1584. Where goods are delivered to the
days after its purchase, the vendor shall be liable if buyer, which he has not previously examined, he is
the disease which caused the death existed at the not deemed to have accepted them unless and until
time of the contract. he has had a reasonable opportunity of examining
them for the purpose of ascertaining whether they
ARTICLE 1579. If the sale be rescinded, the animal are in conformity with the contract, if there is no
shall be returned in the condition in which it was stipulation to the contrary.
sold and delivered, the vendee being answerable for
any injury due to his negligence, and not arising from Unless otherwise agreed, when the seller tenders
the redhibitory fault or defect. delivery of goods to the buyer, he is bound, on
request, to afford the buyer a reasonable
ARTICLE 1580. In the sale of animals with redhibitory opportunity of examining the goods for the purpose
defects, the vendee shall also enjoy the right of ascertaining whether they are in conformity with
mentioned in article 1567; but he must make use the contract.
thereof within the same period which has been fixed
for the exercise of the redhibitory action. Where goods are delivered to a carrier by the seller,
in accordance with an order from or agreement with
ARTICLE 1581. The form of sale of large cattle shall be the buyer, upon the terms that the goods shall not be
governed by special laws. delivered by the carrier to the buyer until he has paid
the price, whether such terms are indicated by
CHAPTER 5 marking the goods with the words “collect on
Obligations of the Vendee delivery,” or otherwise, the buyer is not entitled to
examine the goods before the payment of the price,
in the absence of agreement or usage of trade
ARTICLE 1582. The vendee is bound to accept
permitting such examination.
delivery and to pay the price of the thing sold at the
time and place stipulated in the contract.
ARTICLE 1585. The buyer is deemed to have accepted
the goods when he intimates to the seller that he has
If the time and place should not have been stipulated,
accepted them, or when the goods have been
the payment must be made at the time and place of
delivered to him, and he does any act in relation to
the delivery of the thing sold.
them which is inconsistent with the ownership of
the seller, or when, after the lapse of a reasonable
ARTICLE 1583. Unless otherwise agreed, the buyer of
time, he retains the goods without intimating to the
goods is not bound to accept delivery thereof by
seller that he has rejected them. (n)
instalments.
ARTICLE 1586. In the absence of express or implied
Where there is a contract of sale of goods to be
agreement of the parties, acceptance of the goods by
delivered by stated instalments, which are to be
the buyer shall not discharge the seller from liability
separately paid for, and the seller makes defective
in damages or other legal remedy for breach of any
deliveries in respect of one or more installments, or
promise or warranty in the contract of sale. But, if,
the buyer neglects or refuses without just cause to
after acceptance of the goods, the buyer fails to give
take delivery of or pay for one or more instalments, it
notice to the seller of the breach in any promise of
depends in each case on the terms of the contract and
warranty within a reasonable time after the buyer
the circumstances of the case, whether the breach of
knows, or ought to know of such breach, the seller
contract is so material as to justify the injured party in
shall not be liable therefor.
refusing to proceed further and suing for damages for
breach of the entire contract, or whether the breach
ARTICLE 1587. Unless otherwise agreed, where goods
is severable, giving rise to a claim for compensation
