[2] Standard for determining whether a father attached to a juristic act constitutes a condition precedent or an indefinite term, and whether the same applies to cases where such father forms part of a settlement agreement (affirmative)

[3] In a case where Gap filed a lawsuit against Eul corporation for the payment of the price for the goods against Eul corporation, and Eul filed a lawsuit for the confirmation of existence of an obligation against Eul corporation, while the lawsuit is pending, Eul and Eul corporation received an amount equivalent to the amount of the unpaid goods price from Byung corporation's debtor Byung corporation, Eul corporation, etc., and renounced Eul's remaining claims against Eul corporation, and subsequently did not raise any objection, the case holding that the judgment below erred by misapprehending legal principles in holding that "the implementation of all agreed matters shall be effective after Gap received all the above amount from the third party debtor from the third party debtor," the above agreement shall be deemed as a condition precedent agreement, and even though there is no reason to see that the above agreement has the nature of a compromise contract, the above agreement shall be deemed as a condition precedent, and even if there is no reason to see otherwise

[2] In a case where it is not clear whether the additional officer attached to a juristic act is a condition or the time limit is given, it shall be determined through the interpretation of the juristic act. In a case where it is reasonable to deem that if the facts indicated in the additional officer do not occur, it would result in failure to perform the obligation. However, if it is reasonable to deem that the performance of the obligation should be made even when the facts indicated in the additional officer have occurred, as well as when the existence of the facts indicated in the additional officer becomes final and conclusive

The same applies to the case where such a father forms part of a compromise contract.

[3] In a case where Party A filed a lawsuit against Party B seeking the payment of the price for the goods, and Party B filed a lawsuit against Party B seeking the confirmation of existence of an obligation against Party B, and Party B and Party B during the lawsuit, upon the agreement between Party B and Party B to receive an amount equivalent to the amount of the unpaid price for the goods, and to waive Party B’s remaining claims against Party B, and not to raise any objection, the case holding that the lower court erred by misapprehending the legal doctrine on the ground that there is no reason to deem the agreement to suspend performance of the obligation to provide for a settlement agreement, even though there is no reason to deem that the agreement to suspend performance exists, inasmuch as Party A’s performance of the obligation to provide for the payment of the price for the goods, and there is no reason to believe that Party A’s payment of the said price for the goods is an uncertain condition.

1. Conditions are the subsidiary of a legal act that depends on the nature and nature of an uncertain fact in the future. On the other hand, even if a fact in the future is not necessarily realized, the time of realization should be considered as a time limit, even if it is not determined.

In a case where it is not clear whether the father attached to a juristic act is the condition or the time limit is attached to the juristic act, it shall be determined through the interpretation of the juristic act. In a case where it is reasonable to deem that the fact indicated in the father is not fulfilled unless it occurs, it shall be subject to the condition. However, in a case where it is reasonable to deem that the performance of the obligation should be performed not only when the fact indicated in the father is generated but also when it is confirmed that it does not occur, it shall be deemed that the establishment of the fact indicated has become final and conclusive (see Supreme Court Decision 2013Da27800, Aug. 22,

The same applies to the case where such a father forms part of a compromise contract (see Supreme Court Decision 4288Sang281 delivered on January 12, 1956).

2. According to the lower judgment and the record, the following facts are revealed.

A. From January 2, 2014 to August 31, 2015, the Plaintiff produced and supplied piping materials to the Defendant. On October 22, 2015, the Plaintiff filed the instant lawsuit against the Defendant asserting that the Defendant did not receive KRW 126,904,891 as the price for the goods of piping materials. On November 6, 2015, the Defendant filed a lawsuit against the Plaintiff seeking payment. On November 6, 2015, the Seoul Eastern District Court 2015Kahap1032 (hereinafter referred to as “action seeking confirmation of the existence of the obligation”).

B. Around August 2016, when the instant lawsuit was pending, the Plaintiff and the Defendant agreed as follows (hereinafter “instant agreement”); and the written agreement “instant agreement”).

(1) The Plaintiff is paid KRW 100 million from the Defendant’s debtor, U.S.P. (hereinafter “U.S.”) and KRW 26,904,891 from S. E.C. (hereinafter “S.”) (Paragraph (1)). The Plaintiff shall pay KRW 17 million to the Defendant immediately upon receiving KRW 126,904,891 from U.S. and S. E. B&S (hereinafter “S”) (Paragraph (2).

(2) The Plaintiff waives the remainder of the claim against the Defendant (Paragraph 6). The Plaintiff and the Defendant’s lawsuit for the confirmation of the existence of the obligation (Paragraph 7) are withdrawn under mutual agreement. The Plaintiff and the Defendant do not raise any objection after the instant case (Paragraph 8). Each of the litigation costs of the instant lawsuit and the lawsuit for the confirmation of the existence of the obligation are borne by each party (Paragraph 9).

(3) The implementation of all the above agreements shall take effect after the Plaintiff received all KRW 126,904,891 from the garnishee, and the Plaintiff shall implement the agreement (Paragraph 10).

C. Around August 31, 2016, the Defendant withdrawn a lawsuit seeking confirmation of the existence of an obligation filed against the Plaintiff.

3. Examining the above facts in light of the legal principles as seen earlier, the language and text of paragraph (10) of the instant agreement can be deemed as having established the obligation to perform as stipulated in paragraphs (2) through (9) of the instant agreement (including the waiver of claim and the non-action agreement). There is room to view that the Plaintiff’s payment of the said money in advance is an uncertain fact that there is no doubt as to whether or not there exists any future occurrence of the said agreement on the condition that the Plaintiff received KRW 126,904,891.

In the absence of special circumstances, such as that the Plaintiff was certain to receive the amount equivalent to the amount of the goods unpaid from the Defendant, etc., there is no reason to waive the claim against the Defendant for the payment of the goods. In this respect, the instant agreement may be deemed as a condition precedent agreement. There is no reason to deem otherwise on the ground that the instant agreement has the nature of the settlement agreement

The Plaintiff, upon delegation of the authority to collect claims from the Defendant through the grounds of appeal, etc., demanded the U.S. T&S and C&S to pay claims, but said demand did not comply with the request by asserting the existence of debt or set-off, etc. In light of the record, there is room to deem that the conditions prescribed in the instant agreement were not fulfilled, on the grounds that there is no circumstance to deem that the Plaintiff was paid the money stipulated in the instant agreement from the U.S. and C&S. in the light of the record.

4. Nevertheless, the lower court determined that the instant claim was not permissible against the validity of the instant agreement on the ground that it is reasonable to deem that the period of obligation imposed on the Plaintiff under Article 10 of the instant agreement was set.

In so determining, the lower court erred by misapprehending the legal doctrine on the interpretation of conditional agreements or vice versa, contrary to what is alleged in the grounds of appeal, thereby adversely affecting the conclusion of the judgment. The Plaintiff’s ground of appeal

5. The plaintiff's appeal is with merit, and without further proceeding to decide on the remaining grounds of appeal, the judgment of the court below is reversed, and the case is remanded to the court below for a new trial and determination. It is so decided as per Disposition by the assent

Justices Kim Chang-suk (Presiding Justice)