Heirs of Luis Bacus vs Court of Appeals, Spouses Faustino Duray and

Victoriana
Duray
G.R.No. 127695, 03December2001

FACTS
On 1984 Luis Bacus leased to Faustino Duray a parcel of agricultural land
with total land area of 3,002 of square meters, in Cebu. The lease was for six
years ending in 1990, the contract contained an option to buy clause. Under
the said option, the lessee had the exclusive and irrevocable right to buy
2,000 square meters 5 years from a year after the effectivity of the contract,
at P200 per square meter. That rate shall be proportionately adjusted
depending on the peso rate against the US dollar, which at the time of the
execution
of
the
contract
was
14
pesos.
Close to the expiration of the contract Luis Bacus died on 1989, after Duray
informed the heirs of Bacus that they are willing and ready to purchase the
property under the option to buy clause. The heirs refused to sell, thus Duray
filed a complaint for specific performance against the heirs of Bacus. He
showed that he is ready and able to meet his obligations under the contract
with Bacus. The RTC ruled in favor of the Durays and the CA later affirmed
the
decision.
ISSUES
Can the heirs of Luis Bacus be compelled to sell the portion of the lot under
the
option
to
buy
clause?
- Yes, Obligations under an option to buy are reciprocal obligations.
The performance of one obligation is conditioned on the simultaneous
fulfillment of the other obligation. In other words, in an option to buy,
the payment of the purchase price by the creditor is contingent
upon the execution and delivery of the deed of sale by the debtor.
- When the Durays exercised their option to buy the property their obligation
was to advise the Bacus of their decision and readiness to pay the price,
they were not yet obliged to make the payment. Only upon the Bacus actual
execution and delivery of the deed of sale were they required to pay.
- The Durays did not incur in delay when they did not yet deliver the

payment nor make a consignation before the expiration of the contract. In

reciprocal obligations, neither party incurs in delay if the other
party does not comply or is not ready to comply in a proper manner
with what is incumbent upon him. Only from the moment one of the
parties fulfills his obligation, does delay by the other begin.
HELD
The petition is DENIED nad the decision of the Court of Appeals is AFFIRMED.
Obligations

and

Contracts

Terms:

Reciprocal Obligations- Those which arise from the same cause, and in
which each party is a debtor and a creditor of the other, such that the
obligation of one is dependent upon the obligation of the other. They are to
be performed simultaneously such that the performance of one is
conditioned upon the simultaneous fulfillment of the other