are delivered to the buyer, and he refuses to accept
but not to a right to treat the whole contract as
them, having the right so to do, he is not bound to
broken.
return them to the seller, but it is sufficient if he
notifies the seller that he refuses to accept them. If he
voluntarily constitutes himself a depositary thereof, ARTICLE 1592. In the sale of immovable property,
he shall be liable as such. even though it may have been stipulated that upon
failure to pay the price at the time agreed upon the
ARTICLE 1588. If there is no stipulation as specified in rescission of the contract shall of right take place,
the first paragraph of article 1523, when the buyer’s the vendee may pay, even after the expiration of the
refusal to accept the goods is without just cause, the period, as long as no demand for rescission of the
title thereto passes to him from the moment they contract has been made upon him either judicially or
are placed at his disposal. by a notarial act. After the demand, the court may
not grant him a new term. (Does not apply to
ARTICLE 1589. The vendee shall owe interest for the conditional sale - where the seller has reserved title
period between the delivery of the thing and the to the property until full payment of the purchase
payment of the price, in the following three cases: price.) VS. Maceda Law (Applicable to Conditional
Sale kasi nga installment) - the seller on installment
may not rescind the contract till after the lapse of
(1) Should it have been so stipulated;
the mandatory grace period of 30 days for every one
year of installment payments, and only after 30 days
(2) Should the thing sold and delivered produce fruits
from notice of cancellation or demand for rescission
or income;
by a notarial act. (in short, same lang kung Absolute
Contract of Sale, main difference is the grace period,
(3) Should he be in default, from the time of judicial but both auto rescission not allowed)
or extrajudicial demand for the payment of the price.
ARTICLE 1593. With respect to movable property, the
ARTICLE 1590. Should the vendee be disturbed in the rescission of the sale shall of right take place in the
possession or ownership of the thing acquired, or interest of the vendor, if the vendee, upon the
should he have reasonable grounds to fear such expiration of the period fixed for the delivery of the
disturbance, by a vindicatory action or a foreclosure thing, should not have appeared to receive it, or,
of mortgage, he may suspend the payment of the having appeared, he should not have tendered the
price until the vendor has caused the disturbance or price at the same time, unless a longer period has
danger to cease, unless the latter gives security for been stipulated for its payment. (1505)
the return of the price in a proper case, or it has been
stipulated that, notwithstanding any such
CHAPTER 6
contingency, the vendee shall be bound to make the
Actions for Breach of Contract of Sale of Goods
payment. A mere act of trespass shall not authorize
the suspension of the payment of the price.
ARTICLE 1594. Actions for breach of the contract of
sale of goods shall be governed particularly by the
ARTICLE 1591. Should the vendor have reasonable
provisions of this Chapter, and as to matters not
grounds to fear the loss of immovable property sold
specifically provided for herein, by other applicable
and its price, he may immediately sue for the
provisions of this Title.
rescission of the sale.
ARTICLE 1595. Where, under a contract of sale, the
Should such ground not exist, the provisions of article
ownership of the goods has passed to the buyer, and
1191 shall be observed.
he wrongfully neglects or refuses to pay for the goods
according to the terms of the contract of sale, the
seller may maintain an action against him for the
price of the goods.

