INTRODUCTION

This User Agreement (“Agreement”); regulates the terms and details regarding the use of the Grispi Platform, including services and other related facilities offered through the internet site with the domain name https://www.grispi.com (“Website”), the (“Application”), and collectively the platforms belonging to Grispi (“Platform”), by GRİSPİ BİLİŞİM TEKNOLOJİLERİ ANONİM ŞİRKETİ (“Grispi”), located at İTOB OSB MAH. 10032 SK. NO:2 MENDERES / İZMİR, under the titles of Member and Subscriber (collectively referred to as “User”) as defined below.

This Agreement regulates the conditions of the agreement made with the Grispi Platform for the purpose of real persons and/or officials on behalf of legal entities becoming Members and Subscribers. The provisions of this Agreement to which persons will be subject will vary according to the service received and their status as Member or Subscriber.

DEFINITIONS

Unless explicitly stated otherwise, the definitions included in this Agreement shall be understood as defined below:

Term	Definition
Subscriber	Shall mean the person who registers with the Grispi Platform by paying a fee.
Subscription	Shall mean the purchase of one of the Service Packages from the Grispi Platform in exchange for a fee.
Electronic Commerce Legislation	Shall mean the Law No. 6563 on the Regulation of Electronic Commerce and the Regulation on Service Providers and Intermediary Service Providers in Electronic Commerce published pursuant to this law, and other relevant legislation.
Service	Shall mean the facilities offered to the subscriber by the Grispi Platform depending on the subscription type.
Service Provider	Shall mean real or legal persons engaged in electronic commerce activities pursuant to the Law No. 6563 on the Regulation of Electronic Commerce and the Regulation on Service Providers and Intermediary Service Providers in Electronic Commerce published pursuant to this Law.
Content Provider	Shall mean real or legal persons who produce, modify, and provide all kinds of information or data presented over the internet environment within the scope of the Internet Law.
Internet Law	Shall mean the Law No. 5651 on the Regulation of Publications Made on the Internet and Combating Crimes Committed Through These Publications.
User(s)	Shall mean real or legal persons who access the Grispi Platform as a Member or Subscriber and benefit from the opportunities offered on the Grispi Platform within the conditions specified in this Agreement.
Payment System	Shall mean the online payment system determined by Grispi and integrated into the Platform, allowing for collection in an electronic environment and provided by an institution that makes a member merchant agreement.
Panel	Shall mean the platform that appears before persons who are members of the Grispi Platform, hosting the Services offered by Grispi, and on which the Member can perform transactions.
Member	Shall mean the real or legal person who becomes a member of the Grispi Platform by filling out the necessary registration form.
Hosting Provider	Shall mean real or legal persons providing or operating systems that host Services and content within the scope of the Internet Law.
Visitor(s)	Shall mean persons who are not Members or Subscribers, who can perform various transactions specified in this Agreement by navigating on the Grispi Platform.

GENERAL TERMS

In the event that some or all of the conditions regulated in the Agreement are not accepted by the User, approval should not be given and the transaction should not be performed. It will be accepted that the User has accepted and approved the terms written in this Agreement upon approval of these conditions on the Grispi Platform. For the avoidance of doubt, it should be noted that the terms written in this Agreement are understood to be accepted and approved by;

• The Member who completes creating a Membership account on the Grispi Platform,
• The Subscriber who has become a Member of the Grispi Platform and purchased a Subscription for a certain fee, by checking the box "I have read and approve the User Agreement".

The authorized representative of the company having the status of a legal entity wishing to purchase Service with the title of Subscriber on the Grispi Platform shall become a member and upload the relevant documents to the relevant fields. In this case, except for cases where reference is made to a real person in the provisions of this Agreement, the agreement shall be binding on the relevant legal entity.

Grispi reserves the right to make updates and changes to the Grispi Platform.

In the event of any changes made to this Agreement by Grispi, the current Agreement will be published via an accessible link on the Grispi Platform. The Renewed Agreement will be valid with its favorable articles from the moment it is published, and all existing or subsequent Users will be subject to the updated terms.

If the Renewed Agreement is not accepted by the Member and Subscriber, the use of the Membership account and Subscription on the Grispi Platform must be terminated immediately. Users wishing to cancel their Membership and/or Subscription account are required to send an e-mail stating their request to [email protected] or click on the 'Membership/Subscription Cancellation' button on the Panel.

GRISPI PLATFORM

The Grispi Platform is a support and sales platform where customer support regarding customer services and the execution of sales operations, as well as customers' activities related to these operations, and all support and sales channels such as incoming/outgoing calls, e-mail, live support, Chatbox can be managed from a single platform.

