Hyundai item Co., Ltd. (Attorneys Lee Dong-ho et al., Counsel for the defendant-appellant)

Korea Railroad Corporation (Law Firm LLC, Attorneys Yoon Hong-san et al., Counsel for the plaintiff-appellant)

September 6, 2013

1. The defendant pays to the plaintiff 11,675,377,024 won and 10,479,773 won among them, 11,14,284,184 won from April 13, 2010; 520,613,067 won from May 14, 2010; 6% per annum from January 15, 2011 to October 16, 2013; and 20% per annum from the following day to the date of full payment.

2. The plaintiff's remaining claims are dismissed.

3. Of the litigation costs, 85% is assessed against the Plaintiff, and the remainder is assessed against the Defendant, respectively.

4. Paragraph 1 can be provisionally executed.

The defendant shall pay to the plaintiff KRW 84,732,283,419 and KRW 46,867,515,310 among them, KRW 23,43,757,655 from January 1, 2010; KRW 11,14,284,184 from April 13, 2010; KRW 3,286,726,270 from January 15, 201 to the date of full payment.

1. Facts of recognition;

A. Status of the parties

On August 13, 1999, the Plaintiff is a corporation established for the purpose of designing, manufacturing, selling, and remodeling railroad and its parts by separating and jointly investing the business parts of rolling stock of each company in accordance with the government’s industrial restructuring policy. The Defendant is a corporation established for the purpose of contributing to the development of the railroad industry and the national economy by enhancing the expertise and efficiency of railroad operation projects in accordance with the Korea Railroad Corporation Act on December 29, 2004.

(b) Operations of high-speed rail business;

1) The former Ministry of Land, Infrastructure and Transport, around June 1990, determined to construct high-speed railroads in the Seoul-U.S. section of Seoul-U.S. on or around August 1993. On June 14, 1994, the former Ministry of Land, Infrastructure and Transport entered into a contract for the installation of core equipment between Alsom Co., Ltd and the Korean office of high-speed rail (TGV) from October 23, 2003 to March 26, 2004. On April 14, 2004, the former Ministry of Land, Infrastructure and Transport signed a contract for the installation of core equipment between Alsom Co., Ltd. and the Korean office of high-speed railway (KO) and the KTX (920).

From June 1995 to April 200, 200, 12 of the above 46 programming was supplied in a way that the plaintiff et al. transferred the production technology from October 1998 to December 200, 34 programming was supplied in a way that the plaintiff et al. al. assembled and manufactures the production technology in Korea.

2) Meanwhile, from December 1996 to October 2002, the former Ministry of Construction and Transportation: (a) designated the Plaintiff and the Korea Railroad Technology Institute as a major research institute; and (b) carried out a Korean-type high-speed rail development project as one of the national tasks by inserting approximately KRW 210 billion; (c) the HS-350x ("G7 train") was developed based on the independent technical capabilities of the aforementioned project; (d) the G7 train was 350km/h ex officio ("G7 train") at the speed of December 16, 2004.

3) Around December 2005, the Defendant would promote the project to introduce new high-speed rail vehicles to be put into the front line and the existing light rail lines. Around August 2005, the Defendant issued a request for a project proposal to purchase ten percent (100%) of the new high-speed rail vehicles, and then announced a public announcement on October 25, 2005 and on November 8, 2005 of the same year. On December 2, 2005, the Defendant selected the Plaintiff as the priority bidder from among the U-Cows and the Plaintiff who participated in the tender as of December 12, 2005 to January 26, 2006, and conducted a technical negotiation and price negotiations with the Plaintiff.

(c) Conclusion of a contract to purchase high speed vehicles;

1) Conclusion of contracts

On June 8, 2006, the Plaintiff entered into a new purchase contract with the Defendant for 100 high-speed cars with the content that they will manufacture and supply 323,400,000,000 high-speed cars and passenger cars for high-speed railroads (hereinafter “instant contract”).

2) Goods and delivery period subject to the instant contract

The subject matter of the contract of this case is the 20-powered vehicle of high-speed railroads, 10-class passenger vehicles of high-speed railroads, 60-class passenger vehicles of high-speed railroads, 100-class restaurant vehicles of high-speed railroads, and 100-class (10-class). One-class (10-class) consists of 2-class vehicle of high-speed railroads, 1-class passenger vehicles of high-speed railroads, 2-class passenger vehicles of high-speed railroads, 6-class passenger vehicles of high-speed railroads, and 1-class restaurant vehicles of high-speed railroads.

According to the contract of this case, the delivery period of six percent (60 percent; hereinafter referred to as the "high speed vehicle of this case") among the above goods subject to the contract of this case is within 36 months from the contract date (including the trial test period) and the delivery period of four percent (40 percent) of the second supplied goods until June 30, 2010 (including the trial test period).

3) Modification of the contract amount

The amount of the instant contract was KRW 323,400,000,000 ( KRW 32,340,000,000 per compilation) at the time of entering into the initial contract, but was changed three times through the adjustment procedure of the contract amount due to price fluctuation as follows.

Change in the table and the first change in the main sentence ( December 23, 2008): 330,885,224,00 won (33,08,52,400 won per organization) or the second change ( May 24, 2009): 330,817,476,550 won (33,081,747,65 won per organization) or the third change ( December 31, 2010): 347,215,635,50 won [the above 33,081,747,65 won + the increased 16,398,159,00 won [the increased 16,797,650 won per organization]; 16,150 won];

4) The main contents of the instant contract are as follows.

