Dear Our Member;
This Agreement is concluded by and between the company, owner of the Mobile Application and located at Levent Mah. Gazeteci Ümit Deniz Sok. No: 11 Beşiktaş / Istanbul, having the trade name Fazla Gıda Anonim Şirketi (“Fazla Gıda“, the “Company“), and the Mobile Application user who becomes a member to the Mobile Application by accepting the following conditions (the “Member“, “User“), for the purpose of determining the rights and obligations with regard to the access of the Member to goods and Packages offered for sale through the Mobile Application to which access is given by Fazla Gıda and regarding the purchase of Packages by concluding the Distance Sales Agreement, which will be informed independently from this Agreement.
|User/s:||It refers to the real persons or legal entities who want to get benefit from the Mobile Application to purchase a Package, who have become a member to the Mobile Application by completing the membership form that they have chosen pursuant to this Agreement or who visit the Mobile Application without being a member, and who are over the age of 18 in any case.|
|User Account:||It refers to the accounts that users have in the Mobile Application.|
|Service(s):||Services include the services provided for the Users’ package purchasing process through the Mobile Application.|
|Mobile Application:||It is the mobile application named Fazla which is owned by Fazla Gıda and which is used to evaluate by reviewing the packages and purchase the same by the Users.|
|Content:||It refers to visual, literary and auditory images such all kinds of information, files, pictures, programs, figures, prices, etc. published or accessible in the Mobile Application and/or any Mobile Application.|
|Merchant:||It refers to legal entities or real persons who have a contractual relationship with Fazla Gıda within the framework of the “Corporate Membership Agreement” and who offer the Packages in this Agreement to the User.|
|Package:||It refers to surprise packages that are subject to sale to Users and contain meal and beverages.|
|Personal Data:||It refers to information of Users such as identity, address, e-mail address, telephone number, IP address, the parts of the Mobile Application that s/he visited, domain type, browser type, visit date, time, etc.|
- Subject and Purpose
Fazla Gıda is the “intermediary service provider” as per the Law on Regulation of Electronic Commerce numbered 6563 (the “Law“) and provides an infrastructure within this scope, for the sale of Packages offered for sale on the Mobile Application through a Distance Sales Agreement. The Member, by creating a user account for the Mobile Application in accordance with this Agreement, wishes to review the Packages in the Mobile Application and to purchase the Packages by concluding a Distance Sales Agreement, if s/he demands. This Agreement is about the determination of the procedures and principles that the Member must comply with while purchasing Packages and while using the Mobile Application. For the avoidance of doubt, this Agreement is only for the Member’s use of the Mobile Application, the presentation of the Services and Contents for the sale of Packages and does not mean any sales agreement between the Parties. The Distance Sales Agreement for the sale of Packages is separately issued and concluded.
4. User Account
- The Member shall create a User Account by approving and concluding this Agreement in order to access some parts of the Mobile Application and benefit from the Services of Fazla Gıda. In order to create a User Account, the Member is obliged to fill in the information requested on the relevant registration screen with accurate and up-to-date information. The user who wants to become a Member is required to be over the age of 18 (eighteen). The Member undertakes that s/he is over 18 (eighteen) years old. The Member who does not provide accurate and up-to-date information while filling in the registration information is personally liable for all damages that may arise out due to this reason. The Member has the right to terminate her/his Membership status at any time by clicking the “Cancel Membership” button, which can be accessed from her/his User Account on the Mobile Application at any time.
- The Member is the exclusive owner of the User Account. The Member, by accessing the User Account, is able to conclude a “Distance Sales Agreement” regarding the Packages offered on the Mobile Application to purchase Packages.
- Due to the aforementioned importance of the User Account, the login information of your User Account shall be kept confidential and the access to such information shall be restricted. Since, whether or not it is specifically authorized by the Member, all transactions to be performed within the scope of the User Account (including all kinds of declarations, undertakings and promises to be given/made within this scope) and all kinds of damages, losses or expenses arising out of such transactions shall be solely and fully belonged to the Member.
