Spouses Sabitsana v.

Muertegui
Gr. No. 181359
Facts:
On September 2, 1981, Alberto Garcia (Garcia) executed an unnotarized Deed of Sale 5 in
favor of respondent Juanito Muertegui6 (Juanito) over a 7,500-square meter parcel of
unregistered land (the lot) located in Dalutan Island, Talahid, Almeira, Biliran, Leyte del
Norte. Juanitos father Domingo Muertegui, Sr. (Domingo Sr.) and brother Domingo Jr. took
actual possession of the lot and planted thereon coconut and ipil-ipil trees. They also paid
the real property taxes on the lot for the years 1980 up to 1998.
On October 17, 1991, Garcia sold the lot to the Muertegui family lawyer, petitioner Atty.
Clemencio C. Sabitsana, Jr. (Atty. Sabitsana), through a notarized deed of absolute sale. 8 The
sale was registered with the Register of Deeds on February 6, 1992. 9 TD No. 1996 was
cancelled and a new one, TD No. 5327,10 was issued in Atty. Sabitsanas name. Although
Domingo Jr. and Sr. paid the real estate taxes, Atty. Sabitsana also paid real property taxes in
1992, 1993, and 1999. In 1996, he introduced concrete improvements on the property,
which shortly thereafter were destroyed by a typhoon.
On April 11, 2000, Juanito, through his attorney-in-fact Domingo Jr., filed Civil Case No. B109712 for quieting of title and preliminary injunction, against herein petitioners Atty.
Sabitsana and his wife, Rosario, claiming that they bought the lot in bad faith and are
exercising acts of possession and ownership over the same, which acts thus constitute a
cloud over his title. petitioners asserted mainly that the sale to Juanito is null and void
absent the marital consent of Garcias wife, Soledad Corto (Soledad); that they acquired the
property in good faith and for value; and that the Complaint is barred by prescription and
laches.
Issue: WON Atty. Sabitsana has a better right over the property by virtue of the notarized
deed of sale
Held:
No. Respondent has better right to the lot. The sale to respondent Juanito was
executed on September 2, 1981 via an unnotarized deed of sale, while the sale to
petitioners was made via a notarized document only on October 17, 1991, or ten years
thereafter. Thus, Juanito who was the first buyer has a better right to the lot, while the
subsequent sale to petitioners is null and void, because when it was made, the seller Garcia
was no longer the owner of the lot. Nemo dat quod non habet.
The fact that the sale to Juanito was not notarized does not alter anything, since the
sale between him and Garcia remains valid nonetheless. Notarization, or the requirement of
a public document under the Civil Code,33is only for convenience, and not for validity or
enforceability.34 And because it remained valid as between Juanito and Garcia, the latter no
longer had the right to sell the lot to petitioners, for his ownership thereof had ceased.
Nor can petitioners registration of their purchase have any effect on Juanitos rights.
The mere registration of a sale in ones favor does not give him any right over the land if the
vendor was no longer the owner of the land, having previously sold the same to another
even if the earlier sale was unrecorded.35 Neither could it validate the purchase thereof by

petitioners, which is null and void. Registration does not vest title; it is merely the evidence
of such title. Our land registration laws do not give the holder any better title than what he
actually has.

