GR L 11668; (April, 1918) (Digest)
G.R. No. L-11668; April 1, 1918
ANTONIO ENRIQUEZ DE LA CAVADA, plaintiff-appellee, vs. ANTONIO DIAZ, defendant-appellant.
FACTS:
On November 15, 1912, Antonio Diaz granted Antonio Enriquez de la Cavada an option to purchase his “hacienda at Pitogo consisting of 100 and odd hectares” for either P30,000 cash or P40,000 payable within six years with interest. The option was to be exercised within the period necessary to obtain a Torrens title for the property. In a subsequent letter of the same date, Cavada accepted the option and agreed to send a surveyor to facilitate the titling process, with costs to be shared.
Diaz subsequently applied for and obtained Torrens titles for two parcels comprising the Hacienda de Pitogo. However, he offered to convey to Cavada only one of these parcels, claiming it satisfied the contract’s description of “100 hectares, more or less.” Cavada refused, insisting the contract covered the entire hacienda. Cavada filed an action for specific performance and damages, alleging he had already contracted to resell the entire property at a profit.
The parties stipulated to have evidence taken before a court commissioner. The trial court ruled in favor of Cavada, ordering Diaz to convey the entire hacienda (as described in the two land registration decrees) upon payment, or, in case of failure, to pay damages of P20,000 with interest.
ISSUE:
Whether the contract of option obligated Diaz to sell the entire Hacienda de Pitogo to Cavada, and not merely a portion of it measuring approximately 100 hectares.
RULING:
Yes. The Supreme Court affirmed the trial court’s decision.
The contract expressly referred to the sale of “my hacienda at Pitogo.” The phrase “consisting of 100 and odd hectares” was merely descriptive of the hacienda’s area, not a limitation restricting the sale to only a 100-hectare portion of it. The clear intent of the parties was a sale of the entire hacienda estate. Diaz’s offer to convey only a part thereof constituted a breach of contract.
The Court also rejected Diaz’s various procedural and substantive assignments of error. It held that the parties validly agreed to the method of presenting evidence. The claim that Cavada had abandoned or renounced the contract was unsupported by the record, which showed Cavada was always ready to perform. The award of P20,000 in damages was proper, as the evidence showed Cavada lost a P30,000 profit from a resale contract due to Diaz’s breach. Diaz’s subsequent sale of part of the hacienda to third parties did not excuse his performance or liability.