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G.R. No. L-30786: Olegario Clarin vs Alberto Rulona and the Court of Appeals
20 February 1984, 127 scra 512
Perfected Contract of Sale

Clarin was the owner of a 10 hectare land in Carmen, Bohol. The same was said to be his share
from the other co-owners. In 1959, he executed a Contract of Sale with Rulona as he was
selling his 10 hectare land. It was agreed that the purchase price would be P2500.00. Down
payment would be P1000.00 and the remaining balance would be paid monthly at P100.00 per
month. Rulona paid the down payment as well as the 1st installment but then later on Clarin
returned the P1100.00 against Rulona’s will. Clarin said he could not convince the other co-
owners about the selling of his share. Clarin also said there was no perfected sale between him
and Rulona as he said that the sale was subject to the condition that the other co-owners should
give their consent to the sale.

ISSUE: Whether or not there was a perfected contract of sale.

HELD: Yes there is. During trial there were 3 documents shown. Exhibit A shows that upon
payment of P800.00 by Rulona, a survey of the land was authorized. Exhibit B shows that
P200.00, part of the down payment was paid to Clarin and that the 1st installment of P100.00
was also made. Though these exhibits are not the Contract of Sale, they show that there was a
contract of sale between Rulona and Clarin.

Construing Exhibits A and B together, it can be seen that the Clarin agreed to sell and Rulona
agreed to buy a definite object, that is, 10 hectares of land which is part and parcel of Lot 20
PLD No. 4, owned in common by the Clarin and his sisters although the boundaries of the 10
hectares would be delineated at a later date. The parties also agreed on a definite price which is
P2,500.00. Exhibit B further shows that Clarin has received from Rulona as initial payment, the
amount of P800.00. Hence, it cannot be denied that there was a perfected contract of sale
between the parties and that such contract was already partially executed when the petitioner
received the initial payment of P800.00. The latter's acceptance of the payment clearly showed
his consent to the contract thereby precluding him from rejecting its binding effect.

Further, Clarin’s letter to Rulona marked Exhibit C stated;

"My dear Mr. Rulona:

Replying to your letter of recent date, I deeply regret to inform you that my daughter, Alice, who
is now in Manila, could not be convinced by me to sell the land in question, that is, the ten (10)
hectares of land referred to in our tentative agreement. It is for this reason that I hereby
authorize the bearer, Mr. Paciano Parmisano, to return to you in person the sum of One
Thousand and One Hundred (P1,100.00) Pesos which you have paid in advance for the
proposed sale of the land in question."

The reasons given by the Clarin cannot operate against the validity of the contract in question. A
contract is valid even though one of the parties entered into it against his better judgment.