The part concerning the 4 preliminary claim is reversed, and this part of the case is remanded to the Seoul High Court.

1. As to the ground of appeal on the claim for the price of goods

A. Interpretation of a juristic act is objectively determined by the parties’ objective meaning given to the act of indicating the juristic act. In a case where there is a conflict of opinion on the interpretation of a contract between the parties, the interpretation of the parties’ intent expressed in the contract document is at issue, it shall be reasonably interpreted in accordance with logical and empirical rules, comprehensively taking into account the contents of the text, the motive and developments leading up to the juristic act, the purpose

(See Supreme Court Decision 2007Da76603 Decided March 13, 2008 and Supreme Court Decision 2009Da67313 Decided October 14, 2010, etc.) B.

The judgment below

The reasoning and the evidence duly admitted by the court below reveal the following facts.

(1) The Plaintiff is a company that runs a comprehensive distribution business and franchise store business. The Defendant is a company established for the purpose of supporting the market of small and medium enterprise products, and is engaged in department store business, mail order business, electronic commerce transaction

Meanwhile, C, D, and E (hereinafter collectively referred to as “F3 company”), each of which is referred to as “C”, “D”, and “E”, are a distribution company related to so-called special trading business, such as points driving business, and the actual operator of F3 companies is H.

(2) Around October 2005, the Defendant entered into a contract with C to purchase and sell goods to carry out the Defendant’s points driving business, such as the Defendant’s point driving business, and continued to renew the contract. On November 2009, the Defendant entered into a contract with C with the same content as D and E (hereinafter “instant contract entrustment contract”).