What the seller must do and what the buyer must do

They are Articles 1287, 1288 and 1289 of the Civil Code of 2020: the section stating what each party must do in a sale, who pays which costs, and in how long the warranty actions prescribe.

Buyers and sellers of movable or immovable property under the Puerto Rico Civil Code.

• From the seller: deliver the thing with its accessories and free of all encumbrance, transfer ownership, and guarantee the promised qualities and the absence of defects.Verified against the official source
• From the seller: deliver all documents that serve to prove ownership and provide the information on boundaries, privileges and charges.Verified against the official source
• From the buyer: receive the thing and the documents, and pay the price at the agreed place and time or when the thing is delivered.Verified against the official source
• To claim the warranty of useful enjoyment, to do so within four years from delivery if the thing is immovable, or six months if movable.Verified against the official source

• All documents that serve to prove ownership: Article 1287(d) binds the seller to deliver them.
• The public or private deeds required by usage and the particulars of the sale, which the seller must execute under Article 1287(f).
• If the thing is immovable and is to be registered, the certified copy, whose cost falls on the buyer under Article 1288(c).

1. 1

   Step 1: The seller’s first duty: deliver, and how

   Article 1287(a) requires delivering the thing immediately with its accessories, free of all encumbrance, at the agreed place and time or where the thing is at the moment of execution. Three requirements in one line: immediacy, accessories and freedom from encumbrances.

2. 2

   Step 2: Delivering is not the same as transferring ownership

   Subsection (b) sets it apart: transfer ownership of the thing to the buyer. They are two distinct duties in the same article.

3. 3

   Step 3: The warranty of qualities and absence of defects

   Subsection (c) requires guaranteeing that the thing sold has the promised qualities and is free of defects that diminish or destroy its value or its fitness for ordinary or agreed use. The subsection itself sets a floor: an insignificant diminution of value or fitness is not taken into account.

4. 4

   Step 4: The presumption in the buyer’s favour

   The same subsection adds: where a principal defect is discovered within the warranty period, it is presumed the defect was already present at the moment risk passed to the buyer. It is a presumption, and the Code writes it that way.

5. 5

   Step 5: How long that warranty lasts

   The subsection says it extends for the time comprised in the prescription period of the action brought by reason of the warranty, or for the time fixed by the Department of Consumer Affairs or any other government agency. The Code refers to those agencies without publishing any term of its own, and neither does this guide: the applicable agency’s rule must be checked.

6. 6

   Step 6: Documents, information and deeds

   Subsections (d), (e) and (f): deliver to the buyer all documents that serve to prove ownership; provide all information on the thing sold, especially that relating to boundaries, privileges and charges; and execute the public or private deeds required by usage and the particulars of the sale.

7. 7

   Step 7: Who pays what

   The seller pays the costs of delivery and of executing the deeds, unless it is the buyer who chooses the authorizing notary, save agreement to the contrary (1287(g)). The buyer bears the costs of the certified copy and of registration in the real property registry, the costs of receipt, and those of executing the deeds when it is the seller who chooses, save agreement to the contrary (1288(c), (d) and (f)). No figure comes from the Code: the allocation does, the price does not.

8. 8

   Step 8: What the buyer owes, besides the price

   Article 1288 requires receiving the thing bought at the agreed place and time, along with the documents related to the contract; paying the price at the agreed place and time or when and where the thing is delivered; and paying interest from the agreed moment of payment. The article fixes no interest rate and neither does this guide.

9. 9

   Step 9: The warranty clocks

   Article 1289: actions arising from the warranty of peaceful enjoyment are extinguished when the buyer’s right is cured by usucapion. Those arising from the warranty of useful enjoyment prescribe in four (4) years from delivery of the thing sold if it is immovable and in six (6) months when it is movable. Those arising from lesser or greater surface area must be brought within six (6) months counted from when risk passes to the buyer.

10. 10

    Step 10: Those periods may be extended

    The last paragraph of Article 1289 says it: the prescription terms set here may be extended by agreement between the parties. The article speaks of extending them; it says nothing of shortening them, and neither does this guide.

These obligations are performed between the parties; the Code orders no trip to any agency. If the thing is immovable and is registered, that runs through the Property Registry and its own statute. If the purchase is a consumer one, the Department of Consumer Affairs has its warranty rules, to which Article 1287(c) itself refers without publishing them. Disputes are decided by the Court of First Instance.

• Delivering the thing with an encumbrance on it: subsection (a) requires delivery free of all encumbrance.
• Delivering the thing without its accessories.
• Believing delivery is enough: transferring ownership is a separate duty, subsection (b).
• Staying silent on boundaries, privileges and charges: subsection (e) requires disclosing them.
• Keeping the documents that prove ownership.
• As the buyer, not collecting the thing at the agreed place and time.
• Letting six months pass to claim the warranty of useful enjoyment of a movable.
• Letting four years pass to claim it if the thing is immovable.
• Claiming for surface area more than six months after risk passed to the buyer.
• Assuming the Code fixes DACO’s warranty term: it refers to that agency without publishing it.

These are the government pages this guide is based on.

• Poder Judicial de Puerto Rico

  Poder Judicial

  bvirtualogp.pr.gov