Canuto v. Mariano
REITERATIONFacts
The Antecedents: Plaintiff Espiridiona Canuto executed a deed of sale of a parcel of land to defendant Juan Mariano for P360 on December 4, 1913, reserving the right to repurchase within one year. The plaintiff failed to repurchase within the stipulated period. The plaintiff alleged an oral agreement with the defendant for an extension of the redemption period until the end of December 1914, claiming she asked for this extension on December 2, 1914, and the defendant agreed. She further alleged that after the original period expired, she attempted to repurchase, but the defendant failed to appear at the agreed time and place and subsequently refused to execute a deed of resale or accept the purchase price despite repeated demands and tender of payment. Procedural History: The Court of First Instance of Manila rendered a judgment ordering the execution of a deed of repurchase by the defendant upon payment by the plaintiff of P360. The Petition: The defendant appealed the judgment of the Court of First Instance.
Issue(s)
Whether an oral agreement to extend the period for repurchase, made subsequent to a written deed of sale, is admissible and enforceable. Whether the plaintiff lost her right to redeem by failing to make a judicial deposit of the purchase price when the defendant refused to accept it.
Ruling
The Supreme Court affirmed the judgment of the Court of First Instance, ordering the defendant to execute the deed of resale upon payment of the agreed repurchase price, with costs against the appellant.
Ratio Decidendi
On the admissibility and enforceability of the oral agreement to extend the redemption period: The Court held that the rule forbidding the admission of parol or extrinsic evidence to alter, vary, or contradict a written instrument does not apply to subsequent agreements between the parties that modify or abrogate the original contract. The plaintiff's testimony, corroborated by a witness, established that the defendant orally agreed to extend the redemption period to the end of December 1914, based on the plaintiff's promise to secure the funds and repurchase within that extended time. The Court found the defendant's conflicting testimony to be vague and incredible. The defendant's subsequent refusal to honor this oral agreement, despite the plaintiff's readiness to pay, constituted a breach of his promise. The Court cited several cases, including Villegas vs. Capistrano, Fructo vs. Fuentes, Retes vs. Suelto, and Rosales vs. Reyes and Ordoveza, to support the principle that subsequent oral agreements can modify written contracts. The Court emphasized that the parol evidence does not deny the original agreement but shows the parties' exercise of their right to change it. On the plaintiff's failure to make a judicial deposit: The Court found this contention untenable in light of established jurisprudence. The settled rule in the jurisdiction is that a bona fide offer or tender of the repurchase price is sufficient to preserve the vendor's rights if the offer or tender is refused, without the necessity of making a judicial deposit. The Court reiterated the principle from Fructo vs. Fuentes that if a vendor makes diligent effort to exercise the right to repurchase and fails due to circumstances beyond their control, they do not lose their right to repurchase on the maturity date. In this case, the plaintiff made repeated demands and tendered the purchase price, and was prevented from completing the transaction by the defendant's conduct.
Main Doctrine
An oral agreement to extend a redemption period, entered into subsequent to a written deed of sale with a reserved right to repurchase, is admissible and enforceable, provided the vendor stands ready to make payment within the extended period and is prevented from doing so by the conduct of the vendee.