This Website End User Agreement ("End User Agreement") is executed by and between Toffu Bilgi Teknolojileri Ltd. Sti. and the customer logged into the Website and/or the member customer at the time of approval by the customer in the electronic environment with respect to the utilization of the website.
The customer agrees and declares that s/he has already read the End User Agreement entirely and understand the content of the Agreement completely and approve all the provisions of the same through login to the Website and/or become a member.
Toffu: Toffu Bilgi Teknolojileri Ltd. Sti.
Site: States the website formed of the www.toffu.co zone name and of the sub zone names subjected to this zone name and through which the value added services which are formed in connection with this site are provided.
Buyer: States the Members who signed up the Site and whose Membership is approved and who buys the products over the Site which are put up for sale on the Site within the scope of the provisions of Remote Sales Agreement by Toffu.
Content: States all kinds of visual, literary and auditory images such as all kinds of designs, logos, signs, information, files, pictures, music, numbers and others which are published on the Site or to which the access is available.
Service: States the services which are provided to the Members by Toffu within the scope of this agreement and for whose content Toffu always has a right to make amendments.
User: States the real and regal entities who accesses the Site online and who benefit from the Services that are provided within the conditions that are specified on this Agreement.
Product: States all kind of products and/or services that are being sold by the website.
2.The Subject And The Scope of The Agreement
The subject of this agreement is the determination of the services that are provided on the site, of the conditions for benefitting from these services and of the rights and responsibilities of the parties. The scope of this agreement is all kinds of declarations such as warnings, writings and explanations that are made by Toffu with regard to the use within the Site, to the membership and to the services through the scope of this Agreement, this Agreement itself and its annexes. By accepting the provisions of this Agreement the Members, will also be accepting all the declarations that are made by Toffu with regard to the use within the Site, to the membership and to the services. The members accept, declare and undertake to act in compliance with all kinds of matters that are specified on the mentioned declarations.
3. The Membership Conditions
3.1. The membership is completed upon the completion of the membership forms that are necessary in order to be a Members of the Site by the people who want to be a Member from the related sections of the Site; the entrance of the identification information, approval of the correctness of all kinds of information requested for the membership; carrying out the registration transactions by means of paying the price in the cases which the membership is subject to a price and the approval of the registration transactions by Toffu. The people whose membership transactions are not completed cannot obtain the membership quality that is specified on this Agreement.
3.2. In order to be able to be a member of the site, it is necessary to be of full age, to be authorized to represent and bind the legal entity for the legal entity members and the membership should not be previously suspended or cancelled within the scope of this agreement by Toffu. The people who are not of full age and the legal entities whose application is made by the people not having the representation and binding authority, the people whose membership is temporarily suspended and the people whose membership is cancelled cannot benefit from the rights of membership even if their Site Member registration transactions are completed.
3.3. Toffu always can terminate this Agreement unilaterally without needing any reason and without making any notification in a way that it will immediately be effective and can cancel the membership of the Member. The termination or the cancellation of the membership in this way does not in any way impose any liability against Toffu to pay any indemnity. Toffu, in the cases deemed necessary, has the right to cancel or suspend the membership of a member even without terminating this Agreement. Including these cases but not limited to these, if Toffu reaches the conclusion that the provisions of this agreement and the rules of the Site are not followed and that any transaction carried out by the Member poses a risk at any time legally or in terms of the information security of Toffu, Site and/or the Members or damages or will be able to damage the commercial interests of Toffu, it can decide upon one of the choices among the termination of this Agreement, suspension of the Membership or the cancellation of the membership, which are specified in this article, and can apply them.
4. Rights And Responsibilities
4.1. Rights and Responsibilities of the Member
4.1.1. The member, while carrying out the membership transactions, benefitting from the Services and while carrying out any transaction with regard to the Service, accepts that s/he will act in compliance with all the provisions existing in this Agreement, with the rules/declarations specified with regard to the Services from which the members benefit on the related sections of the site and with all the legislations in force, that s/he read, understood and approved all rules and conditions written herein.
4.1.2. The Member, within the cases which Toffu is liable to make explanations to the official authorities as per the imperative legislation provisions in force, accepts that Toffu will be authorized to explain the secret/private/commercial information belonging to the users to the official authorities in the event that these information are requested by the official authorities and that no indemnity will be demanded from himself/herself for this reason regardless of any name under. Besides, upon the Member’s application to Toffu by claiming that his/her rights are violated by the third parties with regard to the materials that the Member published on the site and that s/he will go to law or in the event that it is notified to Toffu that one of the parties wishes to go to law on the conflicts between the members, Toffu has the right to share the Member Information of the member with the opposing party.
4.1.3 The member is responsible for the protection of the Membership Information safely, for ensuring that this information is only used by him/her and for keeping them from third parties. The member, because of the mistakes and negligence on this matter, is responsible for the losses that Toffu, other members and the third parties will suffer.
4.1.4 The members declare and undertake that the information within the site provided by him/her is true and legal and that the publication of the information in question over the internet will not create any contradiction to law in accordance with the legislations in force. Toffu cannot be enjoined for investigating the correctness of the information which is directly submitted to itself by the Member or provided, amended or uploaded by itself over the Site and for assuring or undertaking that this information is reliable, true and legal. Also it cannot be held responsible for any loss that can arise on account of the fact that such information is contradictory to law, incorrect or faulty or that it is published.
