Membership Agreement

1. SIDES:

This Agreement is on [*DATE*]; Residing at …ADDRESS… KECI Outdoor TekstilSan. ve Tic.A.Ş.  (“Company”) with nimsai.com It has been concluded between the persons ("User") who became members of the website within the scope of this agreement under the following terms and conditions.

In this Agreement, the COMPANY and the User will each be referred to individually as a “Party” and together as “Parties”.

2. SUBJECT AND PURPOSE OF THE CONTRACT:

This Agreement belongs to the COMPANY of the User. nimsai.com (“ Web site”) has been concluded in order to regulate the mutual rights and obligations of the Parties regarding the ability to shop on the Website.

3. METHOD OF USE AND PURPOSE OF THE WEBSITE:

3.1 The Website operates within the scope of sales and marketing of products in the COMPANY's product range.

3.2 The User will have the opportunity to shop on the Website, create a user profile, and comment on products by logging in to the Website with the username and password determined during membership.

3.3 The User completes his membership by completing the registration process by sending the necessary identity and contact information to become a member of the Website from the relevant section of the Website.

3.4 In order to gain the title of User by becoming a member of the Website, it is necessary to be of legal age and not be temporarily suspended from membership or indefinitely banned from membership by the COMPANY. Completing the Website registration process of persons who are minors or who have been temporarily suspended from membership or indefinitely banned from membership by the COMPANY, as stated above, in accordance with this Agreement, will not result in them becoming Users as members of the Website.

3.5 The User acknowledges that he has read and understood the Agreement and is aware of his rights and obligations.

4. RIGHTS AND LIABILITIES OF THE PARTIES

4.1. User's Rights and Obligations

4.1.1. By accepting the Agreement, the User accepts all statements made by the COMPANY regarding use, membership and use within the Website and that he/she will act in accordance with these statements.

4.1.2. The User accepts in advance that he will fulfill all financial, technical and administrative obligations written in the Agreement and its annexes, and that he will comply with the Agreement and its annexes, with the amendments and additional provisions to be made unilaterally by the COMPANY later, and with all the rules and principles set by the COMPANY or the COMPANY management. commits.

4.1.3. The User is entirely responsible for the security, storage, keeping away from third party information and usage of the system access tools (User name, password, etc.) used by the User in order to benefit from the Services offered by the COMPANY. Users shall be liable to the COMPANY for any direct or indirect, legal, criminal or administrative action, based on any damages suffered or may be suffered by Users and/or third parties due to all their negligence and faults in matters such as the security, storage, keeping away from the information of third parties and their use of system access tools. accepts, declares and undertakes that it is not responsible

4.1.4. The User accepts, declares and undertakes that the information and content provided by him/her within the Website is accurate and lawful. The COMPANY is not obliged or responsible to investigate the accuracy of the information and contents transmitted to the COMPANY by the User or uploaded, modified or provided by them through the Website, and to undertake and guarantee that such information and contents are safe, accurate and lawful, and the said information and contents is not responsible for any damage that may occur due to incorrect or inaccurate content. In case the COMPANY suffers a loss due to one of the matters determined to be outside the scope of liability by this provision, it shall have recourse to the User together with all other additional damages.

4.1.5. The User cannot transfer its rights and obligations under the Agreement, partially or completely, to any third party without the written consent of the COMPANY.

4.1.6. While benefiting from the Services offered by the COMPANY and using the Website, the User may only carry out transactions on the Website for lawful purposes. The User bears all legal and criminal liability for every transaction and action he carries out within the Website. Each User shall not use or reproduce the images, texts, visual and audio images, video clips, files, databases, catalogs and lists contained within the Website in a manner that would constitute an infringement of the real or personal rights or assets of the COMPANY and/or another third party, It accepts, declares and undertakes that it will not copy, distribute, process, and will not compete with the COMPANY directly and/or indirectly, either through these actions or through other means. The COMPANY cannot be held responsible in any way, directly and/or indirectly, for any damages incurred or may be incurred by third parties due to the activities carried out by the User on the Website in violation of the provisions of the Agreement and/or the law; otherwise, the COMPANY reserves the right to recourse against the User.

