DISTANCE SALES AGREEMENT
ARTICLE – 1. PARTIES:
On one side, PROGRAMOFİSİ Yazılım Eğitim ve Danışmanlık A.Ş. (hereinafter referred to as PROGRAMOFİSİ) located at Mimar Sinan Mh. Ali Çetinkaya Bulv. Demet Apt. No:50 D:7 Alsancak / İzmir, and on the other side, the person and institution whose title, invoice and contact information are written on Page 1(one) until this contract is terminated (hereinafter referred to as CUSTOMER) constitute the parties to this contract.
ARTICLE – 2. SCOPE:
This contract covers the annual rental of the products and services developed by PROGRAMOFİSİ to the CUSTOMER, the person and institution whose name, surname, title, company name, e-mail and mobile phone numbers are written when registering to the program, as a Membership User for the software, provided that it operates on PROGRAMOFİSİ hosting and servers.
ARTICLE – 3. RESTRICTIONS:
3.1.) You may not reproduce or use the Software and Documentation of our products and services except as permitted by this Agreement.
3.2.) You may not reverse engineer, decompile or decompile our existing software except as permitted by law due to the necessity of obtaining information that is necessary to ensure that an independently created program is used with our existing software or with another program and cannot be easily obtained from Programofisi or other sources.
3.3.) You may not distribute, rent, lend, sell, license or otherwise transfer all or any part of the Documentation of our Products and Services or the rights granted to you by this License Agreement to any other person without the prior written consent of PROGRAMOFISI.
3.4.) You may not install or use our Products and Services, including, but not limited to, any server or web host (Web Hosting) other than PROGRAMOFİSİ’s own server or a Web host (Web Hosting) or any similar product or service.
3.5.) You may not alter, remove or obscure any proprietary notices, labels or marks in our Products and Services or in the Documentation for any reason, except with PROGRAMOFİSİ’s written permission.
3.6.) You may not modify, translate, adapt or create works inspired by our Service Software or Documentation in any way.
3.7.) You may not use any hardware, device, software or other method that will eliminate, render ineffective or circumvent any type of copy protection procedure used by Programofisi in relation to our Products and Services.
3.8.) PROGRAMOFİSİ cannot be held responsible in any way for any problems that may arise or any loss of profits that may occur due to the incorrect use of the Product and Service Software.
3.9.) No document, document, information, content, data and material that will be included in the content of our services operating on PROGRAMOFİSİ hosting and servers may be contrary to the laws, laws and regulations of the Republic of Turkey. Otherwise, all material and moral responsibilities arising and/or to arise belong to the CUSTOMER. In such cases, the CUSTOMER must inform its own personnel. PROGRAMOFİSİ cannot be held responsible in any way.
ARTICLE – 4. TERM: Subject to the terms and conditions of this Agreement, the license to use this software is subject to the terms specified on Page 1(one).
ARTICLE – 5. AUTHORITY RIGHT:
5.1.) The copyright of the Software and Documentation of the Products and Services and, if any, all copies made by you, the CUSTOMER, belongs to PROGRAM. The structure, organization and code of the Software are the valuable trade secrets of PROGRAM. Unauthorized copying of the Service Software or Documentation or failure to comply with the above restrictions will automatically terminate this license. This Agreement does not grant any intellectual property rights to the CUSTOMER.
5.2.) Unauthorized duplication and unauthorized use of the software constitutes a violation of the rights arising from copyright and the perpetrator is punished with a fine and imprisonment according to Articles 524a-524d of the Turkish Penal Code and Articles 71 and subsequent articles of the Turkish Copyright Law.
ARTICLE – 6. DISCLAIMER OF LIABILITY – RESERVATION:
6.1.) It is recommended that our Products and Services are used by professional and trained personnel to whom the Customer has given responsibility. Our Products and Services do not and cannot replace the CUSTOMER’s professional discretion. Our Services assist in the execution of the CUSTOMER’s work and cannot have direct discretionary powers, such as the spontaneous execution of work, its execution, etc.
Due to the wide variety of possible applications of our Products and Services, the use of the software has not been tested for all possible situations.
6.2. ) PROGRAMOFİSİ cannot be held responsible in any way for the results to be obtained through the use of our products and services. CUSTOMERS who use our products and services are responsible for the supervision, management and control of the Software. This responsibility includes determining the appropriate usage areas for our products and services and the selection of the necessary software and programs to achieve the desired results. CUSTOMER is responsible for providing the minimum hardware-software infrastructure and internet connection for our services to work properly. Users of our services are also responsible for determining the adequacy of independent procedures to test the reliability and accuracy of any software output, including all records, results and all other transactions made by using the software.