Where, under a contract of sale, the price is payable

on a certain day, irrespective of delivery or of transfer
of title, and the buyer wrongfully neglects or refuses
to pay such price, the seller may maintain an action
for the price, although the ownership in the goods has
not passed. But it shall be a defense to such an action
that the seller at any time before the judgment in ARTICLE 1598. Where the seller has broken a contract
such action has manifested an inability to perform the to deliver specific or ascertained goods, a court may,
contract of sale on his part or an intention not to on the application of the buyer, direct that the
perform it. contract shall be performed specifically, without
giving the seller the option of retaining the goods on
Although the ownership in the goods has not passed, payment of damages. The judgment or decree may be
if they cannot readily be resold for a reasonable price, unconditional, or upon such terms and conditions as
and if the provisions of article 1596, fourth paragraph, to damages, payment of the price and otherwise, as
are not applicable, the seller may offer to deliver the the court may deem just. (n)
goods to the buyer, and, if the buyer refuses to
receive them, may notify the buyer that the goods are ARTICLE 1599. Where there is a breach of warranty
thereafter held by the seller as bailee for the buyer. by the seller, the buyer may, at his election:
Thereafter the seller may treat the goods as the
buyer’s and may maintain an action for the price. (n) (1) Accept or keep the goods and set up against the
seller, the breach of warranty by way of recoupment
ARTICLE 1596. Where the buyer wrongfully neglects in diminution or extinction of the price;
or refuses to accept and pay for the goods, the seller
may maintain an action against him for damages for (2) Accept or keep the goods and maintain an action
nonacceptance. against the seller for damages for the breach of
warranty;
The measure of damages is the estimated loss directly
and naturally resulting in the ordinary course of (3) Refuse to accept the goods, and maintain an
events, from the buyer’s breach of contract. action against the seller for damages for the breach
of warranty;
Where there is an available market for the goods in
question, the measure of damages is, in the absence (4) Rescind the contract of sale and refuse to receive
of special circumstances showing proximate damage the goods or if the goods have already been
of a different amount, the difference between the received, return them or offer to return them to the
contract price and the market or current price at the seller and recover the price or any part thereof
time or times when the goods ought to have been which has been paid.
accepted, or, if no time was fixed for acceptance, then
at the time of the refusal to accept. When the buyer has claimed and been granted a
remedy in anyone of these ways, no other remedy
If, while labor or expense of material amount is can thereafter be granted, without prejudice to the
necessary on the part of the seller to enable him to provisions of the second paragraph of article 1191.
fulfill his obligations under the contract of sale, the
buyer repudiates the contract or notifies the seller to Where the goods have been delivered to the buyer,
proceed no further therewith, the buyer shall be he cannot rescind the sale if he knew of the breach of
liable to the seller for labor performed or expenses warranty when he accepted the goods without
made before receiving notice of the buyer’s protest, or if he fails to notify the seller within a
repudiation or countermand. The profit the seller reasonable time of the election to rescind, or if he
would have made if the contract or the sale had been fails to return or to offer to return the goods to the
fully performed shall be considered in awarding the seller in substantially as good condition as they were
damages. (n) in at the time the ownership was transferred to the
buyer. But if deterioration or injury of the goods is
ARTICLE 1597. Where the goods have not been due to the breach or warranty, such deterioration or
delivered to the buyer, and the buyer has repudiated injury shall not prevent the buyer from returning or
the contract of sale, or has manifested his inability to offering to return the goods to the seller and
perform his obligations thereunder, or has rescinding the sale.
committed a breach thereof, the seller may totally
rescind the contract of sale by giving notice of his
election so to do to the buyer.
Where the buyer is entitled to rescind the sale and ARTICLE 1602. The contract shall be presumed to be
elects to do so, he shall cease to be liable for the price an equitable mortgage, in any of the following cases:
upon returning or offering to return the goods. If the
price or any part thereof has already been paid, the (1) When the price of a sale with right to repurchase
seller shall be liable to repay so much thereof as has is unusually inadequate;
been paid, concurrently with the return of the goods,
or immediately after an offer to return the goods in (2) When the vendor remains in possession as lessee
exchange for repayment of the price. or otherwise;

Where the buyer is entitled to rescind the sale and (3) When upon or after the expiration of the right to
elects to do so, if the seller refuses to accept an offer repurchase another instrument extending the period
of the buyer to return the goods, the buyer shall of redemption or granting a new period is executed;
thereafter be deemed to hold the goods as bailee for
the seller, but subject to a lien to secure the payment
(4) When the purchaser retains for himself a part of
of any portion of the price which has been paid, and
the purchase price;
with the remedies for the enforcement of such lien
allowed to an unpaid seller by article 1526.
(5) When the vendor binds himself to pay the taxes
on the thing sold;
(5) In the case of breach of warranty of quality, such
loss, in the absence of special circumstances showing
(6) In any other case where it may be fairly inferred
proximate damage of a greater amount, is the
that the real intention of the parties is that the
difference between the value of the goods at the time
transaction shall secure the payment of a debt or the
of delivery to the buyer and the value they would
performance of any other obligation.
have had if they had answered to the warranty. (n)

In any of the foregoing cases, any money, fruits, or

CHAPTER 7
other benefit to be received by the vendee as rent or
Extinguishment of Sale
otherwise shall be considered as interest which shall
be subject to the usury laws.
ARTICLE 1600. Sales are extinguished by the same
causes as all other obligations, by those stated in the
ARTICLE 1603. In case of doubt, a contract
preceding articles of this Title, and by conventional or
purporting to be a sale with right to repurchase shall
legal redemption.
be construed as an equitable mortgage.
SECTION 1
ARTICLE 1604. The provisions of article 1602 shall also
Conventional Redemption
apply to a contract purporting to be an absolute sale.
ARTICLE 1601. Conventional redemption shall take
place when the vendor reserves the right to ARTICLE 1605. In the cases referred to in articles 1602
and 1604, the apparent vendor may ask for the
repurchase the thing sold, with the obligation to
reformation of the instrument.
comply with the provisions of article 1616 and other
stipulations which may have been agreed upon.
ARTICLE 1606. The right referred to in article 1601, in
the absence of an express agreement, shall last four
years from the date of the contract.

