Marcelino Galang v. Court of Appeals

Summary

Supreme Court reversed lower courts' rescission of a land sale contract, holding that removal of an 'encargado' was not a condition precedent but an alternative payment period. The Galangs purchased Tagaytay property from the Buenaventuras with staggered payments, but when the sellers failed to remove the 'encargado' and deliver title, lower courts rescinded the contract finding the 'encargado' was a protected agricultural tenant whose removal was legally impossible. The Supreme Court disagreed, interpreting the contract term '25% within three months OR upon removal of encargado' as providing alternative periods, not conditions precedent. The Court ordered specific performance: buyers must pay the remaining 75% balance while sellers must transfer title upon payment, demonstrating the importance of precise contract interpretation in determining obligations versus conditions.