SUBSCRIPTION CONTRACT

This Subscription Contract (“Contract”) concluded between,

• (i)

  TAYA Yolcu Hizmetleri A.Ş., whose head office is at Tayakadın Mh. Terminal Cd. Havalimanı Terminal Binası Ap. N.1/770402 Arnavutköy/İstanbul/Turkey and registered with the Istanbul Trade Registry with the registration number 150667/5. (hereinafter referred to as “TAYA” ) is on one side

• (ii)

  Member {0} {1} (hereafter   “BUYER”   will be referred to as)

• under the conditions specified below.
• Hereinafter, the Buyer and TAYA will be referred to as the Party separately and together as “Parties”.

The subject of this Agreement is the Platform's subscription conditions for the Buyer to become a subscriber of the Platform free of charge by approving this Contract through the Platform, to purchase the Products/Services of the Sellers who are subscribers of the Platform through the Platform and the determination of the rights and obligations of the Parties regarding the use of the Platform.

• 4.1.

  The Buyer agrees and declares that he/she is over the age of 18 and is of legal age in accordance with the Turkish Civil Code.

• 4.2.

  If the user who wants to become a Buyer approves this Contract on the Platform and fills in the information requested here to gain the subscription status, the subscription application can be evaluated and approved by TAYA. With the completion of the approval process and notification to the Buyer, the subscription status shall start, and thus the Buyer shall be entitled to the rights and obligations specified in the relevant parts of the Platform in this Contract. If Buyer does not provide correct, complete, and up-to-date information while filling out this Contract, the Buyer shall be personally responsible for all damages that may arise due to this.

• 4.3.

  The delivery of all Products and/or Services offered for sale through the Platform will be possible with the 6-digit delivery code in the order summary form sent to the Buyer's e-mail address or phone number. The delivery of this Product and/or Services to the Buyer by the Seller shall be completed by the Buyer's declaration of the delivery code to the Seller and by entering this code into the delivery code field on the Store Panel screen by the Seller, and these Product and/or Services shall be deemed to have been delivered by TAYA following the completion of these steps.

• 4.4.

  The username and password information required by the Buyer to access the My Account Page and to perform transactions on the Platform, is created by the Buyer, and the security and confidentiality of such information shall be entirely the Buyer's responsibility. The Buyer accepts, declares, and undertakes that the transactions carried out with his/her username and password have been carried out by him/her, that the responsibility arising from these transactions belongs to him/her in advance, that he/she shall not make any plea and/or put forward any objection that he/she did not perform the works and transactions carried out in this way and/or shall not abstain from fulfilling his/her obligations based on this plea or objection.

• 4.5.

  The Buyer declares that he/she accepts that he/she shall act in accordance with the provisions of this Contract, all the conditions stated on the Platform, the applicable legislation, and moral rules in the transactions and correspondence carried out on the Platform. All kinds of legal and penal responsibility regarding the transactions and actions of the Buyer within the Platform belong to him/her.

• 4.6.

  The Buyer agrees, declares, and undertakes that he/she shall act with the consent of the credit card or debit card owner in transactions that require the use of online payment methods and credit or debit cards on the platform, that otherwise he/she will be solely responsible for all kinds of costs and damages, including attorney fees, that may arise from payment refund, non-performance of the service or similar reasons and that the Buyer shall keep TAYA free from all kinds of demands that may arise from these.

• 4.7.

  All kinds of content and Services on the Platform are provided for the personal use of the Buyer. Their resale of these or their use for the Buyer's own commercial purposes is prohibited.

• 4.8.

  The Buyer agrees that TAYA may restrict access to the Platform for all users at any time, at its discretion, in case of court decisions regarding blocking access to the Platform and force majeure events including technical failures beyond TAYA's control or similar reasons, court decisions regarding blocking access to the Platform.

• 4.9.

  The Buyer shall not use the Platform in an unlawful and unethical manner, especially in the cases listed below:

  • 4.9.1.

    Using the Platform to create, control, update or change a database, record, or directory on behalf of any person;

  • 4.9.2.