Details of the New Speeded Vehicle Contract

4. Period of delivery (including the period of trial run test): Six (60) per six (6) months from the date of the contract; four (40) per forty (40) months from the date of the contract;

5. Conditions of delivery: Conditions for the completion of trial operation.

6. Delivery place: The place designated as the defendant;

11. The condition for the payment of price: The purchase contract of goods and additional special conditions.

13. Documents of a contract are as follows: ① Contracts (A), ② Additional Special Conditions for the Goods Purchase Contract, ③ Special Conditions for the Goods Purchase Contract, ④ Special Conditions for the Goods Purchase Contract, ⑤ General Conditions for the Goods Purchase Contract, ⑤ Price Purchase Contract, ⑤ Contract Terms and Conditions for the Goods Purchase Contract, ⑤ Contract Terms and Conditions for the Goods Purchase Contract, 7 Manufacturing specifications, 8 Technical Negotiations Conclusion, 9 Tender Proposal, 10 Project Proposal Request, 1) Special Conditions for Integrity Contract:

The Additional Terms and Conditions of Goods Purchase Contracts

Article 5 (Conditions Prohibition and Prohibition)

(1) 20% of the advance payment.

1. Primary portion (6% of the contract amount): Within 30 days after the contract is concluded;

2. Second installment (14% of the contract amount): Before March 31, 2007.

(2) Supply price of 80%

The supply cost (80%) shall be paid by issuing and paying a delivery form pursuant to Article 4 of the Special Conditions for Trial Operation. The term "inspection" in Article 4 (2) of the Special Conditions for Trial Operation applicable in this case means a fixed water test conducted at a place of delivery.

§ 11. (Priority in Contract Documents and Interpretation) The priority in contractual interpretation with respect to this contract shall be as follows:

3. Special Conditions for the Goods Purchase Contract: 4. General Conditions for the Goods Purchase Contract; 7. Manufacturing Specifications 8. Technical Negotiations 9. Tender Proposal 10. Project Proposal 10. Project Proposal Request

Special Conditions for Goods Purchase Contracts

Article 5 (Inspection and Inspection)

(1) The other party to a contract shall request the inspection of the goods concerned by the deadline for delivery stipulated in the contract under Article 12 (1) of the General Conditions for the purchase of goods of construction works: Provided, That where the inspection is requested at a place other than the place designated in the contract (the manufacturing factory or other place of the other party to the contract) for the inspection, the inspection shall be requested after the completion of all necessary preparation for the delivery, and when the inspection is completed

(2) Notwithstanding paragraph (1), a condition precedent agreement shall be subject to the conditions separately determined.

Article 6 (Compensation for Delay)

(1) When the other party to a contract fails to deliver goods within the delivery period fixed in the contract, a contracting officer shall determine the amount calculated by multiplying the rate of liquidated damages determined in the contract by the contract amount or the price for delivery, as liquidated damages for delay, and deduct such amount from the relevant delivery price

Special Conditions for Condition Conditional Driving Contracts

Article 2 (Inspection)

(1) The inspection of a contract under a condition precedent refers to the confirmation by the person in charge of inspection as to whether the subject matter of the contract is suitable for the terms of the contract and manufactured or installed

Article 3 (Time Limit of Delivery and Time-Operation Period) The time limit of delivery under the contract shall be the time limit for the supply of contract goods and the trial operation at the place of supply, and if the time-working period is separately determined in the specification, etc., such period shall be excluded from the time-limit of delivery, and if the time-working period exceeds the time

Article 4 (Delivery of Goods and Deliverys)

(1) The other party to a contract shall consult with the competent agency for demand and the scheduled delivery date, the trial operation plan, etc. before delivering contract commodities.

(2) The competent agency of demand shall issue a delivery certificate when the test passes an inspection: Provided, That if the trial run period is less than one month and the test run concurrently with the inspection, it shall be issued at the completion of the trial.

Article 5 (Trial Driving)

(1) The counter-party to a contract shall prove the performance of supplied goods as a trial operation, and the trial operation shall be conducted after the completion of supply inspection: Provided, That where the trial operation is postponed due to the circumstances belonging to demand, it shall be conducted on the date

(2) If the performance of a trial run falls short of the performance, the counter-party to the contract shall take measures subsequent thereto until the trial run.

The General Conditions for Goods Purchase Contracts

Article 12 (Supply of Goods) (1) The other party to the contract shall observe the standards prescribed by Article 32 of the Industrial Standardization Act and deliver the relevant goods (including the documents, etc. necessary for inspection) to the places designated by the contracting officer by the date of supply determined by the contract.

Article 22 (Payment of Price)

(1) When the other party to a contract has passed an inspection under Article 19 after the completion of contract execution, the other party to the contract may request the payment of price according to prescribed procedures.

(2) When a contracting officer receives a request under paragraph (1), he/she shall pay the consideration within 14 days from the date of receipt of such request. In such cases, a special contract which extends the period for payment of consideration may be concluded by an agreement with the other party to the contract within a period not exceeding 1

Article 23 (Interest on Delayed Payment of Price) (1) Where a contracting officer receives a request for a payment of price and fails to pay the price by the deadline for the payment of price under the provisions of Article 22, he shall pay as interest an amount calculated by multiplying the unpaid amount by the overdue interest rate applied at the time of lending general funds of financial institutions with respect to the number of days from the day following the deadline for payment to the date of payment (hereinafter

Article 24 (Compensation for Delay)

(1) When the other party to a contract fails to deliver goods within the delivery period stipulated in the contract, the other party to the contract shall pay in cash the amount calculated by multiplying the contract amount by the delayed penalty, as stipulated in the contract, for each number of days immediately.

