Terms And Conditions
This AFFILIATE agreement (hereinafter shall be called as the “Agreement”) was executed by and between Matter İnternet Hizmetleri ve Sosyal Medya A.Ş. (“SERVICE PROVIDER”), whose registered office is located at “Nisbetiye Mah. Başa Sok. Esen Apt. No:11/2 Beşiktaş/Istanbul” on one side, and the real or legal person who grants their acceptance and confirmation via our “Clicktr.com” web site (the “AFFILIATE”) on the other.
The Agreement shall be deemed executed under the following terms and conditions upon the confirmation given by the AFFILIATE and the approval of the confirmation by the SERVICE PROVIDER.
2- SUBJECT OF THE AGREEMENT
This Agreement was executed by and between the SERVICE PROVIDER and the AFFILIATE in order to regulate the issues related to the promotion of the non-contractual third party ADVERTISER’s brand with his products, services and any kind of commercial commodities, affecting and realizing its sales using the links to be created or purchased by the AFFILIATE from Clicktr.com (SERVICE PROVIDER’s internet website) via the internet in consideration of the payment of a determined price to the AFFILIATE by the SERVICE PROVIDER for the sales realized in this way.
The conditions of the offer for the fee which is the subject of this Agreement and to be paid to the AFFILIATE against the products, services and any kind of commercial commodities of the ADVERTISERS and the commissions and the other payments shall be determined exclusively and unilaterally by the SERVICE PROVIDER. When it is deemed required, the SERVICE PROVIDER shall have the right to make amendments on these conditions unilaterally or cancel the offer made and to announce this situation by making arrangements via the website. The AFFILIATE hereby accepts and undertakes to act in compliance with these conditions.
Following terms shall have the meanings assigned next to them:
- “AFFILIATE” : Persons who own assets like a web site, social media platform or an application or a blog and who obtain income by promoting brands, products and services. They are also the real and juridical persons who are the parties of this Agreement.
- “THIRD PARTY AFFILIATE” : Other affiliates who own their own AFFILIATE networks.
- “ADVERTISER” : Real or juridical person who is not a party of this agreement but the client of the SERVICE PROVIDER and whose products, services and commercial commodities are promoted together with his brand.
- “WEBSITE” : The communication network of the SERVICE PROVIDER, who was referred as clicktr.com in the Agreement.
- “END USER”: Real or juridical person who purchases the products, services or commercial commodities of the ADVERTISER via clicktr.com and the AFFILIATE’s affiliate network/system afterwards.
- “AFFILIATE NETWORK/SYSTEM”: Digital platforms used by affiliates.
- “MEDIA”: All the digital channels like the ADVERTISER’s and the AFFILIATE’s websites or social media.
- “OFFER”: The offer made to the end user on the basis of the agreement executed between the ADVERTISER and clicktr.com.
- “VISITOR”: The person visiting the clicktr.com digital platform.
- “CLICKING”: Entering into the address link in order to access to the connections in clicktr.com network pages.
- “ENTERER/APPLICANT”: Real or juridical person who accepted and approved all the required conditions after entering all the information defined in clicktr.com completely.
- “TRANSACTION/SALE”: Achievement of the target by the end-user who accepted the ADVERTISER’s sale conditions which are published by the AFFILIATE in compliance with the terms of this Agreement.
- “CLICKTR.COM”: The SERVICE PROVIDER’s platform.
- “AFFILIATE NET WORK CAMPAIGN”: This term is explained in Article 4.3 hereof.
- “QUALIFIED TRANSACTION” : The sale which was defined as “Transaction/Sale” above and for which the AFFILIATE is entitled to receive premiums/fees upon its finalization after the completion of legal return, replacement or other such periods and the ADVERTISER’s notification on the confirmation of this sale to the SERVICE PROVIDER.
3- ENROLLMENT IN THE AFFILIATE PROGRAM
In order to enroll in the SERVICE PROVIDER’s affiliate program, all the information contained in the “AFFILIATE PROGRAM” application form should be completed correctly and full and confirmed via clicktr.com website by the AFFILIATE and information on confirmation by the SERVICE PROVIDER (via activation code etc.) should be sent to the AFFILIATE.
