AGREEMENT
1. PARTIES
This Platform User Agreement ("Agreement") has been entered into force between IKAS Technology Joint Stock Company ("IKAS") and the customer ("User") who will use the IKAS e-Commerce Infrastructure within the scope of this Agreement. Under this Agreement, IKAS and the User shall be referred to individually as a "Party" and collectively as the "Parties".
2. DEFINITIONS
2.1. Services: Including IKAS Infrastructure for e-Commerce, all packages, products, services, features, and modules provided by IKAS through or via the IKAS Infrastructure.
2.2. IKAS e-Commerce Infrastructure: The infrastructure declared on ikas.com or within IKAS Infrastructure, which can be provided by IKAS to the USER under free or paid license types, for managing the user's e-commerce website and operations, including features and modules.
2.3. Payment Infrastructure: IKAS encompasses all payment methods provided by third-party financial institutions that can be integrated into the e-Commerce Infrastructure. The terms and conditions for using Payment Infrastructures are determined by the respective Payment Infrastructure provider.
2.4. IKAS Infrastructure: It is the e-commerce infrastructure provided by IKAS where the Services and Third Party Services are offered.
2.5. Website: The website with the domain name ikas.com.
2.6. Third Party services All products, integrations, services, and applications, including Payment Infrastructure, shipping and transportation services, offered by third parties other than IKAS through or integrated into the IKAS Infrastructure, both existing at the time of contract signing and those that may be included/updated in the future.
2.7. Third party service provider: Third Party Service providers are third parties that offer Third Party Services, and although they do not have a direct agreement with IKAS, IKAS can access their platforms through methods such as APIs and provide these integrations to the USER, including marketplace integrations, virtual POS, POS, shipping and transportation companies, and other third parties.
2.8. Access Provider Traffic Information: It refers to the subscriber's (USER's) name, identification information, first and last name, address, phone number, system connection date and time information, system exit date and time information, IP address provided for the relevant connection, and connection ports for all types of access made in the online environment.
3. SUBJECT MATTER
3.1. This Agreement regulates the conditions for the USER to benefit from the Services and Third-Party Services provided through the IKAS Infrastructure, the conditions related to payments to be made to IKAS, and the other rights and obligations of the Parties.
3.2. The descriptions, terms and conditions for the use of the IKAS Infrastructure, Services and Third-Party Services, as well as the Service, package, module, and feature additions to the IKAS Infrastructure that may be introduced after the signing of this Agreement, whether on IKAS Infrastructure or ikas.com, are an integral and inseparable part of this Agreement. Together with the provisions contained in this Agreement, they constitute the entirety of the rights and obligations of the Parties.
4. RIGHTS AND OBLIGATIONS OF THE PARTIES
4.1. IKAS offers packages named such as Start, Grow, Scale, Scale Plus, Premium etc. Package details, content, package amounts, and payment options are available at ikas.com/fr/tarifs. IKAS reserves the right to make changes to the packages, their contents, all features, and services related to them.
4.2. The USER acknowledges that the features and contents of the IKAS e-commerce infrastructure package purchased can be used as they exist on the date of the contract signing. Improvements, enhancements, updates, and additions made to the relevant package will not be applicable to the USER.
4.3. IKAS will provide the USER with e-commerce infrastructure and provide relevant services within the scope of this Agreement and the package chosen by the USER within the conditions specified in the İKAS Infrastructure.
4.4. Any kind of consultation, work, application, design, idea, etc. tasks, operations, and services that were not provided by IKAS at the time of the contract, that are not within the scope of the package used by the USER, and that are subsequently and/or additionally requested by the USER, will be subject to additional fees. The relevant terms will be determined by a written agreement prepared with the mutual agreement of the Parties.
4.5. IKAS is not responsible for the pricing determinations, changes, and commission rates of third-party services integrated with the IKAS Infrastructure or those not integrated but offered by affiliated third-party service providers. IKAS can not make any commitments to the USER regarding these prices and rates. During the term of the Agreement, the USER agrees to accept the pricing policies, commissions, usage terms, and contracts set by third-party service providers integrated into the IKAS Infrastructure or those affiliated but not integrated.
4.6. The USER will share all necessary information, documents, and similar items with IKAS in a sufficient and appropriate manner for the performance of the Agreement to enable the provision of the Services by IKAS. The USER is solely responsible for the accuracy, completeness, currency, compliance with laws, commercial practices, and adherence to principles of honesty and good faith of all information shared with IKAS. IKAS is not liable for any delays, disruptions, or damages arising from the USER's failure to provide the information and documents required for the performance of the Services on time and/or from the provision of incomplete and/or inaccurate information.
