1. The judgment of the first instance, including the Plaintiff (Counterclaim Defendant)’s principal claim expanded from the trial, is as follows:

A principal lawsuit and a counterclaim shall be deemed simultaneously.

1. Basic facts

A. On March 2009, the Plaintiff and the Defendant jointly agreed to acquire and operate a private teaching institute, and transferred the Do Private Teaching Institutes in Yongsan-gu, Busan-si (hereinafter “instant private teaching institute”). Around that time, the Plaintiff and the Defendant concluded an agreement with the instant private teaching institute to invest funds at one-half percent of each of the 1/2, and distribute or incur profits and losses from the operation of the private teaching institute at one-half of each of the 1/2 (hereinafter “instant agreement”).

B. Meanwhile, on March 16, 2009, the Plaintiff and the Defendant entered into a contract for the entrusted operation of the instant private teaching institute (hereinafter “instant entrusted operation contract”) under which the Plaintiff and the Defendant entrusted the operation of the instant private teaching institute, except financial matters, to the representative E, and the Plaintiff and the Defendant: hereinafter “A”: “B” (hereinafter “B”) shall entrust the operation of the instant private teaching institute, excluding financial matters concerning the operation of the instant private teaching institute. However, as to the operation of the instant private teaching institute, the Plaintiff and the Defendant shall consult with the Plaintiff in advance and obtain approval. 2) On the other hand, the Plaintiff and the Defendant shall dispatch the operating manager to ensure the efficient operation of the private teaching institute, provide the management staff of the previous private teaching institute, and perform their duties as a good manager by providing them with a good manager.

Article 2. A and B shall have 50% of the profits after tax when profits accrue according to the results of the operation of a private teaching institute, respectively, and shall bear 50% of the losses when losses occur.

Provided, That operating expenses shall not include expenses to be invested in assets, and shall include the benefits of KRW 10 million paid to A.

Article 3 Time A shall be paid twice a year from March 1, 2009 to the termination of this Agreement ( June and December).

The main contents are as follows:

C. The Plaintiff and the Defendant are operating the instant private teaching institute.