Rosaroso vs. Soria

Gr. No. 194846
Facts:
Spouses Luis Rosaroso (Luis) and Honorata Duazo (Honorata) acquired several real
properties in Daan Bantayan, Cebu City, including the subject properties. On April 25, 1952,
Honorata died. Later on, Luis married Lourdes Pastor Rosaroso (Lourdes). A complaint for
Declaration of Nullity of Documents with Damages was filed by Luis, as one of the plaintiffs.
It was alleged by petitioners Hospicio D. Rosaroso, Antonio D. Rosaroso (Antonio), Angelica
D. Rosaroso (Angelica), and Cleofe R. Labindao (petitioners) that on November 4, 1991, Luis,
with the full knowledge and consent of his second wife, Lourdes, executed the Deed of
Absolute Sale (First Sale) covering the properties with Transfer Certificate of Title (TCT) No.
31852 (Lot No. 8); TCT. No. 11155 (Lot 19); TCT No. 10885 (Lot No. 22); TCT No. 10886 (Lot
No. 23); and Lot Nos. 5665 and 7967, all located at Daanbantayan, Cebu, in their favor.
Petitioners further averred that a second sale took place on August 23, 1994, when
the respondents made Luis sign the Deed of Absolute Sale conveying to Meridian three (3)
parcels of residential land for 960,500.00 (Second Sale); that Meridian was in bad faith
when it did not make any inquiry as to who were the occupants and owners of said lots; and
that if Meridian had only investigated, it would have been informed as to the true status of
the subject properties and would have desisted in pursuing their acquisition.
Respondent Meridian, in its Answer with Compulsory Counterclaim, averred that Luis
was fully aware of the conveyances he made. In fact, Sophia Sanchez (Sanchez), VicePresident of the corporation, personally witnessed Luis affix his thumb mark on the deed of
sale in its favor. As to petitioners contention that Meridian acted in bad faith when it did not
endeavor to make some inquiries as to the status of the properties in question, it countered
that before purchasing the properties, it checked the titles of the said lots with the Register
of Deeds of Cebu and discovered therein that the First Sale purportedly executed in favor of
the plaintiffs was not registered with the said Register of Deeds.
Issue: WON (1) the first deed of sale was valid; (2) Meridian was in good faith
Held: No to Both
(1)The respondents failed to trounce the said presumption. Aside from their bare
allegation that the sale was made without a consideration, they failed to supply clear and
convincing evidence to back up this claim.
(2)Ownership of an immovable property which is the subject of a double sale shall be
transferred: (1) to the person acquiring it who in good faith first recorded it in the Registry of
Property; (2) in default thereof, to the person who in good faith was first in possession; and
(3) in default thereof, to the person who presents the oldest title, provided there is good
faith. The requirement of the law then is two-fold: acquisition in good faith and registration
in good faith. Good faith must concur with the registration. If it would be shown that a buyer
was in bad faith, the alleged registration they have made amounted to no registration at all.
The principle of PRIMUS TEMPORE, POTIOR JURE (first in time, stronger in right) gains
greater significance in case of a double sale of immovable property. When the thing sold

twice is an immovable, the one who acquires it and first records it in the Registry of
Property, both made in good faith, shall be deemed the owner. Verily, the act of registration
must be coupled with good faith that is, the registrant must have no knowledge of the
defect or lack of title of his vendor or must not have been aware of facts which should have
put him upon such inquiry and investigation as might be necessary to acquaint him with the
defects in the title of his vendor.)
When a piece of land is in the actual possession of persons other than the seller, the
buyer must be wary and should investigate the rights of those in possession. Without
making such inquiry, one cannot claim that he is a buyer in good faith. In the case at bench,
the fact that the subject properties were already in the possession of persons other than Luis
was never disputed. Meridian, through its agent, knew that the subject properties were in
possession of persons other than the seller. Instead of investigating the rights and interests
of the persons occupying the said lots, however, it chose to just believe that Luis still owned
them. Simply, Meridian Realty failed to exercise the due diligence required by law of
purchasers in acquiring a piece of land in the possession of person or persons other than the
seller.
Binalbagan Tech. Inc. v. CA
G.R. No. 100594
Facts:
On May 11, 1967, private respondents, through Angelina P. Echaus, in her capacity as
Judicial Administrator of the intestate estate of Luis B. Puentevella, executed a Contract to
Sell and a Deed of Sale of forty-two subdivision lots within the Phib-Khik Subdivision of the
Puentebella family, conveying and transferring said lots to petitioner Binalbagan Tech., Inc.
(hereinafter referred to as Binalbagan). In turn Binalbagan, through its president, petitioner
Hermilio J. Nava (hereinafter referred to as Nava), executed an Acknowledgment of Debt with
Mortgage Agreement, mortgaging said lots in favor of the estate of Puentebella. It appears
that there was a pending case, Civil Case No. 7435 of Regional Trial Court stationed at
Himamaylan, Negros Occidental involving the same land.
Due to a Court order with regard to the said civil case, petitioner Binalbagan
transferred its school to another location. It will be noted that petitioner was not in
possession of the lots from 1974 to May 31, 1982.
After petitioner Binalbagan was again placed in possession of the subdivision lots, private
respondent Angelina Echaus demanded payment from petitioner Binalbagan for the
subdivision lots, enclosing in the letter of demand a statement of account as of September
1982 showing a total amount due of P367,509.93, representing the price of the land and
accrued interest as of that date.
As petitioner Binalbagan failed to effect payment, private respondent Angelina P.
Echaus filed on October 8, 1982 Civil Case No. 1354 of the Regional Trial Court of the Sixth
Judicial Region stationed in Himamaylan, Negros Occidental against petitioners for recovery
of title and damages. The CA REVERSED and SET ASIDE the RTCs decision and a new one is
rendered ordering the appellee Binalbagan Tech. Inc., through any of its officers, to execute
a deed of conveyance or any other instrument, transferring and returning unto the
appellants the ownership and titles of the subject 42 subdivision lots.
Issue: Whether private respondents' cause of action in Civil Case No. 1354 is barred by
prescription.

