Page 383 - Important Provisions of The New Civil Code

Article 1545. Where the obligation of either

party to a contract of sale is subject to any

condition which is not performed, such party

may refuse to proceed with the contract or he

may waive performance of the condition. If the

other party has promised that the condition

should happen or be performed, such first

mentioned party may also treat the

nonperformance of the condition as a breach of

warranty.

Where the ownership in the thing has not passed,

the buyer may treat the fulfillment by the seller

of his obligation to deliver the same as described

and as warranted expressly or by implication in

the contract of sale as a condition of the

obligation of the buyer to perform his promise to

accept and pay for the thing. (n)