The AFFILIATE, as being either a real or juridical person, cannot hide his identity or the communication information of the person whom he is authorized to represent or use any nickname or any other tools in order to hide them. Furthermore, the SERVICE PROVIDER shall be informed about any changes or modifications on the information submitted within twenty-four hours (24) in written. Otherwise, all the liability shall belong to the AFFILIATE.
Upon the application of the AFFILIATE, the SERVICE PROVIDER shall perform the examinations related to the application. If, upon the completion of the required examinations, the service provider decided to accept the entry of the AFFILIATE into the platform, the AFFILIATE shall be able to log into the platform. The SERVICE PROVIDER shall be free to accept or reject the application of the AFFILIATE and he is not obliged to give the reasons for his decision.
4- AFFILIATE’s RIGHTS AND LIABILITIES
If the application made by the AFFILIATE for platform is accepted;
4.1. The AFFILIATE shall open the connections accessed via the SERVICE PROVIDER’s platform to sharing. The affiliate hereby accepts to act in goodwill and in compliance with general and social moral rules and legislations in force. Otherwise, the SERVICE PROVIDER shall have the right to block the AFFILIATE’s access into the platform immediately. The AFFILIATE shall have no right to demand any indemnification for any damage or loss suffered or might be suffered by him due to such blocking. In contrary, the parties hereby accept that any legal and criminal liability on this issue shall belong to the AFFILIATE.
4.2. The AFFILIATE hereby accepts, declares and undertakes that:
4.2.1. All the rights and liabilities related to information and contents included in his own media, any of the materials published or used in connection with the AFFILIATE Program are not illegal, they do not infringe the intellectual and industrial property rights of third parties or have any harmful, threatening, insulting, pejorative, obscene or harassment content and also do not contain any violence or any discrimination on religion, language, race, ethnic origin, sex, nationality, disability, age or other issues and/or promote or encourage any illegal activities and are not directly or indirectly in breach with the provisions of any legal and punitive laws and national and international conventions related to Intellectual and Industrial Property Rights and briefly all the arrangements including the contents notified by the Clicktr.com to the AFFILIATE as objectionable (all together hereafter shall be referred as “Objectionable Content”) have been made,
4.2.2. Except the expressly permitted/approved cases; the AFFILIATE shall not make any declarations or undertakings or give guarantees related to clicktr.com or ADVERTISER for any of his products, services and trade commodities,
4.2.3. He shall not copy the AFFILIATE media, program web site or any images or reflections of any third party (including the ADVERTISER) without getting the prior written approval and not let them to have the same qualifications and not cause any impression that his media has been approved by Clicktr.com, ADVERTISERs and a part of the program web site,
4.2.4. He shall obey all the obligations, requirements and limitations defined under this Agreement and act in compliance with the provisions of the legal legislations including all the laws and national or international conventions related with Intellectual and Industrial Property Rights,
4.2.5. He shall act in compliance with the terms, conditions, policies and guidelines for the third party services used by him in connection with the AFFILIATE Program including but not limited with E-mail providers, social network services and advertisement networks,
4.2.6. He shall enable the collection of the personal identification information related to AFFILIATE Program in order to supply this information to Clicktr.com and ADVERTISER and he shall mail all his information gathering, usage and sharing applications in an open, complete and distinct manner and provide them to the end users in order to be used in the manner aimed by Clicktr.com and the ADVERTISER in compliance with the provisions of the laws and agreements in force,
4.3. Following program specific conditions shall apply only programs set forth below:
AFFILIATE Network Campaigns: If an affiliate maintaining his own AFFILIATE Networks accepts this campaign, he shall have to publish the links created in his own network in such a manner open for the access of the other AFFILIATEs (third party affiliates) in his network within 30 days. The AFFILIATE hereby accepts that it is completely forbidden to modify the links of any Third Party AFFILIATE. The AFFILIATE agrees besides performing his Network operations at the highest industry standards, he maintains it in compliance with all the laws and legislations in force. The AFFILIATE should not let the parties having websites or work models containing “Objectionable Content” be their Third Party AFFILIATEs. Third Party AFFILIATEs should execute a goodwill agreement with the AFFILIATE. Before accessing to the links of any Third Party AFFILIATEs the AFFILIATE should require them to accept this agreement via verifiable ways and approve it. The AFFILIATE shall immediately cease his relationship with the Third Party AFFILIATEs who have published any “Objectionable Content” and/or are in breach with or committing any acts which are reasonably expected to be in breach with any terms or conditions of this agreement. If both of the parties have suspicions on a fault stem from a link shared by a Third Party AFFILIATE, the AFFILIATE shall immediately share the ID and communication information of the Third Party AFFILIATE with clicktr.com. Furthermore, the AFFILIATE shall remove the Third Party AFFILIATES from the AFFILIATE Program and shall also cancel the clicktr.com Offers on AFFILIATE Network upon the written notification of clicktr.com. The AFFILIATE acknowledges and accepts that his liability is not eliminated or minimized as a result of the acceptance of the terms and conditions of this Agreement by the Third Party AFFILIATE and therefore the AFFILIATE shall also be responsible for all the acts and omissions of the Third Party AFFILIATE.