Should there be an agreement, the period cannot

exceed ten years.

However, the vendor may still exercise the right to

repurchase within thirty days from the time final
judgment was rendered in a civil action on the basis
that the contract was a true sale with right to fail to do so, the vendee cannot be compelled to
repurchase. consent to a partial redemption.

ARTICLE 1607. In case of real property, the ARTICLE 1614. Each one of the co-owners of an
consolidation of ownership in the vendee by virtue of undivided immovable who may have sold his share
the failure of the vendor to comply with the separately, may independently exercise the right of
provisions of article 1616 shall not be recorded in the repurchase as regards his own share, and the vendee
Registry of Property without a judicial order, after the cannot compel him to redeem the whole property.
vendor has been duly heard.
ARTICLE 1615. If the vendee should leave several
ARTICLE 1608. The vendor may bring his action heirs, the action for redemption cannot be brought
against every possessor whose right is derived from against each of them except for his own share,
the vendee, even if in the second contract no mention whether the thing be undivided, or it has been
should have been made of the right to repurchase, partitioned among them.
without prejudice to the provisions of the Mortgage
Law and the Land Registration Law with respect to But if the inheritance has been divided, and the thing
third persons. sold has been awarded to one of the heirs, the action
for redemption may be instituted against him for the
ARTICLE 1609. The vendee is subrogated to the whole.
vendor’s rights and actions.
ARTICLE 1616. The vendor cannot avail himself of the
ARTICLE 1610. The creditors of the vendor cannot right of repurchase without returning to the vendee
make use of the right of redemption against the the price of the sale, and in addition:
vendee, until after they have exhausted the property
of the vendor. (1) The expenses of the contract, and any other
legitimate payments made by reason of the sale;
ARTICLE 1611. In a sale with a right to repurchase, the
vendee of a part of an undivided immovable who (2) The necessary and useful expenses made on the
acquires the whole thereof in the case of article 498, thing sold.
may compel the vendor to redeem the whole
property, if the latter wishes to make use of the right ARTICLE 1617. If at the time of the execution of the
of redemption. sale there should be on the land, visible or growing
fruits, there shall be no reimbursement for or
ARTICLE 1612. If several persons, jointly and in the prorating of those existing at the time of redemption,
same contract, should sell an undivided immovable if no indemnity was paid by the purchaser when the
with a right of repurchase, none of them may exercise sale was executed.
this right for more than his respective share.
Should there have been no fruits at the time of the
A, B, C sold jointly w/ RTR an undivided land to X. sale, and some exist at the time of redemption, they
A or B or C may only exercise the RTR up to their shall be prorated between the redemptioner and the
respective share. vendee, giving the latter the part corresponding to
the time he possessed the land in the last year,
The same rule shall apply if the person who sold an counted from the anniversary of the date of the sale.
immovable alone has left several heirs, in which case
each of the latter may only redeem the part which he ARTICLE 1618. The vendor who recovers the thing
may have acquired. sold shall receive it free from all charges or mortgages
constituted by the vendee, but he shall respect the
ARTICLE 1613. In the case of the preceding article, the leases which the latter may have executed in good
vendee may demand of all the vendors or co-heirs faith, and in accordance with the custom of the place
that they come to an agreement upon the where the land is situated.
repurchase of the whole thing sold; and should they
 SECTION 2 When two or more owners of adjoining lands wish to
Legal Redemption exercise the right of pre-emption or redemption, the
owner whose intended use of the land in question
ARTICLE 1619. Legal redemption is the right to be appears best justified shall be preferred.
subrogated, upon the same terms and conditions
stipulated in the contract, in the place of one who ARTICLE 1623. The right of legal pre-emption or
acquires a thing by purchase or dation in payment, redemption shall not be exercised except within
or by any other transaction whereby ownership is thirty days from the notice in writing by the
transmitted by onerous title. prospective vendor, or by the vendor, as the case
may be. The deed of sale shall not be recorded in the
ARTICLE 1620. A co-owner of a thing may exercise the Registry of Property, unless accompanied by an
right of redemption in case the shares of all the other affidavit of the vendor that he has given written
co-owners or of any of them, are sold to a third notice thereof to all possible redemptioners.
person. If the price of the alienation is grossly
excessive, the redemptioner shall pay only a The right of redemption of co-owners excludes that
reasonable one. of adjoining owners.

