USER AGREEMENT AND TERMS OF USE

1.    PARTIES

This User Agreement is entered into by and between Greensoft Teknoloji Hizmetleri ve Ticaret Anonim Şirketi (“Greensoft”), a joint stock company registered with the Trabzon Trade Registry Directorate under registration number 25178, with its principal place of business at Üniversite Mah. Hastane Cad. Trabzon Teknokent No: 19B, Interior Door No: 3303, Ortahisar, Trabzon, and the User, under the terms and conditions set forth below.  Greensoft and the User shall hereinafter be referred to collectively as the “Parties” and individually as a “Party.”

2.    TANIMLAR

Services

Refers to any and all services provided to and/or offered to the User during the use of the Website.

Website

Refers to the website with the domain name Greensoft.ai.

Personal Data

Refers to personal data belonging to Users, such as first name, last name, date of birth, address, email address, and phone number, obtained from Users for the purpose of enabling the provision of the Services offered or made available on the Website and allowing Users to benefit from such Services.

User(s)

Refers to individuals who have accepted this Agreement and created a membership on the Website.

Agreement

Refers to this Agreement.

Greensoft

Refers to Greensoft Teknoloji Hizmetleri ve Ticaret Anonim Şirketi, a corporation registered with the Trabzon Trade Registry Directorate under registration number 25178, with its principal place of business at Üniversite Mah. Hastane Cad. Trabzon Teknokent No: 19B, Interior Door No: 3303, Ortahisar, Trabzon.

Digital Products

Refers to software offered for sale to the User on the Website.

3.    SUBJECT OF THE AGREEMENT

The subject of this Agreement is to set forth the terms and conditions under which the User may benefit from the Website and the products offered and/or made available on the Website, as well as to regulate the mutual rights and obligations of the Parties with respect to the Services.

4.    TERM OF THE AGREEMENT

This Agreement has been entered into with the Users for an indefinite term. Unless the membership is canceled by Greensoft or the User, this Agreement shall remain in full force and effect.

5.    USER REGISTRATION

5.1.       There is no obligation to become a User of the Website in order to browse the Website. However, user registration is required to purchase any Digital Products offered for sale by Greensoft.

5.2.       Becoming a User is not subject to any fee.

5.3.       Persons under the age of eighteen may not become a User of the Website. In order for a person who meets the age requirement to become a User of the Website, they must provide their first and last name, enter a valid email address and phone number, and then check the box or boxes next to or beneath the statement “I have read, understood, and agree to become a member” and/or a similar statement, thereby confirming their acceptance of the terms and conditions of this Agreement. Provided, however, that if any Digital Product is purchased through the Website, a separate agreement must be executed for such product, and if a separate support service is purchased for the purchased Digital Product, a separate agreement must be executed for such service.

6.    TERMS OF THE USE OF THE WEBSITE

6.1.       Subject to the terms and conditions of this Agreement, Greensoft grants Users the right to access and benefit from the free content and information provided on the Website. Membership may be revoked by Greensoft or terminated by the User, but it may not be transferred.

6.2.       Users shall not share their membership credentials or password with any third party. Users are solely responsible for safeguarding their membership credentials. In this regard, Greensoft shall not, under any circumstances or for any reason whatsoever, accept any liability for the consequences of any transactions carried out on the Website in the event that such membership credentials are obtained by third parties. In the event that a User’s membership credentials are compromised and/or stolen, the User shall be obligated to notify Greensoft of such situation without delay.

6.3.       In the virtual environment, service interruptions or disruptions may occur due to reasons originating from the internet service provider that are beyond the control of Greensoft.

6.4.       Due to mechanical, electronic, or communication failures and errors, Greensoft may refrain from fulfilling, for the duration of such failure or error, the terms and conditions of agreements relating to Digital Products offered for sale under this Agreement.

6.5.       Greensoft reserves the right to perform maintenance on the Website from time to time and to temporarily suspend access.

7.    SCOPE OF THE SERVICE

7.1.       Upon execution of this Agreement, Greensoft offers the sale of Digital Products available on the Website to the User. In addition, the User may also benefit from the free content available on the Website.