4.7. IKAS solely provides the IKAS Infrastructure and does not bear any responsibility for the information and documents generated and/or shared through the IKAS Infrastructure. The USER acknowledges and commits that any content created by the USER within the IKAS Infrastructure, including records, information, products, and services, is accurate, lawful, compliant with regulations, commercial practices, and principles of honesty and good faith, and will not cause any infringement of rights.
4.8. The USER shall promptly notify IKAS in writing within 5 (five) days of any changes in the information provided to IKAS when opening the IKAS Infrastructure account. IKAS is not responsible for any inability of the USER to benefit from the IKAS Infrastructure, Services, and Third-Party Services due to incomplete, inaccurate, or outdated information provided by the USER, or for any other reasons.
4.9. Throughout the term of this Agreement, during the fulfillment of the obligations subject to this Agreement, and even after the termination of the contractual relationship or the Agreement, the USER undertakes not to engage in behavior or conduct that could harm the reputation, brand value, personality rights, reasonable commercial interests of IKAS, its affiliated companies if any, employees, directors, officers, representatives, etc. The USER is responsible for the actions of their employees, representatives, and personnel under this clause. In the event of a violation of this provision, IKAS reserves the right to terminate the Agreement unilaterally and without compensation, retaining the right to seek compensation for damages and losses.
4.10. The USER is solely responsible for any errors in their own services, products, and offerings, as well as matters related to the quality, legality, and compliance with laws and regulations of their products and services. In cases where IKAS suffers damage due to the mentioned reasons, where IKAS is subject to a lawsuit, investigation, administrative, legal, or penal sanctions, the USER agrees to compensate IKAS for any damages, losses, and expenses incurred, including compensation, attorney's fees, and other costs.
4.11. The Parties acknowledge, declare, and undertake that they will act in accordance with the general laws of Turkey, regulations, commercial practices, and principles of honesty and good faith while exercising their rights and authorities arising from the Agreement and fulfilling their responsibilities.
4.12. The USER declares and undertakes that, without limitation, when using the infrastructure, features, and Services offered in the IKAS Infrastructure, for the goods, products, and/or services it offers to its own customers or manages its operations in any way through the IKAS Infrastructure, the USER is solely and exclusively responsible for the quality, defects, compliance with regulations, conformity with health, hygiene, and food laws and regulations, tax exemptions, invoicing, banking operations, the conclusion of necessary agreements with its customers, delivery of other necessary documents to its customers, post-sale services and after-sales services, timely delivery of products, usage, payments made and refunds related to them.
4.13. IKAS is not responsible for any content within the internet domain name specified in clause 1 and does not have any monitoring responsibility for such content.
4.14. According to the laws such as the Law No. 5651 on the Regulation of Publications on the Internet and Combating Crimes Committed Through These Publications, Law No. 6563 on the Regulation of Electronic Commerce, Law No. 6769 on Industrial Property, as well as regulations and IKAS policies, the sale of content, products, or services that violate the law, infringe on the rights of third parties, or constitute criminal activities is prohibited on the Platform. In case it is determined that the USER is selling such prohibited products, the relevant content, product, service, etc., within any site, can be immediately removed from the site by IKAS or, if necessary, the USER's website may be shut down, and the Agreement may be unilaterally terminated by IKAS without compensation. If IKAS exercises this right, the USER agrees not to make any claims for rights, compensation, fees, compensation for loss of profit, etc., and accepts that IKAS has the authority to do so. If a valid legal document (such as a court decision) indicating that the removal of the relevant content or the closure of the site is not necessary is submitted to IKAS, the content and/or site will be reinstated within 7 (seven) days.
4.15. The USER acknowledges, declares, and undertakes to act in accordance with the rules and terms of use published on the Infrastructure and ikas.com.
4.16. The IKAS Infrastructure can provide Payment Infrastructure and Third-Party Services, and integration can be established with platforms owned by Third-Party Service Providers. The USER acknowledges, declares, and undertakes that IKAS has no responsibility for Payment Infrastructure directly provided through the IKAS Infrastructure or integrated into the IKAS Infrastructure, Third-Party Services, and actions, products, prices, commission rates, services, and applications of Third-Party Service Providers. The USER acknowledges that the relevant Payment Infrastructure and Third-Party Service Providers are the parties responsible for these aspects and that for such services, they will be obtained and used in compliance with the rules, conditions, and contracts set by Third-Party Service Providers. The USER acknowledges, declares, and undertakes that failure to comply may result in restricted, limited, or even terminated access to such integrations and services like Payment Infrastructure and Third-Party Services.