Should two or more co-owners desire to exercise the ARTICLE 1624. An assignment of credits and other
right of redemption, they may only do so in incorporeal rights shall be perfected in accordance
proportion to the share they may respectively have in with the provisions of article 1475.
the thing owned in common.
ARTICLE 1625. An assignment of a credit, right or
ARTICLE 1621. The owners of adjoining lands shall action shall produce no effect as against third
also have the right of redemption when a piece of persons, unless it appears in a public instrument, or
rural land, the area of which does not exceed one the instrument is recorded in the Registry of
hectare, is alienated, unless the grantee does not Property in case the assignment involves real
own any rural land. property.

This right is not applicable to adjacent lands which are ARTICLE 1626. The debtor who, before having
separated by brooks, drains, ravines, roads and other knowledge of the assignment, pays his creditor shall
apparent servitudes for the benefit of other estates. be released from the obligation.

If two or more adjoining owners desire to exercise the ARTICLE 1627. The assignment of a credit includes all
right of redemption at the same time, the owner of the accessory rights, such as a guaranty, mortgage,
the adjoining land of smaller area shall be preferred; pledge or preference.
and should both lands have the same area, the one
who first requested the redemption. ARTICLE 1628. The vendor in good faith shall be
responsible for the existence and legality of the
ARTICLE 1622. Whenever a piece of urban land which credit at the time of the sale, unless it should have
is so small and so situated that a major portion been sold as doubtful; but not for the solvency of the
thereof cannot be used for any practical purpose debtor, unless it has been so expressly stipulated or
within a reasonable time, having been bought merely unless the insolvency was prior to the sale and of
for speculation, is about to be re-sold, the owner of common knowledge.
any adjoining land has a right of pre-emption at a
reasonable price. Even in these cases he shall only be liable for the price
received and for the expenses specified in No. 1 of
If the re-sale has been perfected, the owner of the article 1616.
adjoining land shall have a right of redemption, also
at a reasonable price. The vendor in bad faith shall always be answerable for
the payment of all expenses, and for damages.
ARTICLE 1629. In case the assignor in good faith ARTICLE 1635. From the provisions of the preceding
should have made himself responsible for the article shall be excepted the assignments or sales
solvency of the debtor, and the contracting parties made:
should not have agreed upon the duration of the
liability, it shall last for one year only, from the time (1) To a co-heir or co-owner of the right assigned;
of the assignment if the period had already expired.
(2) To a creditor in payment of his credit;
If the credit should be payable within a term or period
which has not yet expired, the liability shall cease one (3) To the possessor of a tenement or piece of land
year after the maturity. which is subject to the right in litigation assigned.

ARTICLE 1630. One who sells an inheritance without

enumerating the things of which it is composed, shall
only be answerable for his character as an heir.

ARTICLE 1631. One who sells for a lump sum the

whole of certain rights, rents, or products, shall
comply by answering for the legitimacy of the whole
in general; but he shall not be obliged to warrant each
of the various parts of which it may be composed,
except in the case of eviction from the whole or the
part of greater value.

ARTICLE 1632. Should the vendor have profited by

some of the fruits or received anything from the
inheritance sold, he shall pay the vendee thereof, if
the contrary has not been stipulated.

ARTICLE 1633. The vendee shall, on his part,

reimburse the vendor for all that the latter may have
paid for the debts of and charges on the estate and
satisfy the credits he may have against the same,
unless there is an agreement to the contrary.

ARTICLE 1634. When a credit or other incorporeal

right in litigation is sold, the debtor shall have a right
to extinguish it by reimbursing the assignee for the
price the latter paid therefor, the judicial costs
incurred by him, and the interest on the price from
the day on which the same was paid.

A credit or other incorporeal right shall be considered

in litigation from the time the complaint concerning
the same is answered.