The scope of the content and Services provided through the Grispi Platform varies for Users with the titles of Member and Subscriber.

The Member, on the Grispi Platform accessed via the Website;

• Can navigate,
• Can use membership panels at Grispi's initiative and benefit from the opportunities offered for membership. Grispi has the right to restrict the opportunities of free membership. To avoid any doubt, for example, if Grispi has declared that it provides a 2-month free trial opportunity in return for membership;
  • a) If the member does not pay a fee and purchase a subscription at the end of 2 months, Grispi may stop their access to the panel.
  • b) Grispi may stop the member's access to the panel without waiting for the expiration of 2 months.

The Subscriber, on the Grispi Platform accessed via the Website;

• Can perform all transactions that the Member can perform,
• Can benefit from the opportunities offered within the scope of the service selected from the services on the Grispi Platform and for which the fee has been paid.

JOINT RIGHTS AND OBLIGATIONS OF THE USER

• The User shall access the Grispi Platform via Electronic Devices, the procurement of which is exclusively their own responsibility, and through a valid internet connection.
• Within the scope of this Agreement, the User accepts, declares, and undertakes not to reproduce, distribute, copy, and/or process the texts, correspondence, video clips, voice recordings, files, database, or any other element within the Grispi Platform in a way that constitutes interference with the personal rights, intellectual property rights within the scope of the Law on Intellectual and Artistic Works No. 5846, or property rights of Grispi and/or other third parties.
• The User accepts, declares, and undertakes not to perform actions that will in any way harm, block access to, overload, or damage content and media providers, internet sites, Services, or software belonging to Grispi or associated with Grispi.
• The User cannot block or interrupt Grispi Platform servers or networks connected to the Grispi Platform, including transmitting worms, viruses, spyware, malware, or any other harmful or obstructive code; cannot add content or codes that in any way change or block the way the Grispi Platform is shown or displayed on other Users' Electronic Devices. The User cannot engage in any attempt to impair the integrity and performance of the Grispi Platform, including but not limited to reverse engineering, decompiling, infiltration, interference, reversing, copying activities on the Grispi Platform.
• The User cannot create fake, misleading, and other similar Memberships and Subscriptions on the Grispi Platform that manipulate the terms of use. In the event that such a situation is detected, Grispi is authorized to suspend the relevant profile or delete the Membership and Subscription associated with the relevant profile.
• This Agreement can be terminated by the Member at any time, and by the Subscriber regarding the Subscription at any time within the terms and conditions included in this Agreement.

MEMBERSHIP AND POST-MEMBERSHIP TRANSACTIONS

• The Visitor accessing the Grispi Platform must become a Member of the Platform to benefit from the membership services offered through Grispi.
• The Visitor shall acquire the title of Member by transmitting the information requested in the membership section on the internet site to the Grispi Platform: (This information will be referred to as "Membership Information".)
• Completion of Membership transactions to benefit from the opportunities offered to Members within the Grispi Platform occurs by transmitting the Membership Information to Grispi, determining a password by the Visitor, and subsequently logging into the Grispi Platform.
• For the Visitor to complete the Membership transactions, the e-mail address information entered into the Grispi Platform must be correct and up-to-date. Grispi has the possibility to perform verification to confirm that the e-mail address is correct and up-to-date.
• In case the password used to log in to the Membership account is forgotten, a request can be made to send a password reset instruction option to the e-mail address determined during the account creation stage.
• All management and use of the Grispi Platform is carried out by the User. Therefore, sharing the User's usernames and passwords with 3rd parties or these information falling into the hands of 3rd parties is exclusively the User's responsibility. Grispi has no responsibility in situations that may occur due to incorrect, unlawful, or unauthorized use of the username and password. In cases of unauthorized and unpermitted use, the User causing this is responsible for the damages Grispi or 3rd parties will suffer.
• The Member can log into their account on the Grispi Platform at any time to update the information in their profile and add certain additional data processed in accordance with the Clarification Text shown to them at the Membership stage for the performance of the Services offered through the Platform to their profile.