(2) In cases of paragraph (1), when a contracting officer accepts (including cases where the relevant part is managed and used without accepting it) the relevant part through the inspection of the existing part, he/she shall deduct the amount equivalent to the said part from contract amount: Provided, That the acceptance of the existing part shall be limited to cases where it is accepted as the completed part of

(3) When a contracting officer recognizes that delivery has been delayed because it falls under any of the following subparagraphs, he shall not include the number of relevant days in the number of days under paragraph (1):

3. Where the commencement of manufacture has been delayed or suspended due to the responsibility of the Corporation;

4. Where it is delayed due to any cause not belonging to the other party to the contract.

(4) A contracting officer shall calculate the number of days of delay as prescribed in paragraph (1) according to the following subparagraphs:

1. When the goods (including the documents required for inspection) are delivered pursuant to the provisions of Article 12 (1) within the delivery period, the period required for inspection pursuant to the provisions of Article 19 shall not be included in the number of days without delay: Provided, That when corrective measures are taken pursuant to the provisions of Article 19 (4) after the delivery period, the period from the date corrective measures are taken to the date on which the final inspection is passed shall be included in

2. When goods and inspection documents have been submitted after the expiration of the delivery period, the period from the following day of delivery to the date of passing an inspection (if corrective measures have been taken, the period shall be included in the number of days immediately.

(5) A contracting officer may offset the penalty for delay calculated under paragraphs (1) through (4) against the consideration to be paid to the other party to the contract, interest for delay of the payment of consideration, or other deposits, etc.

(d) Additional agreement on a purchase contract;

In addition to the instant contract on June 30, 2009, the Plaintiff entered into an additional agreement with regard to the payment of the supply price and the liquidated damages as follows.

Additional Agreement on Purchase of Goods;

2. Title of contract: 100 new type rolling stock (KTX-II).

3. Ground for change: Matters concerning the payment of supply cost and compensation for delay.

4. Additional contents.

(a)in addition to the special terms of goods purchase contract, the following shall be added to Article 5, Paragraph 2 (Prohibition and Prohibition Conditions):

(3) When the other party to a contract fails to deliver goods within the delivery period fixed in the contract, a contracting officer shall determine the amount calculated by multiplying the rate of liquidated damages determined in the contract by the contract amount or the price for delivery, as liquidated damages for delay, and shall pay it to the Corporation in the following manner after the number of delayed days of the relevant vehicle is confirmed:

(a) The payment deadline for liquidated damages: Within the payment date of the price for the delivery of six units scheduled for delivery in 2009;

(b) Advance payment: The amount of penalty for delay determined at the time of the payment of delivered goods;

(c) Interest rate on advance payment: The weighted average loan interest rate of deposit banks (the average loan interest rate of statistical monthly compensation of the Bank of Korea, and 5.42% as of May);

(d) Interest period for advance payment: From the date of payment of the price of delivered goods to the date of refund of penalty for delay;

(e) Amount to be paid: The amount of the liquidated damages determined + (Advance payment 】 interest rate / 365 】 Interest period for advance payment).

(f) Payment method: Deduction from the price of supplied rolling stock supplied after the date on which liquidated damages are fixed or cash payment;

E. Acceptance tests, etc. on the instant express vehicles

1) The Defendant entered into a “high speed vehicle (100) manufacturing verification service” with the Korean rolling stock engineering (hereinafter “Korean rolling stock engineering”), which is an incorporated association, to have the Korean rolling stock engineering manage and supervise the entire process of manufacturing vehicles, such as vehicle manufacturing, testing, inspection, acquisition test, etc. related to the instant contract.

According to the above manufacturing verification service contract, the Korean rolling stock engineering is required to submit to the defendant a certificate of verification, a comprehensive report on the completion of verification service at the time of the completion of the service and all records prepared during the execution of verification service as a result if the high-speed rolling stock of this case completed the acquisition test by shipping the factory of the

2) The instant high-speed vehicle had been manufactured, released, and delivered until it was put into operation after the manufacture, release, and delivery, and the following procedures were followed:

A person shall be appointed.

3) From November 21, 2006, the Korean Railroad Engineering issued on January 15, 2010 with a certificate of verification that “each programming was completed the verification of Korean Railroad Engineering, the results of which are good, and prove that all the terms and conditions of the contract are complied with,” with respect to programming Nos. 1, 11, 2, 3, and 4, while indicating that the inspection of the instant high-speed vehicle is in progress.”

4) Thereafter, the Plaintiff requested the Defendant to take over each of the above vehicles on January 29, 2010 for the formation of 1 and 2; on January 21, 2010 for the formation of 3; on January 23, 2010 for the formation of 4; on January 26, 2010 for the formation of 5; on January 29, 2010 for the formation of 6, the management body of the Seoul metropolitan rolling stock under the Defendant’s control of the Korea Railroad Corporation issue a certificate of acceptance to the Plaintiff on February 23, 2010 for the formation of 1, 3 programming: (a) the delivery of each of the above vehicles to the Defendant on February 12, 2010 for the formation of 3 programming; and (b) the issuance of a certificate of acceptance to the Plaintiff on February 23, 2010.

5) The progress of the instant express vehicle is as listed in the following table.