The debtor may exercise his right within thirty days

from the date the assignee demands payment from
him. (1535)
 TITLE VIII Article 1648. Every lease of real estate may be
LEASE recorded in the Registry of Property. Unless a lease is
recorded, it shall not be binding upon third persons.
CHAPTER 1
General Provisions ASSIGNMENT: NEEDED CONSENT

Article 1649. The lessee cannot assign the lease

without the consent of the lessor, unless there is a
ARTICLE 1642. The contract of lease may be of things, stipulation to the contrary.
or of work and service.
SUBLEASE: ALLOWED UNLESS PROHIBITED
ARTICLE 1643. In the lease of things, one of the
parties binds himself to give to another the Article 1650. When in the contract of lease of things
enjoyment or use of a thing for a price certain, and there is no express prohibition, the lessee may sublet
for a period which may be definite or indefinite. the thing leased, in whole or in part, without
However, no lease for more than ninety-nine years prejudice to his responsibility for the performance of
shall be valid. the contract toward the lessor.

ARTICLE 1644. In the lease of work or service, one of Article 1651. Without prejudice to his obligation
the parties binds himself to execute a piece of work toward the sublessor, the sublessee is bound to the
or to render to the other some service for a price lessor for all acts which refer to the use and
certain, but the relation of principal and agent does preservation of the thing leased in the manner
not exist between them. stipulated between the lessor and the lessee.

ARTICLE 1645. Consumable goods cannot be the Article 1652. The sublessee is subsidiarily liable to
subject matter of a contract of lease, except when the lessor for any rent due from the lessee.
they are merely to be exhibited or when they are However, the sublessee shall not be responsible
accessory to an industrial establishment. beyond the amount of rent due from him, in
accordance with the terms of the sublease, at the
time of the extra-judicial demand by the lessor.

CHAPTER 2 Payments of rent in advance by the sublessee shall be

Lease of Rural and Urban Lands deemed not to have been made, so far as the lessor's
SECTION 1 claim is concerned, unless said payments were
General Provisions effected in virtue of the custom of the place.

Article 1653. The provisions governing warranty,

Article 1646. The persons disqualified to buy referred contained in the Title on Sales, shall be applicable to
to in articles 1490 and 1491, are also disqualifie the contract of lease.

Article 1647. If a lease is to be recorded in the In the cases where the return of the price is required,
Registry of Property, the following persons cannot reduction shall be made in proportion to the time
constitute the same without proper authority: during which the lessee enjoyed the thing.

the husband with respect to the wife's paraphernal

real estate, the father or guardian as to the property
of the minor or ward, and the manager without
special power.
 SECTION 2
Rights and Obligations of the Lessor and the Lessee

Article 1657. The lessee is obliged:

Article 1654. The lessor is obliged: DeRePeace
(1) To pay the price of the lease according to the
(1) To deliver the thing which is the object of the terms stipulated;
contract in such a condition as to render it fit for the
use intended; (2) To use the thing leased as a diligent father of a
family, devoting it to the use stipulated; and in the
(2) To make on the same during the lease all the absence of sipulation, to that which may be inferred
necessary repairs in order to keep it suitable for the from the nature of the thing leased, according to the
use to which it has been devoted, unless there is a custom of the place;
stipulation to the contrary;
(3) To pay expenses for the deed of lease.
(3) To maintain the lessee in the peaceful and
adequate enjoyment of the lease for the entire Article 1658. The lessee may suspend the payment of
duration of the contract. the rent in case the lessor fails to make the necessary
repairs or to maintain the lessee in peaceful and
adequate enjoyment of the property leased.

Article 1655. If the thing leased is totally destroyed by Article 1659. If the lessor or the lessee should not
a fortuitous event, the lease is extinguished. If the comply with the obligations set forth in articles 1654
destruction is partial, the lessee may choose between and 1657, the aggrieved party may ask for the
a proportional reduction of the rent and a rescission rescission of the contract and indemnification for
of the lease. damages, or only the latter, allowing the contract to
remain in force.
Article 1656. The lessor of a business or industrial
establishment may continue engaging in the same Article 1660. If a dwelling place or any other building
business or industry to which the lessee devotes the intended for human habitation is in such a condition
thing leased, unless there is a stipulation to the that its use brings imminent and serious danger to life
contrary. or health, the lessee may terminate the lease at once
by notifying the lessor, even if at the time the
contract was perfected the former knew of the
dangerous condition or waived the right to rescind
the lease on account of this condition.

