Amado vs Salvador
G.R. No. 171401
Subtopic:
Manner of Payment of Price ESSENTIAL
Facts:
Petitioners are the heirs of the late Judge Amado, who was the owner of a parcel of land situated at Barangay Burgos, Rodriguez, Rizal, with an area of 5,928 square meters. The property subject of the present controversy is a portion thereof, consisting of 1,106 square meters and registered under Original Certificate of Title (OCT) in the name of Judge Amado.
Salvador alleges that in or around September 1979, Judge Amado agreed to sell to him the subject property for P60.00 per square meter, or in the total sum of P66,360.00, payable in cash or construction materials which would be delivered to Judge Amado. Salvador though failed to state the terms of payment, such as the period within which the payment was supposed to be completed, or how much of the payment should be made in cash. Thereafter, Judge Amado allowed Salvador to take possession of the subject property and to build thereon a residential structure, office, warehouse, perimeter fence and a deep well pump.
Salvador claims that by October 1980, he had already given Judge Amado total cash advances of P30,310.93 and delivered construction materials amounting to P36,904.45, the total of which exceeded the agreed price for the subject property.
Petitioner contended that Judge Amado let Salvador use the subject property, upon the request of the latter's father and grandfather, who were Judge Amado's friends. The petitioners maintain that the cash advances and the various construction materials were received by Judge Amado from Salvador in connection with a loan agreement, and not as payment for the sale of the subject property. Petitioners offered in evidence a loan agreement wherein Salvador and Judge Amado and their respective spouses appeared as co-borrowers with Capitol City Development Bank as lender. The property belonging to Judge Amado was used as collateral, while Salvador undertook the obligation to construct a perimeter fence over Judge Amado's land.
Petitioners assert that when Salvador's business folded up, he failed to pay his share of the monthly amortization of the loan with the bank. Judge Amado paid the loan to prevent the foreclosure of his mortgaged property. Judge Amado filed an ejectment suit against Salvador before the Municipal Trial Court (MTC) of Rodriguez, Rizal. MTC dismissed the ejectment suit on the ground of lack of jurisdiction because of Salvador's claim of ownership over the subject property. RTC affirmed the decision of MTC.
Salvador filed before the RTC an action for specific performance with damages against the petitioners. As evidence that the sale of the subject property was perfected between Judge Amado and himself, Salvador presented a note written by Judge Amado.
The RTC dismissed Salvador's complaint. The trial court observed that it was not indicated in the documentary evidence presented by Salvador that the money and construction materials were intended as payment for the subject property. In reversing the decision of the RTC of San Mateo, the Court of Appeals found that Salvador paid for the subject land with cash advances and construction materials, since petitioners failed to present any evidence showing that the construction materials Salvador delivered to Judge Amado had been paid for. It construed as adequate proof of the sale the handwritten note of Judge Amado wherein the latter promised to sign an unidentified deed after the subdivision of an unnamed property, in light of Ismael Angeles' testimony that Judge Amado had promised to sign a deed of sale over the subject property in favor of Salvador.
Issue:
Whether or not there was a perfected contract of sale of the subject property.
Held:
No.
Ratio:
Consent is essential for the existence of a contract, and where it is absent, the contract is non-existent. Consent in contracts presupposes the following requisites: (1) it should be intelligent or with an exact notion of the matter to which it refers; (2) it should be free; and (3) it should be spontaneous. Moreover, a definite agreement on the manner of payment of the price is an essential element in the formation of a binding and enforceable contract of sale.This is so because the agreement as to the manner of payment goes into the price such that a disagreement on the manner of payment is tantamount to a failure to agree on the price or consideration.
In the present case, Salvador fails to allege the manner of payment of the purchase price on which the parties should have agreed. No period was set within which the payment must be made. Of the purchase price of P66,360.00, which the parties purportedly agreed upon, the amount which should be paid in cash and the amount for construction materials was not determined. This means that the parties had no exact notion of the consideration for the contract to which they supposedly gave their consent. Thus, such failure is fatal to Salvador's claim that a sale had been agreed upon by the parties.
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