1) Infrastructure-related matters to a conclusion of a contract
2) Matters to be observed when concluding a contract
3) Prohibited matters when concluding a contract

A company newly registered in the company’s partner pool, when developing new parts after concluding a basic transaction contract, starts a transaction with the Company only after being selected as a company for each item and then as a development company; there are three ways to select such a company.

① In principle, A and B shall conclude the contract in advance, but at least before starting the work for delivery, the contract with the signatures and seals of the parties shall be concluded.
② In the case of frequent delivery, the basic contract shall be concluded first, and for each delivery, purchase orders (including electronic purchase orders) issued by A shall be replaced by individual contracts.

① The unit price of parts shall be determined by considering quantity/quality/specification/delivery date/payment method/material pricing/labour cost or market price trend, and negotiated according to a reasonable calculation method including appropriate management expense and profits.
② The unit price specified in Paragraph ① above shall include all costs such as packing costs, freight, cargo handling costs, insurance premiums and other costs to the delivery place determined by mutual agreement, unless otherwise agreed.
③ The unit price in Paragraph ① shall not be changed arbitrarily by either party unless agreed in writing between A and B during the contract period.
④ If the determination of the unit price is delayed due to special reasons, the temporary unit price determined by agreement shall be applied, and in this case, the difference between the temporary unit price and the fixed unit price shall be settled retroactively when the fixed unit price is determined.
⑤ A shall regularly investigate the labour cost rate, which is the standard for cost calculation, and present the labour cost rate that fits the reality, and set the labour cost rate according to the characteristics of each company, such as working conditions, the size of the supplier, and the level of technology in consideration of the labour cost of the same industry.

① The delivery date refers to the date that the ordered parts will be delivered to the place designated by A according to the individual contract (purchase order), and shall be determined by mutual agreement for each individual contract.
② If B wants to deliver the ordered items consigned before the delivery date, it may be changed in consultation with A in advance.
③ If B determines that the ordered items cannot be delivered by the delivery date, B shall notify A in writing of the cause and the actual delivery date in advance, and only with A’s written approval, the ordered items according to the extended delivery date may be delivered.

① A shall determine the objective, fair and reasonable standards and methods of inspection in consultation with B for inspection on the delivered goods.
② Upon delivery, A shall issue a receipt immediately, even before inspection, and inspection shall be carried out promptly in accordance with pre-determined inspection regulations and procedures.
③ A shall notify the inspection result within 10 days from the date of receipt of the delivered goods from the supplier, except in cases where there is a justifiable reason.
④ A shall manage the ordered parts before the inspection or during the inspection period with the attention of a good manager.

① The payment date of the cost of the delivered goods shall, in principle, be applied mutatis mutandis according to the Company’s payment standards.
② For the payment method of cost of delivering goods, the Company’s payment standards shall be applied mutatis mutandis.

① The reasons for cancellation/termination of the contract shall be determined by agreement between the parties, and a distinction should be made between “when possible without notice” and “when notifying is necessary”, and in the event of cancellation/termination, it shall be notified in writing without delay.

① An act to determine the unit price of delivery by reducing the unit price at a certain rate without a justifiable reason
② An act to determine the delivery price by unilaterally allocating a certain amount for any purpose, such as a request for cooperation, and then subtracting the amount
③ Without a justifiable reason, an act to determine the delivery price by treating B in a discriminatory way compared to other subcontractors
④ An act to cause B to misunderstand the order quantity or transaction conditions, or an act to deceive B by showing other business operators’ quotations or false quotations, and using this to determine the delivery price
⑤ An act that A unilaterally decides the delivery price at a low unit price
⑥ An act to determine the delivery price at an amount lower than the minimum bid price without a justifiable reason when concluding a subcontract through competitive bidding
⑦ When concluding an individual contract as a private contract, without a justifiable reason, an act that causes the payment to be determined at an amount lower than the sum of material costs, direct labour costs and expenses (this refers to the total amount of direct construction cost items. However, among the expenses, items of expenditure agreed to be borne by A by agreement of A and B and legal expenses that A has to pay are excluded.) on A’s contract statement
⑧ An act to determine the delivery price against B due to reasons that cannot be attributed to B, such as A’s business deficit or sales price reduction in a continuous transaction contract

