Legalese 2009 (Week 25)


Contract for a piece of work – a contract wherein the contractor binds himself to manufacture a product specially for the customer.


ARTICLE 1467. A contract for the delivery at a certain price of an article which the vendor in the ordinary course of his business manufactures or procures for the general market, whether the same is on hand at the time or not, is a contract of sale, but if the goods are to be manufactured specially for the customer and upon his special order, and not for the general market, it is a contract for a piece of work. (Civil Code)


The distinction between a contract of sale and one for a piece of work is tested by the inquiry of whether the thing transferred would never had existed but for the order of the party desiring to acquire it. (see Comments and Cases on Sales and Lease, p. 46 [2005]).


A, a tailor, manufactures suits customized for his clients. He also manufactures and sells ready made suits. B went to A’s shop and saw a ready made suit that he likes. However, since the ready made suit did not fit him well, B requested A to make some alterations. A made the alterations and B paid for the suit. Is that a contract of sale or a contract for a piece of work?