Sale by description

The parties contract solely with reference to the description. The seller warrants that the bulk of the
goods delivered correspond with the description of the goods presented to the buyer.

Sale by sample

The parties contract solely with reference to the sample. The seller warrants that the bulk of the goods
delivered correspond with the sample shown to the buyer.

Sample by sample and description

The seller warrants that the bulk of the goods delivered correspond with both the sample and the
description, and not with only one. (Art. 1481) The buyer shall have reasonable opportunity of
comparing the bulk with the description or the sample.

2.

Exceptions: i.e ownership of specified goods is retained by the seller despite delivery to carrier or other
bailee in the following cases:

1. When there is a stipulation to that effect

2. When by the terms of the bill of lading, the goods are to be delivered to the seller or his
agent or to the order of the seller or his agent
3. When by terms of the bill of lading, the goods are to be delivered to the order of the buyer
or his agent, but the bill of lading is retained by the seller or his agent
4. When the seller draws on the buyer a bill of exchange for the price of the goods and
transmits the bill of exchange and the bill of lading to the buyer to secure acceptance or
payment of the bill of exchange, but the buyer dishonors such bill of exchange. (Art. 1503)
However, if the bill of lading is negotiated to a purchaser for value in good faith, ownership
of the goods is passed on to him. (Art. 1503)

3. Kinds of delivery

1. Actual or real delivery- this is delivery by physically placing the thing sold in the hands of the
vendee (in the case of movables) or physically placing it in his possession and control (in the
case of immovables).
2. Constructive or legal delivery
 a. By legal formalities- when the sale is made through public instrument, the execution
thereof shall be equivalent to the delivery of the thing sold, if from the deed the
contrary does not appear or cannot be clearly inferred. (Art. 1498) This kind of delivery
applies to both movable and immovable property
The execution of public instrument only gives rise to a prima facie presumption
of delivery. Such presumption is destroyed when the delivery is not effected
because of a legal impediment. Thus, there is no constructive delivery although
there was an execution of a deed of absolute sale which was duly notarized if
the thing sold is in the control of another person.

b. Symbolic delivery (tradition simbolica)- delivery that takes place by delivering the keys
of the place or depository where the movable is stored or kept. Also referred as
tradition clavium.
c. Traditio longa manu- delivery of a movable by mere consent or agreement of the parties
if the thing cannot be transferred to the possession of the vendee at the time of sale.
Literally, “delivery by the long hand” usually made by pointing at the thing.
d. Traditio brevi manu- delivery that takes place when the vendee is already in the
possession of the thing sold even before the sale and thereafter continues in possession
thereof in the concept of an owner. This applies to movables only. Literally, “delivery by
the short hand”.
e. Tradito constitutum possessorium- delivery that takes place when the vendor continues
in possession of the thing sold after the sale but in another capacity such as that of a
lessee or depository. This applies to both movable and immovable property.
3. Delivery of incorporeal property (quasi-traditio)
a. By constructive tradition- delivery of incorporeal property by the execution of a
public instrument
b. Placing the titles of ownership in the possession of the vendee (such as delivering
the stock certificate covering the share of stock sold)
c. Use by the vendee of his rights, with the consent of the vendor. (Art. 1501) (such as
when the seller authorizes the buyer of shares of stock to vote during the
stockholders’ meeting).