5.1. The Services to be provided by Fazla Gıda via the Mobile Application are, principally, with regard to issues on electronic commerce defined, particularly, under the Consumer Protection Law numbered 6502 (the “CPL”) and the relevant legislation.
5.2. The sale of the Packages offered for sale through the Mobile Application shall be made between the Member and the Merchant and under the scope of the Distance Sales Agreement to be concluded between such parties, and Fazla Gıda only provides a platform for the offer of sale of the mentioned Packages. The Member agrees that Fazla Gıda does not have and does not ought to have any information on any issue related to Packages subject to the order by the Merchant on the Mobile Application such as their content, delivery times, listing or as to whether these consist of products that are prohibited for sale, the accuracy and completeness of the written and/or visual statements regarding the Packages made by the Merchant in the Mobile Application and that Fazla Gıda does not have the obligation to undertake and guarantee these and that Fazla Gıda is not a party to the services offered under the Distance Sales Agreement under any circumstance. The Member accepts, declares and undertakes that s/he is individually responsible for all kinds of affairs and transactions performed by her/him as a party to the sales transactions offered through the Mobile Application. Fazla Gıda shall provide the channels that it deems necessary through the Mobile Application to convey User requests and problems, and the information and communication resources and channels offered by Fazla Gıda shall not be interpreted as an undertaking of Fazla Gıda.
5.4. The User declares and undertakes to review the Packages specified in the Mobile Application and to select that s/he wishes to in the Mobile Application and to receive the Package at the specified place and time interval. The User pays the Package price to Fazla Gıda or to the institution, authorized by the Banking Regulation and Supervision Agency (the BRSA) as per the Law numbered 6493, which is in cooperation with Fazla Gıda through her/his credit/debit card of which detail information has been provided while logging into the Mobile Application or later on. Once the payment is made, the Package is reserved for the Member by the Merchant. Within the scope of the payment, the relevant Package is prepared by the Merchant for the Member to receive it.
5.4. The Mobile Application lists the Merchant and related Packages close to the User based on the User’s location. The content of the Package limited to the scope of food safety rules shall be transmitted to the User. It is at the discretion of Fazla Gıda to transmit information that is not mandatory to be transmitted to the User as per food safety rules. Fazla Gıda may choose not to transmit the Package information to the User in compliance with the consumer legislation.
5.5. The User is obliged to go to the location specified in the Mobile Application to receive the Package. During the delivery of the Package from the Merchant to the User, the User is obliged to show the Merchant the confirmation code that s/he will access to after the payment and order via the Mobile Application.
5.6. Fazla Gıda is completely free to determine the scope and nature of the Services that it will offer through the Mobile Application, and it is deemed that the changes that it will make regarding the Service is put into effect by publishing the same on the Mobile Application. The Member, in order to get benefit from the services to be offered on the Mobile Application, shall bear the features to be determined by Fazla Gıda and to be specified in the content of the relevant section of the Mobile Application. Fazla Gıda is completely free to determine these features, and it is deemed that it has put such changes that it will make regarding the features into effect by publishing the same on the Mobile Application.
6. Rights and Obligations of the Member
6.1. The Member undertakes that s/he accepts this Agreement by reading and understanding it through logging into the Mobile Application via using the confirmation code in the confirmation e-mail that has been sent to her/him and and through browsing the Mobile Application, and that s/he is over the age of 18 and has the binding legal authority and rights to conclude this Agreement, and that s/he will use the Mobile Application in accordance with the terms and conditions specified.
6.3. The information submitted to the Company by the Member while creating the Membership is deemed to be accurate, up-to-date and true and not misleading. In the event that the information provided while being a member changes, the Member is obliged to notify the current and updated information to Fazla Gıda without delay, in writing or via the Mobile Application.
6.4. The Member shall not transfer her/his User Account, user name and password and membership profiles to another user under any circumstances or shall not allow the use of the mentioned accounts by third persons. The information of the Member regarding her/his User Account belongs entirely to the Member, and the confidentiality and security of such information is entirely under the responsibility of the Member. The Member is individually responsible for the usage and management of all information, including accounts that allow the use of her/his personal profile, user name and password. Each transaction performed with the Member’s account, user name and password shall be considered as performed individually by the Member and the Member shall exclusively be responsible for the damages incurred by the Member, Fazla Gıda, Merchant and/or third persons due to the usage of such information by a person other than the Member, their loss or transfer to others.