① An act that causes B to obtain instructions or approval from A in appointing or dismissing executives and employees
② Without a justifiable reason, an act that restricts B’s manufactured items or scale
③ An act that prevents B from doing business with competitors of A or A’s affiliates
④ An act to control subcontract transaction volume for the purpose of interfering with B’s management
⑤ An act in which A enters B’s place of business against the B’s will and inspects the manufacturing process and input manpower
⑥ An act that restricts B’s export of technical data abroad or restricts transactions on the grounds of export of technical data without a justifiable reason
⑦ An act that binds B to transact with A or a business entity designated by A without a justifiable reason
⑧ An act of requesting business information announced by the Fair Trade Commission, such as cost data, from B, without a justifiable reason

Act to prevent the partner from doing business with oneself and the company designated by oneself (except for a case where an exclusive transaction is agreed with a partner for the reason that technology development is jointly performed with the partner)

① An act to establish a contract to bear the costs incurred by requesting matters not specified in the contract, ​to the subcontractor
② An act to establish a contract to bear the costs related to civil complaint handling and industrial accidents that the principal contractor should bear, to the subcontractor
③ An act to establish a contract to bear the costs incurred by requesting matters not in the bidding details, to the subcontractor

① Relevant laws such as the principle of good faith, the Subcontracting Act, and the Fair Trade Act shall be complied with, and when a dispute arises, it is resolved by written materials.

① An act of arbitrarily cancelling or changing the consignment
② An act of refusing or delaying the delivery of ordered items

① An act that returns due to cancellation of an order from either party or changes in economic conditions, etc.
② An act of returning after determining that the inspection criteria and method are not clear and unreasonably rejected
③ An act to return the product despite the fact that the product was judged to be rejected due to poor quality of the supplied raw materials
④ An act to return the product for such a reason despite the delay in delivery due to delay in supply of raw materials

① Without specifying the conditions for reducing the delivery price when consigning, after consignment, an act of reducing the delivery price for unreasonable reasons such as a request for cooperation, cancellation of an order from the other party, changes in economic conditions, etc.
② When an agreement on unit price reduction is established with B, before the agreement is established, the act of reducing the delivery price by unilaterally applying the agreement retrospectively to the part entrusted with manufacturing
③ An act of excessively reducing the delivery price because the delivery price is paid in cash or before the payment date
④ An act of unilaterally reducing the delivery price due to B’s minor negligence that does not substantially affect the occurrence of damage to A
⑤ An act that deducts an amount more than the reasonable purchase price or reasonable use price from the delivery price in the case of purchasing from oneself goods necessary for consignment or use one’s own equipment
⑥ An act of reducing the delivery price due to the fact that the price or material price at the time of payment of the delivery price has fallen compared to the time of delivery
⑦ An act of unfairly reducing the delivery price for unreasonable reasons such as a business loss
⑧ An act to make B bear the employment insurance premium, occupational safety and health management fee, and other expenses that A must pay in accordance with the “Act on the Collection of Premiums for Employment Insurance and Occupational Accident Compensation Insurance” and “Occupational Safety and Health Act”

① A shall not, without a justifiable reason, act to make B provide money, goods, services or other economic benefits for A or a third party.

① An act that limit order opportunities, suspend transactions, or give other disadvantages because the supplier reported to the Fair Trade Commission as a violation of the Subcontracting Act

① A shall not require B’s technical data (Data on manufacturing, repair, and construction methods kept secret through reasonable efforts, and other materials useful for business activities and having independent economic value) to be provided to A or a third party. However, if A proves justifiable reasons, they may be requested to the minimum extent necessary for the achievement of the purpose. In case B suffers damages due to the request for technical data, A shall be liable for damages to B. However, this is not the case when it is proved that there is no intention or negligence of A.
② Technical data obtained from a partner shall not be misused for oneself or a third party.