Held:
No. A party to a contract cannot demand performance of the other party's obligations
unless he is in a position to comply with his own obligations. Similarly, the right to rescind a
contract can be demanded only if a party thereto is ready, willing and able to comply with
his own obligations thereunder (Art. 1191, Civil Code; Seva vs. Berwin, 48 Phil. 581 [1926];
Paras, Civil Code of the Philippines, 12th ed. Vol. IV, p. 200). In a contract of sale, the vendor
is bound to transfer the ownership of and deliver, as well as warrant, the thing which is the
object of the sale (Art. 1495, Civil Code); he warrants that the buyer shall, from the time
ownership is passed, have and enjoy the legal and peaceful possession of the thing
ARTICLE 1547. In a contract of sale, unless a contrary intention appears, there is: (1) An
implied warranty on the part of the seller that he has a right to sell the thing at the time
when the ownership is to pass, and that the buyer shall from that time have and enjoy the
legal and peaceful possession of the thing.
The prescriptive period within which to institute an action upon a written contract is
ten years (Art. 1144, Civil Code). The cause of action of private respondent Echaus is based
on the deed of sale aforementioned. The deed of sale whereby private respondent Echaus
transferred ownership of the subdivision lots was executed on May 11, 1967. She filed Civil
Case No. 1354 for recovery of title and damages only on October 8, 1982. From May 11,
1967 to October 8, 1982, more than fifteen (15) years elapsed. Seemingly, the 10-year
prescriptive period had expired before she brought her action to recover title. However, the
period 1974 to 1982 should be deducted in computing the prescriptive period for the reason
that, as above discussed, from 1974 to 1982, private respondent Echaus was not in a legal
position to initiate action against petitioner since as aforestated, through no fault of hers,
her warranty against eviction was breached. Deducting eight years (1974 to 1982) from the
period 1967 to 1982, only seven years elapsed. Consequently, Civil Case No. 1354 was filed
within the 10-year prescriptive period. Working against petitioner's position too is the
principle against unjust enrichment which would certainly be the result if petitioner is
allowed to own the 42 lots without full payment thereof.

Heirs of Sofia Quirong vs. Development Bank of the Philippines

G.R. No. 173441
Facts:
When the late Emilio Dalope died, he left a 589-square meter untitled lot in Sta. Barbara,
Pangasinan, to his wife, Felisa Dalope (Felisa) and their nine children, one of whom was Rosa
Dalope-Funcion. To enable Rosa and her husband Antonio Funcion (the Funcions) get a loan
from respondent Development Bank of the Philippines (DBP)
On February 12, 1979, after the Funcions failed to pay their loan, the DBP foreclosed the
mortgage on the lot and consolidated ownership in its name on June 17, 1981.
Four years later or on September 20, 1983 the DBP conditionally sold the lot to Sofia
Quirong for the price of P78,000.00. In their contract of sale, Sofia Quirong waived any
warranty against eviction.
Two months after that sale or on November 28, 1983 Felisa and her eight children
(collectively, the Dalopes) filed an action for partition and declaration of nullity of documents
with damages against the DBP and the Funcion.
On December 16, 1992 the RTC rendered a decision, declaring the DBPs sale to Sofia
Quirong valid only with respect to the shares of Felisa and Rosa Funcion in the property. It
declared Felisas sale to the Funcions, the latters mortgage to the DBP, and the latters sale to