JOINT RIGHTS AND OBLIGATIONS OF THE MEMBER AND SUBSCRIBER

• The User will be able to follow Subscription types, periods, and current pricing at https://grispi.com/pricing/. Grispi may make changes regarding Subscription matters from time to time.
• The Subscriber shall make the payment of the Subscription fee with the credit/debit card information added to the Grispi Platform. The invoice will be notified to the Subscriber.
• Unless requested otherwise by the Subscriber up to 30 (thirty) days before the end of the Subscriptions, the Subscription will automatically terminate at the end of each Subscription period. The Subscriber can extend the relevant subscriptions starting from the subscription expiration time.
• The Subscriber is deemed to have agreed to make payment via the Payment System within the scope of the Subscription service offered through the Grispi Platform. The Subscriber will be subject to the Payment System's own agreement while making a payment to purchase the service offered through the Grispi Platform. The Subscriber is obliged to provide bank/credit card information accurately and completely while making payment via the Payment System. The bank/credit card information provided by the Subscriber is stored by a licensed payment institution and is not used by Grispi.
• The Subscriber can create an automatic payment instruction by saving payment information and thus has the right to use the Grispi Platform uninterruptedly.
• The Subscriber has the right to upgrade, downgrade, or change their packages. However, in case of switching to a package subject to a lower fee, the change will be applied by Grispi at the end of the package period, and strictly no refund will be made on the grounds that the paid fee package fee has decreased.
• Changes to be made in the fee and payment conditions regarding the Subscriber's package will not be applied until the end of the Membership period; new fees and payment conditions will be valid with the start of the new Membership period. No refund will be made if the membership terminates for any reason, including the termination of the Agreement during the Membership period.
• The Visitor is responsible for ensuring that the information requested from them while creating their Membership is correct, complete, and up-to-date; in case of any change in this information, the Member is responsible for delivering the necessary notifications to Grispi without delay. The Visitor cannot make any claim from Grispi in case they cannot use the Grispi Platform properly, face the danger of suffering damage, or suffer damage due to the information provided being incomplete and/or incorrect.
• The Visitor accepts, declares, and undertakes to act in accordance with all terms in this Agreement, the rules announced and/or to be announced at any future time from the Grispi Platform, and the legislation while fulfilling Membership procedures, benefiting from Services offered within the Grispi Platform, providing Services, or performing any transaction related to Services.
• The User has the right to transact only for the company they represent within the scope of this Agreement and cannot transfer their rights and obligations within the scope of this Agreement partially or completely to any third party, cannot open their Membership within the Grispi Platform to the use of persons other than themselves, and cannot share the information shared with the Grispi Platform with third parties.
• The User is exclusively responsible for all activities they will perform within the scope of the Platform. In case of noticing any security breach, including illegal disclosure or use of Membership details, or having a suspicion regarding these issues, the User must inform Grispi immediately.
• Fake, misleading, and other similar Memberships and Subscriptions that manipulate the terms of use cannot be created on the Grispi Platform. In the event that such a situation is detected, Grispi is authorized to delete the Membership and Subscription associated with the relevant profile.
• The User is authorized to give approval for Grispi to send instant notification messages to them or to reject message sending.

