Çentik Distance Sales and Service Agreement

1.Parties

1.1. Seller / Provider

Trade Title

ROLF 360 DIGITAL MARKETING AND SOFTWARE AGENCY LIMITED COMPANY

Brand

Çentik

MERSIS No

[●]

Tax Office / Tax No

[●]

Address

[●]

Phone

[●]

E-mail

[●]

Return / Support E-mail

[●]

KEP

[●]

Website

centik.app

Hereinafter referred to as “Çentik”, “Seller” or “Provider”.

1.2. Buyer

Name Surname / Trade Title

{{customer_name}}

TR ID / Tax No, to the extent required

{{customer_tax_or_identity_number}}

Phone

{{customer_phone}}

E-mail

{{customer_email}}

Billing Address

{{billing_address}}

Shipping Address

{{shipping_address}}

Hereinafter referred to as “Buyer”.

2.Subject of the Agreement

The subject of this Agreement is to determine the rights and obligations of the parties regarding the goods and/or services ordered by the Buyer through centik.app or other electronic sales channels of Çentik;

• their characteristics,
• sale price,
• payment method,
• delivery or performance method,
• subscription conditions,
• right of withdrawal,
• cancellation and return conditions,
• parties' rights and obligations

For Buyers qualifying as consumers, the Law on the Protection of Consumers No. 6502, the Distance Contracts Regulation and, to the extent applicable, the Subscription Contracts Regulation shall apply.

Where the Buyer purchases the goods or services for commercial or professional purposes, consumer legislation rights exclusively granted to consumers may not apply to the relevant transaction.

3.Order Information

Order Number

{{order_number}}

Order Date

{{order_date}}

Product / Service

{{product_or_plan_name}}

Plan

{{subscription_plan}}

Quantity

{{quantity}}

Subscription Period

{{billing_period}}

Service Start Date

{{service_start_date}}

Estimated Physical Product Delivery

{{estimated_delivery}}

Subtotal

{{subtotal}}

VAT

{{vat_amount}}

Shipping Fee

{{shipping_fee}}

Discount

{{discount_amount}}

Total Amount Payable

{{total_amount}}

Payment Method

{{payment_method}}

The order details and total price are an integral part of the Agreement.

4.Essential Characteristics of Goods and Services

Çentik is a digital service that enables businesses to create digital loyalty programs, award Çentik stamps to their customers, offer digital loyalty cards and, in suitable packages, use customer, campaign, analytics, QR Menu, NFC, QR and similar tools.

The features provided within the purchased plan are limited to those shown on the relevant pricing and product page on the order date.

If the order includes physical products, these may be for example;

• Çentik Stamp,
• NFC tag or NFC point,
• QR material,
• table or counter stand,
• sticker,
• printed material,
• Starter Pack

The exact scope of the goods or services covered by the order is shown on the order summary and product/service page.

5.Conclusion of the Agreement

The Buyer accepts that he/she has had the opportunity to review;

• order or subscription information,
• essential characteristics of the product or service,
• total price including all taxes,
• shipping and additional costs, if any,
• withdrawal, cancellation and return conditions,
• the Pre-Information Form and
• this Agreement

The Agreement is concluded electronically when the Buyer clicks the order/payment button clearly stated to create a payment obligation on the order screen.

A copy of the Agreement may be provided to the Buyer via e-mail, user account or another permanent data storage medium.

6.Sales Price and Payment

The total price of the product or service is the amount shown on the order confirmation screen.

Unless expressly stated otherwise, applicable taxes are included in the prices.

No additional fee shall be added to the order price without the explicit consent of the Buyer.

Payment may be made by;

• bank or credit card,
• authorised payment institution,
• bank transfer or
• another payment method supported by Çentik

Where card details are processed by the payment institution, Çentik does not need to store the full card number.

If the payment is rejected or cannot be completed by the authorised payment service provider, the order or paid subscription may not be activated.

7.Free Trial

If a free trial is offered within the order, unless otherwise stated on the order screen, the trial period is 30 days.

During the trial;

• trial start and end date,
• which features can be used,
• whether a payment method is required,
• whether charging will occur after the trial

are shown to the Buyer before the subscription is started.

If automatic charging will occur after the trial, this is expressly notified to the Buyer before the order.

If the Buyer cancels the subscription before the paid period begins and no fee has yet been collected, no subscription fee is payable.