6.5. The User, in all her/his transactions to be performed in the Mobile Application, shall comply with the conditions that may be published from time to time in the Agreement and in the Mobile Application, and laws of the Republic of Turkey, morals and principles of good faith and s/he shall not engage in behaviors that may prevent the functioning of the Mobile Application, and shall not act that infringe the rights of third parties or may have the danger to infringe by any method.
6.6. In the event where a damage occurred to Fazla Gıda and/or third persons due to any malicious software originating from the Member, the Member shall bear all responsibility. In the event where any possible damage is occurred to Fazla Gıda, the Member shall compensate Fazla Gıda immediately, in cash and in full.
6.7. The Member agrees, declares and undertakes not to copy, modify, re-use the Mobile Application, any content offered by Fazla Gıda and/or any part of these, not to create derivative works based on these, download, adapt, reverse engineer, attempt to simulate the same, not to transfer these to another server, translate, compile, decompile or disassemble the same or not to publicly exhibit, perform, transmit or distribute any of the above without obtaining the written and special permission of Fazla Gıda in advance.
6.8. The Member accepts and declares that the hosting, transmitting, publishing and/or displaying the Mobile Application and the contents of the Mobile Application (including the inclusion and presentation of any advertisements or other promotional content related to the mentioned ones) and the form and manner and method to be used for the performance of services of Fazla Gıda are exclusively at the discretion of Fazla Gıda. In this context, in the event of a dispute that may arise in the future, Fazla Gıda, as the service provider, has the right to conclude the dispute as it demands, at its own discretion, in accordance with this Agreement and the applicable laws.
6.9. The Member agrees, declares and undertakes that s/he will not use the “robot”, “spider” or any other automatic device, program, code, algorithm or methodology or by manual procedures similar or equivalent to these in order to access, obtain, copy or monitor any part of the Services of Fazla Gıda (or its data and/or its Content); or s/he will not act to restructure or bypass the navigation structure or presentation of any Service of Fazla Gıda by any means for the purpose of obtaining or attempting to obtain any equipment, document, service or information by any means that are/is not made available for such purpose by the Service of Fazla Gıda by any means.
6.10. The Member accepts, declares and undertakes that s/he will not use the Mobile Application in a manner that can be considered as tarnishing or damaging the Mobile Application Fazla Gıda’s reputation and prestige that destroys the reputation of Fazla Gıda or damages Fazla Gıda. Otherwise, the damages occurred to Fazla Gıda shall be compensated by the Member immediately, in cash and in full, without any warning.
6.11. All kinds of legal, administrative and criminal liability arising out of the usage of the Mobile Application and the transactions performed on the Mobile Application as a Member shall be bear by the Member. Fazla Gıda shall not, directly and/or indirectly, be held liable for the damages that are incurred or to be incurred by the third persons due to activities of the Member on the Mobile Application and/or her/his actions that contradict with this Agreement and the law. All kinds of requests to be claimed by third persons in this context and damages to be incurred by Fazla Gıda due to the User’s failure to fulfill her/his obligations specified in this Agreement or the relevant legislation will be recourse to the User to be paid along with its accessories at the first request.
6.12. The Member is solely liable for all kinds of information and content that s/he shared on the Mobile Application, and all kinds of claim and damage arising out of in relation with such information shall be submitted to the Member or shall be recourse to the Member. The Member accepts, declares and undertakes that Fazla Gıda, as the intermediary service provider, is not under the liability to investigate the authenticity, originality, security, accuracy of any information that is shared on the Mobile Application, to determine as to whether it is legal to share these, and that Fazla Gıda is not liable for any damages that may arise out due to such information, that s/he is exclusively liable for the information that s/he shares, and that s/he cannot request any claim against Fazla Gıda in the event where any damage in this context occurs, and that s/he shall compensate these damages occurred to Fazla Gıda in this context.
