Sales Chapter 1: Nature and Form of the Contract

Study Notes

A contract of sale involves the seller transferring ownership of a determinate thing and the buyer paying a certain price in money or its equivalent.
Contracts may be onerous, requiring valuable consideration; commutative, with nearly equivalent values exchanged; or aleatory, where outcomes depend on uncertain events.
Examples of aleatory contracts include the sale of a genuine sweepstakes ticket.

Principal contracts can stand alone, unlike accessory contracts that depend on other valid contracts (e.g., pledge and mortgage).
Nominate contracts are specifically named (e.g., contract of sale), while innominate contracts lack a designated name.

The vendor does not need to be the owner at the time of sale; ownership must be established by the time of delivery.
The fundamental aim of the contract is the transfer of ownership, not just a physical transfer of the item.
Essential elements include:
- Consent or meeting of minds regarding the transfer of ownership in exchange for a price.
- Determinate subject matter; a sale of generic goods is not valid, and differing views on the object prevent consensus.
- A price certain in money or its equivalent is necessary; the price does not have to be monetary.

Consensual contracts become effective with mutual agreement.
Bilateral reciprocal contracts bind both parties to obligations reliant on one another.

Natural elements are inherent unless expressly stated otherwise, such as:
- Warranty against eviction to protect against loss of property.
- Warranty against hidden defects to ensure the item is free from undisclosed issues.
Accidental elements may or may not be included in the contract's stipulations.

Objects of sale can be:
- Tangible (e.g., physical property or goods requiring possession).
- Intangible (e.g., rights, credits, copyrights, trademarks, or goodwill).