1. Parties

The person registering for cloud-based production processes management applications (“Application(s)”) accessed via the www.skalasuite.com.com website and the user (“User(s)”). The Agreement will enter into force with the acceptance of the User in the electronic environment and will remain in effect unless the parties terminate it in accordance with the procedures specified in the Agreement.

2. Subject and Scope of the Agreement

2.1 This Agreement is made for the purpose of determining the terms and conditions regarding the use of the Application by the User and the data uploaded to the Application by the User (“Content”) and the rights and obligations of the parties concerned.

2.2 The Application includes Skala products offered to Users by the Company. In this Agreement, the Application and the Site will be collectively referred to as the Skala platform (“Platform”).

2.3. The terms of use, rules and conditions presented to the Users by the Company regarding the use of the Platform within the scope of the Site are also an annex and an integral part of this Agreement and constitute all of the rights and obligations of the parties together with the rights and obligations contained herein.

3. Rights and Obligations of the Parties

3.1 The User declares that he/she must accept this Agreement in order to benefit from the Platform by providing the information requested by the Company fully, accurately and up-to-date. The user agrees that this information will be updated immediately when there is any change in the account information. The Company is not responsible for the inability to access or benefit from the Platform due to incomplete, misleading or outdated information.

3.3 The User will use his e-mail address and password to access the website. The user is responsible for maintaining the confidentiality and security of his password. All activities performed with the use of the User’s password will be deemed to have been carried out by the User and all legal and penal liability arising from these activities belongs to the User. When the user realizes that his password has been used without permission or its security has been breached, he will immediately notify the Company.

3.4 The User agrees to use the Platform only for legal purposes and to comply with other provisions specified on the Site and Platform in accordance with this Agreement, annexes and applicable laws . The User may use the Platform on behalf of third parties , but must ensure that these persons also act in accordance with this Agreement and all other provisions.

3.5 The User may select an “Authorized User” to use the Application at different times. The User will decide who the Authorized User will be and how much access they will have. The User is responsible for the Authorized Users’ use of the Application and can always control and change or cancel their access level. The User shall make the decision in case of a dispute between the Authorized User and himself.

3.6 The User shall not use the Platform in a way that endanger the computer and network systems of third parties. The User shall not hinder the operation of the Platform and shall not gain unauthorized access to the computer systems where the Platform is hosted. The User shall not modify the computer programs used in the provision of services or the operation of the Platform . The User shall not upload any non-copyrighted or trade secret material in the Content.

3.7 The user shall keep copies of the contents uploaded to the application. The company will comply with the necessary policies and procedures to prevent data loss, but does not guarantee that there will be no loss of content. The Company is not responsible for the loss of content, regardless of how it occurs.

3.8 The company will process, store and use the personal data shared by the user in accordance with the GDPR and relevant legislation. Users will be offered cloud-based production process management applications, but users will be responsible for the content uploaded to these applications. The company agrees that the user may share the contents of his account with other users, but is not responsible for the sharing. The Company will keep usage and transaction information, performance evaluations, marketing campaigns, annual reports and similar transactions for as long as necessary and then anonymize it.

3.9 In case of technical problems, the user will make an effort to identify the problem and receive technical support when necessary.

3.10 The User undertakes to use the communication tools on the Platform only for legal purposes. It is not the Company’s responsibility to check the appropriateness of communications made through the Platform. The User will show the care he is obliged to show when using the communication tools provided on the Platform. The Company has the right to remove the communication tools it provides through the Platform.

3.11 The Company has the right to change the Agreement and its annexes, and these changes will come into effect with the next Platform usage by the User. If the User does not accept the changes, he has the right to terminate the Agreement.

3.12 The User cannot transfer or assign his account and his rights arising from the Agreement to a third party.

3.13 The User may delete the Content entered through the Platform at any time. The User whose membership has expired will not be able to access his account.