6.13. Before receiving the Package, the Member makes a payment via the Mobile Application. The Member shall inspect the Package before receiving it; s/he shall not receive the damaged and defective goods/services such as crushed, broken, unpacked goods/service or the same of which packaging is torn, etc. from the Merchant. It will be deemed that the service, which has been received and approved after its inspection by the Member, is undamaged and solid. The protection of the goods/services following its delivery belongs to the Member.
6.14. All kinds of risks related to the usage of the Mobile Application and benefiting from the services by the User shall be exclusively on the User. The User accepts, declares and undertakes that s/he shall not claim any request regarding the usage of the Mobile Application, the Packages and their contents under any name from Fazla Gıda, that Fazla Gıda, as the intermediary service provider, is not responsible for the relationship between the User and the Merchant within the scope of the Packages, and that Fazla Gıda does not give any guarantee or undertaking to the quality and content of the Packages and that these shall fulfil the expectations of the Member. Since Fazla Gıda does not make any undertaking regarding the Packages and their contents, within this scope, the Member shall not apply to Fazla Gıda for a compensation request regardless its name.
7. Rights and Obligations of Fazla Gıda
7.1. Fazla Gıda may reject the Member’s applications fully at its own discretion and without any cause or may apply additional terms and conditions to accept the Member’s application. Additional terms and conditions must be approved by the Member, and unless the relevant additional terms and conditions are approved, Fazla Gıda can unilaterally cancel the membership process.
7.2. Fazla Gıda reserves the right to amend this Agreement without any reason and notice. The amendments to be made shall become binding for the Member as of its date of publication.
7.3. Fazla Gıda is obliged to protect the Personal Data of the Member in accordance with the regulations in the Confidentiality Policy and the Clarification Text in the Mobile Application.
7.4. Fazla Gıda has the right to use information provided by the Member; for the purpose of, including but not limited to, the creation of a User Account, performing statistical studies and using it in relation to its own marketing activities.
7.5. Fazla Gıda, Fazla Gıda’s shareholders (member of its general assembly), member of its Board of Directors, its directors, its employees, its sub-contractors, service providers and persons who prepared information in this Mobile Application are not liable for any direct or indirect pecuniary/non-pecuniary, reliance and/or expectation damages that may occur due to the entering the Mobile Application, the usage of the Mobile Application or the information and other data, programs, etc. in the Mobile Application, as a consequence of the violation of the agreement, tortious act or any other reasons. Fazla Gıda does not accept any liability for the interruption or failure of the provisions of Services of Fazla Gıda as a result of the violation of the Agreement, tortious act, negligence or other reasons.
7.6. Through the Mobile Application, links can be provided to other websites, Mobile Applications and/or other contents that are not under the control of Fazla Gıda and are owned and operated by other third persons. These links on the website are to provide the ease of the direction for the Members and do not support any website or the person operating such website. It does not constitute any kind of declaration or guarantee for the information contained in the website linked. Fazla Gıda does not have any responsibility for the websites and their contents accessed via the links on the Mobile Application, and the damages that may occur due to the use of these websites are under the responsibility of the Members. Fazla Gıda may put the access of such linked websites subject to its own written consent, and it can always cut off the access to links that are not deemed appropriate by Fazla Gıda.
7.7.It can collect a set of information such as the name and Internet Protocol (IP) address of the internet service provider used to access the Mobile Application, the date and time of accessing the Mobile Application, webpages that are accessed to while the Users are in the Mobile Application and the links and internet addresses enabling direct access to the Mobile Application in order to determine and resolve problems that may occur in the system of the Mobile Application, for the improvement and development of the system.
7.8. Fazla Gıda has taken precautions within the available possibilities to ensure that this Mobile Application is free of viruses and similar software. In addition to this, the Member must supply her/his own virus protection system and provide the necessary protection to ensure ultimate security. In this context, the Member, by entering this Mobile Application, shall be deemed to accept that s/he shall be responsible for all kinds of failures that occur in her/his own software and operating system or for their direct or indirect consequences.