RIGHTS AND OBLIGATIONS OF GRISPI

• Grispi has the title of Service Provider within the scope of Services offered on the Grispi Platform and accepts that it will fulfill its obligations under the Electronic Commerce Legislation.
• Grispi will show the necessary care for the Services offered through the Grispi Platform to be provided on time, securely, and error-free, for the results obtained from Service use to be correct and reliable, and for the Service quality to meet expectations, but Grispi has no commitment regarding the mentioned issues. Additionally, it does not commit that the Grispi Platform will be open 24 hours a day, 7 days a week.
• Grispi is obliged to provide the technical infrastructure required for the provision of Services offered on the Grispi Platform to the User and to show the reasonable effort expected from it to remedy this malfunction in case of a possible technical malfunction.
• Grispi accepts to issue an invoice etc. to the subscriber in accordance with the Tax Procedure Law No. 213 in return for the paid subscription fee.
• Grispi reserves the right to close or open the relevant Service until the Subscriber completes the payment transaction.
• Grispi may temporarily suspend the operation of the Grispi Platform at any time, perform technical maintenance, repair, and updates on the Grispi Platform, or partially or completely stop the use of the Grispi Platform.
• Grispi reserves the right to change the content of the Grispi Platform, the way of use, information required for Membership, Subscription types, Membership conditions, payment methods, and other issues regarding the Grispi Platform. In this context, Grispi may convert transactions that currently do not require Subscription into requiring Subscription, offer additional Services, and partially or completely change some Services.
• Grispi reserves the right to reject the Membership and Subscription application of those who apply for Membership in a way that is contrary to the purpose and nature of the Grispi Platform.
• Grispi will conclude requests for termination of Membership without delay if the necessary conditions are met.
• In case the User uses the opportunities offered to them outside the scope of the foreseen legal remedies and/or violates this Agreement; Grispi is authorized to unilaterally terminate the User's use of the Grispi Platform or their Membership or Subscription within the Grispi Platform.
• Grispi has no obligation to audit whether the information given for Membership and Subscription meets the conditions specified in this Agreement. If it is determined that the relevant User does not meet these conditions, Grispi reserves the right to terminate the relevant person's Membership or Subscription.
• Grispi is authorized to disclose all data to authorized authorities if duly requested by official authorities due to mandatory legislation or sub-regulatory actions. Such disclosure cannot be considered a violation of information confidentiality or protection of personal data.
• In the event that any lawsuit or enforcement proceeding is initiated against the User, or a precautionary measure/precautionary attachment decision is given, an investigation is conducted by Public Prosecutors and/or an indictment is prepared, Grispi may permanently and/or temporarily suspend the User's Membership or Subscription at its sole discretion. In this case, if the relevant person opens another account and/or it is detected that they have opened an account, Grispi may close these accounts as well and demand compensation for all kinds of damages it has suffered/may suffer.
• This Agreement shall remain in force and continue to produce its provisions and consequences as long as the User is a Member or Subscriber to the Platform; it shall be deemed terminated in cases where the User's Membership or Subscription is temporarily or permanently suspended or closed by their own request, and for the Visitor, if they end their navigation on the Grispi Platform. Grispi may unilaterally terminate the User Agreement regarding the relevant person if the User violates this User Agreement and/or similar warnings and rules regarding use, Membership, Subscription, and Service within the Platform.
• Grispi, entirely at its own discretion, may unilaterally change this Agreement and any policy, term, and condition on the Platform at any time it deems appropriate, provided that it is not contrary to the provisions of the current legislation, by announcing it on the Platform. The changed provisions of this Agreement shall become valid on the date they are announced on the Platform, and the remaining provisions shall remain in force and continue to produce their provisions and consequences.
• Grispi may transfer, assign, or convey all kinds of rights, authorities, debts, and obligations it has under this Agreement to third parties and/or institutions at any time, partially or completely, provided that notification is made to the User.
• Grispi undertakes that it will not send commercial electronic messages to the User without the User's prior approval within the scope of the Regulation on Commercial Communication and Commercial Electronic Messages published in the Official Gazette dated 15.07.2015 and numbered 29417, and will grant the User the "right to reject commercial electronic messages" and the "right to withdraw given approval". This undertaking will not be valid in cases where the User contacts Grispi spontaneously and gives their contact information to Grispi for the purpose of being contacted, and approval for commercial electronic messages will not be required.
• Grispi may notify the relevant person that it has received the purchase request regarding the Service via the network where the transaction is made and also via at least one of the tools such as e-mail, short message, phone call.