3.14 In case the User violates the conditions on the Platform, the Company may suspend the User’s membership or terminate the User’s status by terminating the Agreement. In this case, the Company reserves the right to claim damages from the User.

3.15 The user undertakes that he will not let anyone else use his private and confidential passwords and takes all necessary measures to prevent them from falling into the hands of unauthorized persons. Informs the Company of the situation.

4. Payment Terms:

4.1 The User can only benefit from the Application by fully and completely paying the fees specified in the Platform with the terms and means of payment.

4.2 The User may use the Application free of charge for the specified period. After the trial period ends, it will become a paid membership to be determined by the User’s membership type, service level, functionality, campaigns or contract duration. Fees, payment terms and effective dates for the Application are specified in the relevant sections of the Platform . The user can request to upgrade or downgrade the membership package. However, unless otherwise stated by the Company, these requests will be made at the end of the relevant membership period. Changes made during the membership period will be applied at the end of the membership period. No refund will be made if the membership is terminated for any reason, including termination during the term.

4.3 The User agrees that his membership will be automatically renewed at the end of the period, unless he requests the Company to the contrary until 14 (fourteen) days before the end of the period.

4.4 When the user receives a prepaid service, the invoice is issued to the address he specified when making the payment and shared electronically. When receiving a postpaid service, he/she must pay the amount on the invoice within 7 (seven) days following the invoice date. The user is responsible for paying for the associated fees.

4.5 The Company or third parties approved by the Company may store the User’s credit card, account and payment information in order to perform transactions related to the User’s membership and payment, and bank integration.

5. Intellectual Property Rights

5.1 The Company owns all rights, titles and interests in the Platform. The User shall have the right to use the Platform under this Agreement with a proprietary, worldwide, non-copyrighted, non-transferable and non-exclusive license. However, other conditions regarding the Platform cannot be interpreted as transferring the rights and benefits of the Platform to the User. The User grants the Company the right to use information and Content in order to access and use the Application and to provide services. The Company has the right to sublicense the Content to third parties for the purpose of providing services.

5.2 The User has no right to copy, modify, reproduce, reverse engineer, decompile or access the source code of the software on the Site in any way. Providing a link to or from the Platform is strictly prohibited without the express consent of the Company.

5.3 The user may use the Company’s (or affiliated companies’) trade name, brand, service mark, logo, domain name, etc. will not use it in any way.

6. Limitation of Liability

6.1 The Company has no responsibility or commitment for the accuracy, completeness and reliability of the Application, software and other content offered within the Platform. The User should understand that it does not guarantee the relationship between the Content and other User data. The Company does not guarantee uninterrupted and error-free use of the Platform and does not guarantee the operation of the systems providing access. The User agrees that access to the Platform may be blocked or interrupted. The company is not responsible for obstructions or interruptions.

6.2 You must accept that there may be links to other websites, portals, files or content on the Platform that are not under the control of the Company, and that these links do not aim to support the website or the person who operates it. The Company has no responsibility for portals, websites, files and content, services or products or content accessed through links.

6.3 The User must accept that the quality of the Applications offered on the Platform largely depends on the quality of the service provided by the Internet Service Provider and the Company has no responsibility for the problems arising from this service quality.

6.4 The User is solely responsible for the use of the Platform with the content he/she uploads. The User must agree to indemnify the Company from third-party claims and claims (including legal costs and attorneys’ fees) related to intellectual property infringement, Content and Platform use.

6.5 To the fullest extent permitted by applicable law, we shall not be liable for any direct, indirect, special, incidental or punitive damages resulting from use, including but not limited to loss of profits, loss of goodwill and reputation, expenses incurred to provide replacement products and services. We further point out that while we make no warranties of any kind, either express or implied, we make no warranties of any kind, including implied warranties of merchantability, fitness for a particular purpose, or fitness for a particular purpose. Our liability is limited to the service fee paid up to the date of the related damage and is related to the services covered by this Agreement.