4.17. During the term of the Agreement, the USER accepts the price policies, commission rates, usage terms, and contracts determined by Third-Party Service Providers integrated into the Platform, as well as Third-Party Service Providers affiliated but not integrated. The USER acknowledges that the prices, fees, commission rates, contract and usage conditions for third-party services, such as Payment Infrastructure and Third-Party Service Providers, included in the package or services they use can be changed by the relevant third-party service providers. The USER also acknowledges that IKAS is not responsible for these changes and does not make any commitments in this regard. The USER accepts that the sole responsible party is the relevant Third-Party Service Provider.
4.18 The USER can define authorized individuals ("Authorized User/s") to use the IKAS Infrastructure. The identity of the Authorized User/s and their level of authorization within the scope of the IKAS Infrastructure will be determined by the USER. The USER is solely responsible for all actions performed by the Authorized User/s in the IKAS Infrastructure and cannot make any claims or demands alleging that they were unaware of or unauthorized to perform these actions. The USER ensures that the Authorized User/s comply with this Agreement, other rules and conditions published on IKAS Infrastructure and ikas.com, the terms and conditions of use of services provided by Payment Infrastructure and Third-Party Service Providers. The USER also agrees that the Authorized User/s will be informed about the trainings, information, and guidance provided by IKAS regarding the use of the IKAS Infrastructure and that they, along with the Authorized User/s, are jointly and severally liable for any violations committed by the Authorized User/s.
4.19. The USER is responsible for the use and management of all information enabling access to the IKAS Infrastructure, ensuring the confidentiality and security of the passwords used, and ensuring that the IKAS Infrastructure is used only by authorized individuals. The USER acknowledges that they are solely responsible for any damages suffered by IKAS, themselves, or third parties due to the unauthorized use, loss, or unauthorized disclosure of this information.
4.20. Ensuring the compliance of the content and processes created in and through the IKAS Infrastructure with the relevant legislation, taking their outputs and backups, storing them in electronic or physical environments, and assuming any and all liabilities related to them are solely the responsibility of the USER. Due to the misuse of the IKAS Infrastructure and Services contrary to this Agreement and regulations, the USER's access to the entire IKAS Infrastructure or specific Services may be partially or completely suspended or terminated. IKAS may delete the information and content stored by the USER in the IKAS Infrastructure and systems, especially due to legal requirements if necessary. IKAS cannot be held responsible for any damages, including data loss, that may arise in this context. The USER is obliged to keep copies of all information and content stored in the IKAS Infrastructure. While IKAS adheres to necessary policies, legal obligations, and procedures to prevent data loss, it does not guarantee that content and information loss will not occur.
4.21. The USER acknowledges that their use of the IKAS Infrastructure and Services, including transaction and storage volumes, may be subject to limitations set by IKAS. The USER also acknowledges that there is no commitment to permanent access to transaction history related to Payment Infrastructure, Third-Party Services, platforms, and integrations, including inter-database transactions. Access to these will be subject exclusively to limits and durations determined by IKAS.
4.22. In case of technical issues with the IKAS Infrastructure, the USER will make reasonable efforts to identify and diagnose the problem before contacting IKAS. If the USER continues to require technical support, they will notify IKAS with necessary, accurate, and up-to-date information regarding the issue. To process the reported issue, the USER must provide relevant information, screenshots, and a detailed description of the problem to IKAS. After receiving the necessary information as described, IKAS will make reasonable efforts to provide assistance. IKAS's obligation to provide support under this clause applies specifically to services included in the package used by the USER. IKAS will not have any obligation or responsibility to intervene, improve, or solve issues related to third-party products and services, such as Payment Infrastructure and Third-Party Service Providers, or for USER requests and needs outside of the relevant package.
4.23. IKAS reserves the right and authority to make temporary interruptions in the services provided under the contract due to technical maintenance and updates, not exceeding a total of 96 (ninety-six) hours within 1 year from the date of signing the contract. The USER agrees to this requirement, which is necessary for the quality and security of the services.
4.24. IKAS reserves the right to make changes to the Platform without prior notice; release new versions, updates, expanded formats, and the like for the Platform; perform updates; introduce new services and features; remove or cease services, modules, and features available on the Platform. The USER accepts this provision."
4.25. The USER commits to complying with this Agreement, its appendices, the modules and features of IKAS Infrastructure, the descriptions, terms, and rules within the scope of the Services on IKAS Infrastructure, other conditions determined by IKAS related to the use of IKAS Infrastructure and Services, as well as the law and principles of honesty in all transactions related to IKAS Infrastructure and Services. The USER expressly acknowledges, declares, and undertakes that it is their responsibility to read the information provided by IKAS on the Platform, the contracts uploaded to the Platform regarding Third-Party Service Providers, notifications, warnings, and similar notifications.
