1. All appeals filed by the plaintiffs are dismissed.

2. The costs of appeal are assessed against the Plaintiffs.

The purport of the claim and appeal is the purport of the appeal.

The court's explanation of this case by the court of the first instance as to this case is consistent with the reasoning of the first instance judgment, except for a partial modification of the reasoning of the first instance judgment under Paragraph (2) below, and an addition of the judgment as to the plaintiffs' assertion to this court, and thus, citing this case in accordance with the main sentence

The part to be modified or added is to be changed to “the fact that the payment has been made in full, in full, KRW 6,68,193,452” of the 11st day of the judgment of the first instance of theO, and KRW 6,445,974,00 and KRW 222,219,452,” of the 11th day of the judgment of the first instance of the D.

According to the instant agreement concluded on July 31, 2014 between the Defendant and D, the gist of the Plaintiffs’ additional assertion and the argument on the determination thereof, it is not necessary to refund KRW 1.2 billion for the premium received from the Defendant only in the event that D directly takes over and operates the Smarket store from the Defendant, or sells each real estate listed in the separate sheet (hereinafter “each real estate of this case”) to a third party who is not the Defendant, and the Defendant purchased each of the real estate of this case from D, it is not necessary to refund KRW 1.2 billion for the premium in case that D purchases each of the real estate of this case from D.

Therefore, in calculating the liquidation amount under the instant sales contract, premium 1.2 billion won should be excluded. Since the Defendant, after concluding the instant sales contract, did not pay D reasonable liquidation money for each of the instant real estate by settling the sales price including premium 1.2 billion won, the registration of ownership transfer in the name of the Defendant as to each of the instant real estate is not registered in accordance with the substantive relationship.

Judgment

In full view of the purport of evidence No. 6-1, Defendant and D, upon entering into the instant agreement on July 31, 2014, guarantees the whole amount of KRW 1.2 billion for the premium that D received when acquiring the Defendant’s business (Article 2(5) of the instant agreement), and sales of land and buildings by D.