Summary
Highlights
A condition is an uncertain event or contingency upon which the obligation or right of a contract depends. The obligation does not attach until the condition is performed. This discussion distinguishes between conditions affecting the perfection of a contract and those affecting the performance of an obligation. Non-fulfillment of a condition gives the buyer options: to refuse to proceed with the contract or to waive the performance of the condition. If a condition is a promise, its non-performance can be treated as a breach of warranty.
Warranties are statements or representations made by the seller about the thing's character, quality, or title, forming part of the sales contract. Express warranties are explicit affirmations of fact or promises that induce the buyer to purchase. Implied warranties are those the law infers from the nature of the transaction, such as warranty of title, warranty against hidden defects, and warranty of fitness or merchantability. Unlike express warranties, implied warranties are natural elements of a contract, presumed to exist unless expressly waived or modified. Expressions of opinion from a seller are generally not warranties unless the seller is an expert and the buyer relies on their opinion.
Implied warranties are generally not applicable in 'as is, where is' sales, where the buyer accepts the item in its current condition and location, recognizing that no guarantees are made regarding quality or workable condition. Similarly, in sales of secondhand articles, there's usually no warranty as to quality, condition, or suitability for purpose, unless the seller makes express representations or acts in bad faith. No warranties exist in sales by virtue of authority (e.g., sheriff, auctioneer, mortgagee) as these individuals do not warrant title.
The implied warranty against eviction ensures the buyer's peaceful possession of the purchased item. Eviction occurs when the buyer is deprived of the whole or part of the thing by a final judgment based on a prior right or an act imputable to the vendor. Essential elements for this warranty include deprivation (whole or partial), a final judgment, a right prior to the sale or an act of the vendor, and the vendor being summoned in the eviction suit. The vendor is liable for eviction, even if they acted in good faith, provided the buyer did not waive this warranty. This section also discusses the effects of prescription (acquisitive and extinctive) on eviction claims and the vendor's liability for non-payment of taxes leading to auction, provided the buyer was unaware.
Stipulations waiving the warranty against eviction are discussed, with implications for different types of waiver (consciente vs. intencionada) and the seller's bad faith. If the seller is in bad faith, even an intentional waiver by the buyer is void. In cases of eviction, the vendor must pay the value of the thing at the time of eviction (which may differ from the sale price), income or fruits the buyer had to return, costs of suit, expenses of contract, and damages and interest if the seller acted in bad faith.
In partial eviction, where the buyer is deprived of a significant part of the thing, the buyer has alternative rights: rescission of the contract or enforcement of the warranty. Rescission is not available in total eviction as mutual restitution is impossible. Servitudes or easements, which burden one property for the benefit of another, can also lead to remedies if they are non-apparent, undisclosed, and unknown to the buyer. Remedies include rescission or damages. These remedies are not available if the servitude is obvious, registered, or known to the buyer prior to the sale. Actions must be brought within specific prescriptive periods.
The implied warranty against hidden defects (redhibitory action) allows the buyer to avoid a sale due to vices that render the item unfit for its intended use or diminish its fitness significantly, such that the buyer would not have purchased it otherwise. The defect must be serious, hidden (not obvious even after careful inspection, unless the buyer is an expert), exist at the time of sale, and the buyer must give timely notice. There is generally no implied warranty against hidden defects in secondhand goods unless misrepresentation or bad faith from the seller. The doctrines of caveat venditor ('let the seller beware') and caveat emptor ('let the buyer beware') apply in different contexts concerning hidden defects.
The buyer can pursue either redhibitory action (rescission with damages) or action quanti minoris (proportionate reduction of price with damages) for hidden defects. If the defective thing is lost due to the hidden defect, the seller bears the loss. If the seller was aware of the defect, they are liable for price, expenses, and damages. If unaware, liability is limited to price, interest, and expenses, but not damages. If the loss is due to a fortuitous event or the buyer's fault, the seller is still liable for the difference between the price paid and the value of the thing at the time of loss, assuming the defect existed.
Special rules apply to the sale of animals. If multiple animals are sold and only some have redhibitory defects, typically only the defective ones are subject to rescission, unless it's proven the buyer wouldn't have purchased one without the others. Sales of animals at fairs, public auctions, or as condemned typically carry no warranty against hidden defects due to the assumption of clear knowledge by the buyer. Sales of animals with contagious diseases or unfit for stated service are void due to public policy. Redhibitory defects in animals must be expert-discerned and the action brought within 40 days of delivery. If an animal dies from a disease within three days of sale, the vendor is liable, provided an expert confirms the disease existed at sale.