4.26. IKAS shall not be held responsible in any way, either directly or indirectly, for any damages that may be suffered by the USER, the customers of the USER, employees, managers, or third parties, as a result of the activities carried out by the USER on IKAS Infrastructure and/or any actions contrary to this Agreement and relevant legislation. Any claims that may arise from third parties in this context shall be directed to the USER, and all indirect and direct damages arising from the actions of the USER shall be reimbursed to IKAS upon the first request from the USER.
4.27. IKAS has the right and authorization to use the USER's trademarks, logos, names, trade names, and other information related to the collaboration covered by this Agreement in promotional and advertising activities on its website, application, Instagram, Twitter, Tiktok, Facebook, and other social media platforms, as well as interactive and digital platforms and media. IKAS also has the right to publicly disclose that the USER is an IKAS user, use the USER's name, brand, trade name, and logo in its portfolio and reference section, and the USER has the right to include and display IKAS's logo and website redirect on their website. If the USER does not consent to this clause, they are obligated to notify IKAS in writing through notary channels.
4.28. IKAS is not responsible for any errors or issues related to credit card transactions carried out by the USER, as customer credit card information is not viewed, stored, or retained by IKAS on its servers. All responsibilities, including legal, criminal, and administrative liabilities, in this context, belong to the USER.
4.29. In cases where the owner of the domain name reported by the USER is different from the person who signed the Agreement or if it is claimed that the person who signed the Agreement on behalf of the USER lacks the authority to do so, the real person who signed the Agreement is responsible for the provisions of the Agreement against IKAS. The act of the USER purchasing a package from the ikas.com website and starting to use the IKAS infrastructure constitutes evidence of the signing, reading, approval, acceptance, declaration, and commitment to this Agreement.
4.30. The USER undertakes not to engage in any behaviors or transactions during the term of this Agreement and even after the termination of the business relationship or the Agreement that may harm the reputation, brand value, personality rights, or reasonable commercial interests of IKAS and its affiliated companies, employees, managers, authorized persons, representatives, and the like, if any. The USER is also responsible for the actions of their employees, representatives, authorized personnel, and consultants falling within the scope of this clause. In case of a violation of this provision, IKAS reserves the right to terminate the Agreement immediately and unilaterally, without the obligation to pay compensation or refund any fees received, while reserving the right to seek compensation for any damages and losses incurred.
5. AUTHORITY
5.1. The Parties may not act on behalf of the other Party, present or represent themselves on behalf of the other Party, or enter into any oral or written agreements or commitments on behalf of the other Party with any third party in any way without obtaining prior written consent from the other Party, except for the powers explicitly specified in the Agreement.
5.2. Under the Agreement, the Parties are not, in any way, legal representatives, agents, or proxies of the other Party. They also do not possess any right or authority to obligate or bind the other Party, except as explicitly specified in the Agreement and its Appendices.
5.3. None of the provisions in this Agreement shall be construed as creating any form of partnership or joint venture between the Parties, or as authorizing the Parties to act on behalf of each other.
5.4. The USER acknowledges and declares that there are no prior agreements or protocols with third parties that would hinder the provision of the Services covered by this Agreement or the execution and performance of this Agreement. The USER also confirms that this Agreement does not conflict with any other agreements they have with individuals or companies and that it does not contain any provisions contrary to this Agreement. In the event of any inconsistency, the USER acknowledges that the terms of this Agreement are valid and enforceable, and they are solely responsible for any damage, loss, compensation, or penalties that may arise due to such inconsistency, without the right to recourse against IKAS.
6. FINANCIAL TERMS
6.1 Service Charge : The USER shall pay the package fee specified on the Website to IKAS annually, starting from the Service Commencement Date under the Agreement. IKAS will announce any changes to the service fee and payment terms/periods on the website at ikas.com if it makes any modifications.
6.2 Payment Method : The payment method, form, and due date are subject to the conditions specified on the Website or communicated by IKAS.
6.3 Cash Payment or Bank transfer : IKAS may grant the USER the right to pay the fee specified for the relevant package on the IKAS website in cash or by bank transfer under this Agreement.
6.4 Payment by credit cart : IKAS may allow the USER to make payments using a credit card. If the USER pays the usage fee with a credit card, they are responsible for the accuracy, legality, and currency of the credit card and cardholder information. If, for any reason, the monthly installments cannot be collected from the credit card provided by the USER or if the collection is made but the payment is disputed, IKAS reserves the right to suspend the Services provided through the Site and/or IKAS Infrastructure, as well as Third-Party Services, until a valid payment is made. Additionally, in such a case, IKAS has the right to immediately terminate the Agreement unilaterally and without compensation, without the obligation to refund.