Sofia Quirong void insofar as they prejudiced the shares of the eight other children of Emilio
and Felisa who were each entitled to a tenth share in the subject lot.
On June 10, 1998 the Quirong heirs filed the present action against the DBP for rescission of
the contract of sale between Sofia Quirong, their predecessor, and the DBP and praying for
the reimbursement of the price of P78,000.00 that she paid the bank plus damages.
Issue:WON the Quirongs are entitled to reccission based on their eviction
Held:
No, due to prescription. The remedy of rescission is not confined to the rescissible contracts
enumerated under Article 1381. Article 1191 of the Civil Code gives the injured party in
reciprocal obligations, such as what contracts are about, the option to choose between
fulfillment and rescission. Arturo M. Tolentino, a well-known authority in civil law, is quick to
note, however, that the equivalent of Article 1191 in the old code actually uses the term
resolution rather than the present rescission. The calibrated meanings of these terms are
distinct.
Actually, the cause of action of the Quirong heirs stems from their having been
ousted by final judgment from the ownership of the lot that the DBP sold to Sofia Quirong,
their predecessor, in violation of the warranty against eviction that comes with every sale of
property or thing. Article 1548 of the Civil Code provides:
Article 1548. Eviction shall take place whenever by a final
judgment based on a right prior to the sale or an act imputable to the
vendor, the vendee is deprived of the whole or of a part of thing
purchased.
With the loss of 80% of the subject lot to the Dalopes by reason of the judgment of
the RTC in Civil Case D-7159, the Quirong heirs had the right to file an action for rescission
against the DBP pursuant to the provision of Article 1556 of the Civil Code which provides:
Article 1556. Should the vendee lose, by reason of the eviction,
a part of the thing sold of such importance, in relation to the whole,
that he would not have bought it without said part, he may demand
the rescission of the contract; but with the obligation to return the
thing without other encumbrances than those which it had when he
acquired it. x x x
And that action for rescission, which is based on a subsequent economic loss suffered
by the buyer, was precisely the action that the Quirong heirs took against the
DBP. Consequently, it prescribed as Article 1389 provides in four years from the time the
action accrued. Since it accrued on January 28, 1993 when the decision in Civil Case D-7159
became final and executory and ousted the heirs from a substantial portion of the lot, the
latter had only until January 28, 1997 within which to file their action for rescission. Given
that they filed their action on June 10, 1998, they did so beyond the four-year period.

Heirs Of Sofia Quirong Vs. Development Bank Of The Philippines, G.R. No. 173441,
December 3, 2009

FACTS:
When the late Emilio Dalope died, he left a 589-square meter untitled lot in Sta.
Barbara, Pangasinan, to his wife, Felisa Dalope and their nine children, one of whom was
Rosa Dalope-Funcion. To enable Rosa and her husband Antonio Funcion get a loan from
respondent Development Bank of the Philippines (DBP), Felisa sold the whole lot to the
Funcions. With the deed of sale in their favor and the tax declaration transferred in their
names, the Funcions mortgaged the lot with the DBP.
On February 12, 1979, after the Funcions failed to pay their loan, the DBP foreclosed
the mortgage on the lot and consolidated ownership in its name on June 17, 1981.
Four years later, DBP conditionally sold the lot to Sofia Quirong. In their contract of
sale, Sofia Quirong waived any warranty against eviction. The contract provided that the
DBP did not guarantee possession of the property and that it would not be liable for any lien
or encumbrance on the same.
Two months after that sale or on November 28, 1983 Felisa and her eight children
filed an action for partition and declaration of nullity of documents with damages against the
DBP and the Funcions before the Regional Trial Court.
Notwithstanding the suit, the DBP executed a deed of absolute sale of the subject lot
in Sofia Quirongs favor. The deed of sale carried substantially the same waiver of warranty
against eviction and of any adverse lien or encumbrance.
On May 11, 1985, Sofia Quirong having since died, her heirs filed an answer in
intervention in which they asked the RTC to award the lot to them and, should it instead be
given to the Dalopes, to allow the Quirong heirs to recover the lots value from the DBP.
On December 16, 1992 the RTC rendered a decision, declaring the DBPs sale to Sofia
Quirong valid only with respect to the shares of Felisa and Rosa Funcion in the property. It
declared Felisas sale to the Funcions, the latters mortgage to the DBP, and the latters sale
to Sofia Quirong void insofar as they prejudiced the shares of the eight other children of
Emilio and Felisa who were each entitled to a tenth share in the subject lot.
On June 10, 1998 the Quirong heirs filed the present action against the DBP for
rescission of the contract of sale between Sofia Quirong, their predecessor, and the DBP and
praying for the reimbursement of the price of P78,000.00 that she paid the bank plus
damages.
ISSUE:

Whether or not the heirs of Quirong were entitled to the rescission of the DBPs sale
of the subject lot to the late Sofia Quirong as a consequence of her heirs having been
evicted from it.

