BAREBUSX – Questionnaire

1. What are the obligations of the seller?

the seller's primary obligations are to transfer ownership of the

goods and deliver the goods. A seller may agree with the buyer
to perform other obligations. For instance, a seller may agree to
package or label the goods in a certain way or service the goods
for a specific period of time.
2. When is title not transferred despite delivery?

When the buyer although the goods are deliverable to order of buyer, and
although the bill of lading is given to him, does not honor the bill of exchange
sent along with it.

However, there instances when seller is still the owner despite delivery. This
includes the following instances:

express stipulation;
if under the bill of lading the goods are deliverable to seller or agent or their
order;
Please note however that this is not conclusive. Thus, although the bill of lading
was in the seller’s name, still if it is agreed in the contract that the buyer should
receive and dispose of the goods, it is evident that the buyer generally cannot do
this unless previous ownership has been transferred to him.

If bill of lading, although stating that the goods are to be delivered to buyer or his
agent, is KEPT by the seller or his agent;
When the buyer although the goods are deliverable to order of buyer, and
although the bill of lading is given to him, does not honor the bill of exchange
sent along with it. However innocent third parties (innocent holders and
purchasers for value) should not be adversely affected.

3. When does the sale by a non-owner vest title to the buyer?

A sale by non-owner in business law occurs when goods are sold by a person who is not the owner
without the owner's permission.3 min read
A sale by non-owner in business law occurs when goods are sold by a person who is not the owner
without the owner's permission. Only the person who owns the title to a piece of property, whether
that is personal property or real estate, can transfer the title to someone else.
Nemo dat protects the rightful owner of a piece of property, precluding the innocent purchaser from
maintaining ownership of the title. However, there are several exceptions to the rule. Each exception
is contained in one of the following acts:

 The Sale of Goods Act 1979 (SGA)

 The Factors Act 1889 (FA)
 The Hire Purchase Act 1964 (HPA)

When any of these exceptions are enacted, the rightful owner of the property loses ownership of the
title in favor of the purchaser. In essence, these exceptions protect the innocent purchaser.
Here's an example of a scenario where the transfer of ownership to a non-owner may arise:

 Mr. Smith steals a piece of property and sells it to Mr. Jones.

 Then, Mr. Smith sells another piece of property to Mr. Murphy but retains possession of it
while wrongfully selling it again to Mr. Napoli.
 Mr. Smith then passes the property to Mr. Jones in search of an offer for sale. Meanwhile,
Mr. Jones goes on to sell the property without Mr. Smith's authority and maintains the
proceeds from the sale.
 Mr. Smith buys the piece of property on credit and resells it to Mr. Jones, with no intention of
paying for the property.

This situation becomes tricky when you pause to consider why the two innocent parties should suffer
at the hands of one deviant.

4. What are the obligations of the buyer?

payment of the purchase price and acceptance of delivery. Contemporary legal

systems are no longer concerned with enforcing a just price.

5. When is the buyer deemed to have accepted the goods?

he buyer is deemed to have accepted the goods when he intimates to the seller
that he has accepted them, or when the goods have been delivered to him, and
he does any act in relation to them which is inconsistent with the ownership of
the seller, or when, after the lapse of a reasonable time, he retains the goods

Express acceptance – when the buyer intimates to the seller that he has
accepted the goods.
6. What is a document of title?

A document of title in which is stated that the goods referred to therein will be
delivered to the bearer, or to order of any person named in such document is a
negotiable instrument of title.
7. When may a negotiable document of title be negotiated by delivery?

Document is negotiable if:

1.) Goods are deliverable to bearer
2.) Goods are deliverable to the order of
a certain person

8. What are the implied warranties of a person who transfers or negotiates a

document of title?

Under Section 7-507 of the UCC, a person who negotiates a document of title
warrants to his immediate purchaser that the document is genuine, that he has
no knowledge of any facts that would impair its validity, and that the negotiation is
rightful and effective.