7.1 The USER acknowledges, declares, and commits that all work, tasks, software, source codes, know-how, ideas, inventions, designs, logo designs, photographs, videos, audio recordings, and any other technical information and production methods to be carried out through IKAS and third parties under IKAS's responsibility regarding the Services specified under the Agreement, as well as all types of intellectual property rights, including patents, and commercial (financial) rights related to them, are exclusively owned by IKAS in accordance with Article 48 of Law No. 5846 on Intellectual and Artistic Works (FSEK), and without the official written permission of IKAS, except for the execution of its responsibilities under this Agreement, the USER will not share or use these intellectual property rights in any way.
7.2 All visuals, designs, graphics, and content provided by IKAS, including those in the IKAS Infrastructure, are the exclusive property of IKAS, encompassing all financial, moral, and commercial rights. IKAS grants the USER a non-exclusive, non-transferable, and non-sub-licensable right to use the IKAS Infrastructure for the duration of the Agreement, which is limited by the term of the Agreement.
7.3 The USER shall not use the IKAS Infrastructure and Services beyond the scope specified in this Agreement. The USER may not lend, lease, or in any way provide, for a fee or free of charge, any of the rights granted to them under this Agreement to third parties, nor may they use it for their benefit. Within this context, copying, reproducing, and/or using the information, content, and software used in the IKAS Infrastructure by IKAS, beyond the benefits specified in this Agreement, distributing it, or processing it in any way is strictly prohibited.
7.4 It is mutually accepted and committed that in the event of a determination that the USER has violated the provisions of Article 8, IKAS will resort to all legal means within the scope of the Turkish Commercial Code (TTK), the Turkish Code of Obligations (TBK), and the Law on Intellectual and Artistic Works (FSEK).
8.1 The USER agrees that it is strictly prohibited to engage in any actions that may threaten the security of the IKAS Infrastructure or IKAS systems and/or may cause harm to the IKAS Infrastructure, IKAS, and other users. This includes attempts to disrupt the operation of the IKAS Infrastructure or other users' access to it, imposing an unreasonable load on the system or IKAS Infrastructure to achieve these results, unauthorized access to the source codes of the IKAS Infrastructure or IKAS's systems, copying, deleting, altering, or attempting to do so, using software that may disrupt the operation of the IKAS Infrastructure, attempting to access IKAS servers, reverse engineering, launching attacks, causing disruptions, or interfering in any other way. The USER also acknowledges that they will not compete with IKAS and the IKAS Infrastructure through the methods mentioned above or in any other manner and will not provide support to third parties acting for this purpose.
8.2 If the USER, during the use of IKAS, is subjected to malicious cyberattacks causing harm to their server or their own users/customers (whether or not it is their fault) or engages in SPAM transmission, IKAS reserves the right to block access to the Infrastructure, restrict the USER's panel authorization, cancel the package, and unilaterally terminate the Agreement without any compensation.
8.3 IKAS is not responsible for any unlawful actions, violations of the law, or damages in the event of any attack against the server where the USER is hosted and/or exposure to cybercrimes. In such cases, it cannot be alleged that IKAS did not fulfill its obligations under the Agreement due to service interruptions that may occur, and compensation cannot be demanded based on this reason.
9.1 IKAS aims to provide uninterrupted access to the IKAS Infrastructure and Services, but it provides the IKAS Infrastructure and the Services "as is" and does not provide any direct or indirect warranties regarding the functionality and accessibility of the systems that enable access to the IKAS Infrastructure or the Services provided by IKAS. The USER acknowledges that access to and use of the IKAS Infrastructure and Services may be hindered, restricted, or interrupted at various times due to reasons such as maintenance, repair, updates, the quality of internet service providers, or the systems of third parties. The USER further acknowledges that IKAS is not responsible in any way for such hindrances, restrictions, or interruptions, and that access to the IKAS Infrastructure and Services and the quality thereof largely depends on the quality of the service provided by the relevant internet service provider. In case of problems related to the service quality, IKAS has no liability.
9.2 IKAS, to the extent permitted by applicable law, is not liable for any direct or indirect damages arising from the USER's use of the IKAS Infrastructure, Services, and Third-Party Services, misuse, failure to fulfill the commitments and obligations specified in the Agreement, or any actions on the IKAS Infrastructure. These damages may include but are not limited to any financial, moral, or economic losses such as loss of profit, loss of data, loss of business, loss of reputation, loss of anticipated savings, business interruption, compensation claims that may be made by a third party, hardware, system software/other software and network-related malfunction, problems arising from changes, updates, and similar work carried out on the IKAS Infrastructure, network and internet connection, connection errors, voltage fluctuations, battery and power cuts, virus infections, and similar environmental factors.
