G.R. No. L-5585 - Ozaeta vs. Vda. de Palanca

Mary Lane R. Kim owned a 250-ton portable crusher and a five-hectare lot in Floridablanca.
On August 4, 2011, Kim and Jasper Jayson M. Quicho executed a Deed of Conditional Sale for the crusher at ₱18,000,000, payable:

The deed provided that any missed installment would automatically rescind the sale and forfeit prior payments as rentals.
On August 15, 2011, the parties also executed a lease of the five-hectare lot for crusher operations.

In October 2012, Kim delivered the crusher and lot; Quicho paid ₱9,000,000 but defaulted on remaining installments.
Kim issued a Notice of Rescission on October 31, 2013, and filed for judicial rescission before the RTC.
The RTC initially declared Quicho in default but later lifted it; in its July 11, 2016 Decision, it:

Quicho’s Motion for New Trial was denied on October 14, 2016. Kim died and was substituted by her heirs on September 13, 2016.

The Court of Appeals (CA) affirmed with modification on December 27, 2018, rescinding the contracts but ordering the heirs to return the ₱9,000,000 with 6% interest from October 31, 2013.
The CA denied the heirs’ partial reconsideration on August 23, 2019, holding that rescission mandates mutual restitution regardless of forfeiture stipulations.
The heirs petitioned to the Supreme Court, contesting the return of partial payments contrary to the forfeiture clause.

Whether the CA erred by disregarding the express forfeiture clause in the contract and ordering the heirs to return the ₱9,000,000 paid by Quicho despite his breach.