DISCLAIMER OF LIABILITY

• Grispi is not obliged or responsible for investigating the accuracy of the information and content transmitted to Grispi by the User or uploaded, changed, or provided by the User on the Platform, nor for guaranteeing and warranting that this information and content is safe, correct, and lawful, and cannot be held responsible for any damage that may arise due to such information and content being incorrect or erroneous.
• To the fullest extent permitted by law, Grispi shall not be liable for any direct or indirect damages occurring as a result of the use of the Grispi Platform by the User or third parties, including but not limited to items such as loss of profit, loss of goodwill and reputation, expenditure made for the procurement of substitute products and services.
• Grispi also expressly declares that it gives no express or implied warranty of any kind, including but not limited to implied warranty, merchantability, fitness for a particular purpose. Grispi's liability under this Agreement shall in any case be limited to the monthly subscription fee paid by the User within the scope of services subject to this Agreement on the date the relevant damage occurred.
• Grispi cannot be held directly and/or indirectly responsible in any way for damages that third parties have suffered or may suffer due to activities performed by the User on the Platform contrary to the provisions of this Agreement and/or the law. Otherwise, Grispi has the right to recourse all kinds of damages it has suffered/may suffer.
• As long as permitted under applicable laws, Grispi is not bound by the User's negligence and behaviors regarding the use of the Grispi Platform.
• Transactions resulting from all legal changes that will occur outside the scope of this Agreement are outside Grispi's responsibility and will be reflected in the Agreement in the same way.
• Grispi shall not be held responsible for damages that will arise in case the information determined during account creation and payment of the subscription fee is shared with third parties and/or captured by third parties.
• Grispi is strictly not directly and/or indirectly responsible for damages suffered/that may be suffered as a result of the User transferring their account contrary to this Agreement and letting third parties use it.
• In the event that the User accesses the Grispi Platform via Electronic Devices that do not belong to them or are not suitable for using the Grispi Platform and any person suffers material and/or moral damage due to this, the User shall be responsible for all damages that will occur.
• Grispi shall not be responsible for failure to fulfill or delay in fulfilling its responsibilities in the Agreement partially or completely due to objective impossibilities that may be termed as force majeure and not caused by itself, such as natural disasters, terrorist incidents, war, military applications, widespread epidemic diseases having the nature of epidemic/pandemic and government measures developing accordingly and/or intense transportation restrictions, fire, earthquake, loss of energy and labor force, damage to servers, infiltration into network systems; and Grispi has the right to temporarily suspend/stop the Services offered on the Grispi Platform until the force majeure causes disappear.
• Grispi will only be able to access relevant data from the Services the User has benefited from if the User gives permission. Grispi will not accept responsibility in case there is any immoral communication and inappropriate content sharing in these records.
• The User accepts that Grispi will use the contact information reported to the Grispi Platform for all kinds of notifications, including service renewal announcements to be made by Grispi. All responsibility regarding the contact information being valid, belonging to an authorized person related to the Services received, and being kept up-to-date belongs to the User.
• Communication with the User will be established via the e-mail reported during Membership transactions or by making general information announcements on the Grispi Platform. It is the User's responsibility to keep the e-mail address up-to-date and correct and to regularly check the information on the Grispi Platform.
• The User accepts that Grispi will not be responsible for disruptions that may be experienced in services due to problems and/or delays that may occur, regardless of the condition, in notifications made to them by Grispi.
• The quality of voice calls made via the Application is limited to the service guarantee offered by the Telecommunications operator from which the User receives internet infrastructure and VOIP service.
• Grispi is not responsible for failing to perform the commitments constituting the subject of this Agreement on time due to technical malfunctions that may occur on the side of access providers, VOIP operators, Telecommunications operators, hosting providers, or GSM operators or similar technical problems that may arise outside Grispi's control. However, following the end of technical malfunctions caused by third parties that cause the service to be disrupted or not performed on time, the missing or untimely services and commitments will be fulfilled by Grispi as soon as possible.
• Grispi is not responsible for problems originating from the Telecommunications operator.
• Grispi is not responsible for incorrect settings made by the User while using the Grispi Platform and for direct and/or indirect damages that the User or third parties will suffer as a result of these errors.
• Content and information shared by the User on the Grispi Platform are the property of the User and all responsibility regarding them belongs to the User.
• The User shall keep copies of the information they share with the Grispi Platform. Although Grispi complies with the necessary policies and procedures to prevent data loss, it does not guarantee that the loss of this information will not be in question. Grispi is in no way responsible for the loss of the said information.
• Grispi is in no way responsible for direct and/or indirect damages that may arise before the User or third parties due to any kind of use, including misuse of the Grispi Platform or use in unlawful works or contrary to the law.

NOTIFICATIONS

The User will be able to reach Grispi for questions and notifications they will perform regarding the use of the Grispi Platform or in accordance with this Agreement by sending an e-mail to [email protected] and from the directions on the internet site.

ASSIGNMENT AND TRANSFER

Grispi may transfer, assign, or convey any kind of right or authority it owns regarding the contents of the Grispi Platform or regulated under this Agreement, or its debts or obligations, partially or completely; at any time, to third parties or institutions, provided that notification is made to the User.

INTEGRITY OF THE AGREEMENT

This Agreement constitutes a whole together with its annexes. The invalidity, illegality, and unenforceability of any provision of this Agreement or any expression included in the Agreement shall not affect the validity or enforceability of the remaining provisions of the Agreement.

EVIDENCE AGREEMENT

The Parties accept, declare, and undertake that in any kind of dispute that may arise from this Agreement, the books, computer records belonging to the parties, system records kept in the database and servers, commercial messages, instant messaging application correspondence, e-mails, social media correspondence shall constitute binding, valid, definitive, and exclusive evidence and that this provision is in the nature of a definitive evidence agreement.

APPLICABLE LAW AND JURISDICTION

Turkish Law shall be applied in the resolution of all disputes that will arise regarding this Agreement; in the event that the User is a public legal entity or real person merchant within the scope of this Agreement, IZMIR Courts and Enforcement Offices are accepted as authorized.

TERMINATION

If the User is not re-Subscribed due to the expiration of the Subscription type chosen, this Agreement shall terminate automatically. If the Subscriber terminates the agreement before the period expires, they cannot request a fee refund for the unused period.

A Subscriber who starts benefiting from services offered by Grispi by upgrading their Subscription cannot request a fee refund for the unused period within the scope of the subscription if they terminate this Agreement before the Subscription period expires.

Grispi has the right to terminate the Agreement immediately without the need for any notification in case Users act contrary to this Agreement.