9. What is a warranty?

A warranty is a product manufacturer or service provider's documented

guarantee of quality as promised to a customer. Goes into the performance of an
obligation and may, in itself, be an obligation 

10. What are the implied warranties under the Civil Code?

Implied Warranties in sale

1. Warranty as to seller’s title
2. Warrant against hidden defects
3. Warranty as to fitness or
merchantability

11. When is an implied warranty not applicable?

1.) “As is and where is” sale

2.) Sale of secondhand articles
3.) Sale by virtue of authority in factor
law

12. What are the requisites of a breach of warranty against eviction?

 Warranty against Eviction

Seller guarantees that he has the right to sell the thing sold and to transfer
ownership to the buyer who shall not be disturbed in his legal and peaceful
possession thereof. If evicted, vendor is liable thereof.

Elements of Warranty Against Eviction

1.) Vendee has been deprived in whole or in part of the thing purchased
2.) Deprived by virtue of final
Judgement
3.) Judgement is based on right prior to the sale or act imputable to the vendor
4.) Vendor was summoned in the suit for eviction at the instance of the vendee
5.) There is no waiver on the part of the vendee

13. What are the remedies of an aggrieved buyer in case an eviction takes place?

1] Recession of Contract. When one of the parties to a contract does not fulfil his
obligations, then the other party can rescind the contract and refuse the
performance of his obligations.
2] Sue for Damages.
3] Sue for Specific Performance
4] Injunction.
5] Quantum Meruit

14. What are the requisites of a warranty against hidden defects?

1. Defect must be important or serious;

2. Must be hidden
3. Must exist at the time of sale
4. Vendee must give notice of defect to
vendor within reasonable time
5. Action for rescission or reduction in price must be brought within 6 months
from delivery or 40 days in
case of animals
6. No waiver of warranty on the part of
Vendee

15. What are the remedies of a buyer in case of breach of warranty against hidden
defects where the thing has not been lost?

Effects of Thing loss due to hidden defects

 a.) Vendor aware of hidden defect- he shall bear the lost due to bad faith.
Vendee may recover:

1. Price paid
2. Expenses of the contract
3. Damages
b.) Vendor is not aware-since he acted in
good faith, he shall be obliged only to return:

1. Price
2. Interest
3. Expenses of the contract paid
by vendee

16. What are the remedies of a buyer in case of breach of warranty against hidden
defects where the thing has been lost?

Effects of Thing loss due to hidden defects

a.) Vendor aware of hidden defect- he shall bear the lost due to bad faith.
Vendee may recover:

1. Price paid
2. Expenses of the contract
3. Damages
b.) Vendor is not aware-since he acted in
good faith, he shall be obliged only to return:

1. Price
2. Interest
3. Expenses of the contract paid
by vendee

17. When is the buyer not entitled to rescind the sale even in case of breach of
warranty?
when he accepted the goods without protest,

18. What are the actions available for breach of contract of sale of goods?
Art. 1598. Where the seller has broken a contract to deliver specific or ascertained
goods, a court may, on the application of the buyer, direct that the contract shall be
performed specifically, without giving the seller the option of retaining the goods on
payment of damages.

Actions by the Seller

1. Action for payment of price
a. Ownership has passed to buyer and he wrongfully neglects or refuses to pay the
price;
b. Price is payable on a certain day and buyer did not pay, even if there is no transfer of
title; or
c. If the goods can’t be readily be resold for a reasonable price and buyer wrongfully
refuses to accept them before ownership has passed.

2. Action for damages

3. Action for rescission

a. When buyer repudiated the contract of sale;

b. When buyer manifested his inability to perform his obligation; and

c. When buyer has committed a breach in the contract.

Action by the Buyer

1. Bring an action for specific performance, if the seller has broken the contract to deliver
specific or ascertained goods.