8.Performance of the Digital Service

The digital service becomes available upon;

• creation of the account,
• completion of required verifications,
• successful payment, if any, and
• assignment of the relevant plan to the account

For the service to start, the business account completion, phone/e-mail verification or other reasonable security procedures may be requested.

Problems arising from the Buyer's own device, internet connection, browser settings or third-party services do not mean that Çentik has not provided the service at all.

Statutory defective service rights arising from consumer legislation are reserved.

9.Delivery of Physical Products

If a physical product is ordered, it will be shipped to the delivery address provided by the Buyer.

Çentik delivers the order within the timeframe committed at the time of order.

In consumer transactions, except for products specially prepared according to the consumer's requests or personal needs, the delivery period for goods shall in any case not exceed the maximum period prescribed by legislation.

Unless otherwise agreed, this period is at most 30 days in consumer transactions.

For personalised or made-to-order products, a different production and delivery period may be agreed before the order.

10.Loss and Damage During Delivery

In consumer transactions, the Seller is liable for loss and damage occurring until the physical product is delivered to the consumer or to a third person designated by the consumer, to the extent provided by law.

If the Buyer detects visible damage during delivery, he/she is advised to prepare a damage report with the courier and notify Çentik.

Failure to prepare a report does not automatically eliminate the consumer's statutory defective goods rights.

11.Impossibility of Delivery

If it becomes impossible to fulfill the subject of the order, in consumer transactions Çentik shall notify the Buyer within the period stipulated by legislation from the date it learns of this situation.

Collected payments, including any delivery fees, shall be refunded in accordance with applicable legislation.

The mere fact that the product is out of stock does not in itself constitute legal impossibility of performance.

12.Buyer's Right of Withdrawal

A Buyer qualifying as a consumer under Law No. 6502 may withdraw from the Agreement within 14 days without giving any reason and without paying any penalty, provided no exception is stipulated by law.

The withdrawal period starts;

• in service contracts: on the day the Agreement is concluded,
• in goods sales: on the day the product is delivered to the consumer or to a third person designated by the consumer

In contracts for delivery of goods, the consumer may also exercise the right of withdrawal before the product reaches him/her.

In contracts where goods and services are provided together, the applicable withdrawal provisions are determined according to current legislation.

13.Withdrawal Notice

To exercise the right of withdrawal, the Buyer must notify Çentik of the withdrawal decision before the 14-day period expires through;

• user panel,
• e-mail,
• written notification or
• another permanent data storage medium accepted by law

Withdrawal / Return E-mail

[●]

Postal Address

[●]

Panel

centik.app

If a withdrawal notification option is provided on the website, confirmation that the request has been received will be sent to the Buyer.

If the consumer is not duly informed about the right of withdrawal, the consumer may not be bound by the statutory 14-day period. In this case, the extended period provided by law shall apply.

14.Return of Physical Products

Unless Çentik states that it will collect the product itself, the consumer must return it within 14 days from the withdrawal notification.

Accessories and other parts delivered with the product that are an integral part of the product should also be sent together with the product as far as possible.

Within the withdrawal period, the consumer may examine the product in a manner consistent with its operation, technical specifications and instructions for use.

Changes resulting from normal use within this scope do not automatically eliminate the consumer's right of withdrawal.

15.Return Shipping Cost

If the consumer returns the product through the carrier indicated in Çentik's pre-information, the consumer shall not be charged with return shipping costs.

If no carrier is specified by Çentik for the return, the return shipping cost shall be borne by Çentik in accordance with legislation.

If the designated carrier has no branch in the consumer's location, the product shall be collected from the consumer without additional cost.

Return Carrier

{{return_carrier}}

Return Code / Method

{{return_method}}

In defective goods returns, no return cost is imposed on the consumer.

16.Refund

In cases where the right of withdrawal is validly exercised, payments to be refunded shall be made in accordance with applicable legislation.

For physical products, if delivered to the carrier indicated in the pre-information, the legal refund period starts from this delivery date.

If a different carrier is used, the refund period under the law may start from the date the product reaches Çentik.

For undelivered goods or service contracts with a right of withdrawal, the period starts from the date the withdrawal notification reaches Çentik.

Refunds shall be made within 14 days at the latest, unless otherwise required by law, using the payment instrument used by the Buyer at the time of purchase and without any additional cost to the Buyer.

The time it takes for the payment institution or bank to reflect the refunded amount on the card or account may be outside Çentik's control.

17.Exceptions to the Right of Withdrawal

Exceptions provided by applicable law are reserved.

