1. All claims filed by the Plaintiff (Counterclaim Defendant) and the counterclaim claims by the Defendant (Counterclaim Plaintiff) are dismissed.

2. Of the costs of lawsuit.

A principal lawsuit and a counterclaim shall be deemed simultaneously.

1. Basic facts

A. From May 11, 2009, the Plaintiff entered into a private teaching institute agreement with the Defendant to jointly establish and operate a private teaching institute under subparagraphs 811 and 812 of the instant building (hereinafter “instant agreement”) under the following terms: (a) from around May 11, 2009, the Plaintiff leased 811 and 812 of the building on the ground C (hereinafter “instant building”) in Seongbuk-gu, Sungnam-si; and (b) established and operated a private teaching institute under the trade name of DK; and (c) on October 15, 2012, the Plaintiff entered into a private teaching institute agreement with the Defendant to jointly establish and operate a private teaching institute under subparagraphs 811 and 812 of the instant building (hereinafter “instant agreement”).

The defendant and the plaintiff enter into a contract for the operation of a private teaching institute (hereinafter referred to as the “private teaching institute of this case”) in order to jointly distribute the interests of the management and the profits of the private teaching institute as follows:

Article 1 [Purpose] The purpose of this Agreement is to record and prescribe not only the matters relating to the operation of a private teaching institute, but also all the matters relating to future liquidation in order to jointly establish and manage the private teaching institute of this case.

Article 3 / [Investment]

A. The defendant shall contribute half of the amount of the deposit and goodwill of the pertinent driving school currently operated by the plaintiff to the extent of 110 million won.

B. In the future, the Defendant and the Plaintiff will pay half of the contributions to the transfer of the instant private teaching institute.

Article 4 (Distribution of Profits)

A. The Defendant and the Plaintiff shall distribute profits from the operation of the instant private teaching institute at the rate of 60:40.

B. The method of distributing profit is to be decided upon agreement between the defendant and the plaintiff.

Article 5 [Bearing of Expenses] In principle, the expenses incurred in the operation of the instant private teaching institute shall be made out of the sales of the instant private teaching institute, but when the sales are less than the expenses, the Defendant and the Plaintiff shall consult.

Article 6 【Determination of Proceedings】

A. The decision-making on the operation of the instant private teaching institute is to have priority over decision-making.