7. Enforcement and Cancellation of the Agreement

7.1 The Company retains all rights, title and interest in the Platform. The User can use the Platform by granting a worldwide, non-transferable, non-exclusive, royalty-free and personalized license under this Agreement . However, the provisions of the other terms do not mean that the rights and interests of the Platform are transferred to the User . The User grants the Company the right to use, copy, transmit, store and backup the Content. The Company has the right to sublicense the Content to third parties for the provision of services.

7.2 The User does not have the right to copy, modify, reproduce, reverse engineer, decompile and create works on the Platform. In addition, operations such as accessing the source code of the software on the Platform , providing a link to or from the Platform are prohibited without the express permission of the Company.

7.3 The User may use the Company’s (or its affiliates) trade name, brand, service mark, logo, domain name, etc. cannot use it in any way.

8. Limitation of Liability

8.1 The Application, software and content offered within the Platform are available as is and the Company has no responsibility or commitment regarding the accuracy, completeness and reliability of such content. The User must understand and accept that the Company does not make any commitments for the relationships between the Content and other User data. The Company does not undertake that the Platform can be used uninterrupted and error-free. No guarantee is given for the functionality and accessibility of the systems that provide access to the Platform. The User must agree that access to the Platform may be blocked or interrupted. The Company does not accept any responsibility for these obstructions or interruptions.

8.2 There may be links to other websites and/or portals, files or content beyond the control of the Company through the Platform, and that these links are intended to support the websites to which these links are directed or the persons who operate them, You must accept that there is no liability.

8.3 The User must accept that the access and quality of the Applications and Applications offered through the Platform are largely based on the service quality of the relevant Internet Service Provider and the Company has no responsibility for the problems arising from the said service quality.

8.4 The User is fully responsible for the content he uploads and the use of the Platform. The User exempts the Company from any claims and demands that may be made by third parties regarding intellectual property violations, Content and use of the Platform.

Article 8.5: The Company is not responsible for any direct, indirect, special, incidental or penal damages that may arise as a result of the use of the Platform. However, to the extent permitted by applicable law, the Company will not be liable for other damages, including loss of profits, loss of goodwill and reputation, expense for the supply of substitute products and services. In addition, the Company declares that it makes no warranties, express or implied, under this Agreement. This warranty includes implied warranties of merchantability and fitness for a particular purpose. The liability of the Company will be limited to the amount paid by the User, and this amount is the amount paid for the services under this Agreement up to the date of the related loss.

 9. Miscellaneous Provisions

9.1 To the extent that any clause or term of this Agreement is invalid, illegal or unenforceable, the validity of the remaining clauses will not be affected.

9.2 This Agreement is a whole with its annexes. If there is a conflict between the Annexes and the Agreement, the provisions in the relevant annexes will take precedence.

9.3 Communication with the User will be provided via the e-mail address provided during registration or general information on the Platform . Communication by e-mail will replace written communication. It is the user’s own responsibility to keep his e-mail address up to date and to regularly check the notifications made on the Platform .

9.4 The interpretation and application of this Agreement is subject to Turkish law and all disputes arising from Turkish law will be resolved in Istanbul Central (Çağlayan) Courts and Enforcement Offices.

10. Commercial Electronic Message

10.1 The user may send commercial electronic messages and other messages in accordance with the relevant laws to announce general/special opportunities about the products and services offered to him by Skala, to be informed about current developments, to send congratulatory messages, to share content such as presentations and bulletins, to promote and advertise. that the communication information, identity information, marketing information will be used for these purposes in order to carry out the goods / service sales and advertising / campaign / promotion processes and that messages will be sent to the party through the channel he/she prefers, that he/she can always change his/her communication preferences or refuse the transaction specified in the messages sent to him without giving any reason. and to send commercial electronic messages and other messages to him via SMS/short message, automatic call, telephone call, social media and online advertising networks, e-mail/mail and other electronic communication channels in accordance with the law.