9.3 The USER is solely responsible for ensuring that the records created in the IKAS Infrastructure, their contents, and all the processes they manage through the IKAS Infrastructure comply with the relevant legislation, fulfilling the obligations stipulated in the applicable legislation, and complying with the rules, conditions, and contracts of the Payment Infrastructure and Third-Party Services they use in an integrated manner with or through the IKAS Infrastructure. The USER acknowledges, declares, and undertakes that IKAS is not responsible for any claims and demands that may be made by third parties regarding the products, services, and content they manage through the IKAS Infrastructure, as well as intellectual property infringements and any claims related to the use of the IKAS Infrastructure, including legal expenses and attorney's fees.
9.4 The USER acknowledges and declares that links may be provided to other platforms or content that are not under IKAS's control and that integration can be established through the IKAS Infrastructure. The USER further acknowledges and declares that such links or the platforms and content accessed through integration do not carry any kind of representation or warranty regarding the direction of the links or the support of the integrated platforms or the information they contain. IKAS has no responsibility for the platforms, content, services, or products accessed through such links or integrations or their content.
9.5 To the extent permitted by applicable law, IKAS shall not be liable for any direct, indirect, special, incidental, punitive damages incurred by the USER as a result of the use of the IKAS Infrastructure, including but not limited to loss of profits, loss of reputation, and without limitation. IKAS makes no express or implied representations or warranties regarding fitness for commercial purpose, suitability for a specific purpose, or non-infringement in connection with this Agreement. Notwithstanding any other provision herein, IKAS's liability for any damages incurred by the USER under this Agreement shall be limited to the total membership package amount paid to IKAS by the USER for the last 1 (one) year, regardless of the circumstances.
10.1. Parties accept, declare and undertake to comply with all regulations regarding the protection of personal data in force in particular the Law on the Protection of Personal Data No:6698 comply with the decisions of the Personal Data Protection Board, the guidelines and announcements of the Personal Data Protection Authority, other regulatory and supervisory authorities, court and other official authorities, and all regulations in the field of personal data protection that may come into force in the future and any amendments to these (“KVK Regulations”).
10.2. For the avoidance of doubt, in terms of the services subject to this Agreement, IKAS has the legal status of data processor and USER has the legal status of a data controller in accordance with the KVK Regulations. In this context, IKAS agrees, declares and undertakes to process the personal data transferred to it in a limited manner with the authorization and instructions of the USER, without prejudice to its obligations arising from the relevant legislative regulations and legal defense rights. The USER, on the other hand, accepts, declares and undertakes that he does not and will not attribute any additional obligations to İKAS other than those attributed to İKAS in the KVK Regulations due to its legal status that processes data.
10.3. In cases where the USER acts with the legal status of the data controller, it accepts, declares and undertakes to inform the relevant persons in accordance with the KVK Regulations in terms of their obligations and to process their personal data, including transfer to İKAS, by obtaining the express consent of these persons, if necessary. The USER accepts and declares that he knows that IKAS may transfer personal data abroad due to the use of cloud computing as a data processor, and that it has instructions in this direction, and as the data controller, the responsibility belongs to him/her in terms of informing the relevant persons in this direction or obtaining their explicit consent.
10.4. In order to prevent unauthorized access by their own employees or third parties,to all personal data, including sensitive personal data subject to the Agreement, to prevent their processing in violation of the KVK Regulations and/or the provisions of this Agreement, and to ensure the preservation of personal data, the Parties shall ensure the appropriate level of security. They accept, declare and undertake to take all necessary technical and administrative measures, including the measures to ensure data security recommended by the Personal Data Protection Board, the Personal Data Protection Authority and the relevant competent authorities to ensure
10.5. Due to the violation of this Agreement or the KVK Regulations by one of the Parties or its employees, service providers / business partners, if any, or their employees, or third parties to whom personal data are transferred in accordance with the provisions of this Agreement, the Party that caused the violation (the “Violating Party”) compensates for the direct damages that the other Party (the “Party Affected by the Violation”) will suffer for this reason. The Violating Party agrees, declares and undertakes that if the Party Affected by the Violation makes a request for these reasons, it will immediately, in cash and once again pay the direct damages suffered by the Party Affected by the Violation in accordance with the decision or instruction of the competent authority, especially the relevant court or the Personal Data Protection Board, to the Party Affected by the Violation.
10.6. In case of any conflict/contradiction between the provisions of this Agreement and/or the contracts /Decrees concluded, if any, within the scope of this Agreement and the provisions of this article on the protection of personal data in terms of processing personal data, Article 10 of this Agreement on the protection of personal data will be applied in such a way that it will apply primarily.
11. TERM OF THE AGREEMENT
This Agreement is valid for 1 (one) year from the Effective Date of Service. At the end of this 1 (one) year, the USER, if he/she wishes, shall communicate his/her will to continue the Agreement to IKAS. In case of renewal, the USER accepts, declares and undertakes that he/she will be subject to the packages, contents, services, rules, conditions and fees on the date of the agreement renewal.