    Using the Platform in whole or in part to disrupt, modify, or reverse engineering;

  • 4.9.3.

    Making transactions using false information or another person's information, creating false subscription accounts by using false or misleading personal data, including wrong or misleading residence address, e-mail address, contact, payment, or account information, and the use of these accounts in violation of the Contract or applicable legislation, unauthorized use of another Buyer's account, being a party to or participating in transactions by impersonating another or under a false name;

  • 4.9.4.

    Using comment and rating systems for non-Platform purposes, such as posting comments on the Platform outside of the Platform, or for other purposes, such as manipulating the systems

  • 4.9.5.

    Infection of any other technology or virus that harms the Platform, the Platform's database, or any content on the Platform;

  • 4.9.6.

    Engaging in activities that will create unreasonable or disproportionately large downloads on communications and technical systems determined by the Platform or harm technical operation, Using “screen scraping” software or systems such as automatic programs, robots, web crawlers, spiders, data mining and data crawling on the Platform without the prior written consent of TAYA, and Unauthorized copying, publication or use of all or part of any content.

• 4.10.

  The Buyer is obliged to carry out the transactions made on the Platform in a way that does not harm the Platform in any technical way. The Buyer accepts and undertakes to take all necessary precautions, including using the necessary protective software and licensed products, so that all information, content, materials and other content to be provided to the Platform do not contain any programs, viruses, software, unlicensed products, trojan horses, etc. that may harm the system. The Buyer also agrees that he/she shall not enter the My Account Page via robot or automatic login methods.

• 4.11.

  The Seller, without prejudice to the contrary provisions in the legislation, accepts, declares, and undertakes that the Buyer can return the Products purchased from the Platform within 14 (fourteen) days by using the right of withdrawal without giving any reason, by shipping after the return code is created on the istbuy.com Platform, to the Seller's address notified to the Buyer, provided that the shipping fee is paid by the Seller, that in such a case, the Buyer has the right to ship the Product up to 7 (seven) days, he/she knows that the Seller must accept the Products sent to him/her due to the right of withdrawal. If the shipment does not reach the Seller during the return process by the Buyer and the reason for this situation is caused by the shipment company, then TAYA and the Seller will not have any responsibility for the situation in question. Within the scope of the right of withdrawal, the Seller accepts, declares, and undertakes that he/she knows that he/she is obliged to inform the Buyer within the scope of the rejection or acceptance of the return at the end of a maximum of 10 (ten) days.

• 4.12.

  The use of the Platform or the content on the Platform in violation of the terms of use determined by this Contract or the provisions of the applicable legislation is against the law, and TAYA's related claims, lawsuits, and follow-up rights are reserved.

If the Buyer consents to the Clarification Text (Annex-1), Explicit Consent Text (Annex-2), and other personal data protection policies on the Platform, he/she also accepts that his/her personal data will be used in accordance with the relevant Clarification Text, Explicit Consent Text, and personal data protection policies. In this context, TAYA and its Group Companies have the right to process and share the personal data of the Buyer collected through the channels determined in accordance with the Clarification Text, Explicit Consent Text, domestically and internationally in accordance with the Law on the Protection of Personal Data No. 6698 and the Clarification Text and the Explicit Consent Text. The Clarification Text and the Explicit Consent Text shall each constitute an integral part of this Contract.

• 6.1.

  TAYA is the owner and/or licensee of all information and materials and related intellectual and industrial property rights especially the general appearance and design of the Platform and all information, pictures, brands, logos, icons, source code, data code, software, and database in the system and their improved versions on the website, including but not limited to content, graphics, user interface, command, electronic, graphic or technical data presented in machine-readable form, sales system applied, business method and business model. They cannot be copied, processed, or reverse-engineered in whole or in part without TAYA's express written consent; they may not be reproduced directly or indirectly in the original and/or to be processed/in whole or in part; they may not be distributed in any form or by any means; they cannot be used directly or by means of transmission of signs, sounds or pictures by representation in public places; they cannot be used in digital environments and/or mobile devices, transmitted to the public and made available to third parties; they cannot be saved in data transport vehicles; they cannot be used in any audio-visual work and may not be reproduced, exhibited, modified, adapted or translated, transmitted to the public by means of signal-sound and/or image transmission or by re-broadcasting.