4.1.5 The member, without the written consent of Toffu, cannot transfer this Agreement or his/her rights and responsibilities within the scope of this Agreement to any third party wholly or partially.
4.1.6 The Member, who benefits from the services and uses the Site, can carry out transaction over the Site for only legal purposes. The legal and criminal responsibility for all the actions and transactions that the Member carries out over the Site. The member accepts and undertakes that s/he will not reproduce, copy, distribute, process the goods, pictures, texts, visual and auditory images, video clips, files, catalogues and lists within the Site that can constitute a violation against the real or personal rights and properties Toffu, any other Member and/or third parties or will not upload the content which can result in such and which are specified herein this article and that s/he will not engage directly and/ or indirectly in competition with Toffu either through these actions or through other ways. The Member, on account of the activities that s/he carried out on the Site against the law and the provisions of this agreement, becomes responsible for the losses that Toffu, other Members and the third parties can suffer from.
4.1.7 All the responsibilities arising from the services and published content on the Site provided by the Members, including the Buyers, and the third parties belong top themselves and Toffu in any way cannot be held responsible.
4.1.8 The Member accepts declares and undertakes that the responsibility of all kinds of actions and transactions that s/he carries out over the Toffu Membership Account belong to him/her, that s/he will not make any plea and/or objection that s/he did not carry out the actions and transactions carried out and/or that s/he will not avoid fulfilling the responsibilities on the basis of this plea or objection.
4.2. Rights And Responsibilities of Toffu
4.2.1. Toffu has the right to always change Services and Contents that are presented on the Site, to close the information and content that the Members uploaded to the system to the access of the third parties including all the Users and Buyers and to erase them. Toffu can use this right without making any notification. The members have to immediately carry out the amendments and/or corrections that Toffu requested. Toffu, when necessary, can carry out the amendments and/or corrections by itself. The legal and criminal responsibilities of the losses that can arise by reason of the fact that the amendments and/or corrections requested by Toffu are not carried out by the Members on time belong completely to the Members.
4.2.2. If a link is given by the Members or only for the reason of reference convenience by Toffu, this cannot be interpreted as the link is given by Toffu for the purpose of supporting the internet sites to which those given links are directed or cannot be acknowledged as any declaration or warranty is given by Toffu directed to the internet site in question or its content. Toffu does not accept any responsibility with regard to the sites, files and contents that are accessed in this way.
4.2.3. Toffu has the right to always check the messages and contents that are against the operation of Site, law, rights of the others, terms of the agreements and to the public decency and to cancel them from access. Toffu can cancel the membership of the Member who makes the entrance of such content and message without making any notifications.
5. Privacy Policies
6. Intellectual Property Rights
The information that are accessed within the Site and that are provided by the Members legally and the whole elements (including but not limited to the Toffu database, Toffu interface, goods, text, image, html code and the other codes) of this site (altogether will be referred as to the works of Toffu that are subject to the copyright) belongs to Toffu and/or taken under license from a third party by Toffu. The Members does not have the right to resell, process, share, distribute and exhibit the goods, services, information and the works that are subject to the copyright of Toffu. Within the provisions of this Agreement and except for the cases that are allowed by Toffu, the Members cannot reproduce, process and distribute the goods and the works that are subject to the copyright of Toffu or cannot make or prepare the works that are derived from these. Within the provisions of this Agreement and in the cases that are not authorized by Toffu, Toffu keeps all its rights reserved directed to the goods, services, information, works that are subject to the copyright, trademarks, commercial outlook or other properties and information on.
7. The Amendments of Agreement
Toffu can amend this Agreement at any time deemed appropriate by declaring it on the Site unilaterally and wholly at its own discretion. The amended provisions of this Agreement will be effective on the date they are declared and the rest of the provisions will remain in force and will continue to be effective in terms of their results and influences. This Agreement cannot be amended through the unilateral declaration of the Member.
8. Force Majeure
In all the cases that are assumed as the force majeure by the law, Toffu is not responsible by virtue of not executing or less or late executing any of the performances which it undertakes through this Agreement. This and the cases such as this will not be assumed as delay, less executing or not executing or default or no indemnity under any name will be demanded from Toffu for these cases. The term force majeure will be interpreted as the events that are inevitable, that Toffu cannot prevent despite showing the due diligence and that is out of the reasonable control of the related party including but not limited to natural disaster, rebellion, war, labor disruption, communication problems, internet and infrastructure breakdowns, restoration and renovation works related to the system and the breakdowns that can occur for this reason, power cut and adverse weather conditions.
9. Applicable Law and the Authority
On the execution, interpretation and on the governance of the legal relationships arising within this agreement, the Turkish Law will be applicable except for the Turkish rules of conflict of laws in the event that there is the element of foreignness. On the settlement of all kinds of contradictions that can arise from this agreement, the Courts of Istanbul and the Enforcement Offices will be the authority.
This Agreement entered into force by having been mutually accepted upon the Member’s electronic approval.