6.3.) CUSTOMER is responsible for the use of our products and services and/or Programofisi hosting and servers by himself or his personnel and/or the information, pictures, writings, documents, shapes, etc. sent or received by electronic mail (e-mail) sent and/or received using our Products and Services, whether used incorrectly or incompletely. PROGRAMOFİSİ cannot be held responsible for the problems that may arise due to material and/or moral damages that may arise and/or that may arise, the profits and losses that may occur indirectly and the illegal use of the Software. PROGRAMOFİSİ states that the software for which the CUSTOMER has purchased the annual and/or monthly usage license is designed according to general needs and does not undertake to meet all the needs of the CUSTOMER.
6.4.) After the agreement is approved by the CUSTOMER and the fee is paid, the CUSTOMER’s usage license is activated and user information (user name and password) is sent to the CUSTOMER. The password sent to the CUSTOMER is a temporary password and it is recommended that he/she change it immediately. If the Customer has purchased a multi-user license, he/she must define and authorize other users himself/herself. The CUSTOMER is obliged to protect his/her password against all kinds of errors and damages that may occur in his/her own data and keep it secret from all kinds of malicious people, to warn his/her personnel, to run virus programs on the computers used by himself/herself and/or his/her personnel and to regularly back up his/her own data with the backup section. PROGRAMOFİSİ cannot be held responsible for any material and/or moral damages and business losses that may occur.
ARTICLE – 7. CONFIDENTIALITY AND SECURITY
7.1.) PROGRAMOFİSİ guarantees and undertakes that any information, document and data generated during the use of the Products and Services by the CUSTOMER on its own servers and servers and/or any information and documents provided by the CUSTOMER and clearly stated to be confidential will not be disclosed to any third (3) real and/or legal persons unless the written consent of the CUSTOMER is obtained. PROGRAMOFİSİ is jointly and severally liable for the acts of its employees or those working on their behalf that violate the confidentiality set forth in this agreement and accepts and undertakes that its employees or those working on their behalf will comply with the confidentiality principles.
7.2.) Data security on the CUSTOMER’s PROGRAMOFİSİ servers and servers is provided by 128 Bit SSL, Firewall and Antivirus programs and background security systems specially developed by PROGRAMOFİSİ. In addition, backups of the system and data are taken regularly and stored in secure environments.
ARTICLE – 8) LIMITATION OF LIABILITY:
8.1.) PROGRAMOFİSİ shall not be liable in any case for any loss or damage, including loss or corruption of data, loss of profits, replacement costs or other special, direct or indirect damages, arising out of the use or inability to use our Services or documentation, regardless of the form and theory of liability. The limitation applies even if PROGRAMOFİSİ or any PROGRAMOFİSİ authorized reseller has been notified of the possibility of such loss or damage. You agree that the membership fee reflects this sharing of risk.
8.2.) PROGRAMOFİSİ shall not assume any responsibility or liability for the loss or theft of the usernames and passwords provided with the software belonging to our Products and Services. In particular, PROGRAMOFİSİ is not responsible for any losses in CUSTOMER information and data that may occur or will occur due to lost or stolen username and password information. The protection of software username and password information or any copy protection device against loss or theft and the insurance or other protection of your investment are entirely under the responsibility of the CUSTOMER.
8.3.) Due to the services within the scope of this contract, PROGRAMOFİSİ is not responsible for any problems that may occur despite the security measures specified in Article 7 (seven), problems that may occur in internet lines, problems arising from national communication infrastructure (failures in telephone network switchboards and active devices), delays and damages arising from failures resulting from general and special power outages, damages that may arise due to the termination of use in the event that the contract is terminated by PROGRAMOFİSİ for justified reasons, and disruptions in the service due to force majeure such as natural disasters and fire.
ARTICLE – 9) UPDATES
ProgramoFisi’s innovations, updates and developments in the Products and Services are made from the PROgramoFisi center and are automatically reflected to the CUSTOMER. PROgramoFisi is free to decide whether or not to reflect the prices of the innovations, updates and developments it makes to the CUSTOMER.
ARTICLE -10) CANCELLATION, RETURN AND WITHDRAWAL CONDITIONS
10.1.) Buyers are subject to the provisions of the Consumer Protection Law No. 6502 and the Distance Contracts Regulation (27.11.2014/29188) and other laws in force regarding the sale and delivery of the products and/or services they purchase. If you become a member of the software, you are deemed to have accepted the preliminary information form and the distance sales contract presented to you.