Article 1661. The lessor cannot alter the form of the

thing leased in such a way as to impair the use to
which the thing is devoted under the terms of the
lease.

Article 1662. If during the lease it should become

necessary to make some urgent repairs upon the
thing leased, which cannot be deferred until the
termination of the lease, the lessee is obliged to
tolerate the work, although it may be very annoying
to him, and although during the same, he may be
deprived of a part of the premises.
If the repairs last more than forty days the rent shall Article 1667. The lessee is responsible for the
be reduced in proportion to the time - including the deterioration or loss of the thing leased, unless he
first forty days - and the part of the property of proves that it took place without his fault. This burden
which the lessee has been deprived. of proof on the lessee does not apply when the
destruction is due to earthquake, flood, storm or
When the work is of such a nature that the portion other natural calamity.
which the lessee and his family need for their dwelling
becomes uninhabitable, he may rescind the contract Article 1668. The lessee is liable for any deterioration
if the main purpose of the lease is to provide a caused by members of his household and by guests
dwelling place for the lessee. and visitors.

Article 1663. The lessee is obliged to bring to the Article 1669. If the lease was made for a determinate
knowledge of the proprietor, within the shortest time, it ceases upon the day fixed, without the need
possible time, every usurpation or untoward act of a demand.
which any third person may have committed or may
be openly preparing to carry out upon the thing Article 1670. If at the end of the contract the lessee
leased. should continue enjoying the thing leased for fifteen
days with the acquiescence of the lessor, and unless
He is also obliged to advise the owner, with the same a notice to the contrary by either party has
urgency, of the need of all repairs included in No. 2 of previously been given, it is understood that there is
article 1654. an implied new lease, not for the period of the
original contract, but for the time established in
In both cases the lessee shall be liable for the articles 1682 and 1687. The other terms of the
damages which, through his negligence, may be original contract shall be revived.
suffered by the proprietor.
Article 1671. If the lessee continues enjoying the thing
If the lessor fails to make urgent repairs, the lessee, in after the expiration of the contract, over the lessor's
order to avoid an imminent danger, may order the objection, the former shall be subject to the
repairs at the lessor's cost. responsibilities of a possessor in bad faith.

Article 1664. The lessor is not obliged to answer for a Article 1672. In case of an implied new lease, the
mere act of trespass which a third person may cause obligations contracted by a third person for the
on the use of the thing leased; but the lessee shall security of the principal contract shall cease with
have a direct action against the intruder. respect to the new lease.

There is a mere act of trespass when the third person Article 1673. The lessor may judicially eject the
claims no right whatever. lessee for any of the following causes:

Article 1665. The lessee shall return the thing leased, (1) When the period agreed upon, or that which is
upon the termination of the lease, as he received it, fixed for the duration of leases under articles 1682
save what has been lost or impaired by the lapse of and 1687, has expired;
time, or by ordinary wear and tear, or from an
inevitable cause. (2) Lack of payment of the price stipulated;

Article 1666. In the absence of a statement (3) Violation of any of the conditions agreed upon in
concerning the condition of the thing at the time the the contract;
lease was constituted, the law presumes that the
lessee received it in good condition, unless there is (4) When the lessee devotes the thing leased to any
proof to the contrary. use or service not stipulated which causes the
deterioration thereof; or if he does not observe the
requirement in No. 2 of article 1657, as regards the Should the lessor refuse to reimburse said amount,
use thereof. the lessee may remove the improvements, even
though the principal thing may suffer damage
The ejectment of tenants of agricultural lands is thereby. He shall not, however, cause any more
governed by special laws. impairment upon the property leased than is
necessary.
Article 1674. In ejectment cases where an appeal is
taken the remedy granted in article 539, second With regard to ornamental expenses, the lessee shall
paragraph, shall also apply, if the higher court is not be entitled to any reimbursement, but he may
satisfied that the lessee's appeal is frivolous or remove the ornamental objects, provided no damage
dilatory, or that the lessor's appeal is prima facie is caused to the principal thing, and the lessor does
meritorious. The period of ten days referred to in said not choose to retain them by paying their value at the
article shall be counted from the time the appeal is time the lease is extinguished.
perfected.
Article 1679. If nothing has been stipulated
Article 1675. Except in cases stated in article 1673, the concerning the place and the time for the payment of
lessee shall have a right to make use of the periods the lease, the provisions or article 1251 shall be
established in articles 1682 and 1687. observed as regards the place; and with respect to the
time, the custom of the place shall be followed.
Article 1676. The purchaser of a piece of land which
is under a lease that is not recorded in the Registry
of Property may terminate the lease, save when
there is a stipulation to the contrary in the contract SECTION 3
of sale, or when the purchaser knows of the Special Provisions for Leases of Rural Lands
existence of the lease.