HELD:
No. The cause of action of the Quirong heirs stems from their having been ousted by
final judgment from the ownership of the lot that the DBP sold to Sofia Quirong, their
predecessor, in violation of the warranty against eviction that comes with every sale of
property or thing. Article 1548 of the Civil Code provides:
Article 1548. Eviction shall take place whenever by a final judgment based
on a right prior to the sale or an act imputable to the vendor, the vendee is
deprived of the whole or of a part of thing purchased.
With the loss of 80% of the subject lot to the Dalopes by reason of the judgment of
the RTC in Civil Case D-7159, the Quirong heirs had the right to file an action for rescission
against the DBP pursuant to the provision of Article 1556 of the Civil Code which provides:
Article 1556. Should the vendee lose, by reason of the eviction, a part of the
thing sold of such importance, in relation to the whole, that he would not have
bought it without said part, he may demand the rescission of the contract; but
with the obligation to return the thing without other encumbrances than those
which it had when he acquired it. x x x
And that action for rescission, which is based on a subsequent economic loss suffered
by the buyer, was precisely the action that the Quirong heirs took against the DBP.
Consequently, it prescribed as Article 1389 provides in four years from the time the action
accrued. Since it accrued on January 28, 1993 when the decision in Civil Case D-7159
became final and executory and ousted the heirs from a substantial portion of the lot, the
latter had only until January 28, 1997 within which to file their action for rescission. Given
that they filed their action on June 10, 1998, they did so beyond the four-year period.
With the conclusion that the Court has reached respecting the first issue presented in this
case, it would serve no useful purpose for it to further consider the issue of whether or not
the heirs of Quirong would have been entitled to the rescission of the DBPs sale of the
subject lot to Sofia Quirong as a consequence of her heirs having been evicted from it. As
the Court has ruled above, their action was barred by prescription.

FACTS:
In 1984, Alfonso de Leon (Alfonso) mortgaged in favor of Union Bank of the Philippines
(Union Bank) real property situated at Esteban Abada, Loyola Heights, Quezon City, which
was registered in his and his wife Rosarios name and covered by Transfer Certificate of Title

(TCT) No. 286130 (TCT 286130).

The property was foreclosed and sold at auction to Union Bank. After the redemption period
expired, the bank consolidated its ownership, whereupon TCT 362405 was issued in its name
in 1987.
In 1988, Rosario filed against Alfonso and Union Bank, Civil Case No. Q-52702 for annulment
of the 1984 mortgage, claiming that Alfonso mortgaged the property without her consent,
and for reconveyance.
In a September 6, 1989 Letter-Proposal, Bignay Ex-Im Philippines, Inc. (Bignay), through its
President, Milagros Ong Siy (Siy), offered to purchase the property. The written offer stated,
among others, that The property is the subject of a pending litigation between Rosario de
Leon and Union Bank for nullification of the foreclosure before the Regional Trial Court of
Quezon City. Should this offer be approved by your management, we suggest that instead of
the usual conditional sale, a deed of absolute sale be executed to document the transaction
in our favor subject to a mortgage in favor of the bank to secure the balance.
This documentation is intended to isolate the property from any lis pendens that the former
owner may annotate on the title and to allow immediate reconstitution thereof since the
original Torrens title was burned in 1988 when the City Hall housing the Register of Deeds of
Quezon City was gutted by fire.
On December 20, 1989, a Deed of Absolute Salewas executed by and between Union Bank
and Bignay whereby the property was conveyed to Bignay forP4 million. The deed of sale
was executed by the parties through Bignays Siy and Union Banks Senior Vice President
Anthony Robles (Robles).
On December 27, 1989, Bignay mortgaged the property to Union Bank, presumably to
secure a loan obtained from the latter.
A Decision was rendered in Civil Case No. Q-52702, finding that defendant Alfonso de Leon,
Jr. had alone executed the mortgage on their conjugal property upon a forged signature of
his wife plaintiff Rosario T. de Leon. Further, the Court declares plaintiff Rosario T. de Leon
the owner still of the undivided ONE HALF (1/2) of the subject property. The writ of
possession granted in favor of Union Bank was set aside and quashed.
Alfonso was ordered to pay his co-defendant Union Bank of the Philippines the sum of
hisP1M loan with interest from the time the same was extended to him.
Union Bank appealed the above Decision with the CA. The CA appeal was dismissed for
failure to file appellants brief; the ensuing Petition for Review with this Court was similarly
denied for late filing and payment of legal fees.
Bignay filed a Petition for annulment of the Decision. The CA dismissed the Petition. Bignays
resultant Petition for Certiorari with this Court suffered the same fate.
Bignay was evicted from the property; by then, it had demolished the existing structure on

the lot and begun construction of a new building.

