1. The plaintiff (Counterclaim defendant)'s main claim and the defendant (Counterclaim plaintiff)'s counterclaim are all dismissed.

2. The costs of lawsuit;

A principal lawsuit and a counterclaim shall be deemed simultaneously.

1. Facts of recognition;

A. The Plaintiff as a party is a corporation established on November 18, 2004 and engaged in the ocean-going passenger and cargo transport business, etc., having its location in the Seocho-gu, Changwon-si, Changwon-si.

The Defendant’s trade name was changed from F Co., Ltd. to H on June 12, 2013 and changed from November 25, 2015 to Nov. 25, 2015. The Defendant’s trade name was established on October 2, 2006, and is a corporation that runs the maritime transport business, etc. with its location in Tong Young-si.

B. On October 13, 2010, the Plaintiff entered into a comprehensive transfer and takeover contract with the Defendant on the vessel and each business license indicated in the separate sheet (hereinafter “instant vessel”) and each business license indicated in the separate sheet Nos. 2 and 3 of the separate sheet (hereinafter “each business license of the instant case”) (hereinafter “instant comprehensive transfer and takeover contract”) with the Defendant, with the content that the Plaintiff would transfer the vessel E indicated in the separate sheet No. 1 (hereinafter “instant vessel”) as follows:

Article 1 (Sales Price and Payment Terms) Sales Price of Business License Acquisition means the instant vessel E.

The liabilities indicated in the register and the existing FF Co., Ltd.

and A’s claim held by G plus an amount equal to KRW 00,000,000, and “B” means the Defendant.

(hereinafter the same shall apply)

“A” means the Plaintiff.

(hereinafter the same shall apply)

be paid to the Corporation as follows:

300,000,000 won of the down payment shall be paid simultaneously with the contract, and 130,000,000 won out of the remainder within one month after the down payment is made, and 70,000,000 won out of the remainder within one year.

Article 2 (Transfer and Takeover of Business Rights) An agreement is reached to transfer and take over by November 15, 2010, and “A” shall actively cooperate with all matters necessary for the transfer and taking over.

Article 3 (Limitation of Liability) ① “A” is liable for “A” if there are administrative fines, etc. concerning cases, accidents, and nonperformance of duties (violation of law) arising from the transfer of business rights.

2. The term “B” refers to the above-mentioned vessel upon its acceptance.