G.R. No. L-11919; July 27, 1959
Ildefonso Biando and Modesta Espanto, plaintiffs-appellees, vs. Ciriaco Embestro and Ramon Bardaje, defendants. Ramon Bardaje, defendant-appellant.

FACTS

The spouses Ildefonso Biando and Modesta Espanto filed an amended complaint seeking to declare a deed of sale with right to repurchase, executed in favor of Ciriaco Embestro, as an equitable mortgage securing a loan of P100. They also sought to nullify Embestro’s subsequent conveyance of the land to Ramon Bardaje, offered to repay the loan, and claimed damages. The defendants countered that the deed was a genuine sale and that the plaintiffs had no money to repurchase. During a pre-trial conference, the parties entered into an amicable settlement, which the court approved. The key terms were: 1) Bardaje would reconvey the land to the plaintiffs for P100; 2) The plaintiffs would also pay Bardaje the value of any improvements he introduced; 3) A commissioner would assess the improvements; 4) The defendants would execute the deed of reconveyance and the plaintiffs would pay the sums due “as soon as the judgment rendered herein becomes final.” Based on the commissioner’s report, the court rendered judgment ordering Bardaje to execute the deed of reconveyance and deliver the land, and condemning the plaintiffs to pay Bardaje P158 (for improvements) plus a P20 commissioner’s fee, totaling P178, “as soon likewise as this decision becomes final.” An additional sentence in the judgment stated: “To obviate any controversy, Ramon Bardaje must deposit with the Clerk of Court the deed of reconveyance and the plaintiffs the amount of P178.00 on or before the date this decision becomes final.”
The plaintiffs had previously deposited P105 with the Clerk of Court (later with the Provincial Treasurer). After the judgment became final on August 13, 1956, the plaintiffs, on August 25, moved for the release of the P105 to Bardaje, which the court authorized. Bardaje refused to withdraw it. The plaintiffs deposited the balance of P73 on September 4, 1956, which was 21 days after the judgment became final. Bardaje moved to restrain the plaintiffs from entering the land, arguing they failed to deposit the full P178 before the judgment became final as per the “obviate controversy” clause. The court denied his motion, noting Bardaje had also failed to deposit the deed. The court later ordered Bardaje to execute the deed of reconveyance. Bardaje appealed this order.

ISSUE

Whether the defendant-appellant Ramon Bardaje can refuse to execute the deed of reconveyance on the ground that the plaintiffs-appellees failed to deposit the full payment of P178 on or before the date the judgment became final.

RULING

No. The order directing Bardaje to execute the deed of reconveyance is affirmed. The reciprocal obligations under the amicable settlement and the main body of the judgment were to be performed “as soon as the judgment becomes final,” meaning immediately thereafter. The subsequent clause suggesting deposit “on or before the date this decision becomes final” was a mere suggestion by the court to avoid further controversy and cannot alter or modify the parties’ agreement as sanctioned by the court. Time was not of the essence of the agreement. The appellees substantially performed their obligation by depositing P105 before finality and the balance shortly after. Their slight delay (21 days after finality for the balance) is not a sufficient ground to rescind the agreement, especially since the appellant had refused to draw the amounts deposited. The appellees, having performed their part, are entitled to compel the appellant to fulfill his obligation to execute the deed of reconveyance.