G.R. No. L-19311 - Mendoza vs. Comple

Plaintiffs, Filemon H. Mendoza et al., brought an action to require the defendant, Aquilina Comple, to comply with an alleged contract for the purchase and sale of a parcel of land.
The case arose from negotiations between the parties regarding the sale of a parcel of land, with additional area included.

It was alleged that the plaintiffs were initially reluctant to purchase the parcel of land.
After a series of negotiations and upon the insistence of the defendant, the plaintiffs were induced to agree to purchase the land.
The defendant purportedly agreed to sell the parcel (plus an additional area of twenty-four square meters) for a price of P4,500.00, Philippine currency.
It was further alleged that the parties agreed to a period of three weeks—from April 15, 1961, to May 6, 1961—for the plaintiffs to come up with the necessary cash.

It was contended that, upon the receipt of the cash within the allotted period, the defendant would execute the final deed of conveyance in favor of the plaintiffs.
The negotiations amounted to an undertaking by the defendant that if the plaintiffs were able to raise P4,500.00 by the specified deadline, the contract of sale would be honored.
The allegations did not encompass any statement that the plaintiffs had definitively agreed to buy the land before meeting the condition of having sufficient funds.

On May 1, 1961, before the expiration of the stipulated period, the defendant visited the plaintiffs’ residence.
The defendant informed the plaintiffs that she was calling off the deal by withdrawing her promise to sell the lot.
The withdrawal was based on the notion that the promise to sell was not further supported by any consideration distinct from the price of the sale.

The complaint highlighted that if the plaintiffs failed to produce the money by May 6, 1961, no contractual liability would attach to either party.
The complaint framed the negotiations as a conditional promise, which under the New Civil Code would be binding only if supported by a consideration distinct from the sale price (as required by Article 1479).

Whether the defendant’s promise to sell the parcel of land constituted an enforceable contract.

Consideration was given to whether the promise was supported by a consideration distinct from the sale price.
The issue of whether the defendant could validly withdraw her promise before the plaintiffs had complied with the condition of raising P4,500.00 was examined.

The legal effect of the absence of an allegation that the plaintiffs had irrevocably agreed to purchase the land upon raising the necessary funds.

Whether the promise constituted an accepted contract or merely an undertaking subject to a condition precedent.
The implications of the absence of a distinct consideration on the enforceability of the promise under the provisions of the New Civil Code.