The acquisition and inspection of the Korea Railroad Engineering Certificate No. 1 issued on May 25, 2009 to January 11, 2010 to January 2011, 2010 to February 23, 2010, 2010; the defendant, the defendant, the issuance and inspection of the Korea Railroad Engineering Certification Certificate No. 220, Jun. 10, 2010 to Jan. 13, 2010, 201. 20. 3. 10. 20. 20. 21. 20. 3. 20. 21. 20 to 20. 10. 21. 20. 3. 20, 201. 21. 3. 21. 20 to 20. 3. 3. 205. 20, 201. 3. 3. 3. 28. 2010 to 14. 201. 1. 20. 1.

F. The portion of broadcasting device

Upon receipt of a request for supplementation on the verification certificate, the Plaintiff completed supplementation work by replacing each part of the broadcasting equipment (i.e., e., e., e., e., e., g., e., e., e., e., e., e., e., g., e., e., e., e., e., e., e., e., g., e., e., e., e., e., e., g., e., e., e., e., e., e., e., e., e.,

The test period for broadcast equipment programming Nos. 5, 6, 6, 2010-26, 2010-26, 2010-26, 2010-3.26, 2010-26, 2010-3.26, 2010-3.26-26, 2010-3.26-2, 2010-3.26-2, 2010-3.26-2, 2010-3.

G. From March 2, 2010, the Defendant invested the instant express vehicle for business operation.

(h) Payment of goods;

1) From June 7, 2006 to January 30, 209, the Plaintiff received from the Defendant the total of KRW 96,479,90,000 in four times, and the total of KRW 46,867,515,310 in the supply cost of May 29, 2009 (= KRW 23,433,757,655 + KRW 23,433,757,655 + KRW 23,43,757,655), and the supply cost of KRW 46,867,515,310 in total (= KRW 23,433,757,655), respectively, from June 30, 2009 to January 30, 2009.

2) As the Defendant delayed the delivery of the instant high-speed vehicle, the Defendant notified the Plaintiff of the payment (or settlement) of the penalty for delay on September 28, 2009, October 13, 2009, and November 24, 2009, respectively, and notified the Plaintiff of the plan for the deduction of the penalty for delay and the penalty for delay, demanding again the Plaintiff to pay the penalty for delay on December 29, 2009, the Plaintiff did not pay the penalty for delay.

3) The Plaintiff filed a claim for the payment of KRW 46,867,515,310 (=23,43,757,65 won + 23,43,757,655 won + 23,43,757,655 won + on December 31, 209, according to the purchase contract additional agreement, the Defendant did not pay the Plaintiff the total amount of KRW 1 through 4,365, 365, 163, 206, 365, 205, 209, 3615, 360, 365, 205, 205, 360, 165, 205, 360, 165, 360, 205, 205, 360, 196, 15, 205, 206, 316, 15, 205, 16, 36, 15,

4) On March 29, 2010, the Plaintiff filed a claim against the Defendant for payment of KRW 23,43,757,655 of the supply price of HS Heading 7. The Defendant, as of March 29, 2010, notified the Defendant of the aggregate amount of KRW 16,085,335,665 of the penalty for delay remaining after deduction under the above paragraph (3) of the same Article, and the interest rate of KRW 230,359,634 from January 1, 2010 until March 29, 2010, KRW 230,359,634 and KRW 21 through 65, KRW 365, KRW 365, KRW 7565, KRW 3645, KRW 7565, KRW 2055, KRW 36565, KRW 365,575, KRW 2055, KRW 36565,575,56465,56565, etc.

5) After that, on April 29, 2010, the Plaintiff filed a claim against the Defendant for the payment of KRW 23,43,757,65 of the supply price of No. 8. The Defendant, on May 10, 2010, notified the Defendant of the total amount of KRW 10,547,590,89 and KRW 3415,741,715, 205, and the total amount of the payment for delay accrued from January 1, 2010 to March 1, 2010 (in the case of the formation of No. 2, February 25, 2010), from March 29, 2010, to March 29, 2010 (hereinafter “the second advance payment interest”) for the delayed payment of KRW 531,741,873, and ② the remainder of the payment for delay arising from the deduction under the above paragraph (4) within the scope of KRW 10,57,514,1941,25

6) On the other hand, with respect to the programming No. 3 through 10 on December 31, 2010, the instant contract price modification agreement was concluded with the effect that an aggregate of KRW 2,049,769,875 won per one programming would be increased by 16,398,159,000, and the Defendant notified the Plaintiff on January 31, 201, of the penalty for delay accrued from June 8, 2009 to March 1, 2010 for the adjusted contract price of KRW 3,283,731,340, and for the increased price in price for the broadcasting device, within the limit of equal amount with the claim for the goods increased due to the price fluctuation in the programming No. 2,994,930 won to 3 through 10, as a result of the price fluctuation.

7) The time and deadline for calculating the penalty for delay against the instant high-speed vehicle shall be as follows.

