G.R. No. 107624, 28 January 1997, 267 SCRA 89


Petitioners seek to acquire possession of the apartment by virtue the agreement they had with the landlord which was further evidenced by their advance payment of part of the alleged purchase price. The landlord however assigned the apartment to their creditor with TCT’s being issued in favor of the latter.

The trial court and the CA ruled in favor of the private respondent and upheld the assignment to the creditor.


Was a contract of sale perfected by the petitioner’s payment of an advance?


No. Despite such payment, the petitioner failed to establish that there was already an agreed price for the contested land.

Petitioners contend that private respondents’ counsel admitted that “P10,000 is partial or advance payment of the property. Necessarily then, there must have been an agreement as to price.

Private respondents contradict this claim with the argument that “(w)hat was clearly agreed (upon) between petitioners and respondents Dela Cruz was that the P10,000.00 primarily intended as payment for realty tax was going to form part of the consideration of the sale if and when the transaction would finally be consummated. Private respondents insist that there “was no clear agreement as to the true amount of consideration.

A review of the evidence merely strengthens the conclusions of public respondent. We scoured the transcripts but we found that respondent dela Cruz never testified that he (or his spouse Leonila) had agreed to a definite price for the subject property. In fact, his testimony during the cross-examination firmly negated any price agreement with petitioners because he and his wife quoted the price of P575,000.00 and did not agree to reduce it to P550,000.00 as claimed by petitioner:

The price must be certain, it must be real, not fictitious. It is not necessary that the certainty of the price be actual or determined at the time of executing the contract. The fact that the exact amount to be paid therefor is not precisely fixed, is no bar to an action to recover such compensation, provided the contract, by its terms, furnishes a basis or measure for ascertaining the amount agreed upon. The price could be made certain by the application of known factors; where, in a sale of coal, a basic price was fixed, but subject to modification “in proportion to variations in calories and ash content, and not otherwise,” the price was held certain.

A contract of sale is not void for uncertainty when the price, though not directly stated in terms of pesos and centavos, can be made certain by reference to existing invoices identified in the agreement. In this respect, the contract of sale is perfected. The price must be certain, otherwise there is no true consent between the parties. There can be no sale without a price. In the instant case, however, what is dramatically clear from the evidence is that there was no meeting of mind as to the price, expressly or impliedly, directly or indirectly.

Sale is a consensual contract. He who alleges it must show its existence by competent proof. Here, the very essential element of price has not been proven.

*Case digest by Roger Angielo V. Atenta, JD-IV, Andres Bonifacio College, SY 2019-2020