4.1.7. The User acknowledges that, within the scope of any sweepstakes that the COMPANY may conduct on or through the Website, the users who are eligible to participate in the draws will share their user information with the persons and institutions related to the campaign and sweepstakes within the framework of the relevant laws and regulations, and therefore, the COMPANY will not receive any compensation. He accepts, declares and undertakes that he will not request

4.1.8. The User accepts, declares and undertakes that they will not take any action to transfer money between their own memberships or the memberships of their acquaintances on the Website and that they will not engage in behavior that will manipulate the operation of the Website, otherwise they will compensate the COMPANY for any damages it may suffer.

4.1.9. All intellectual property rights of the Website (information, texts, images, brands, models, slogans and other signs, page layout, etc. on the Website) are the exclusive property of the COMPANY. Partial or complete copying, modification, publication, sending, distribution or sale of information of intellectual property nature and other matters presented on the Website, online or by using any other media tool, will clearly and unequivocally be contrary to the Industrial Property Law No. 6769. and will be subject to legal and criminal sanctions. The relevant law and practice is valid for Turkey, and if the same acts are committed in other countries, the relevant laws of the countries will be applied.

4.2. Rights and Obligations of the COMPANY

4.2.1. The COMPANY may make changes and/or adaptations to the Services at any time to enable the User to perform the work and transactions defined in the Agreement more effectively. The rules and conditions that the User is obliged to comply with regarding these changes and/or adaptations made by the COMPANY are announced to the User on the Website.

4.2.2. The COMPANY has the right to change the Services and contents offered on the Website at any time; It reserves the right to deny access to third parties and delete the information and content uploaded by the User to the system, including the User. The COMPANY may exercise this right without any notice or advance. The User must immediately make any changes and/or corrections requested by the COMPANY. Changes and/or correction requests requested by the COMPANY can be made by the COMPANY, if deemed necessary. Damages, legal and criminal responsibilities that may arise or arise due to the User not fulfilling the changes and/or correction requests requested by the COMPANY in a timely manner belong entirely to the User.

4.2.3. The COMPANY may provide 'links' through the Website to other websites and/or portals, files or content owned and operated by third party businesses, providers and other third parties that are not under the COMPANY's control. These 'links' may be provided by the User or by the COMPANY just for ease of reference and are not intended to support the website or the person operating the site, nor do they constitute any kind of representation or warranty regarding the websites or the information they contain. The COMPANY has no responsibility for the portals, websites, files and contents accessed through the 'links' on the Website, the services or Products offered on the portals or websites accessed through these 'links', or their contents.

4.2.4. The COMPANY has the right to communicate as it wishes, through the communication channels specified by the User, for informational announcements regarding the Website and/or the COMPANY. This matter has been accepted by the User.

4.2.5. Commercial electronic messages promoting campaigns, sweepstakes, discounts, promotions and products carried out within the scope of the Website and/or the Company may be sent to you upon your approval at the stage of your order, and you have the right to reject such messages.

5. AMENDMENT OF THE AGREEMENT

The COMPANY may, at its sole discretion and unilaterally, change this User Agreement and its annexes at any time it deems appropriate by announcing it on the Website. The changed provisions of this User Agreement will become valid on the date they are announced; The remaining provisions will remain in force and continue to produce their provisions and consequences. This User Agreement cannot be changed by unilateral statements of the User.

6. DURATION OF THE AGREEMENT AND TERMINATION

6.1. The Agreement has been concluded for an indefinite period of time and will remain in force as long as it is not terminated by the COMPANY within the scope of this Article 7 and the User's Website membership continues and will continue to have provisions and consequences between the parties; It will be deemed to have ended if the User's membership expires or his membership is temporarily or permanently suspended.

6.2. The COMPANY shall be liable in cases where the User violates this Agreement and/or similar rules regarding the use, membership and Services on the Website, fraud, acts that may damage the COMPANY or third parties, and in cases of breach of contract or law, including but not limited to these. may terminate the Agreement unilaterally and the User will be obliged to compensate all damages incurred by the COMPANY due to termination.

6.3. The user cannot claim any rights, receivables or benefits from the COMPANY in cases where his/her status as a user expires or his/her status as a user is terminated by the COMPANY.

7. FORCE MAJEURE AND UNEXPECTED EVENTS

7.1. Definition: For the purposes of this Agreement, the terms "Force Majeure" and "Unforeseen Event" mean events that occur beyond the reasonable control of a party and make it impossible for the Relevant Party to perform its obligations arising from the contract, or render their performance impossible to the point of being considered impossible under the existing conditions, or the performance of them is beyond the specified performance. It is used in the sense of an event that prevents its implementation within the time limit.

