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b. If the intent is not clear, then apply the following rules: 1.
If the sold thing is more valuable than money, the contract is barter; 2. If the money and the thing are equal value, the contract is sale; 3. If the thing is less valuable than money, the contract is a contract of sale (Art. 1468, NCC) Note: Meaning of contract of barter or exchange: One of the parties binds himself to give one thing in consideration of the other's promise to give another thing. (Art. 1638) In contrast to the contract of sale, the vendor gives a thing in consideration for a price. Graphic distinction between contract of sale and contract of barter Point of Distinction Contract of Sale Contract of Barter Governing Law Arts. 1458-1637, NCC Arts. 1638-1641, NCC Consideration A price certain in money or its Non-fungible things (Art. 1954) equivalent Rules on Cause and Consideration: Meaning of Cause or consideration the essential reason, which moves the contracting, parties to enter into the contract. The immediate, direct or most proximate reason, which explains and justifies the creation of an obligation through the will of the contracting parties. 2. Difference between cause and motives: The cause is the direct or approximate reason of a contract, whereas the motives are the indirect or remote reasons. The cause is the objective or juridical reason of a contract, whereas the motives are the psychological or personal reasons; The cause for a certain contract is always the same, whereas the motives will differ or vary depending upon who are the parties; The cause can affect the validity of a contract, whereas the motives cannot. 3. Requisites of a valid cause: cause should be in existence cause should be licit or lawful and cause should be true Presumption in cause: Under Article 1354 - the law presumes that a contract has an existing and lawful cause and consideration. Thus, though cause is not stated in the contract, it is presumed to exist and is lawful, unless the debtor proves otherwise. This is only a disputable presumption. 1.
Art. 1469. In order that the price may be considered certain, it shall be sufficient that it be so with reference to another thing certain, or that the determination thereof be left to the judgment of a special person or persons. Should such person or persons be unable or unwilling to fix it, the contract shall be inefficacious, unless the parties subsequently agree upon the price. If the third person or persons acted in bad faith or by mistake, the courts may fix the price. Where such third person or persons are prevented from fixing the price or terms by fault of the seller or the buyer, the party not in fault may have such remedies against the party in fault as are allowed the seller or the buyer, as the case may be. Art. 1473. The fixing of the price can never be left to the discretion of one of the contracting parties. However, if the price fixed by one of the parties is accepted by the other, the sale is perfected. (1449a) Art. 1474. Where the price cannot be determined in accordance with the preceding articles, or in any other manner, the contract is inefficacious. However, if the thing or any part thereof has been delivered to and appropriated by the buyer he must pay a reasonable price therefor. What is a reasonable price is a question of fact dependent on the circumstances of each particular case. Nature/Requisites for Cause Requisites of price in a contract of sale: (a) (b) (c) The price must be in money or its equivalent (Art. 1458) It must be certain or ascertainable (Art. 1469) It must be real, i.e., not simulated, (Art. 1471)
Meaning of a price certain: (a) (b) (c) The parties have fixed or agreed upon a definite amount; or It be certain with reference to another thing certain (See Art. 1472), as where the buyer agrees to pay the price as indicated in the invoices; The determination of the price is left to the judgment of a specified person or persons (Art. 1469) The last two cases are applicable only when no specific amount has been stipulated by the parties.
18. Rules if price is to be determined by a third person:

(a) (b) (c) (d) The price fixed by the third person is binding except when he acts in bad faith or by mistake; In such case, the courts may fix the price; If the third person is unable or unwilling to fix the price, the contract shall be inefficacious (without effect), unless the parties subsequently come to an agreement ; and If the third person is prevented from fixing the price by the fault of the seller or buyer, the party not in fault may choose between rescission and fulfillment with damages in either case. (Art. 1469)

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b. If the intent is not clear, then apply the following rules: 1.

18. Rules if price is to be determined by a third person:

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