2. In case of breach of warranty by seller:

1. Accept the goods and ask to reduce or extinguish the price

2. Accept goods and maintain an action for damages
3. Refuse to accept the goods and maintain an action for damages
4. Rescind the contract by the return of goods and recover of price

19. When may an action for the payment of price be exercised?

- Where the buyer wrongfully neglects or refuses to accept and pay for the goods, the seller
may maintain an action against him for damages for non-acceptance. On the other hand, "the
parties may stipulate that ownership in the thing shall not pass to the purchaser until he has fully
paid the price.
20.
21. Who again is an unpaid seller?

Unpaid seller is one who has not been paid the whole amount of the price or one
who received a negotiable instrument and it has been dishonored, buyer is
insolvent, or otherwise.

22. When may the special right of resale be exercised by an unpaid seller?

1) Right to lien(to keep possession) of goods or the rights to retain them for the
price while he is in possession of them
2) Right of stoppage in transit
3) Right of resale
4) Right to rescind the sale

23. In the case of resale, is there a need for the seller to notify the vendee of his
intention to resell the goods?

It is not essential to the validity of a resale that notice of the time and place of
such resale should be given by the seller to the original buyer.

24. In case of resale, can the unpaid seller buy the goods?

The seller is bound to exercise reasonable care and judgment in making a

resale, and subject to this requirement may make a resale either by public or
private sale. He cannot, however, directly or indirectly buy the goods. (n)

The unpaid seller may exercise his right of stoppage in transitu either by
obtaining actual possession of the goods or by giving notice of his claim to the
carrier or other bailee in whose possession the goods are. Such notice may be
given either to the person in actual possession of the goods or to his principal.

25. What is anticipatory breach?

anticipatory breach occurs when a party repudiates prior to the date that the
performance is due. Anticipatory breach is an excuse for non-performance by the
non-breaching party. A party can retract its anticipatory breach provided that the
non-breaching party has not relied on it.

26. When is suspension of payments in anticipation of breach applicable?

 In suspension of payments proceedings, jurisdiction over all persons affected by
the proceedings is acquired upon publication of the Suspension of Payments
Order as provided in these Rules.

The proceedings shall be summary and non-adversarial in nature. The following

pleadings are prohibited:

(a) motion to dismiss;

(b) motion for a bill of particulars;
(c) petition for relief;
(d) motion for extension;
(e) motion for postponement and other motions of similar intent;
(f) reply;
(g) rejoinder;
(h) intervention; and
(i) any pleading or motion similar to, or of like effect as, any of the foregoing.

27. When does the buyer have no right to suspend payment?

When buyer may NOT suspend payment

a. Vendor give security for the return of the price;
b. It has been stipulated;
c. Vendor has caused the
disturbance or danger to cease;
d. Disturbance is a mere act of
trespass;
e.Vendee has fully paid the price.

f. When buyer manifested his inability to perform his obligation; and

g. When buyer has committed a breach in the contract.

A mere act of trespass shall not authorize the suspension of the payment of the
price.

28. What is Maceda Law? When is it applicable? Discuss your understanding on its
concept and available remedies under the Maceda Law.

Maceda Law is a Republic Act that governs real estate property, to put it simply,
anything that cannot be moved, property fixtures, or fixed assets. Under the
Maceda Law Philippines, buyers of realtors or property owners are protected with
two years of paid installments.
 The Realty Installment Buyer Act, also known as the Maceda Law, aims to
protect buyers of real estate on installment payments from common adverse
conditions when purchasing properties. A sale transaction is considered
installment when at least two installments are due in the future at the time of sale
perfection.

According to Maceda Law, you can refund 50% of payments that you've already
made. With an additional refund equivalent to 5% per year after 5 years, but not
exceeding 90% of payments made

A down payment is commonly paid by a buyer to a seller in order to secure a

sale. It's not uncommon that, in the event that the buyer is unable or unwilling to
finalise the order, the down payment is not refundable. If the buyer cancels for
any reason, the down payment might not be returned.