If the buyer makes use of this right, the lessee may Article 1680. The lessee shall have no right to a
demand that he be allowed to gather the fruits of the reduction of the rent on account of the sterility of the
harvest which corresponds to the current agricultural land leased, or by reason of the loss of fruits due to
year and that the vendor indemnify him for damages ordinary fortuitous events; but he shall have such
suffered. right in case of the loss of more than one-half of the
fruits through extraordinary and unforeseen
If the sale is fictitious, for the purpose of extinguishing fortuitous events, save always when there is a specific
the lease, the supposed vendee cannot make use of
the right granted in the first paragraph of this article. Extraordinary fortuitous events are understood to be:
The sale is presumed to be fictitious if at the time the fire, war, pestilence, unusual flood, locusts,
supposed vendee demands the termination of the earthquake, or others which are uncommon, and
lease, the sale is not recorded in the Registry of which the contracting parties could not have
Property. reasonably foreseen. (1575)

Article 1677. The purchaser in a sale with the right of Article 1681. Neither does the lessee have any right
redemption cannot make use of the power to eject to a reduction of the rent if the fruits are lost after
the lessee until the end of the period for the they have been separated from their stalk, root or
redemption. trunk. (1576)

Article 1678. If the lessee makes, in good faith, useful Article 1682. The lease of a piece of rural land, when
improvements which are suitable to the use for which its duration has not been fixed, is understood to have
the lease is intended, without altering the form or been for all the time necessary for the gathering of
substance of the property leased, the lessor upon the the fruits which the whole estate leased may yield in
termination of the lease shall pay the lessee one-half one year, or which it may yield once, although two or
of the value of the improvements at that time. more years have to elapse for the purpose. (1577a)
Article 1683. The outgoing lessee shall allow the deemed to be for the duration of the lease of the
incoming lessee or the lessor the use of the premises premises.
and other means necessary for the preparatory labor
for the following year; and, reciprocally, the incoming
lessee or the lessor is under obligation to permit the
outgoing lessee to do whatever may be necessary for
the gathering or harvesting and utilization of the
fruits, all in accordance with the custom of the place.
(1578a)

Article 1684. Land tenancy on shares shall be

governed by special laws, the stipulations of the
parties, the provisions on partnership and by the
customs of the place. (1579a)

Article 1685. The tenant on shares cannot be ejected

except in cases specified by law. (n)

SECTION 4
Special Provisions for the Lease of Urban Lands

Article 1686. In default of a special stipulation, the

custom of the place shall be observed with regard to
the kind of repairs on urban property for which the
lessor shall be liable. In case of doubt it is understood
that the repairs are chargeable against him. (1580a)

Article 1687. If the period for the lease has not been
fixed, it is understood to be from year to year, if the
rent agreed upon is annual; from month to month, if
it is monthly; from week to week, if the rent is weekly;
and from day to day, if the rent is to be paid daily.
However, even though a monthly rent is paid, and no
period for the lease has been set, the courts may fix a
longer term for the lease after the lessee has
occupied the premises for over one year. If the rent is
weekly, the courts may likewise determine a longer
period after the lessee has been in possession for
over six months. In case of daily rent, the courts may
also fix a longer period after the lessee has stayed in
the place for over one month.

Article 1688. When the lessor of a house, or part

thereof, used as a dwelling for a family, or when the
lessor of a store, or industrial establishment, also
leases the furniture, the lease of the latter shall be