1. The plaintiff's appeal is dismissed.

2. The costs of appeal shall be borne by the Plaintiff.

The purport of the claim and appeal is the purport of the appeal.

1. Basic facts

A. At the time of incorporation on June 19, 2014, Defendant C was a stock company. However, on January 16, 2017, the trade name was changed to Jro Co., Ltd. and B (former trade name) on August 30, 2018, respectively. On June 25, 2014, Defendant D Co., Ltd. (hereinafter “D”) entered into an agreement on production and sale (hereinafter “instant sales agreement”).

its key

The content is that the defendant is supplied with and sold the integrated drainage system with D, etc., but it pays 300 million won as security deposit to D, etc.

B. The Defendant paid to D the sum of KRW 250 million, which was KRW 150 million on June 13, 2014, and KRW 250 million on August 27, 2014. The said KRW 250 million was transferred from the representative’s account to D’s account at the time of the Defendant’s establishment, and out of which KRW 150 million was remitted from June 13, 2014 to the Defendant’s establishment.

However, there is no dispute between the original defendant with respect to the fact that the defendant is deemed to have remitted the above KRW 250 million under the sales contract of this case, and that D is obligated to return the above money to the defendant.

On December 29, 2014, KRW 50 million was returned.

Accordingly, D's obligation to return deposit to the defendant has become 200 million won.

C. On September 10, 2016, the Plaintiff decided to take over D’s business related to the integrated drainage system, etc.

Accordingly, the Plaintiff and D entered into a “patent transfer agreement” with the effect that D transfers all of its patent rights to the Plaintiff on the same day, and ② the Plaintiff’s “total sales market and patent transfer agreement” with the purport that D succeeds to the obligation to return the total sales agency deposit related to the integrated drainage system (hereinafter “instant transfer agreement”).

Article 5(4) of the Transfer Agreement of this case provides that "The plaintiff shall perform on behalf of D all the responsibilities with respect to the amount received by D in the name of deposit, etc. (as to the amount of KRW 1.05 billion among the matters specified in Appendix 2, approximately KRW 1.05 billion)," and the addition 2."