Law on Sales

Lo vs. KJS Eco-Formwork System Phil., Inc. [October 8, 2003]

In the case of Lo vs. KJS Eco-Formwork System Phil., Inc., the Supreme Court of the Philippines ruled that an employee’s resignation must be voluntary. If coerced, it is considered constructive dismissal, entitling the employee to reinstatement and back wages. The Court emphasized the employer’s burden to prove the resignation’s voluntariness.

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A. Francisco Realty vs. Court of Appeals [October 30, 1998]

In A. Francisco Realty vs. Court of Appeals, the Supreme Court of the Philippines ruled that a contract labeled as a “pacto de retro sale” was actually an equitable mortgage. The stipulation for automatic transfer of property ownership upon default was deemed a pactum commissorium, which is prohibited under Article 2088 of the Civil Code.

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PCI Leasing vs. Giraffe-X-Creative [July 12, 2007]

In PCI Leasing vs. Giraffe-X Creative, the Supreme Court of the Philippines determined that a finance lease, despite lacking an explicit purchase option, was effectively a sale with an option to buy. Consequently, under the Recto Law, the lessor cannot both repossess the property and demand payment of unpaid installments.

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Mate vs. Court of Appeals [May 21, 1998]

In Mate vs. Court of Appeals, the Supreme Court of the Philippines upheld the validity of a deed of sale with the right to repurchase, despite the buyer’s checks being dishonored. The Court clarified that failure of consideration, such as dishonored checks, does not invalidate a contract but provides grounds for legal action to recover the owed amount.

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Commissioner vs. Engineering Equipment & Supply Company [June 30, 1975]

In Commissioner vs. Engineering Equipment & Supply Company, the Supreme Court of the Philippines determined that Engineering Equipment & Supply Company was a contractor, not a manufacturer, because it designed and installed custom air-conditioning systems per client specifications. Consequently, the company was subject to a 3% contractor’s tax instead of a higher manufacturer’s sales tax.

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Adelfa Properties, Inc vs. Court of Appeals [January 25, 1995]

In Adelfa Properties, Inc. vs. Court of Appeals, the Supreme Court of the Philippines ruled that an “Exclusive Option to Purchase” agreement was actually a contract to sell, not an option contract. The Court emphasized that ownership transfers only upon full payment, and the buyer’s failure to pay justified the seller’s rescission of the contract.

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Dao Heng Bank, Inc. vs. Spouses Laigo [November 20, 2008]

In Dao Heng Bank, Inc. vs. Spouses Laigo, the Supreme Court of the Philippines ruled that a verbal agreement for dacion en pago (debt settlement by property transfer) is unenforceable under the Statute of Frauds without written consent from both parties. The Court emphasized that such agreements must meet the formal requirements to be legally binding.

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