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(영문) 서울중앙지방법원 2017.08.11 2016가합541616
이행보증금 반환 청구의 소
Text

1. The Defendant: (a) KRW 2,500,000,000 to the Plaintiffs; and (b) 1.1% per annum from April 14, 2016 to August 4, 2016 to the Plaintiffs.

Reasons

1. Basic facts

A. The Plaintiffs constituted D consortium (hereinafter referred to as “Plaintiff consortium”) to take over the Plaintiff Company B (hereinafter referred to as “B”), and Plaintiff E Co., Ltd. (hereinafter referred to as “E”) is the representative of the D consortium.

The defendant is the manager B.

B. On December 21, 2015, B: (a) three-day accounting corporation was designated as a seller; (b) the Plaintiff’s consortium was selected as a priority negotiation subject on April 6, 2016; and (c) concluded a memorandum of understanding on M&A (hereinafter “instant memorandum of Understanding”) with regard to M&A with the following content on April 14, 2016.

The MOU was concluded on April 14, 2016 between the Parties, as follows.

“A”: Article 4 (Performance Bond) of the Gao-ri Investment Association, Inc., Ltd., the Econsium representative, the Econsium representative, the Econsium Development Co., Ltd., the Gao-ri First Investment Association, the Rehabilitation Company B, the Gangwon-do Crossing-gun F Co., Ltd.

1. “B” shall deposit KRW 5% of the bid amount on the deposit account of “A” in order to guarantee the implementation of this MOU (hereinafter “performance bond”) after being selected as a priority negotiation subject, in order to ensure the implementation of this MOU, the amount of 5% of the bid amount on the tender documentation (hereinafter “performance bond”).

The terms "A" and "B" shall conclude a pledge contract on deposit claims in the above deposit account, such as a separate pledge contract, in order to guarantee the performance bond of "B" and the right to claim the return of interest accrued therefrom.

2. Where an investment contract is concluded pursuant to Article 7, a performance guarantee (including interest accrued) shall be appropriated as part of the down payment under the investment contract.

3. Where this memorandum of Understanding is cancelled pursuant to paragraph 2 of Article 10 without entering into an investment contract, or where this memorandum of Understanding ceases to be effective due to reasons attributable to “B”, the performance bond (including interest accrued) shall be a penalty.

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