7.2. Some "Force Majeure" and "Unexpected Event" situations: Although not limited to, the following situations are among the "Force Majeure" and "Unexpected Event" situations:

• State of war, martial law, natural disasters, economic crisis, strike, lockout, infectious disease, earthquake, revolution, radioactivity pollution, events based on the unstoppable power of nature and similar events, as well as situations that are legally accepted as "Force Majeure" and "Unforeseen Event",

• Decisions made by the courts or any administrative authority to suspend or prevent activities and activities in the COMPANY,

7.3. Effect on the Agreement: The Parties will be exempt from their obligations in the event of "Force Majeure" or "Unexpected Event" and will not be deemed responsible for the delay or non-fulfillment of their obligations and will not be in default under the Agreement. In the event of such situations, the Agreement will remain suspended until the "Force Majeure" or "Unexpected Event" in question disappears and the Parties will not be held responsible for the non-fulfillment of their obligations and obligations in this agreement and all periods stipulated in this Agreement will be extended for this period.

7.4. Termination of the Agreement: If the COMPANY's failure to fulfill its obligations in this Agreement due to "Force Majeure" or "Unexpected Event" exceeds 30 (thirty) Business Days; Either Party may terminate this Agreement if it wishes.

7.5. Compensation: Parties; They accept, declare and undertake in advance and irrevocably that the COMPANY will not be responsible in case of cancellation or termination of the Agreement due to Force Majeure and/or Unexpected Event, and that they will not claim compensation, loss of profit or any other similar rights from each other in such a case.

8. NOTIFICATION

Notices or other correspondence to be made in accordance with this Agreement will be sent by hand delivery, fax, e-mail, or registered letter, to the COMPANY address, e-mail address, as well as to the User address and e-mail address. However; Notices and correspondence specified in the Turkish Commercial Code (mainly notices of default, termination and recourse) are deemed to have been duly made when sent through a notary, registered letter, telegram or registered e-mail system using a secure electronic signature. The parties agree that the above addresses are legal notification addresses and that notifications made to these addresses will be valid unless the address change is notified to the other party in writing through a notary five (5) business days in advance. Notices and/or warnings will be valid from the day they are deemed to have been notified according to Turkish Laws.

9. APPLICABLE LAW AND DISPUTE RESOLUTION

Bursa Courts and Enforcement Offices are exclusively authorized in the interpretation and enforcement of this Agreement, including its existence and validity, and in all disputes and controversies that may arise due/resulting from this Agreement, and in cases where there is no provision in the Agreement, the provisions of the Consumer Law, the Law of Obligations and other Republic of Turkey Legislations are applicable. is applied.

10. OTHER PROVISIONS

10.1. Confidentiality: The User undertakes not to disclose any information that he may have obtained as a result of the negotiation, publication and execution of this Agreement without obtaining the prior written permission of the COMPANY. The User specifically undertakes not to disclose or reveal any of the clauses or terms agreed herein to any third party. The exception to this provision is disclosures made upon the requests of official institutions and/or upon fulfillment of administrative obligations. The COMPANY has the right to use general information such as gender, age, and educational status of the User in its publications without giving the User's name and surname in its statements such as general statistical information. This is expressly accepted by the User.

10.2. User's Personal Data: The User accepts and undertakes that he/she is aware of the elements regarding the processing of his/her personal data as stated in the information text on the COMPANY Website.

10.3. Divisibility of the Agreement: The provisions of this Agreement are divisible; If any of the provisions is deemed invalid or canceled or not implemented, this will not affect the validity of the other articles of the Agreement.

10.4. Waiver: Failure to exercise or late exercise of any right, power or privilege set out in this Agreement by the COMPANY or the User will in no way constitute a waiver of them, and the sole or partial exercise of any right, power or privilege will not be deemed to be a waiver by another person or its continuation or other person. shall not prevent the exercise of any right, power or privilege.

10.5. Stamp Duty: In case of stamp duty arising from this Agreement, it will be paid by the User. If the stamp duty is paid by the COMPANY, the COMPANY has the right to recourse to the User for the amount paid.

11. FINAL JUDGMENT

The User who completes the membership process by approving the Agreement is deemed to have accepted all the conditions in the Agreement. The User declares, accepts and undertakes that he/she has read, understood and accepted all the articles in the Agreement and confirms the accuracy of the information he/she provides about himself/herself.