Bignay filed a case for breach of warranty against eviction under Articles 1547 and 1548 of
the Civil Code, with damages, against Union Bank and Robles.
Union Bank interposed a Motion to Dismiss grounded on lack of or failure to state a cause of
action, claiming that it made no warranties in favor of Bignay when it sold the property to
the latter on December 20, 1989. The trial court deferred the resolution of the motion on
finding that the ground relied upon did not appear to be indubitable.
Union Bank thus filed its Answer Ad Cautelam,where it alleged that Bignay was not an
innocent purchaser for value, knowing the condition of the property as evidenced by Siys
September 6, 1989 letter-proposal to purchase the same. It interposed a counterclaim as
well, grounded on two promissory notes signed by Siy in favor of the bank.
The trial court thus declared that Union Bank, through Robles, acted in bad faith in selling
the subject property to Bignay; for this reason, the stipulation in the December 20, 1989
deed of sale limiting Union Banks liability in case of eviction cannot apply, because under
Article 1553 of the Civil Code, "[a]ny stipulation exempting the vendor from the obligation to
answer for eviction shall be void, if he acted in bad faith."
Art. 1555. When the warranty has been agreed upon or nothing has been stipulated on this
point, in case eviction occurs, the vendee shall have the right to demand of the vendor:
(1) The return of the value which the thing sold had at the time of the eviction, be it greater
or less than the price of the sale;
xxx Thus, it held that Bignay was entitled to the return of the value of the property (P4 million),
as well as the cost of the building erected thereon (P20 million), since Union Bank acted in
bad faith. At the same time, the trial court held that the banks counterclaim was not at all
connected with Bignays Complaint, which makes it a permissive counterclaim for which the
docket fees should accordingly be paid. Since the bank did not pay the docket fees, the trial
court held that it did not acquire jurisdiction over its counterclaim; thus, it dismissed the
same.
Union Bank appealed to the CA. On the Counterclaim, judgment is rendered ordering
plaintiff-appellee to pay defendant-appellant the principal amount ofP1,500,000.00 and
P2,000,000.00 under two Promissory Notes.
Regarding the banks counterclaim, the CA held that Union Bank timely paid the docket fees
therefor amounting to P32,940.00 at the time it filed its Answer Ad Cautelam.
Bignay filed its Motion for Partial Reconsideration questioning the appellate courts ruling on
Union Banks counterclaim. On the other hand, Union Bank in its Motion for Reconsideration
took exception to the CAs application of Articles 1548 and 1549 of the Civil Code, as well as
its finding that the bank was negligent in the handling and prosecution of Civil Case No. Q-

52702.
The CA issued the second assailed Resolution denying the parties respective motions for
reconsideration.
ISSUES:
Whether or not Petitioner is entitled to the warranties against Eviction under
Article 1555 of the Civil Code.
Held:
The gross negligence of the seller in defending its title to the property subject matter of the
sale - thereby contravening the express undertaking under the deed of sale to protect its
title against the claims of third persons resulting in the buyer's eviction from the property -.
amounts to bad faith, and the buyer is entitled to the remedies afforded under Article 1555
of the Civil Code.
Eviction shall take place whenever by a final judgment based on a right prior to the sale or
an act imputable to the vendor, the vendee is deprived of the whole or of a part of the thing
purchased. In case eviction occurs, the vendee shall have the right to demand of the vendor,
among others, the return of the value which the thing sold had at the time of the eviction,
be it greater or less than the price of the sale; the expenses of the contract, if the vendee
has paid them; and the damages and interests, and ornamental expenses, if the sale was
made in bad faith.
It adds that since Union Bank is guilty of negligence and bad faith in transacting with Bignay,
it should be penalized through the proper dismissal of its counterclaim; the Court should
instead require Union Bank to prosecute its claims in a separate action.