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Convertible Bonds Subscription Agreement

The closing of the issuance and subscription of the Convertible Bonds ("closing") shall be carried out at the offices of one of the subscribers or at any other place agreed between the parties, at another place agreed between the parties, around 10.m Seoul, Korean time, on April 12, 2007 or on any other date agreed between the parties (the "Closing Date"). 3.2 Closing Conditions. The financial statements are subject to the performance or waiver of the entity: (i) the issuance and subscription of the convertible bonds on the terms set forth herein are not contrary to the law applicable to the enterprise or subscribers; and (ii) subscribers and the company must have finalized or obtained all necessary authorizations, administrative or internal approvals, as well as the filing of reports. 3.3 Conclusion of deliveries 3.3.1 Cl A subscription contract to the note is very similar to a contract for the sale of notes (above) - it is usually only a name agreement. Sometimes note holders insist on things such as board seats, information rights, covenants against the issuance of shares or other debts, and/or other conditions typically related to stock transactions. When this happens, these contractual agreements between the company and the bondholders are usually written into a separate agreement relating to a security such as note holders` agreement or Voting Agreement. . . .

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