7.2.       As a general rule, Greensoft is both the producer and the publisher of the Digital Products offered for sale on the Website. However, after the date of this Agreement, Greensoft may also commence selling Digital Products belonging to third parties on the Website. In this context, the User acknowledges, represents, and undertakes that, with respect to Digital Products belonging to third parties, the Website functions solely as a sales channel, and that Greensoft bears no liability whatsoever for any defects in and/or the provision of any support related to such products.

8.    PERSONAL DATA

8.1.       The User acknowledges, represents, and undertakes that, within the scope of this Agreement, they shall provide their Personal Data to Greensoft in an up-to-date, accurate, and complete manner. In the event that the Personal Data provided by the User does not meet these requirements, the User acknowledges, represents, and undertakes that Greensoft shall bear no liability whatsoever and shall not be obliged to compensate for any damages that may arise. In other words, the User shall be solely responsible for any untrue and/or unauthorized sharing of Personal Data.

8.2.       In the event that the User provides Greensoft with Personal Data belonging to people other than themselves, the User acknowledges and undertakes that they shall fulfill all obligations relating to such transfer, including the obligation to inform under the Law on the Protection of Personal Data No. 6698. In this regard, the User acknowledges, represents, and undertakes that Greensoft shall bear no liability whatsoever and shall not be obliged to compensate for any damages that may arise. The User acknowledges and agrees that, in the event that any administrative sanction is imposed on Greensoft by the Personal Data Protection Authority or any compensation is claimed by third parties whose Personal Data has been processed, Greensoft may recourse such amounts to the User. Accordingly, the User acknowledges, represents, and undertakes to pay such amount in cash and in a lump sum to the bank account designated by Greensoft, upon Greensoft’s first written demand.

9.    INTELLECTUAL PROPERTY

9.1.       The ownership of the Website belongs to Greensoft, and the Website is operated by Greensoft. In addition, the intellectual property rights of the Digital Products whose production and/or publication, or both, belong to Greensoft are also owned by Greensoft.

9.2.       Unless expressly permitted by Greensoft, the content of the Website may not be copied, reproduced, re-produced, republished, downloaded, uploaded, or distributed in any manner whatsoever. Nothing contained on the Website shall be construed as transferring or granting any license to use any of Greensoft’s intellectual property rights.

9.3.       Greensoft shall bear no liability whatsoever for any information or images taken from the Website and used without Greensoft’s prior written consent, and Greensoft reserves the right to pursue all legal and criminal remedies against those who use such materials.

10.         GENERAL PROVISIONS

10.1.   Each Party acknowledges that this Agreement fully and accurately reflects the will of the Parties.

10.2.   This Agreement and the rights arising from this Agreement may not be assigned to any third party without the prior written consent of Greensoft.

10.3.   Greensoft may, without the need for written consent, assign this Agreement and the rights and obligations arising hereunder, in whole or in part, to third parties.

10.4.   In the event that a court of competent jurisdiction deems or declares any article or portion of this Agreement to be invalid, void, or unenforceable, such article or portion shall be interpreted and applied in a manner and scope that most closely reflects its original intent while remaining enforceable. If this is not possible, such article or portion shall be deemed severed and removed from this Agreement, and such circumstance shall in no way affect or invalidate the remaining articles and provisions of this Agreement, all of which shall remain in full force and effect.

11.         DISPUTE RESOLUTION

All disputes arising from or in connection with this Agreement and the services to be provided through the Website shall be finally resolved by arbitration before the Istanbul Arbitration Center (ISTAC) in accordance with the ISTAC Arbitration Rules. The language of the arbitration shall be English. The seat of arbitration shall be Istanbul, Türkiye. The substantive law governing the dispute shall be the laws of Türkiye. The number of arbitrators shall be as provided in the ISTAC Rules.

12.         LANGUAGE DISCREPANCY

This Agreement has been executed in both Turkish and English. In the event of any conflict or inconsistency between the two texts, the Turkish text shall prevail.    This Agreement has been executed electronically between the Parties on [***].

Greensoft Teknoloji Hizmetleri ve Ticaret Anonim Şirketi

User