1. Of the judgment of the court of first instance, the part against the plaintiffs falling under the following order of payment shall be revoked.

1. Article 1 [Purpose of this Agreement] The purpose of this Agreement is to jointly invest funds in acquiring Company A (Defendant), B (Plaintiff B) and C (Plaintiff A) with respect to the acquisition of Company E (hereinafter “Company”), to jointly manage them after the acquisition, and to determine the contents of sharing common profits arising therefrom, etc.

Article 2 [Contribution] A, B, and C are jointly invested in l,00,000 won (70,000 won) through January 2, 2011 to acquire and jointly manage the company and from February 2, 201.

Article 3 [Sharing of Obligations and Decision-Making]

1. A shall manage the overall management of a company and shall be the representative of a company;

2. B and C shall mainly engage in the business of manufacturing and operating the company and shall hold a joint representative office of the company.

3. Personnel affairs, such as appointment and dismissal of officers and employees of the company Gap, Eul, and Byung shall be determined through consultation.

4. In operating a business, partners must exercise due care as a good manager, and must undergo prior consultation with other partners about matters that have an important impact on the business, excluding ordinary transactions.

Article 4 [Distribution of Benefits] A, B, and C from February 1, 2011 to February 1, 201, each month during the contract period and share common profits according to the investment ratio.

Article 5 [Loss, etc.] A, B, and C shall bear joint responsibilities according to their respective investment ratios in cases where a project suffers a loss.

[Preparation] Article 9 [Settlement, etc.] The parties shall consult and decide on matters not provided for in this Agreement on the basis of fairness and good faith. If the parties are unable to continue to engage in the business because they fail to reach an agreement on important matters, the case where the business is terminated shall be liquidated, but the distribution of property shall be based on the ratio of investment until the time of liquidation.

Article 10 (Refund of Contribution) A, B, and C respectively upon termination or termination of this Agreement.