12. TERMINATION AND RESCISSION
12.1 IKAS has the right to terminate the Agreement immediately and unilaterally without any responsibility for refund and compensation.
12.2. The user will warn in writing if IKAS violates the provisions of this Agreement. He/she will request that the violation of the agreement be removed from the notification of the warning within 14 (fourteen) business days. If the violation of the agreement is not resolved within the specified period, the USER may terminate the Agreement by formally notifying the declaration of termination in writing.
12.3. Termination of the Agreement will not eliminate the rights and obligations of the Parties that were born before the date of termination. Upon termination of the Agreement, the USER is responsible for all fees and expenses incurred up to that date and will not be able to use the Platform as of the date of termination. The USER agrees that no matter what reason the Contract has been terminated or suspended, advance payments made before the termination date will not be refunded.
12.4. in case of termination of the Agreement, Except in cases where the USER account is blocked for legal reasons, IKAS will provide read-only access to the USER's content on the Platform for 1 (one) month.
13. CANCELLATIONS AND REFUNDS
Since the service procurement and software rental transaction subject to the contract are made for commercial purposes, they are subject to the Turkish Commercial Code and the relevant legislation hence the provisions of the Consumer Protection Law No. 6502 and the relevant legislation are not applied to this Agreement. For this reason, the cancellation of the services and packages subject to the Agreement and the refund of the usage and rental fees paid to IKAS cannot be requested.
14. FORCE MAJEURE
14.1. Force Majeure events which directly affect parties actions arising from the Agreement, such as Epidemics, natural disasters, war, mobilization, fire, strike and lockout, social events and decisions taken by the government and relevant administrative instutitions arising outside the control of the parties which occur in such a way and degree as to partially or completely, temporarily or permanently stop the working opportunities of one of the Parties, which the Parties cannot foresee and prevent, are considered force majeure for the Parties. The Parties will not be responsible for such situations. The irresponsibility of the parties is limited to the continuation of these situations. The occurrence of force majeure shall be immediately notified to the other party in writing and confirmed with the document.
14.2. The delay or non-performance of the contractual obligations of the Party subjected to force majeure shall not be considered as a reason for the termination of the Contract. In this case, the duty of fulfilling the obligations of the Parties will be suspended until the moment of elimination of the above-mentioned force majeure. If the above-mentioned cases last longer than 60 days, each of the Parties has the right and authority to terminate the Agreement.
15. CONFIDENTIALITY
15.1 The USER including but not limited to the agreement period prior to the signing of the Agreement, accepts to protect all information provided to them directly or indirectly or accessed by them due to the subject of the Agreement and all information disclosed to them by IKAS (Confidential Information) within the term of this Agreement, with great confidentiality, They accept, declare and undertake not to disclose or make public in any way whatsoever to any third party, not to use them directly or indirectly except for the cases required by the commercial relationship between them, and that this confidentiality obligation will continue indefinitely after the termination of this Agreement for any reason.
15.2. The USER will show the same care they show in protecting their own Confidential Information in protecting the Confidential Information of IKAS. The USER may transfer Confidential Information only in mandatory cases and to employees, subordinate employees and other persons who need to learn this information due to their job; however, these persons will be warned in writing that the information is Confidential Information. The USER agrees, declares and undertakes that his employees, subordinate employees and other persons who work under them (even if independent) will not act in violation of these Contractual obligations, and will be directly responsible if they act.
15.3. Within the scope of this agreement, during the USER's period of membership and/or in the event of termination of the said agreement for any reason, for 5 years from the date of termination, will not disclose any information, commercial, financial and technical documents, records, lists and projects belonging to the IKAS customer portfolio without the written consent of IKAS; it will not use for its own personal activities and/or for the benefit of other persons, institutions and/or organizations, whether or not in exchange for a fee; it will not save any information belonging to IKAS to a floppy disk or CD or any other storage and storage unit; Without the written approval of IKAS, he agrees, declares and undertakes that he will not use IKAS's trade name, business name, brands, images and models, geographical indications, patents, intellectual property rights for advertising, promotion and/or any other purpose, will not disclose information, documents, projects and secrets obtained externally by IKAS, except for information and documents that must be disclosed due to legal obligation, may not use for the benefit of himself or third parties, may not give to persons and organizations outside of IKAS, in any way, without the written approval of IKAS.
15.4. For the avoidance of doubt, if Confidential Information includes personal data, the provisions of Article 10 of this Agreement shall be applied with priority.