The period of completion of the period of the penalty for delay concerning the total contract amount of the vote programming included in the main sentence shall be 1/10 as of June 8, 2009; the period of completion of the period of the penalty for delay from March 2, 2010 to June 23, 2010; and the period of completion of the penalty for delay from March 2, 2010 to June 23, 2010 to June 8, 2010 to June 25, 2010 to June 3, 2010:

[Basis] Facts without dispute, Gap's statements, Gap's 1 through 8, 12, 19, 25, 26 through 30, 107 through 110, 116 through 121, Eul's statements, 1, 4, 5 through 7, 13 through 16, 20 through 21, 45, 46, and 60 evidences (including separate numbers), the whole purport of arguments, and the whole purport of arguments

2. The assertion;

A. The plaintiff's assertion

The plaintiff paid only the price for delay compensation, advance payment interest, and the remainder after deducting the outstanding interest from the price for the goods at the high speed vehicle of this case as the price for the goods. Since the above liquidated damages, advance payment interest, and the deduction of the outstanding interest is unfair for the following reasons, the plaintiff sought the payment of the unpaid price for the goods and damages for delay.

1) The date on which the Plaintiff completed the delivery of the instant high-speed vehicle is the date on which the Korean Railroad Engineering issued a certificate of examination to the Plaintiff as the date of the completion of the test for test run. As such, there is no room for the delayed in the process of test run, which is not attributable to the Plaintiff, shall be deducted from the number of delayed days. The delay penalty imposed by the Defendant is excessive as the scheduled date for compensation for delay.

2) Compensation for delay for the formation of Nos. 1 through 4, the principal for calculating interest on advance payment, shall not be likely to accrue, or shall be reduced compared to the Defendant’s assertion.

3) There is no contractual or legal basis under which the Defendant imposes interest on the outstanding amount.

B. Order of determination

The fact that the Plaintiff supplied the instant express vehicle to the Defendant does not have any dispute between the parties. The Defendant is obligated to pay the Plaintiff the unpaid goods price and damages for delay with respect to the instant express vehicle, barring special circumstances. The Defendant paid only the remainder after deducting the liquidated damages, the interest on the advance payment, and the interest on the outstanding amount. The interest on the advance payment, the interest on the outstanding amount, and the interest on the delayed payment are premised on the liquidated damages. Therefore, based on the determination of the occurrence and scope of liquidated damages under the instant contract, it is determined on the basis of the foregoing determination, based on which the interest on the advance payment, the interest on the outstanding amount, and the interest on the outstanding amount, the amount of the remainder

3. Part of the liquidated damages;

A. The defendant's occurrence and scope of damages for delay

1) The fact that the Plaintiff supplied the instant high-speed vehicle with the delivery time limit is without dispute between the parties, and when the goods are not supplied within the delivery time limit, the Plaintiff shall pay compensation for delay in accordance with the rate of compensation for delay of 0.15% of the contract amount per every day of delay. Thus, barring special circumstances, the Plaintiff shall bear the compensation for delay from the date following the delivery time limit stipulated in the instant contract to the date of completion of the delivery.

(ii) the delivery deadline (the time for liquidated damages);

As seen earlier, the delivery term of the 1 to 6-day formation under the instant contract is stipulated as “36 months from the contract date ( June 8, 2006).” However, the fact that June 7, 2009, which is the last day of the said period, is a Sundays and the payment period of June 8, 2009, which is the next day, is no dispute between the parties.

Therefore, the period of compensation for delay due to the delay in the delivery of the instant high-speed vehicle is June 9, 2009, which is the day following the payment period.

3) The time when the Plaintiff completed the delivery (the period of liquidated damages)

A) The following facts are acknowledged in full view of each of the statements in Gap evidence Nos. 1 through 4, 12, 28, 116, 117, 118 (including each number), and Eul evidence No. 29:

① Article 3 of the Special Conditions for Trial Operation under the instant contract provides that “The delivery period under the instant contract shall be the time limit for the delivery of the goods to the delivery place and the completion of trial operation.” The instant contract stipulates that the delivery period of the instant express vehicle shall be 36 months (including the trial operation period) from the date of the contract, and the delivery place shall be the Seoul rolling stock management office, and the delivery place shall be the delivery place, subject to the completion of trial operation.

② The instant high-speed vehicle shall examine and approve the set-off design, test procedure, etc. submitted by the Defendant to the Plaintiff, and conduct performance tests on the manufacture, parts, components, and completion vehicles of high-speed rolling stock engineering in accordance with the set-off design, test procedure, etc., and undergo the process of acceptance after the Defendant confirms the performance of the vehicle which has undergone the performance tests and test tests.

③ According to Article 24(1) of the General Conditions for Goods Purchase Contracts and the Enforcement Decree of the Act on Contracts to Which the State is a Party (hereinafter “State Contract Act”), where the portion of the completed portion or the already paid portion is accepted through an inspection, the compensation for delay shall be calculated on the basis of the amount calculated by deducting the amount equivalent to the said portion from the contract amount. This suggests that the “acquisition after the inspection” becomes the completion date of the compensation for delay.

④ Even according to the project promotion plan and project implementation plan originally submitted by the Plaintiff, the Plaintiff completed the manufacturing and test of the instant express vehicles, and subsequently planned to observe the delivery period by transferring the instant express vehicles to the Defendant.

⑤ According to the certificate of acceptance of the instant express rolling stock issued by the management body of the instant express rolling stock affiliated with the Defendant, the Plaintiff revealed that there is no error in the inspection and trial run along with the certificate of issuance of the Korea Railroad Engineering Publication, and deliver the instant express rolling stock to the Defendant, and the Defendant stated that the said inspection did not run above, and that the Defendant takes over the instant express rolling

(6) The Plaintiff completed the aforementioned supplementary work by replacing the relevant part between January 25, 2010 and February 10, 2010, before the Defendant issued a certificate of acceptance for the instant high speed vehicle, as it is related to the fact that the transition function of the broadcasting device was realized, but the automatic transition function is not realized (the dualization function of the broadcasting device) and the function of earphone device not operated smoothly in the customer’s seat at the customer’s seat.