Coupons: The AFFILIATE shall display the coupon codes offered by the service provider in order to be benefitted from the discounts and other advantages published at the SERVICE PROVIDER’s platform in his media. If the coupon displayed is used by the consumer, the program shall perform the purchase transaction at the website. If a purchase transaction is carried out by the consumer, this transaction shall be referred as a “Qualified Transaction”. The coupon codes are used in order to determine whether the purchasers of the ADVERTISER’s products and services have visited the AFFILIATE’s media or if the coupon was received from the link displayed by the AFFILIATE. The AFFILIATE hereby accepts, declares and undertakes to update his confidentiality policy related to the coupon usage, to provide all the notifications and obtain all the licenses required by law.
Advertising campaigns: Unless otherwise is decided by clicktr.com, no link or advertising of clicktr.com may be positioned at any chat rooms and bulletin boards. The AFFILIATE must declare that it shares the advertising link of clicktr.com at a certain part of the page. If the AFFILIATE wishes to share any advertisement at any program, it must be clearly stated to the end user that there will be advertising before installation and their approval must be taken. Terms and conditions of installation must be clearly declared to the end user. In case it is deemed necessary by the SERVICE PROVIDER, it may be requested to uninstall and the end user must uninstall through accepted means. Otherwise, the SERVICE PROVIDER does not have any liability.
4.4. The AFFILIATE hereby accepts and declares that the information submitted by him about himself and his media to the platform are correct, up-to-date and complete and has been sent in the required format and all the information is in compliance with actual facts. The AFFILIATE has to notify any changes on this information immediately to Clicktr.com by updating the information about him in the relevant part of the platform. If the AFFILIATE is a juridical person, AFFILIATE’s full trade title, trade registration number, registered address (if different than the company headquarters) and tax information should be submitted to Clicktr.com. If the AFFILIATE is a real person, he should be at least 18 years old. If the AFFILIATE is under 18, one of his guardians should give his/her written consent for his/her enrollment for Clicktr.com services. Any enrollment of the AFFILIATEs who are under 18 shall be disqualified unless they submit the consent of their guardians.
4.5. During the term of this agreement or any extension periods and for a period of 1 (one) year after the expiration of the Agreement, the AFFILIATE shall not send any offers carried out together with Clicktr.com and within the frame of the services rendered via the platform under this Agreement to any real and/or juridical persons without getting the prior written approval of Clicktr.com. The AFFILIATE hereby accepts and declares that he shall not transfer any ADVERTISER who received services from Clicktr.com under this Agreement to any third party supplier or any other person or body who renders services that are very similar to the services herein or he shall not cause any such transfer directly or indirectly. The AFFILIATE shall not encourage any ADVERTISER for the realization of such a transfer. If the AFFILIATE directly or indirectly makes a transfer request to the ADVERTISER or cause him to be transferred to one his subsidiary, the AFFILIATE shall pay a fine which is equal to the amount would be earned by Clicktr.com if he wasn’t in breach with the provisions of this article to Clicktr.com. Furthermore, in such a case, Clicktr.com shall have the right to suspend or cancel the payments to be made to the AFFILIATE. Pursuant to these legal provisions, the AFFILIATE hereby accepts and undertakes not to make any employment offers to any employee of Clicktr.com or any subsidiary or holding company of Clicktr.com. If the AFFILIATE is in breach with his undertakings, legal and judicial remedies shall be employed. Except the cases expressly stated above, nothing contained in this Agreement shall restrain Clicktr.com to establish independent strategic partnerships or execute other agreements with AFFILIATES or avoid Clicktr.com to make trade, advertise or promote his own products and services.