In particular, the right of withdrawal may not exist in the following transactions if the conditions are met:

17.1. Products Customised for a Person or Business

For products prepared according to the Buyer's requests or special needs;

• special logo,
• special name,
• special print,
• special engraving,
• special size or
• similar customisation

the personalised product exception under law may apply to products that cannot reasonably be resold as a standard product.

The mere technical association of the product with a business account does not in itself create a personalised goods exception in every case.

17.2. Services Performed Instantly in Electronic Environment

Services performed instantly in electronic environment and intangible goods instantly delivered to the consumer may be subject to the withdrawal right exception if the conditions under law are met.

17.3. Services Started Before Expiry of Withdrawal Period

For services whose performance has begun before the expiry of the withdrawal period with the consumer's required consent, the withdrawal right exception provided by law may apply.

In cases where additional legal consent is required, the general acceptance of this Agreement shall not in itself replace such specific consent.

The required consent is obtained separately in the order flow.

18.Early Performance Consent for Digital Service

The following section applies only to the extent legally required for the relevant transaction and separately approved on the checkout screen:

This consent may be obtained separately from the general agreement acceptance checkbox and is recorded.

19.Subscription Term and Renewal

Whether the subscription is;

• monthly,
• annual,
• fixed-term or
• indefinite

is stated on the order screen.

Subscription Type

{{subscription_type}}

Billing Period

{{billing_period}}

First Paid Period Start

{{first_paid_period}}

Next Renewal Date

{{next_renewal_date}}

For consumer subscriptions, mandatory consumer legislation provisions regarding renewal and extension of fixed-term contracts shall apply.

No automatic renewal or service fee shall be requested from the consumer in a manner contrary to legislation.

20.Termination and Cancellation of Subscription

The Buyer may terminate the subscription through;

• business panel,
• account settings,
• e-mail or
• other permanent data storage medium

offered by Çentik.

For consumer subscriptions, no method more burdensome than the method used to conclude the contract or one that unnecessarily complicates termination shall be foreseen.

Unless the law provides for a shorter period for consumer Buyers, the termination request shall be fulfilled within 7 days at the latest from the date it reaches Çentik.

The Buyer will be informed in writing or through a permanent data storage medium when the termination is completed.

The portion of any prepaid amount corresponding to the service period not yet rendered and required to be refunded by law shall be refunded within 15 days at the latest from the date the termination becomes effective.

For B2B subscriptions purchased for commercial or professional purposes, the cancellation conditions specified on the order screen and in the commercial contract between the parties shall apply.

21.B2B / Business Purchases

Çentik is primarily a business service for cafés, restaurants and other businesses.

If the Buyer purchases Çentik within the scope of commercial or professional activity, the relevant transaction may not qualify as a consumer transaction under Law No. 6502.

In this case;

• the 14-day consumer right of withdrawal,
• free withdrawal options exclusive to consumers and
• other provisions only granted to consumers

shall not apply to the extent not mandatory by law.

In B2B transactions;

• this Agreement,
• order conditions,
• any separate commercial contract signed between the parties,
• Turkish Code of Obligations,
• Turkish Commercial Code and
• other applicable legislation

shall apply.

The fact that Çentik voluntarily provides some consumer rights to business customers does not mean that these are acquired or statutory rights in all B2B transactions.

22.Defective Goods

If the delivered physical product is;

• different from what was ordered,
• incomplete,
• damaged,
• lacking the promised essential characteristics or
• defective in a way that significantly impairs ordinary use

the consumer's rights arising from Law No. 6502 are reserved.

If the conditions are met, the consumer may exercise one of the following rights;

• withdrawal from the contract,
• proportional price reduction,
• free repair or
• replacement with a defect-free equivalent if possible

Mandatory expenses arising from the exercise of the consumer's optional rights due to defective goods shall not be charged to the consumer.

23.Defective Service

If Çentik's digital service does not have the essential characteristics specified in the contract or is provided in a manner contrary to the contract, the consumer's statutory rights regarding defective service are reserved.

If the conditions are met, the consumer may request;

• re-performance of the service,
• free correction of the service result,
• proportional price reduction or
• withdrawal from the contract

24.Çentik Stamp and NFC Products

Çentik Stamp or other NFC products must be used in accordance with the technical instructions of the product.

If a defect arising from production or technical function occurs during normal use, the Buyer may contact Çentik support.

