Anna Geronimo, - Plaintiff -versus Peter Pascual, - Defendant x---------------------------------------x Civil Case No.

1256700

MEMORANDUM
Peter Pascual, through counsel, in compliance with the Honorable Courts order, respectfully submits this Memorandum. Statement of Facts 1. Defendant, Peter Pascual, thirty-six years old, single and a sales manager, has been friends with Raul Geronimo, the husband of plaintiff Anna Geronimo, since college; 2. Sometime in January 2009, when defendant visited the condominium unit of plaintiff, the latter told the former of their plan to sell said property. Immediately after, defendant told the spouses Geronimo that he will buy said condo unit should they finally decide to sell the same; 3. In April 2009, plaintiff called defendant informing him that they have finally found a house and asked him if he was still interested to buy the condo unit for Two Million Pesos (P2,000,000.00). Defendant immediately replied yes to plaintiff and shall call back when the Deed of Sale and Managers check are ready; 4. In May 2009, plaintiff went to the United States to give birth; 5. In June 2009, defendant met up with Raul Geronimo. The latter signed the Deed of Sale after the former handed to him the managers check for Two Million Pesos; 6. Defendant was able to get the Certificate of Title which was under the name of Raul Geronimo only. Subsequently, defendant transferred said Certificate of Title to his name; 7. In September 2009, plaintiff returned to the Philippines and called defendant to tell him that they were not interested in selling the con do unit anymore and that they will return the money in cash. However, defendant refused to accept the money because the sale has been consummated; 8. Plaintiff filed a suit for annulment of Contract of Sale against defendant. Statement of Issue Whether or not the contract of sale is voidable.

Arguments The contract of sale is not voidable for the following reasons: I. There is a valid, perfected and binding contract of sale.

Article 1318 of the Civil Code provides that there is no contract unless the following requisites occur: (i) consent of the contracting parties; (ii) object certain which is the subject matter; and (iii) cause of the obligation which is established. In the instant case, the abovementioned requisites were complied with. First, the spouses Geronimo and defendant consented to the sale of the condo unit. Secondly, the object of the contract is the condo unit. Thirdly, the cause of the contract is the Two Million Pesos paid by defendant in June 2009 to Raul Geronimo. Thus, the contract of sale is valid. Being essentially consensual, a contract of sale is perfected at the moment there is a meeting of minds upon the thing which is the object of the contract and upon the price (Abalos vs. Macatangcay, 439 SCRA 649). In the instant case, the contract of sale has been perfected from the moment the defendant said yes to the plaintiff in April 2009. Defendant immediately agreed on buying the condo unit for Two Million Pesos upon offer. Thus, the contract of sale is valid, perfected and binding. II. The parties were capable of giving consent to the contract, specifically the plaintiff.

Article 1390 of the Civil Code provides that a contract is voidable or annullable, even though there may have been no damage to the contracting parties: (i) where one of the parties is incapable of giving consent to the contract; or (ii) where the consent is vitiated by mistake, violence, intimidation, undue influence or fraud.. In the instant case, plaintiff was capable of giving consent to the contract and her consent was not vitiated by mistake. Under Article 1319 of the Civil Code, consent is manifested by the meeting of the offer and the acceptance upon the thing and the cause which are to constitute a contract. In addition, under Article 124 of the Family Code, the transaction shall be construed as a continuing offer on the part of the consenting spouse and the third person, and may be perfected as a binding contract upon the acceptance by the other spouse. As abovementioned, plaintiff consented to the sale upon offering the condo unit to the defendant in April 2009 which was immediately accepted. Moreover, plaintiff only signified her change of mind no to sell said property in September 2009. Whereas, the other spouse (Raul Geronimo) already signed, signifying consent to the sale, the Deed of Sale in June 2009 upon acceptance of the payment in the amount of Two Million Pesos. Thus, the contract of sale was already valid, perfected and binding when the plaintiff changed her mind.

THEREFORE, the contract of sale between the parties is valid, perfected, binding and not voidable. In view of the foregoing, the defendant prays for the suit for annulment of contract filed by plaintiff be dismissed for lack of merit. Defendant prays for other reliefs that may be just and proper under law and equity. Manila, September 2011.

(SGD.) Atty. Dina M. Atuto Counsel