Case Digest (G.R. No. 119580)
Facts:
Philippine National Bank v. Court of Appeals and Lapaz Kaw Ngo, G.R. No. 119580, September 26, 1996, Supreme Court First Division, Hermosisima, Jr., J., writing for the Court.The petition arose from an action for specific performance filed by private respondent Lapaz Kaw Ngo against petitioner Philippine National Bank (PNB) in the Regional Trial Court, Branch 26, Manila (Civil Case No. 87-39598). After trial the RTC rendered judgment in favor of Ngo on November 15, 1990, ordering PNB to comply with an approved sale of a prime parcel in Sta. Cruz, Manila, and awarding various sums (including P610,000.00 actual expenses); PNB appealed to the Court of Appeals (CA-G.R. CV No. 33490), which affirmed the RTC except that it deleted the P610,000.00 actual damages award. PNB then petitioned the Supreme Court for review on certiorari under Rule 45.
The underlying transactions involved two separate letter-agreements offered by PNB to Ngo regarding the same parcel (TCT No. 134695). On July 14, 1983 Ngo offered to buy; on September 8, 1983 PNB approved the offer subject to terms including a selling price (about P5.39M), an initial deposit of P100,000.00 and an additional downpayment (P978,860.00), a forfeiture clause for failure to pay, waiver of warranty against eviction, and a clause that ejectment expenses would be for the buyer's account. Ngo signed the letter-agreement on December 15, 1983 and undertook eviction of occupants. She later sought adjustments; after failure to remit required additional deposits PNB cancelled the sale on October 16, 1984 and refunded P550,000.00 of her aggregate deposits.
In 1986 Ngo sought revival; on May 14, 1986 PNB approved revival subject to revised terms (selling price P5,135,599.17, P200,000.00 deposit, additional downpayment P827,119.83, non-consideration of prior forfeited P100,000.00, again a waiver of warranty, and condition No. 6 making ejectment expenses Ngo’s responsibility). Ngo acknowledged receipt and on May 23, 1986 accepted all terms except condition No. 6 and requested its deletion. PNB refused and required a signed letter-conforme and remittance of P827,119.83 by July 10, 1986 or the sale would be cancelled. Ngo later indicated willingness to remit the balance once the property was cleared, but PNB, on January 30, 198...(Pro-only)
Issues:
- Was there a perfected contract of sale between PNB and Ngo under the undisputed facts?
- Was PNB’s cancellation of the approved sale and forfeiture of Ngo’s deposit valid?
- Do the deposits tendered by Ngo constitute earnest money that conclusively proves perfection of sale, entitling Ng...(Pro-only)
Ruling:
- (Pro-only)
Ratio:
- (Pro-only)
Doctrine:
- (Pro-only)