LIMKETKAI V. CA

FACTS:

Phil.Remnants Co. constituted BPI to manage, administer and sell its real property located in Pasig, Metro Manila.

BPI gave authority to real estate broker Pedro Revilla Jr. to sell the lot for P1000 per square meter.

Revilla contacted Alfonso Lim of petitioner company who agreed to buy the land and thereafter was allowed to view the land.

Lim and Alfonso LImketkai went to BPI to confirm the sale and both finally agreed that the land would be sold for P1000 per square meter. Notwithstanding the agreement, Alfonso asked BPI if it was possible to pay in terms provided that in case the term is disapproved, the price shall be paid in cash.

Two or three days later, petitioner learned that its offer to pay on terms had been frozen. Alfonso Lim went to BPI on July 18, 1988 and tendered the full payment of P33,056,000.00 to Albano. The payment was refused because Albano stated that the authority to sell that particular piece of property in Pasig had been withdrawn from his unit

An action for specific performance with damages was thereupon filed on August 25, 1988 by petitioner against BPI. In the course of the trial, BPI informed the trial court that it had sold the property under litigation to NBS

ISSUE:

WON there was a perfected contract of sale between Limketkai Co. and BPI.

HELD:

There was already a perfected contract of sale because both parties already agreed to the sale of P1000/sq.m. Even if Lim tried to negotiate for a payment in terms, it is clear that if it be disapproved, the payment will be made in cash.

The perfection of the contract took place when Aromin and Albano, acting for BPI, agreed to sell and Alfonso Lim with Albino Limketkai, acting for petitioner Limketkai, agreed to buy the disputed lot at P1,000.00 per square meter. Aside from this there was the earlier agreement between petitioner and the authorized broker. There was a concurrence of offer and acceptance, on the object, and on the cause thereof.

The phases that a contract goes through may be summarized as follows:

a. preparation, conception or generation, which is the period of negotiation and bargaining, ending at the moment of agreement of the parties;

b. perfection or birth of the contract, which is the moment when the parties come to agree on the terms of the contract; and

c. consummation or death, which is the fulfillment or performance of the terms agreed upon in the contract