The following circumstances revealed in light of the above facts and each of the above evidence, i.e., the takeover test after the takeover test conducted the final inspection of the vehicle which completed various tests, which can be evaluated as the final stage of the supply procedure. Since the high speed vehicle in this case is directly linked to the safety of the people and may cause considerable danger and damage to the vehicle being manufactured in bad faith, it seems that the plaintiff in the contract in this case has guaranteed the complete performance of the manufacturing of high speed vehicles by imposing the compensation for delay until the vehicle passed a series of processes, such as manufacturing, testing, trial operation, and takeover, and the defect of the broadcasting equipment supplemented after the approval issued by the plaintiff is merely the degree that some of the broadcasting equipment functions of the broadcasting equipment are inferior, and the defendant does not prove that the defect of the broadcasting equipment in this case belongs to a serious part not deemed as the completion of the high speed vehicle in this case, it is reasonable to view that the date of completion of the delivery of the plaintiff's high speed vehicle in this case is the date the defendant acquired the certificate of acceptance from the plaintiff by the defendant.

Therefore, in the case of 1 and 3 programming, the completion date of the compensation for delay shall be the completion date of delivery on February 23, 2010, in the case of 2, 4, 5, and 6 programmings.

B) The Defendant asserts that the Plaintiff should be deemed to have completed the supply of the instant high-speed vehicle when the course operation of the instant high-speed vehicle (including broadcasting equipment) is completed. According to each description of the evidence Nos. 1 through 4, 7, and 108 (including each number), the Defendant initially concluded an agreement with the Plaintiff on the performance test and trial operation with the Plaintiff on the performance test and trial operation, and the Defendant’s allegation is without merit in light of the above circumstances.

The Defendant stated through the instant complaint that the composition of heading 2 of the instant high-speed vehicle was completed on February 26, 2010, and the programming of heading 1, 3, and 6 was completed on March 1, 2010. The Defendant asserted that the confession was established as to the date of delivery completion by using it as profit.

The plaintiff completed the delivery of the instant express vehicle on February 26, 2010 and March 1, 2010 in the complaint of this case, but withdrawn from the delivery on March 22, 2013 through a statement in the preparatory document as of January 31, 2013. However, as seen earlier, the delivery date of the instant express vehicle is the same as the fact that the defendant accepted the instant express vehicle from the plaintiff and completed the acceptance inspection, and then issued the certificate of acceptance to the plaintiff. Accordingly, even if the plaintiff led to the confession of this part of the argument, it is against the truth, and according to the purport of the entire pleadings, it is reasonable to view that the confession was lawful due to the mistake by the plaintiff's agent. The above argument by the defendant is without merit.

B. Judgment on the Plaintiff’s assertion of exemption from liquidated damages

1) The Plaintiff asserts that a delay in the process of a dynamic test, i.e., 82 days due to the remodeling of a motor vehicle exclusively used for the President in programming 3, 1 days due to the collapse accident in front of the on-site tunnel, and 1 days due to the nationwide railroad labor union strike, falls under Article 24(3)3 or 4 of the General Conditions for the Purchase of Goods under the instant contract, and thus, a delay penalty for the said period may not be imposed.

2) The part concerning the remodeling of the presidential exclusive vehicle

According to the purport of each statement of evidence Nos. 12, 108 through 113 (including paper numbers) of this case, a dynamic test on the formation of No. 3 among the express vehicles of this case started on July 6, 2009, the plaintiff entered into a contract with the defendant on August 25, 2009 for the contract amount of KRW 34,750,000, delivery period of KRW 30 as of December 20, 209, and the supply period of No. 4 as of December 15, 2009. The plaintiff entered into a contract with the defendant for the alteration of No. 2 of this case's schedule from August 15, 2009 to 313 as the Presidential dedicated vehicle. The plaintiff started the alteration of the schedule of No. 413 as of August 15, 2009 to the alteration of the schedule of No. 2190, Dec. 16, 2009.

Therefore, from August 15, 2009 to November 4, 2009, 82 days due to the delay of the above process should be exempted from compensation for delay.

3) The part concerning the collapse accident in front of the on-site tunnel, the nationwide railroad labor union, etc.

According to the statements in Gap evidence 114-1 and 2, it is recognized that the iron can not be used due to the collapse accident prior to the on-site tunnel, July 6, 2009, and the fact that the on-site water test could not be carried out due to the lack of engineer staff by the strike of the Korean Railroad Workers' Union on September 8, 2009.

However, Article 392 of the Civil Act provides that "a debtor shall compensate for damages arising from the delay of the performance even if he/she is not negligent. However, this shall not apply where the debtor is unable to escape from the damage even if he/she has performed the due date." As seen earlier, the delivery period of the high-speed vehicle of this case is June 8, 2009 and the date of the collapse of the on-site steering workshop and the date of the nationwide railroad labor union operation is July 6, 2009 and September 8, 2009. Thus, the above circumstance is the cause that occurred during the delay of the plaintiff's performance, and if the plaintiff performed the delivery period, the delay due to the above accident is not caused during the above delivery period, and even if the above accident falls under force majeure, the plaintiff cannot be exempted from the liability for delay due to the lack of negligence, and even if the above accident occurred during the above period, the defendant cannot be found to be exempt from the liability for delay due to the adjustment of the first 20 minutes of transport and the first 9th 20-day test.

