Essay Flashcards

Lea, owner of Lot 12, signs a deed of sale with Bruno for PHP 3,800,000. The deed provides that Lea binds herself to convey title to Lot 12 and deliver possession to Bruno immediately upon perfection of the contract, and Bruno binds himself to pay the price on signing. The deed explicitly states that the obligation is pure and unconditional and contains no condition precedent or future term. After signing, it is discovered that Lot 12 is subject to a pending government clearance requirement that pre-exists the contract and must be issued before any transfer of ownership can occur. The clearance is not disclosed to Bruno, and the government has not yet granted it. (a) Identify the central doctrine tested by this fact pattern. (b) Distinguish pure obligations from conditional obligations, including suspensive conditions. (c) Apply the doctrine to the facts: is the obligation here pure? what are the implications for enforceability of Lea’s title delivery and Bruno’s payment, and what remedies are available if either party defaults or if the transfer is blocked by the clearance requirement?