545 Phil. 686
SANDOVAL-GUTIERREZ, J.:
WHEREFORE, premises considered, judgment is hereby rendered:
a) declaring the plaintiffs as the owners and entitled to the possession of the lot in question more particularly described in par. 2 of the complaint including the improvements thereon;b) ordering the defendants or anyone acting for or with them to vacate the premises; andc) directing the defendants and/or their agents to turn over the possession of the property in question to the plaintiffs.
No pronouncement as to costs.
SO ORDERED.
Thus, we shall now look into the transaction entered into by the defendants with the Belmeses, with reference to the intention of the parties. The Contract to Buy and Sell reads:"That whereas, the vendor agreed to sell and the vendee agreed to buy the above-described parcel of land, together with improvements therein, for the sum of Three Hundred Fifty Thousand Pesos (P350, 000.00), Philippine currency, under the following terms and conditions xxx"
The tenor of the afore-quoted provision of the contract clearly confirms that the transaction between the transaction between the defendants and the Belmeses was not a contract of sale, as defined by Art. 1458 of the Civil Code. The reason for the same was clearly explained by defendants' own witness, Lourdes Narito, during her direct examination. She testified that herein defendants themselves refused to enter into a contract of sale and execute a deed of sale unless and until the Belmeses will transfer the title to the property. This was the reason why a mere contract to sell was executed. x x x (Emphasis ours)In a petition for review on certiorari under Rule 45 of the 1997 Rules of Civil Procedure, as amended, we review only errors of law and not errors of facts. The factual findings of the appellate court are generally binding on this Court. This applies with greater force when both the trial court and the Court of Appeals are in complete agreement on their factual findings, as in this case. Here, the facts relied upon by the trial and appellate courts are sustained by the record. There is no reason to deviate from their findings.[5]
In a contract of sale, the title to the property passes to the vendee upon the delivery of the thing sold; in a contract to sell, ownership is, by agreement, reserved in the vendor and is not to pass to the vendee until full payment of the purchase price. Otherwise stated, in a contract of sale, the vendor loses ownership over the property and cannot recover it until and unless the contract is resolved or rescinded; whereas, in a contract to sell, title is retained by the vendor until full payment of the price. In the latter contract, payment of the price is a positive suspensive condition, failure of which is not a breach but an event that prevents the obligation of the vendor to convey title from becoming effective. (Underscoring supplied)[6]Indeed, the true agreement between petitioners and spouses Belmes is a contract to sell. Not only did the parties denominate their contract as "Contract to Buy and Sell," but also specified therein that the balance of the purchase price in the amount of P130,000.00 is to be paid by petitioners upon the issuance of a certificate of title. That spouses Belmes have in their possession the certificate of title indicates that ownership of the subject property did not pass to petitioners.
Indeed, in contracts to sell the obligation of the seller to sell becomes demandable only upon the happening of the suspensive condition, that is, the full payment of the purchase price by the buyer. It is only upon the existence of the contract of sale that the seller becomes obligated to transfer the ownership of the thing sold to the buyer. Prior to the existence of the contract of sale, the seller is not obligated to transfer the ownership to the buyer, even if there is a contract to sell between them.
Article 1544. If the same thing should have been sold to different vendees, the ownership shall be transferred to the person who may have first taken possession thereof in good faith, if it should be movable property.
Should it be immovable property, the ownership shall belong to the person acquiring it who in good faith first recorded it in the Registry of Property.
Should there be no inscription, the ownership shall pertain to the person who in good faith was first in possession; and in the absence thereof, to the person who presents the oldest title, provided there is good faith. (Emphasis ours)