• 6.2.

  If it is determined at TAYA's discretion that the Buyer has violated clause 6.1 of the hereby Contract, TAYA may immediately block the Buyer's access to the Platform. TAYA reserves the right to resort to all kinds of legal and penal means, including the collection of all kinds of material and moral damages, all interests, and ancillaries in terms of intellectual and industrial rights.

• 6.3.

  The Buyer accepts, declares, and undertakes that TAYA is not liable if the product purchased through the Platform violates the intellectual and industrial property rights of third parties for any reason.

• 7.1.

  TAYA does not guarantee that the software, content, and materials that enable the Buyer to benefit from the Platform are correct, complete, and up-to-date. TAYA is not responsible for delays, errors in the Platform, or the actions of the Buyer based on the information and materials on the Platform, or the losses incurred due to these.

• 7.2.

  There may be links (=links) to websites and/or applications operated by third parties that are not under TAYA's control on the platform. The presence of such links on the Platform does not indicate that TAYA has approved these links and TAYA is not responsible for the content or policies of the platforms accessed. The risks associated with the use of these links are the Buyer's own responsibility.

After the Buyer completes the subscription form and approves this Contract electronically, it enters into force and remains in effect indefinitely with TAYA's approval of the subscription application in accordance with Article 4.1 of this Contract. The Buyer has the right to terminate the subscription status at any time. For the avoidance of doubt, TAYA has the right to terminate the Buyer's subscription unilaterally and at any time, without any compensation whatsoever.

In the resolution process of any dispute arising from or in connection with this Contract, TAYA's official books and commercial records and e-archive records, electronic information, and computer records kept in TAYA's database and servers, including but not limited to all kinds of records kept by TAYA will be accepted as exclusive evidence under Article 193 of the Turkish Code of Civil Procedure No. 6100.

This Contract shall be binding on the Parties and their respective successors.

If any provision of this Contract is invalid or void, such provision will become ineffective (to the extent that it is invalid or unenforceable) and will be deemed not included in this Contract without affecting the validity of the other provisions of this Contract. The parties are obliged to use the highest level of effort that can be objectively expected from them to agree on a provision that is similar to the invalid and unenforceable provision and that is as close as possible to the intended effect of the said provision to replace the invalid provision.

This Contract and all documents delivered as part of or in connection with this Contract, or included in this Contract by reference, constitute and contain the entire contract between the Parties regarding the subject matter of this Contract. It supersedes all previous contracts, regulations, and understandings between the Parties regarding the subject of the Contract. The parties agree and declare that there is no other verbal or written contract regulating this subject.

As it is not expressly stated in the Contract, no Party is the representative, commercial agent, and/or agent of the other Party and cannot act in this capacity, neither Party may assume any liability on behalf of the other Party and may not take any binding action on behalf of the other Party without its written consent. None of the matters in this Contract shall be construed as a joint venture, representation, agency, partnership, or client-representative, employee-employer relationship between the Parties.

• 14.1.

  The Buyer agrees that TAYA can make any changes unilaterally, without prior notice, regarding any content on the Platform, including the Service, Product, other information (including but not limited to the name, explanatory information, visual, price, etc. of the materials on the Platform) provided on the Platform, terms of use of the Platform, that TAYA can reorganize the Platform and that such changes will become effective from the moment they are published on the Platform.

• 14.2.

  The Buyer agrees in advance that TAYA has the authority to update the content of the Platform and/or add new provisions at any time.

The Buyer shall not assign its rights or obligations under this Contract, in whole or in part, without TAYA's prior written consent.

This Contract will be governed exclusively by the laws of the Republic of Turkey. Any dispute arising out of or in connection with this Contract shall be under the exclusive jurisdiction of Istanbul Courts and Enforcement Offices.

Each article of this Contract, which consists of seventeen (17) articles, has been read and understood by the Buyer. This Contract will enter into force with the Buyer's approval.