1. The Defendant (Counterclaim Plaintiff) paid KRW 20,933,000 to the Plaintiff (Counterclaim Defendant) and its related amount from March 7, 2014 to August 19, 2015.

A principal lawsuit and a counterclaim shall be deemed simultaneously.

1. Basic facts

A. On May 10, 2012, the Defendant entered into a standard contract for private construction works with B Co., Ltd. (hereinafter “B”), with the content that the contract amount is 8,400,000,000 won for urban-type residential housing (i.e., 180 households, commercial buildings, 7 households, and hereinafter collectively referred to as “instant building”) consisting of two underground floors consisting of urban-type residential housing and neighborhood living facilities, and 14th floor above the ground, on the ground of Seoan-gu, Seoan-gu, Seoan City. The main contents are as follows.

[Matters of Special Agreement on Construction]

9. The Si construction works shall, at the cost of construction, use 100 households of urban-type residential housing as substitute and use as construction cost the amount excluding the expenses related to the sale in lots, out of the sale in lots, and take over as substitute urban-type residential housing equivalent to 10% of the construction cost in case of an unsold housing unit; and

B. Next, on May 10, 2012, the Defendant delegated the Plaintiff with the sales duties related to the instant building, and B entered into a sales agency contract with the Plaintiff’s joint and several sureties with respect to the Plaintiff’s responsibility and duties (hereinafter “instant service contract”). The main contents are as follows.

Article 2 [Period of Service] 1) The term of the contract for the sale of the services shall be six months from the date of commencement of the sale, and may conduct pre-promotional activities one month prior to the date of the public notice of subscription. 2) The defendant may enter into the contract after the conclusion of this contract.

3) The Defendant may extend or shorten the above period of sales agency depending on the Plaintiff’s performance of sales and performance of the contract. Article 5 (Fee of sales service) 1) Sale price of the goods for sale (urban residential housing and neighborhood living facilities) shall be based on the sales price determined by the Defendant, and the rate of sales service fee shall be as follows.

The value-added tax of KRW 1/200,000,000,000,000 for separate fees and for urban-type residential housing shall be 1/20,000 for each individual.