ARTICLE 1 – PARTIES

This Terms of Use and Membership Agreement (hereinafter referred to as the "Agreement") has been prepared by Passo Dijital Hizmetler Anonim Şirketi (hereinafter referred to as "Passo") for the purpose of defining the rules and conditions related to the use of the "www.passo.com.tr" website and Passo mobile application (the "Platform"). All policies and rules contained on the Site constitute an integral part of this Agreement and form an annex to this Agreement.

This Agreement is executed between the member ("Member") and Passo Dijital Hizmetler A.Ş., located at Kore Şehitleri Caddesi No:8/1 Zincirlikuyu, Şişli / Istanbul.

PASSO Information:

• MERSIS No: 723073779700001

• E-Mail Address: [email protected] and [email protected]

• Call Center Numbers: Passo Taraftar: 08507243344, Passo Etkinlik: 08507247277

   

ARTICLE 2 – PURPOSE AND SCOPE OF THE AGREEMENT

The subject matter of this Agreement is to determine the conditions for the Member's utilization and use of the Platform.

Pursuant to this Agreement, the Member wishes to register with the Platform and benefit from the services offered on the Platform.

The purpose of this Agreement is to establish the conditions regarding the Member's benefit from the services provided by Passo on the Platform and, accordingly, to determine the rights and obligations of the Parties. Upon acceptance of this Agreement by the Member, the Member declares and undertakes that they accept all services, usage, contents, applications, and all statements directed to Members located and to be located on the Platform.

ARTICLE 3 – RIGHTS AND OBLIGATIONS OF THE PARTIES

To acquire membership status, this Agreement must be approved and the information requested on the membership page must be filled with accurate and current information.

The Member declares and undertakes that the personal and other information provided during Platform registration is truthful and shall compensate Passo immediately and in cash for all damages incurred by Passo due to the inaccuracy of such information.

For Passo Taraftar transactions, after entering the required identity information (T.C. Identity Number) and the mobile phone number provided during card application, and after verifying the confirmation code sent to your mobile phone, a password consisting of at least 8 (eight) digits and characters shall be determined to complete the membership registration process.

For any deficiencies/errors noticed during or after the completion of the membership process, you may contact Customer Services at 08507243344 or 08507247277.

The Member shall have a "password" determined by themselves. The Member may change their password at any time and shall not share their password with third parties. The Site shall never request password information from members. The Site shall in no way be responsible for problems arising from password usage.

The e-mail address provided during registration is unique to the member and allows for only one membership; two different memberships cannot be created with the same e-mail address. The "password" is known only to the user member.

To connect to membership-required services, the user must enter the e-mail address and password provided during registration.

ARTICLE 4 – PLATFORM USAGE CONDITIONS

The Member accepts and undertakes to comply with all legal provisions while using the Platform and not to violate such provisions. The Member shall not use the Platform in any manner that disrupts public order, is contrary to general morality, harasses or troubles others, infringes upon others' intellectual and copyright rights, or for any purpose contrary to laws. In case of violation, the Member shall be fully and exclusively responsible for all legal and criminal liabilities arising therefrom.

The Member shall not use the Platform in the following ways:

• To create, control, update, or modify any database, record, or directory on behalf of any third party;

• To use the Platform for the purpose of breaking, modifying, or reverse engineering the whole or any part of the Platform;

• To conduct transactions using false information or another person's information, including creating non-existent membership accounts using false or misleading personal data such as incorrect or misleading residence address, e-mail address, contact, payment, or account information, and using such accounts in violation of the Agreement or applicable legislation, using another Member's account without authorization, or participating in transactions under another's identity or false name;

• To use comment and rating systems for purposes other than Platform comments published outside the Platform or in a manner that manipulates the systems;

• To spread viruses or any other technology harmful to the Platform, the Platform's database, or any content on the Platform;

• To collect any information including e-mail addresses, contact addresses of Members without the respective persons' consent or engage in other practices constituting a violation of Law No. 6698 on the Protection of Personal Data;

• To engage in activities that create unreasonable or disproportionately large loads on the communication and technical systems determined by the Platform or damage technical operations, and to use automatic programs, robots, web crawlers, spiders, data mining, and data crawling such as "screen scraping" software or systems on the Platform without Passo's prior written consent, and to copy, publish, or use any content on the Platform in whole or in part without authorization;

• To use the Platform for purposes other than its intended use, in a manner constituting any crime and/or fraud;

• To access third parties' information and software without authorization.

The ideas, thoughts, and expressions declared and written by Members on the Platform are exclusively the personal ideas and opinions of the Members, and only the Member is responsible for the consequences of such ideas and opinions. These views and opinions have no relation or connection with Passo. Passo shall have no liability for any damages that third parties or institutions may incur due to the ideas and opinions declared by the Member, or for any damages the Member may incur due to the ideas and opinions declared by third parties or institutions.

