OUTLINE 2
328)
1. SUBJECT MATTER OF SALE
Art. 1347 - Object of Contract (things and rights)
Things (not outside commerce of men + future things)
Rights (not transmissible)
Art. 1461 - having potential existence
Art. 1462 - future goods and those depending on contingency (may
or may not happen)
Art. 1463 - sole owner may sell undivided interest
Art. 1464 - Fungible Goods
 Undivided Share of a Specific Mass
either in/definite - buyer becomes common owner of the share
 Mass contains LESS than what is bought
buyer becomes owner of the whole
seller bound to make good the deficiency of same kind and qual
Art. 1465 - may be subject to a resolutory condition
DEFINE & give EXAMPLES:
 must be LICIT (Art. 1459)
lawful (not outside COM, not Intransmissible, not Future
Inheritance unless expressly authotrizes)
Illicit per se vs. Illicit per accidens
per se - by nature, e.g. spoiled food…
per acidens - by law e.g. future inheritance, narcotics, firearms..
 within COMMERCE OF MAN (Art. 1347)
capable of being appropriated/acquired/possessed/transferred
 not IMPOSSIBLE (Art. 1348)
 FUTURE INHERTIANCE vs. INHERITANCE (Art. 1347)
 DETERMINATE vs. DETERMINABLE things (Arts. 1458, 1460,
1349)
determinate - particularly designated or physically segregated
from all others of the same class (defense of force majeure
applies)
determinable - REQUISITES: (Villanueva)
(a) at perfection, capable of being made determinate
(capacity to segregate test)
(b) without necessity of new/further agreement (no
further agreement test)
Art. 1458 - COS
Art. 1460 - determinate when particularly designated or physically
segregated from all others of the same class (requisite: capable of
being made determinate AT TIME CONTRACT IS ENTERED INTO
w/out further agreement)
Art. 1349 - object must be determinate (not affected by fact that
quantity is not determinate provided it is possible to determine the
same without another contract)
 GENERIC THINGS
- generic things falling within definition of “determinable” objects
can validly support a COS
- but although object is valid, oblig to deliver can only be complied
with when the subject matter has been made determinate (by
physical segregation or particular designation) (before such time, no
risk of loss as generic objects are never lost)
 FUNGIBLE GOOD (Art. 1464) - already noted above
 having POTENTIAL EXISTENCE (Art. 1461(1)(2))
EMPTIO REI SPERATAE vs. EMPTIO SPEI (memaid, p.
emptio rei speratae - sale of a thing w potential existence,
subject to a suspensive condi that it will come to existence,
e.g land subject of a recovery case
emptio spei - sale of a mere hope or expectancy (deemed
subject to a condi that it will come to existence)
e.g. sale of sweepstakes
exception: sale of a vain hope, e.g. sale of a losing sweepstakes
ticket already run
exception to exception (Paras): still valid as collector’s item
 depending upon CONTINGENCY (Art. 1462)
- still valid COS even if at the time of perfection, seller was not even
the owner of the thing
- what’s important is that the thing is of a type or nature, taking into
consideration the state of tech and science at time of sale, that it
exists or could be made to exist to allow seller REASONABLE
CERTAINTY of being able to comply with his obligation under the
contract
 things subject to a RESOLUTORY CONDITION (Art. 1465)
- valid, upon extinguishment of thing, Art. 1190 applies (return to
each what they have received) thereby reserving commutative
nature of sale
o acquired under legal or conventional redemption
- (Art. 1601)
- right which the vendor reserves to himself, to reacquire
the property sold provided he returns to the vendee the
price of the sale, expenses of the contract, any other
legitimate payments made therefore, the necessary and
useful expenses made on the thing sold and fulfills other
stipulations which may have been agreed upon
o subject to RESERVA TRONCAL
 FUTURE GOODS (Arts. 1347, 1462) - noted
 UNDIVIDED INTEREST IN A THING (Art. 1463) - noted
 “nemo dat quod non habet” - nobody can dispose of that
which does not belong to him
(Arts. 1459, 1434) - noted
Right to transfer ownership @ time of delivery
- generally a perfected COS can’t be challenged on ground that
seller had no ownership at time of perfection
EXCEPTIONS: Arts. 1505, 1506
+ in Villanueva: “judicial sale”