Art 1596

Damages for Non-acceptance of Goods - When the buyer wrongfully neglects/refuses to accept and pay for the goods, an action for damages my be
maintained by the seller.

Rationale: To put the seller in the same position as if the sale had been consummated were it not for the breach thereof by the buyer. It is giving the
seller the profits of his contract as though it was performed by the buyer.

Measure of Damages - Damages are authorized to compensate the seller for profits he failed to realize because of the non-fulfillment of the contract.
The measure of damages is the estimated loss resulting in the ordinary course of events from the buyer’s breach of contract.

The difference between the a.) the price stipulated at the time of making the contract and b.) the price in the market on the day of delivery
should be made is the measure of damages for breach of the contract for the sale of goods.

Rule in Case of Non-Acceptance - The seller must prove the damages he suffered. If there is an available market, he must prove that he current price
is lesser than the agreed price. If the current price is more than the agreed price, there is no actual damage suffered. But he may still be entitled to
nominal damages.

Current price shall be:

1. The price at the time fixed by the parties;
2. In the absence of any period fixed, the current price at the time of the buyer’s refusal to accept (par. 2)

This kind of damage is the equivalent of “unrealized profits” (lucro cesante)

HOWEVER, if there are special circumstances establishing proximate damages of a difficult amount, that is, higher than the difference of the contract
price and market or current price, attributable to non-performance of the buyer’s obligation, the seller shall be so entitled to such proximate damages.
Proximate damages refer to damages other than unrealized profits.

If there is no available market for the goods, by implication, the seller is entitled to the full amount of damage which he sustained by reason of the
breach of the contract by the buyer.

Repudiation of the Contract of Notice of Stopping the Contract - In cases where the objects of the sale have to be manufactured, the seller has to
spend for labor and materials to produce the products or goods.

If the buyer repudiates the contract or informs the seller to stop the production thereof, the buyer will be liable for the cost of (1) labor performed;
(2) expenses for materials used before receiving the notice of repudiation or stoppage; and (3) for unrealized profits.

In Siulong & Co. V Nanyo Shoji Kaisha, etc, for breach of contract for sale and delivery of merchandise, it was held that the buyer is liable only for such
damages which are direct, certain or liquidated, and which result naturally from such breach.
Art 1597