8. Intellectual Property
All rights, property and benefits that belong to Fazla Gıda and arise from these including but not limited to artworks, graphics, visuals, template and widget of the Mobile Application, literary work, source and target code, computer code (including html), application, audio, music, video and other environments, design, animation, interface, documentation, derivatives and versions these, method, Package, algorithm, data, interactive features and objects, advertisement and acquisition tools and methods, invention, trade secret, logo, domain name, customized URL, all kinds of material including but not limited to trademark, service mark, trade names and other proprietary elements, whether or not registered and/or registrable, or any other content of such materials that are or may be subject to any copyright under any applicable laws(hereinafter jointly referred to as the “Intellectual property“) and all their derivatives belong to Fazla Gıda and/or are licensed to Fazla Gıda.
9. Protection of Personal Data and Confidentiality
9.2. The Member, by getting benefit from the Services and/or creating an account, gives her/his consent to the collection, use, transfer of her/his personal data as specified under the Confidentiality Policy and processing of the same in other manner, explicitly and with her/his free will.
9.3. Personal data that the Member declared in the Mobile Application, especially in the User Account, and gave her/his consent to be shared; can be collected, retained, processed, used by Fazla Gıda or its business partners and/or can be shared with third persons as per the contractual relationship of Fazla Gıda for the purpose of the fulfillment of the obligations specified by this Agreement and the Distant Sales Agreement that may be concluded potentially, the execution of the applications required for the operation of the Mobile Application, the provision and presentation of various advantages for the Member, and for making the Member-specific advertisement, sales, marketing, survey, all kinds of electronic communication for similar purposes, profiling, statistical studies.
9.4. The Member accepts, declares and undertakes that s/he gives her/his consent to the use and retention of her/his personal data in the manner mentioned above by Fazla Gıda. Fazla Gıda shall take all necessary precautions to retain the personal data in question in accordance with Article 12 of the PPDL and to prevent unauthorized access and illegal data processing. The Member has the right to exercise her/his rights on her/his personal data as per Article 11 of the PPDL and to make changes or updates in such data at any time.
9.5. The Member agrees, declares and undertakes that (i) s/he shall not make any attempt that may threaten the security of the Mobile Application, that may prevent the operation of the software belonging to the Mobile Application or that may prevent other Users from getting benefit from the Mobile Application, (ii) s/he shall not impose a disproportionate load on the Mobile Application in such a manner as to give the above mentioned results, s/he shall not access, copy, erase, change the information published in the Mobile Application and/or entered by others without authorization or attempt to do so; (iii) s/he shall not take any action that may threaten the general security of the Mobile Application and/or that may cause damage to the Mobile Application, the Company and other Users; (iv) s/he shall not use any software that can prevent the operation of the Mobile Application and the software used in the same, shall not attempt to use these to do so, or shall not disrupt, cause the destruction of the operation of any kinds of software, hardware and servers, shall not make the reverse engineering process, shall not organize any attacks, shall not keep these busy or intervene in these in any manners, that s/he shall not attempt to access the servers of Fazla Gıda.
10. Termination of Agreement, Cancellation and Suspension of Membership
10.1. The Member can cease using her/his User Account and/or any service of Fazla Gıda at any time and can request the cancellation of these in accordance with the instructions and agreements regarding Services of Fazla Gıda. The effective date for the cancellation in question shall be deemed to be the date on which the relevant cancellation was completed.
10.2. Fazla Gıda can finalize the membership status of a Member by terminating this Agreement without any obligation of compensation, at any time, without basing on any justified reason such as including but not limited to the determining that the information provided during the Member’s application is not sufficient, accurate or up-to-date, or that it is misleading and malicious, that ther usage of the Mobile Application and services of Fazla Gıda by the Member is contrary to the provisions of this Agreement and the law, and similar reasons, or without basing any reason and without any need of notice.