16. MISCELLANEOUS PROVISIONS
16.1. Transfer and Assignment: The USER shall not transfer, assign, collateralize this Agreement or any of rights and obligations under this Agreement, in whole or in part, to a third party or persons, without the prior written consent of the other party, and shall not authorize the third person or persons in the essential performance of this Agreement. The USER cannot transfer this Agreement, his/her IKAS Infrastructure account, his/her rights and obligations within this scope to any third parties under any circumstances. In case of violation of this clause by the USER, IKAS has the right to terminate the Agreement immediately and unilaterally without any responsibility for refund and compensation.
IKAS on the other hand, may transfer, assign, collateralize the Agreement or any of its rights and obligations under the Agreement, in whole or in part, to a third party or persons, or may authorize the third person or persons in the essential performance of this Agreement. It may cooperate with professional and expert persons and organizations, provided that all responsibility remains with IKAS in matters that require special expertise and advanced technical knowledge due to the work to be performed.
16.2. Parties’ Waiver of One of the Rights which they were Entitled by the Agreement: During the implementation of this Agreement, the Parties’;
- Renounce one or more of the powers and rights granted to them by the contract;
- And/or their tolerant attitude towards these powers and rights;
- Or allowing the other Party more time than stipulated by the Contract; It will not mean that they have waived other powers and rights granted to them by the Contract, and it will not harm, affect, restrict other powers and rights.
16.3. Invalidation of Part of the Agreement: Any or more of the articles or provisions of this Agreement are invalidated in whole or in part by the legislator or by a court decision, or for any other reason; this will not cause the other provisions or articles of the Agreement to lose their validity for the Parties to the Agreement. If such a situation arises, the remaining parts of the provision or articles that remain invalid for whatever reason; they will continue to be valid and enforceable to the extent permitted by law or court decisions. The cases in which it would have to be concluded that the Contract would not be binding if there were no invalid provisions are separate and reserved.
16.4. Amendments: IKAS has the right to change the Agreement and its annexes by notifying the USER. At the discretion of IKAS, notification of changes made to the Agreement to the USER by e-mail or via the Platform, or warnings that will be displayed after the USER logs in to the Platform with their information and password, will constitute a valid notification. This method applies to changes to be made to the text of this Agreement and IKAS will be able to change the rules specific to the Services, modules and features contained in the Platform and other terms published on the Platform without any notification. The amendments shall be deemed to have entered into force as of the date of their publication.
16.5. Taxes: All other taxes and fees, including stamp duty, arising from the signature of the person, are paid by the USER.
16.6. Evidence: The USER declares that in disputes that may arise from this Agreement, the electronic and system records, commercial records, ledger records, microfilm, microfiche, e-mail correspondence and computer records kept by IKAS in its own databases will constitute reliable, binding, definitive and exclusive evidence, accepts, declares and undertakes that this article is in the nature of an evidential contract within the meaning of Article 193 of the Code of Civil Procedure.
16.7. Notification Addresses: The USER agrees and undertakes that unless they notify IKAS in writing within seven (7) days of the notification address change, the notification addresses entered into the ikas.com are correct, the notifications to be made to this address will be valid and will have all the legal consequences of a legal notification.
16.8. Communication Channel: The communication that the parties will establish in order to fulfill their obligations under this Agreement will take place via e-mail. The USER agrees, declares and undertakes that the e-mail address he/she provided when registering for IKAS will be used as a communication channel. However, if it is determined that the incoming e-mail is not from an authorized representative within the scope of the Contract, or if it is reasonably expected to be determined, the incoming e-mail is considered invalid and the situation is immediately notified to the other Party. Any notification that the parties make to each other using e-mail due to the contract is valid as a written notification and it will be accepted that the e-mail reaches the other party 1 (one) day after it is sent by the sender. The validity of notifications regarding default, termination and withdrawal from the contract depends only on the fact that they are made through a notary public channel.
16.9. Previous Agreements: This Agreement regulates the entire relationship between the Parties regarding the use of the IKAS Infrastructure, and with the conclusion of this Agreement, all previous agreements concluded by the Parties on the same subject shall be abolished.
17. APPLICABLE LAW AND JURISDICTION
Turkish law shall be applied in disputes that may arise from this Agreement, and the jurisdiction of Ankara Central courts and enforcement offices is accepted by the Parties in advance. The fact that the USER is based outside of Türkiye and/or the domain name allocation originates from abroad does not affect the validity of Turkish law.
18. EFFECTIVE DATE
This Agreement enters into force as soon as the User makes the payment and the payment is approved through the IKAS Infrastructure and/or uploaded to the ikas.com address.
19.BINDING OF THE CONTRACT AND COPIES
19.1. This Agreement, consisting of a total of 19 (nineteen) main articles, was signed after the User made the payment and was approved through the IKAS Infrastructure.
19.2. A copy of the Agreement can be viewed on ikas.com