This Contract of Absolute Sale (the "Agreement") is made and entered into this [DAY] day of [MONTH], [YEAR], in [CITY/PROVINCE], Philippines, by and between:
[SELLER NAME], of legal age, Filipino, with address at [SELLER'S ADDRESS], and holding Philippine Tax Identification Number (TIN) [SELLER'S TIN], (hereinafter referred to as the "Seller");
-and-
[BUYER NAME], of legal age, Filipino, with address at [BUYER'S ADDRESS], and holding Philippine Tax Identification Number (TIN) [BUYER'S TIN], (hereinafter referred to as the "Buyer").
(The Seller and the Buyer shall be individually referred to as a "Party" and collectively as the "Parties").
WHEREAS, the Seller is the registered and lawful owner of the motor vehicle detailed below (the "Vehicle");
WHEREAS, the Seller desires to sell, and the Buyer desires to purchase the Vehicle, free and clear of all liens and encumbrances, under the terms and conditions set forth herein.
NOW, THEREFORE, for and in consideration of the foregoing premises and the mutual covenants hereinafter contained, the Parties agree as follows:
| Make/Model | |
| Year Model | |
| Color | |
| Plate Number | |
| Engine No. | |
| Chassis No. | |
| LTO MV File No. | |
| LTO CR No. |
2.1. Purchase Price. The total consideration for the sale of the Vehicle is [PRICE IN WORDS] (Php [PRICE IN FIGURES].00) (the "Purchase Price").
2.2. Payment. The Purchase Price shall be paid by the Buyer to the Seller in full upon the signing of this Agreement and delivery of the Vehicle with all its documents, via [METHOD OF PAYMENT].
3.1. Delivery. Upon full payment of the Purchase Price, the Seller shall deliver to the Buyer the Vehicle, its keys, and all original, pertinent documents, including but not limited to the Certificate of Registration (CR) and the latest Official Receipt (OR) of payment.
3.2. Inspection Period for Patent Defects. The Buyer shall have a period of five (5) business days from the date of physical delivery to conduct a thorough mechanical and electrical inspection of the Vehicle. This inspection is for the purpose of identifying patent (obvious) defects not discoverable during a standard visual check. The Seller’s warranties in Clause IV shall remain in full force and effect regardless of the outcome of this inspection.
The Seller hereby warrants and represents to the Buyer, which warranties shall survive the execution of this Agreement and the delivery of the Vehicle, that:
4.1. Title and Ownership. The Seller is the true, registered, and lawful owner of the Vehicle, possessing good and marketable title thereto, and has the absolute and unrestricted right to sell and convey the same.
4.2. Free from Liens and Encumbrances. The Vehicle is, and at the time of delivery shall be, absolutely free from any and all liens, mortgages, encumbrances, claims, taxes, judgments, or any other outstanding liabilities whatsoever.
4.3. Legality and Origin (Anti-Carnapping Warranty). The Vehicle is not stolen ("carnapped") and has never been involved in any crime. Its engine and chassis numbers are original, have not been tampered with, and correspond to the official records at the Land Transportation Office (LTO). All related LTO documents are genuine and lawfully issued.
4.4. No LTO Alarms or Apprehensions. The Vehicle has no pending alarms, hold orders, or unsettled traffic violations with the LTO, the Highway Patrol Group (HPG), or any other government agency.
4.5. Physical and Mechanical Condition.
a. No Flood Damage: The Vehicle has never been submerged in floodwater or sustained any flood-related damage.
b. No Major Accident History: The Vehicle has not been involved in any major collision that has compromised its structural integrity, chassis, or frame.
c. Good Running Condition: The Vehicle is in good, roadworthy, and operational condition, with all its major components functioning as intended.
4.6. Warranty Against Hidden Defects. The Seller warrants the Vehicle against any hidden faults or defects which render it unfit for the use for which it is intended, or which diminish its fitness for such use to such an extent that, had the Buyer been aware thereof, he would not have acquired it or would have given a lower price for it. This warranty shall be enforceable for the period prescribed by the Civil Code of the Philippines.
5.1. Execution of Transfer Documents. The Seller shall, upon signing, execute and deliver a duly accomplished and notarized Deed of Absolute Sale and any other documents necessary to transfer the registration of the Vehicle into the Buyer's name.
5.2. Responsibility for Costs. All costs, fees, and taxes associated with the transfer of ownership, including but not limited to transfer tax, registration fees, and notarial fees, shall be for the account of the [BUYER/SELLER].
6.1. Breach of Warranty. Should any of the Seller's warranties in Clause IV prove to be false, misrepresented, or breached at any time, the Buyer shall have the right, at his sole option, to:
a. Rescind the Sale (Accion Redhibitoria): Cancel this Agreement, return the Vehicle to the Seller (in whatever condition it may be), and demand a full refund of the Purchase Price, plus interest at the legal rate from the date of payment.
b. Demand a Price Reduction (Accion Quanti Minoris): Demand a proportionate reduction in the Purchase Price, with the amount of reduction to be mutually agreed upon or, failing that, determined by an independent auto mechanic.
6.2. Indemnity. The Seller agrees to indemnify and hold the Buyer free and harmless from and against any and all claims, suits, liabilities, damages, and expenses arising from the Seller's breach of any warranty herein or from any cause of action relating to the Vehicle that existed prior to the delivery to the Buyer.
7.1. Governing Law and Venue. This Agreement shall be governed by the laws of the Republic of the Philippines. Any dispute arising from this Agreement shall be filed exclusively in the proper courts of [CITY], Philippines.
7.2. Entire Agreement. This document constitutes the entire agreement between the Parties and supersedes all prior discussions, representations, and agreements. Any amendments must be in writing and signed by both Parties.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the date and place first written above.
Seller
Buyer
Signed in the presence of:
_______________________
(Witness)
_______________________
(Witness)
REPUBLIC OF THE PHILIPPINES)
CITY OF ____________________ ) S.S.
BEFORE ME, a Notary Public for and in the City of ____________________, this ____ day of ____________, 20__, personally appeared:
| Name | ID Type & Number | Date & Place of Issue |
|---|---|---|
Known to me and to me known to be the same persons who executed the foregoing Contract of Sale and acknowledged to me that the same is their free and voluntary act and deed.
This instrument, consisting of ____ pages, including the page on which this acknowledgment is written, has been signed by the parties and their instrumental witnesses on each and every page hereof.
WITNESS MY HAND AND SEAL on the date and at the place first above written.
Doc. No. ______;
Page No. ______;
Book No. ______;
Series of 2025