5- SERVICE PROVIDER’S LIABILITIES AND RESPONSIBILITIES AND THEIR LIMITS
5.1. The SERVICE PROVIDER hereby accepts and declares to collect any payments defined in Article 6 hereof and required to be paid to the Affiliate under this Agreement, and transfer them to the AFFILIATE.
5.2. The SERVICE PROVIDER does not give any guarantee or make any undertaking for the performance of Clicktr.com’s services, links to any one of his related websites or the third party sources.
5.3. The SERVICE PROVIDER shall not be liable in any way for any direct or indirect damage, income or data loss or any other damage suffered by the AFFILIATE or any other third party while accessing to this website or using the services contained in this website or in any other website routed via a link from this website. The SERVICE PROVIDER shall under no circumstances be liable for any direct or indirect damages or losses suffered by the AFFILIATE for any reason.
5.4. The SERVICE PROVIDER shall not be liable for any damage suffered due to the services, the AFFILIATE’s software and/or the AFFILIATE’s website as a result of service defects, problems in accessing the service, breaches related to data in information transfer systems or data losses, defects in the security system for Clicktr.com services, viruses or other malicious software components. The SERVICE PROVIDER shall not be liable for any defects occurred while realizing the links in the AFFILIATE’s website or for any defect or damage on the defined functions of the links.
5.5. If the ADVERTISER, who enrolled in AFFILIATE Programs at Clicktr.com, does not perform his liabilities related to the AFFILIATE Programs, Clicktr.com shall not be liable for the damage occurred as a result of this.
6- AGREEMENT PRICE AND CONDITIONS
6.1. The amount to be paid to the AFFILIATE for each “Qualified Transaction” mentioned below and explained in the definitions part of this Agreement shall be calculated after deducting the returns, cancellations, refunds, uncollectable receivables, credits, VAT, other similar taxes and the deductions made by the ADVERTISER for any reason from the amount contracted with the advertiser and this shall be equal to the amount and rate which have been or to be announced by the AFFILIATE and the SERVICE PROVIDERS and displayed at clicktr.com beside the offer and “Commission” amount to be calculated on the basis of this rate shall be paid. “Qualified Transaction” occurs when the end user accesses to the ADVERTISER’s website via the links of the affiliates using Clicktr.com or the links of Third Party affiliates. End user (i) is not a robot software, a spider web software, automated computer software or a user created and developed by computer or software to act as or to be perceived as a user by using automated or trained artificial intelligence, machine learning, deep learning or any other fake method; (ii) it does not use prefilled or automatically filled areas; (iii) it completes all the documents required for this transaction; (iv) it is not defined as fake, incomplete, disqualified or copy by Clicktr.com afterwards. Any “Qualified Transaction” shall be determined only from our records and upon the approval of the ADVERTISER.
6.2. Total net income obtained from the “Qualified Transactions” shall be paid to the AFFILIATE in 7 days right after the ADVERTISER release funds to SERVICE PROVIDER if the allowances/commission fee to be paid to the AFFILIATE is not less than TL 100. Accounts with a balance less than TL 100, shall be transferred to the following month and such transfer shall continue until the balance reaches to TL 100. If any transactions which are determined as “Qualified Transactions” in compliance with the provisions of Article 6.1 above are found not meeting the required conditions later on, the SERVICE PROVIDER shall have the right to demand the return of the prepaid commission/ allowances to the AFFILIATE’s account.
6.3. AFFILIATE’s right and Clicktr.com’s liability related to the commission payments shall be subject to the payments to be made by the ADVERTISER to the Clicktr.com via the funds forming the net incomes and therefore the AFFILIATE hereby accepts, declares and undertakes that the SERVICE PROVIDER shall be responsible for the commission only to the extent that these net incomes were collected from the ADVERTISERS. The AFFILIATE hereby accepts and undertakes not to put pressure on the SERVICE PROVIDER for the commission payments and wait for the payment of the debts by the ADVERTISER, if the SERVICE PROVIDER could not collect net incomes from the ADVERTISERS.