Regarding the Shop application, since Passo is not in the position of a seller of any product or service on the Platform and is only an "Electronic Trade Intermediary Service Provider" pursuant to Law No. 6563 on the Regulation of Electronic Commerce and a "Host Provider" pursuant to Law No. 5651 on the Regulation of Publications Made on the Internet and Combating Crimes Committed Through Such Publications; Passo has no responsibility regarding content published on the Platform that is not published by itself and has no obligation to control whether such content is lawful. Despite not having such an obligation, Passo reserves the right to control such content at its sole discretion at any time and, if deemed necessary, to block access and delete it. Individuals whose published visual, written, or other content on the Platform infringes upon the rights of Passo or third parties shall be liable to Passo and/or the relevant third parties.

ARTICLE 5 – AGREEMENT MODIFICATIONS

Passo may, at its sole discretion, amend this Agreement as needed. However, changes shall be regularly published on the Passo website and shall be effective from the date of publication. For the avoidance of doubt, this Agreement cannot be unilaterally amended by the Member.

Passo reserves the right to change the information, forms, and content located or to be located on the Platform at any time.

ARTICLE 6 – INTELLECTUAL PROPERTY RIGHTS

The Platform is owned by Passo. The protection of information, writings, images, trademarks, slogans, and other information related to intellectual property rights on the Platform, including programs for such protection, page layout, and Platform presentation, is the property of Passo. Without prior written consent from Passo, copying, modifying, publishing, sending, distributing, or selling any information on the Platform or any type of database, website, software codes related to the Platform, in whole or in part, via online or other media, is prohibited. Partial copying and printing of information on this page is permitted only for non-commercial personal needs.

In case the Member acts in a manner that infringes upon the intellectual property rights of third parties or Passo, the Member shall be obligated to compensate all direct and indirect damages and expenses of Passo and/or the relevant third party.

ARTICLE 7 – DISPUTE RESOLUTION

Disputes arising from or related to this Agreement shall be subject to Turkish Law, and the Istanbul Central Courts and Enforcement Offices shall have jurisdiction.

ARTICLE 8 – TERMINATION OF THE AGREEMENT

Either Party may terminate this Agreement unilaterally at any time without payment of compensation. In such termination, the Parties shall fully perform the rights and obligations accrued up to the date of termination.

If Passo determines that the Member has violated any provision of this Agreement or has reasonable suspicion thereof, Passo has the right to suspend or terminate the membership and to file lawsuits and pursue claims.

The Member who violates one or more provisions listed in this Agreement shall accept and undertake that they shall be responsible for all damages that may arise therefrom and shall indemnify and hold Passo harmless against all damages, lawsuits, claims, and allegations that may arise therefrom.

ARTICLE 9 – FORCE MAJEURE

If uprising, embargo, state intervention, riot, invasion, war, mobilization, strike, lockout, labor actions, or boycotts, including labor-employer disputes, cyber attacks, communication problems, infrastructure and internet failures, system improvement or renewal works and malfunctions arising therefrom, power outages, fire, explosion, storm, flood, earthquake, migration, epidemic or other natural disaster, or other events occurring outside Passo's control, not caused by its fault, and not reasonably foreseeable ("Force Majeure") prevent or delay Passo from performing its obligations arising from this Agreement, Passo shall not be held liable for obligations prevented or delayed as a result of Force Majeure, and this shall not be considered a violation of this Agreement.

ARTICLE 10 – MISCELLANEOUS PROVISIONS

Evidence Agreement. The Member accepts that in disputes arising from this Agreement, Passo's official books and commercial records, e-archive records, electronic information, electronic correspondence, and computer records kept in Passo's database and servers shall constitute binding, conclusive, and exclusive evidence, and this Article constitutes an evidence agreement within the meaning of Article 193 of Law No. 6100 on Civil Procedure.

Notification. Passo shall communicate with the Member via the e-mail address provided during registration or by calling the phone number and sending SMS. The Member is obligated to keep the e-mail address and phone number current.

Agreement Integrity and Severability. This Agreement constitutes the entire agreement between the Parties regarding the subject matter. If any provision of this Agreement is determined to be wholly or partially invalid, unenforceable, or unreasonable by any competent court, arbitration panel, or administrative authority, such invalidity, unenforceability, or unreasonableness shall be considered severable to the extent of such determination, and the remaining provisions shall continue to remain in full force and effect.

Assignment of Agreement. The Member shall not assign their rights or obligations under this Agreement, in whole or in part, without Passo's prior written consent.

Amendment and Waiver. The failure or non-enforcement of any right granted to a Party in the Agreement shall not be deemed as a waiver of such right or prevent the subsequent use or enforcement of such right.

The Member's membership registration is completed upon the Member's reading and acceptance of all provisions contained in this Agreement. This Agreement is concluded and enters into force at the moment of the Member's registration.