BUYER’S OBLIGATION TO CHECK THE PRODUCT:
10.1.) The buyer must have checked the contractual service with a demo version before receiving it. If the right of withdrawal is to be used, the service must not be used. The invoice must be returned with the service.
RIGHT OF WITHDRAWAL:
10.2.) BUYER; can use the right to reject the service and withdraw from the contract without assuming any legal or criminal liability and without giving any reason, provided that he/she notifies the SELLER via the contact information below, within 14 (fourteen) days from the date of delivery of the service he/she purchased to him/her or to the person/institution at the address he/she indicated.
DURATION OF RIGHT OF WITHDRAWAL:
10.3.) If the Buyer purchased a service, this 14-day period starts from the date the contract is signed. The right of withdrawal cannot be used in service contracts where the service is started with the consumer’s approval before the end of the right of withdrawal period.
10.4) Expenses arising from the exercise of the right of withdrawal belong to the SELLER.
10.5) In order to exercise the right of withdrawal, the SELLER must; or written notification by registered mail, fax or e-mail and SMS Fees, Credit card integration fees, Installation, Training and Initial adaptation services that are included in the system or module usage fees and/or specified as separate services are not included in the fees to be paid back as a right of withdrawal. If these services are included in the membership fee of the system and/or modules, 40% of the fee will be deducted and the remaining amount will be returned to the customer. In addition, 25% of the system fee will be requested as a penalty as a withdrawal fee.
10.6.) The product/service return request must be made in writing (by filling out the form). In order to request a return, the payment for the product/service must be made. In payments made by credit card, the credit card commission received by the bank will be deducted from the refund amount.
EXERCISE OF THE RIGHT OF WITHDRAWAL:
10.7.) The invoice of the product delivered to the person or the BUYER, (If the invoice of the product to be returned is corporate, it must be sent together with the return invoice issued by the institution. Returns of orders whose invoices are issued in the name of institutions cannot be completed unless a RETURN INVOICE is issued.)
RIGHT OF WITHDRAWAL:
10.2.) BUYER; can use the right to reject the service and withdraw from the contract without assuming any legal or criminal liability and without giving any reason, provided that he/she notifies the SELLER via the contact information below, within 14 (fourteen) days from the date of delivery of the service he/she purchased to him/her or to the person/institution at the address he/she indicated.
DURATION OF RIGHT OF WITHDRAWAL:
10.3.) If the Buyer purchased a service, this 14-day period starts from the date the contract is signed. The right of withdrawal cannot be used in service contracts where the service is started with the consumer’s approval before the end of the right of withdrawal period.
10.4) Expenses arising from the exercise of the right of withdrawal belong to the SELLER.
10.5) In order to exercise the right of withdrawal, the SELLER must; or written notification by registered mail, fax or e-mail and SMS Fees, Credit card integration fees, Installation, Training and Initial adaptation services that are included in the system or module usage fees and/or specified as separate services are not included in the fees to be paid back as a right of withdrawal. If these services are included in the membership fee of the system and/or modules, 40% of the fee will be deducted and the remaining amount will be returned to the customer. In addition, 25% of the system fee will be requested as a penalty as a withdrawal fee.
10.6.) The product/service return request must be made in writing (by filling out the form). In order to request a return, the payment for the product/service must be made. In payments made by credit card, the credit card commission received by the bank will be deducted from the refund amount.
EXERCISE OF THE RIGHT OF WITHDRAWAL:
10.7.) The invoice of the product delivered to the person or the BUYER, (If the invoice of the product to be returned is corporate, it must be sent together with the return invoice issued by the institution. Returns of orders whose invoices are issued in the name of institutions cannot be completed unless a RETURN INVOICE is issued.)
ARTICLE – 12) APPLICATION:
12.1.) In cases not covered by this contract, general law provisions shall apply.
12.2.) All notifications made to the Electronic Mail Address (E-mail) written by the CUSTOMER in this contract shall be deemed to have been made to the CUSTOMER. The CUSTOMER is obliged to keep the Contact E-mail Address up-to-date and to inform PROGRAMOFİSİ of any changes.
12.3.) İZMİR Courts and Enforcement Offices are authorized to resolve disputes arising from this contract.
ARTICLE – 13) This contract consists of 13 (thirteen) Articles and shall commence on the date the parties approve the contract (stamp/signature) and shall be valid until terminated. The CUSTOMER shall be deemed to have accepted the articles of this contract when it benefits from the software products and services of PROGRAMOFİSİ via online registration, mail and/or any other means.