10.3. Fazla Gıda can cease the usage of the Mobile Application by the Member temporarily or permanently, or can prevent the access to the User’s Account by the User or can erase the same or can terminate this Agreement in the circumstances where the Member fails to comply with the provisions of the Agreement and the terms and conditions declared in the Mobile Application, where the Member finalizes her/his order transactions regarding Packages without Fazla Gıda or takes actions in this respect, where activities of the Member in the Mobile Application pose a risk in terms of legal, technical or information security or damage the personal and trade rights of third persons or in the occurrence of similar circumstances. The Member agrees, declares and undertakes that in the event that the User Account is subject to sanctions due to such reasons attributable to her/his own fault, s/he shall not claim any compensation under any name from Fazla Gıda.
10.4. The Parties can terminate the membership relationship established within the scope of this Agreement due to the occurrence of a just cause, provided that a written notification is served through the Mobile Application. The notifications made to the e-mail addresses, which were notified by the Member during the establishment of the Agreement or changed later on with the approval of Fazla Gıda, shall be deemed as written notification as per this article.
11. Force Majeure
The occurrence of situations stated below, including but not limited to the circumstances arise out of the control of the parties and prevent and/or delay the fulfillment of their obligations under this Agreement, shall be considered as a force majeure event.
•. Natural incidents, natural disasters (fire, flood, epidemic, earthquake, flood, etc.)
• War (whether declared or not), civil war, terrorist acts, riot, revolution, riot, seizure of the state governance by force (usurp),
• Industrial conflicts, strikes, lockouts, blockades, slowdowns,
• Restrictions or acts, avoidance or intervention by official authorities,
•. Any administrative and/or judicial decision or similar actions that will prevent access to the Mobile Application,
• Any kind of technical malfunction that will prevent access to the Mobile Application.
12. Interpretation of the Agreement
12.1. The determination of any article, sub-article or provision of this Agreement, other than its essential elements, as invalid or legally unenforceable shall not affect the applicability or validity of other articles, sub-articles or provisions of this Agreement. In such a case, the Agreement shall be evaluated, interpreted and executed as the articles, sub-articles or provisions of the Agreement, which are determined as void or legally unenforceable in all respects, are removed from the Agreement text.
12.2. The parties agreed and declared that they have mutually determined all the provisions of this Agreement with their free will, have evaluated all the terms of the Agreement in detail and have agreed on all these conditions; that this Agreement has been issued by taking into consideration of, particularly, the Turkish Code of Obligations Numbered 6098, the PPDL and other legal legislation including the regulations in force within the scope of this law; that this Agreement is not a standard Agreement, that any of the articles of the Agreement does not make any of the parties weaker, and that the principle of reciprocity is meticulously observed in all of its provisions.
12.3. The use of Services of Fazla Gıda or the Mobile Application does not and cannot be interpreted as creating any partnership, joint venture, employer-employee, representative or franchisor-franchisee relationship between Fazla Gıda and the Member.
13. Assignment of the Agreement
Fazla Gıda can transfer its rights and/or obligations under this Agreement and its proprietary rights regarding the Services of Fazla Gıda to a third person, without the approval of the Member and without serving prior notice to the Member. However, the Member shall not transfer or assign her/his rights and obligations under the Agreement without prior written approval of Fazla Gıda, and any transfer or attempt to transfer made without such written consent shall be deemed invalid.
14. Evidential Agreement and Governing Law
14.1. Evidential agreement: The Member agrees, declares and undetakes that the official books and commercial records of Fazla Gıda and the e-archive records, electronic information and computer records kept in the database and servers of Fazla Gıda shall constitute evidence in the disputes to be arisen out of this Agreement and this article is as an evidential agreement in terms of Article 193 of the Code of Civil Procedures.
14.2. This Agreement shall be subject to exclusively the laws of the Republic of Turkey and all kinds of disputes arising out of or associated with this Agreement shall be resolved exclusively before Istanbul Consumer Arbitrator Tribunals and Istanbul (Çağlayan) Courts and Execution Offices.
Fazla Gıda shall communicate with the Member by the electronic mail address provided by the Member for her/his User Account while registering as a Member or by calling the telephone number and sending a SMS to such telephone number provided by the same. The Member is obliged to keep her/his electronic mail address and telephone number up-to-date. The notifications to be served to Fazla Gıda shall be made via notices by the e-mail address, contact number or address of Fazla Gıda stated in the Mobile Application.
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