User-caused situations such as impact, breakage, liquid contact, extreme temperature, unauthorised intervention or use outside the product's purpose may be taken into account in liability assessment.

This provision does not limit consumers' mandatory rights arising from defective goods.

25.Basic Obligations Regarding Use of the Service

The Buyer is obliged to;

• use the account lawfully,
• protect account login information,
• allow staff accounts to be used only by authorised persons,
• not create fake or unauthorised Çentik transactions,
• not use the system for fraud or abuse

In case of a security breach or serious suspicion of abuse, Çentik may temporarily restrict the relevant account or transaction and carry out the necessary review.

Rights arising from consumer legislation are reserved.

26.Personal Data

Personal data processed within the scope of the conclusion and performance of the Agreement are processed in accordance with the Çentik Privacy and Personal Data Protection Policy and applicable KVKK legislation.

Personal data necessary for payment, delivery, invoicing, account opening and performance of the service may be processed for the purpose of carrying out the relevant transaction.

Çentik's privacy policy is published on centik.app.

27.Force Majeure

Events occurring beyond the reasonable control of the parties;

• natural disasters,
• war,
• acts of terrorism,
• epidemics,
• general internet or telecommunication outages,
• large-scale power outages,
• public authority decisions,
• strikes or
• similar unforeseen and unavoidable events

may be considered force majeure.

The effect of force majeure on the parties' obligations is determined according to the nature of the event and applicable legislation.

Mandatory rights arising from consumer legislation are reserved.

28.Notifications

Order, payment, subscription, delivery and agreement notifications between the parties may be made through;

• e-mail,
• user panel,
• SMS,
• permanent data storage medium or
• other methods permitted by law

The Buyer is responsible for keeping account and contact information up to date.

Commercial electronic messages of a marketing nature are evaluated separately from notifications mandatory for the operation of the service.

29.Resolution of Disputes

Buyers qualifying as consumers under Law No. 6502 may apply to the competent Consumer Arbitration Committees or Consumer Courts according to the value of the dispute and the current monetary limits.

In disputes to be heard in consumer courts, mediation is resorted to first in cases where mediation is a condition of the lawsuit.

Mandatory consumer law provisions, including the consumer's right to apply to competent authorities in their place of residence, are reserved.

For B2B transactions made for commercial or professional purposes, jurisdiction and authority are determined in accordance with applicable Turkish Commercial Code, Turkish Code of Obligations, Code of Civil Procedure and other legislation.

30.Pre-Information Form

The Buyer accepts that he/she has been informed in the Pre-Information Form provided separately before the conclusion of the Agreement about;

• essential characteristics of the product or service,
• identity and contact information of the Seller/Provider,
• total price,
• taxes,
• shipping and additional costs,
• payment,
• delivery and performance,
• right of withdrawal,
• exceptions to the right of withdrawal,
• return method and
• application channels

The Pre-Information Form is an integral part of this Agreement.

31.Storage of the Agreement

This Agreement is concluded electronically.

Çentik keeps order and contract records that are required to be kept by law for the relevant legal periods.

A copy of the Agreement is provided to the Buyer via e-mail, account panel or another permanent data storage medium.

32.Validity

This Agreement enters into force electronically when the Buyer;

• has seen the Pre-Information Form,
• accepts this Distance Sales and Service Agreement and
• completes the order process that clearly creates a payment obligation

Electronic records regarding the order may be used to determine the transaction between the parties within the framework of applicable legislation.

33.Buyer's Declaration

The Buyer accepts that he/she had the opportunity to review before completing the order;

• the essential characteristics of the product or service purchased,
• the total price,
• taxes and delivery charges, if any,
• the payment method,
• delivery or service start conditions,
• subscription and renewal conditions,
• withdrawal and return conditions,
• applicable exceptions to the right of withdrawal,
• cancellation and termination methods and
• the Pre-Information Form

The consumer's rights arising from law and which cannot be waived by contract are reserved.

34.Order Summary

Buyer

{{customer_name}}

Order No

{{order_number}}

Date

{{order_date}}

Product / Service

{{product_or_plan_name}}

Plan

{{subscription_plan}}

Total

{{total_amount}}

Payment Method

{{payment_method}}

Delivery / Service Start

{{delivery_or_start_date}}

Seller / Provider:

Trade Title

ROLF 360 DIGITAL MARKETING AND SOFTWARE AGENCY LIMITED COMPANY

Brand

Çentik

Website

centik.app