29. What are the causes for the extinguishment of the contract of sale?

Art. 1600. Sales are

extinguished by the same causes
as all other obligations, by those
stated
in the preceding articles of this
Title, and by conventional or
legal redemption. (1506)
Causes of extinguishment of
sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation;
b. loss of the thing due;
c. Condonation or remission of
debt;
d. Confusion or merger of
rights;
e. Compensation;
f. Novation; or
g. others
2. Conventional redemptions;
3. Legal redemption
Art. 1600. Sales are
extinguished by the same causes
as all other obligations, by those
stated
in the preceding articles of this
Title, and by conventional or
legal redemption. (1506)
Causes of extinguishment of
sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation;
b. loss of the thing due;
c. Condonation or remission of
debt;
d. Confusion or merger of
rights;
e. Compensation;
f. Novation; or
g. others
2. Conventional redemptions;
3. Legal redemption
Art. 1600. Sales are
extinguished by the same causes
as all other obligations, by those
stated
in the preceding articles of this
Title, and by conventional or
legal redemption. (1506)
Causes of extinguishment of
sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation;
b. loss of the thing due;
c. Condonation or remission of
debt;
d. Confusion or merger of
rights;
e. Compensation;
f. Novation; or
g. others
2. Conventional redemptions;
3. Legal redemption
Art. 1600. Sales are extinguished by
the same causes as all other
obligations, by those stated in the
preceding articles of this Title, and by
conventional or legal redemption.
(1506)
Causes of extinguishment of sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation
b. Loss of the thing due;
c. Condonation or remission of debt;
d. Confusion or merger of rights;
e. Compensation;
f. Novation; or
g. Others
2. Conventional redemption;
3. Legal redemption
Art. 1600. Sales are extinguished by
the same causes as all other
obligations, by those stated in the
preceding articles of this Title, and by
conventional or legal redemption.
(1506)
Causes of extinguishment of sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation
b. Loss of the thing due;
c. Condonation or remission of debt;
d. Confusion or merger of rights;
e. Compensation;
f. Novation; or
g. Others
2. Conventional redemption;
3. Legal redemption
Art. 1600. Sales are extinguished by
the same causes as all other
obligations, by those stated in the
preceding articles of this Title, and by
conventional or legal redemption.
(1506)
Causes of extinguishment of sale:
1. Same causes as all other
obligations;
a. Payment or performance of
obligation
b. Loss of the thing due;
c. Condonation or remission of debt;
d. Confusion or merger of rights;
e. Compensation;
f. Novation; or
g. Others
2. Conventional redemption;
3. Legal redemption

30. In the absence of any express or implied stipulation as to the place of delivery,
where should delivery take place?

In the absence of express or implied agreement of the parties, acceptance of the goods
by the buyer shall not discharge the seller from liability in damages or other legal
remedy for breach of any promise or warranty in the contract to sell or the sale. But, if,
after acceptance of the goods, the buyer fail to give notice to the seller of the breach of
any promise or warranty within a reasonable time after the buyer knows, or ought to
know of such breach, the seller shall not be liable therefor.
 31. What is the effect where the goods at the time of sale are in the possession of a
third person?

Where the goods at the time of sale are in the possession of a third person, there
is no delivery by seller to buyer unless and until such third person acknowledges
to the buyer that he holds the goods on his behalf, provided that nothing in this
Section shall affect the operation of the issue or transfer of any document of title
to goods.

32. What are the effects in case the seller delivers to the buyer a quantity of goods
less than that which he contracted to sell? What if the quantity delivered is
greater?

Where the seller delivers to the buyer a quantity of goods less than the seller contracted
to sell, the buyer may reject them, but if the buyer accepts the goods so delivered the
buyer must pay for them at the contract rate.

Write legibly using black/blue pen on

yellow pad.

Submission time:
Law – 1:00 PM, 29 April 2023 (Class will start at 1:00 PM)