Velasco vs Hon. Court of Appeals and Magdalena Estate Inc.

FACTS:

Lorenzo Velasco filed a complaint for specific performance against respondent, Magdalena
Estate Inc.
Petitioner alleged that:
1. Nov 29, 1962, petitioner and respondent entered into a contract of sale;
2. They agreed that the subject matter of the sale is a parcel of land with an area of
2, 059 sq m for P100,000;
3. The agreement was that he was to give a down payment of P10, 000 to be followed
by P20, 000 and the balance of P70, 000 would be paid in installment, the equal
amortization of which was to be determined as soon as the P30, 000 is completed.
4. He paid the P10, 000 as down payment on Nov 29, 1962 as per receipt.
5. He tendered the amount of P20, 000 to complete P30, 000. However, respondent
refused to execute a formal deed of sale.
The respondent denies that it has had any dealings or contractual relation with the
petitioner. Alleges that the said contract of sale is unenforceable under Statutes of Frauds.
The respondent alleged that:
1. The subject parcel of land is leased to Socorro Velasco who indicated her desire to
purchase the said lot.
2. They agreed that the price of P100, 000.00 under the condition that a down
payment of P30, 000.00 be made, P20, 000.00 of which was to be paid on
November 31, 1962, and that the balance of P70, 000.00 including interest a 9%
per annum was to be paid on installments for a period of ten years at the rate of
P5, 381.32 on June 30 and December of every year until the same shall have been
fully paid.
3. Socorro Velasco offered the amount of P10, 000 as a down payment, which was
received by the respondent. A receipt was made in the name of her brother-in-
law, herein petitioner.
4. Socorro failed to complete the down payement. However, she tendered the
amount of P20, 000 however, respondent refused to accept for it considered the
contract as rescinded.

ISSUE: WON there is a valid contract of sale

HELD: NONE. The material averments shows that there is a lack of complete agreement
in regards to the manner of payments.

The petitioners admitted that they have to meet with the respondents to agree on how
and when the down payment and the installments were to be paid.

The definite agreement as to the manner of payment of purchase price is essential

element in the formation of a binding and unforceable contract of sale. The payment of the down
payment cannot be considered as sufficient proof of perfection of any purchase and sale
agreement beteweeen the partes provided under Art 1482 of the New Civil Code, the terms of
payment still had to be mutually covenanted.