The plaintiff's assertion on this part is without merit.

(c) Reduction of liquidated damages;

1) The nature of the instant agreement for liquidated damages

The defendant asserts that the agreement on the compensation for delay in this case is not subject to the discretionary reduction in the court because the defendant, a public enterprise in charge of railroad business of the state, has the nature of the means of sanctions against the plaintiff in superior status as the supplier of high-speed cars, i.e., the penalty for delay itself.

If the contract for compensation for delay has been entered into for the manufacture and supply of goods, it shall be presumed to be an estimate of compensation for delay pursuant to Article 398(4) of the Civil Act. Thus, in order to interpret it as a penalty for breach of contract, special circumstances should be asserted and proved (see Supreme Court Decision 2001Da14689 delivered on September 28, 2001, etc.). Thus, it is not sufficient to recognize that the above agreement for compensation for delay constitutes a penalty agreement with the defendant's transfer certificate constitutes a penalty for breach of contract, and there is no other evidence to acknowledge it.

Therefore, it is reasonable to see that the agreement on liquidated damages in this case is an estimate of liquidated damages.

However, the circumstances asserted by the defendant, such as the characteristics of high-speed rail vehicles manufactured and supplied by the plaintiff, future prospects for transactions of the plaintiff and the defendant, and the nature of the plaintiff and the defendant, shall be considered in determining the amount of reduction of compensation for delay.

2) Reduction of liquidated damages

Article 389(2) of the Civil Act provides that a court may reduce the estimated amount of compensation for damage in an unreasonable or excessive manner. Here, “unfair or excessive case” refers to cases where the payment of the estimated amount of compensation for damage is deemed to bring about a loss of fairness by imposing unfair pressure on the debtor who is in the position of the economically weak in light of the general social concept in light of all the circumstances, such as the status of the creditor and debtor, purpose and content of the contract, the motive behind the liquidated amount of compensation for damage, the ratio of estimated amount of compensation for damage to the amount of debt, the estimated amount of estimated damage, the size of expected damage amount, and the transaction practices at the time. In addition, in cases where the court determines whether the estimated amount of compensation for damage is unreasonably excessive or the scope of reasonable reduction thereof according to the application of the above provision, the court shall specifically take into account all the above circumstances arising therefrom as at the time of the closing of the fact-finding trial proceedings (see Supreme Court Decision 9Da57126, Jan. 25, 2002).

The aforementioned facts and the purport of the entire pleadings are as follows: ① the manufacturing and supply of the instant high-speed vehicle is related to the railroad transport network facilities, and there is a high need for the instant high-speed vehicle to be supplied in a timely manner for the smooth performance of the railroad transport business which is directly connected with the national economy. However, there is a possibility that the manufacture of the instant high-speed vehicle may cause considerable time and effort during the process and may not be predicted; ② the manufacture of the instant high-speed vehicle may depend on the modern Heavy Industries or Poet because the Plaintiff did not have source technology; ③ the Plaintiff is in a superior position than the other companies as the manufacturer of high-speed rail vehicles in Korea, but the Plaintiff appears to have been in a position to unilaterally demand the alteration of the construction of the instant high-speed vehicle for the implementation of the instant construction plan, ④ the construction of the instant high-speed vehicle for the purpose of the alteration of the construction of the instant high-speed vehicle by the Defendant’s 20-day high-speed vehicle, and ④ the construction of the instant high-speed vehicle by the Plaintiff would have been in a relatively 70-day design or 7 months.

(d) Sub-committee theory (calculated);

Accordingly, when calculating liquidated damages for delay, it is as stated in the "total" column in attached Table 1. A. 3.

4. Interest on advance payment

On June 30, 2009, the Plaintiff prepared an additional agreement on purchase of goods with the purport that the Plaintiff shall deduct or pay in cash from the price of the rolling stock supplied after the date when liquidated damages are determined for delay from the date when the price of the goods is paid to the Defendant as principal and the amount determined by multiplying the weighted average loan interest rate of the deposit bank (the average loan interest rate of statistical monthly compensation of the Bank of Korea) during the period from the date when the price of the goods is paid to the date when the price of the goods is refunded, along with the amount of the liquidated damages determined by the weighted average loan interest rate of the deposit bank (the average loan interest rate of the statistical monthly compensation of the Bank of Korea) during the period from the date when the price of the goods is paid to the Defendant. As seen above, the interest rate of the Advance payment at the time when the interest on the Advance payment is settled shall be 5.81% per annum and 5.69% per annum per annum at the time of the settlement of the interest on the Advance payment.

The plaintiff asserts that the interest on the first advance payment shall not be deducted from the supply price of the 5th and 6 units, since the penalty for delay was not determined at the time when the defendant paid the supply price of the 5th and 6 units. However, the plaintiff's assertion that the first advance payment cannot be deducted from the supply price of the 5th and 6 units. However, as the plaintiff intended the delivery period of the 5th and 6 units, the compensation for delay occurs every one day, and the defendant can settle the compensation for delay accrued until December 31, 2009, and the compensation for delay accrued until the above date shall be settled by the settlement as above. Thus, since the above compensation for delay was determined by the above settlement, the above argument by the plaintiff is without merit.

