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(영문) 서울중앙지방법원 2017.12.07 2017나39282
양수대금청구
Text

1. The judgment of the court of first instance is modified as follows.

The defendant shall each claim in the separate sheet from the plaintiff.

Reasons

1. Facts of recognition;

A. On October 17, 2013, the Defendant commenced rehabilitation procedures on the company operating cement manufacturing, processing, and sales business (Seoul Central District Court 2013 Gohap186), and on March 21, 2014, the rehabilitation procedures were completed on February 3, 2016.

B. On July 25, 2013, the Plaintiff (formerly: static Industrial Development Co., Ltd.) and the Defendant entered into a contract on the transfer or acquisition of the sales bonds (hereinafter “instant contract”) with the content that the Plaintiff transfers its business, such as the land, building, authorization and permission, raw materials, and sales bonds, to the Plaintiff, located in the Seoul Southern-si, Nam-gu, Nam-gu, Seoul (hereinafter “instant contract”). On September 11, 2013, the Plaintiff entered into a separate agreement on the transfer or acquisition of sales bonds (hereinafter “instant agreement”) with respect to the transfer or acquisition of sales bonds, including each of the instant bonds.

C. Article 3 of the instant transfer/acquisition agreement provides that “The purchase price of the sales bonds shall be 5% discount rate for the amount of the bonds included in the object of transfer as of the base date, and the period until the due date of cash receipt confirmed by the transferor, presented by the transferor, and the transferee shall be the discounted amount calculated by applying the transferor to the period until the due date of cash receipt confirmed by the transferee. However, where it is impossible to collect the bonds even during the period from the date six months have elapsed since the date of the closing date of transaction, even though the transferee made considerable efforts, such as legal measures to recover the claims, the transferor shall re-acquisition the relevant bonds from the transferee.”

Article 4 of the Agreement of this case includes the amount not recovered by January 31, 2014 (the remaining amount out of the acquisition price in the attached Form) and the annual interest rate of 5% during the period from the date of confirmation to the date of re-acquisition, even though the transferee made an effort to recover (legal measures, etc.) among the bonds acquired by the transferee.

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