5. Interest on the outstanding amount

A. Whether the outstanding amount has been incurred

On December 31, 2009, the Defendant expressed his intent to offset the Plaintiff’s first advance payment interest claim against the Plaintiff and the above advance payment claim against the Plaintiff in 2009 against the high speed vehicle of this case by the amount equal to the Plaintiff’s price for supply as stated above. As seen earlier, as of December 31, 2009, the Defendant’s first advance payment interest claim amounting to KRW 1,123,42,684 in total, as of December 31, 2009, the Defendant’s first advance payment claim amounting to KRW 1,123,42,684 in total, and the Defendant’s first advance payment claim amounting to KRW 5,66,87,81 in total (excluding the increased portion due to price fluctuation) for the high speed vehicle of this case was KRW 54,401,279,931 in total, and thus, the Plaintiff’s first advance payment claim and the above advance payment claim amounting to KRW 5,567,816,4167,5757,5167

Therefore, the remaining obligation of the Plaintiff’s compensation for delay constitutes a final and conclusive obligation for which the due date has not been specified, and the Plaintiff shall be liable for delay from the time of receiving a claim for performance from the obligee (see, e.g., Supreme Court Decision 2004Da11582, Jul. 9, 2004). According to the evidence No. 21-7 of the evidence No. 21-7, the Defendant, as of December 31, 2009, offset the Plaintiff’s claim for compensation for delay against the Plaintiff’s claim for the payment of the above outstanding amount, and can be recognized that the remainder of the claim for compensation for delay occurred after offsetting the Plaintiff’s claim for the payment of the outstanding amount from the high speed vehicle No. 5,657,187,306, the Plaintiff shall be liable for delay from January 1, 2010, the following day after receiving the claim for performance from the Defendant.

(b)the delay interest rate;

Furthermore, barring any special circumstance, damages for delay shall accrue at the rate of 6% per annum as stipulated in the Commercial Act with respect to the outstanding amounts. However, according to the statement in Gap evidence No. 125, the average loan interest rate of the Bank of Korea statistics monthly compensation around March 29, 2010 can be acknowledged that the average loan interest rate of the above outstanding amounts is 5.69% per annum. Thus, the plaintiff is obligated to pay damages for delay at the rate of 5.69% per annum for the defendant's 8,657,187,306 won, and calculated the above outstanding amounts, as stated in the attached Table No. 1. C. interest rate of the outstanding amount.

6. Set-off against the defendant's obligation to pay goods

A. If the Defendant’s compensation claim for delay, advance payment interest claim, and outstanding interest claim are offset within the extent equal to the Plaintiff’s goods payment claim, the price for the goods to be paid by the Defendant to the Plaintiff is as indicated in the column of “total” in the remainder of the attached Table 2.

B. The Plaintiff asserts that at least 14-19% per annum, which is the overdue interest rate applied at least at the time of a financial institution’s general loan, should be applied.

According to the statement of evidence No. 1-6, Article 2 subparag. 3 of the General Conditions for Goods Purchase Contracts in this case provides that, except as otherwise provided in this condition, Article 2 subparag. 3 of the Enforcement Decree of the State Contracts Act and the Enforcement Rule of the same Act shall apply. Article 23(1) provides that the unpaid amount at the time of delay in the payment of goods shall be paid as interest by multiplying the overdue interest rate applied at the time of a financial institution’s general loan.

However, the following circumstances revealed by the purport of the entire pleadings (i.e., the general conditions for the purchase of the instant goods are not adopted to reflect the rate of delay damages between the Plaintiff and the Defendant in the terms of the contract, but automatically adopted since all the contracts are concluded by the Defendant as a public enterprise pursuant to the relevant provisions of the State Contracts Act. ② The interest rate for delay in the payment of prices under Article 59 of the Enforcement Decree of the State Contracts Act was the overdue interest rate applied at the time of loan of financial institutions, but the change was made to the “average interest rate for loan of financial institutions (the average interest rate for monthly statistical compensation of Bank of Korea)” through the amendment on May 25, 2006, and ③ Article 4 of the Enforcement Decree of the State Contracts Act, which was applied at the time of the conclusion of the instant contract (the Presidential Decree No. 19483, May 25, 2006, which was in force by the Defendant, without considering the general provisions for the purchase of goods under the State Contracts Act’s terms and conditions for delay in the payment of the contract.

Therefore, the rate of damages for delay to the claim for the payment of the price of the goods in this case shall be applied to the average monthly interest rate on loans (the average interest rate on loans by the Bank of Korea for statistical compensation) of financial institutions prescribed in the former Enforcement Decree of the State Contracts Act (Presidential Decree No. 19483), which entered into force at the time of the conclusion of the contract in this case. However, as recognized by the defendant, 6

Therefore, with respect to the amount of KRW 11,675,377,024 and the amount of KRW 10,479,773 from April 13, 2010, which is the day following the due date for the delivery payment, and KRW 11,14,284,184 from May 14, 201, the day following the due date for the delivery payment, and KRW 520,613,067 from January 15, 2011, which is 14 days after the due date for the third change of the due date for the increased amount of KRW 520,613,067, which is the day following the due date for the third change of the due date, each Defendant is obliged to dispute over the existence and scope of its obligation to pay for delay at the rate of 6% per annum from the day following the date when the Commercial Act is imposed until October 16, 2013, and 20% per annum from the day after the due date for the full payment date.

7. Conclusion

The plaintiff's claim of this case is justified within the scope of the above recognition, and the remaining claim is dismissed as it is without merit. It is so decided as per Disposition.

[Attachment]

Judges Han-hee (Presiding Judge)