6.4. If the AFFILIATE is an Income or Incorporation taxpayer, he shall issue and send a commission fee invoice to the SERVICE PROVIDER before the end of the month in which the commission is entitled. If the AFFILIATE is not an Income or Incorporation taxpayer, the SERVICE PROVIDER shall make a 15% income tax deduction from the amounts to be paid to the AFFILIATE in compliance with the legislations in force and an “Income Voucher/ Receipt” shall be issued and sent and the payment shall be made accordingly. The SERVICE PROVIDER shall monitor the links and Qualified Transactions and determine the commissions. If the AFFILIATE objects any part of the expenditure voucher issued by the Service Provider and/or any inconsistency of the notified “Qualified Transactions” and the reason of this objection is more than 10% of the SERVICE PROVIDER’s statistics; such an objection shall have to be made in written together with its reasons within 5 days after the issuance of the expenditure voucher. If the AFFILIATE does not make his objection within time, the AFFILIATE shall be deemed as irrevocably waved from any rights of claim which might be based on this expenditure voucher or notified “Qualified Transactions”.
6.5. The AFFILIATE hereby accepts, declares and undertakes that if the AFFILIATE has any payables to the SERVICE PROVIDER under this Agreement or any other agreement executed between them, the SERVICE PROVIDER shall have the right to settle any such amounts from any payments to be made whether they are related with AFFILIATE Program or not.
6.6. None of the provisions contained in this Agreement shall create or be interpreted as creating any partnership or employee-employer relationship between the SERVICE PROVIDER and the AFFILIATE.
6.7. Payments to be made to the AFFILIATE shall be made directly to the affiliate’s bank account. The affiliate has to enter his bank account information (including bank name and branch, branch code and affiliate IBAN and account number) into the relevant part of the platform in full.
6.8. The AFFILIATE shall be solely responsible for the payment of any taxes, stamps, duties and any other financial liabilities related to any kind of payments made to him by the SERVICE PROVIDER. The AFFILIATE shall have no right to recourse against the SERVICE PROVIDER for the payments made in this way.
7- CONFIDENTIALITY LIABILITY
The AFFILIATE hereby accepts, declares and undertakes that unless otherwise expressly stated in this Agreement he shall keep any information including but not limited with the conditions of this agreement, any trade and financial information, ADVERTISER and seller lists, pricings, sale information, website related information or sale and any other information about any one of the affiliates confident and as trade secrets, and he shall not use them directly or indirectly without getting the prior written approval of the SERVICE PROVIDER. On the other hand, if any such information is learned from any source other than the AFFILIATE or becomes known by the public, such information shall not be subject to this restriction. The AFFILIATE hereby accepts, declares and undertakes that he shall not use any information obtained from the affiliate’s program in order to develop, improve or operate a service which competes with the affiliate’s program or to assist any other party in the same way.
The AFFILIATE hereby accepts and undertakes to pay a fine which is equal to 10 times of the sum of the invoices issued under this Agreement to the SERVICE PROVIDER immediately upon first demand if he or any of his employees or any other person employed by him for rendering the services are in breach with the confidentiality provisions.
8- LIMITED LICENSE AND INTELLECTUAL PROPERTY
The AFFILIATE was given a limited, nonexclusive, nontransferable, rescindable usage license to define the media only as a person participating into affiliate program and to assist the promotion of sales via the program website and to use the links and the website only in compliance with the conditions of this Agreement. Links or the licensed graphics, designs, copies or other materials that are owned by the SERVICE PROVIDER in some way cannot be changed, modified, manipulated or designed by derivation. Links have a license which can be used only by the credited members of the affiliate program. Your license can be terminated at any time without any reason. Unless it is expressly stated herein, this Agreement does not aim to give any right related to the SERVICE PROVIDER’s trademarks, service brands, copyright, patents or trade secrets to the AFFILIATE. Furthermore, the AFFILIATE hereby accepts that any proposals, comments and advices given by him can be used by the SERVICE PROVIDER without any need for the payment of any indemnification. Any rights not expressly stated herein shall exclusively belong to the SERVICE PROVIDER.
9- TERM AND TERMINATION
The term of this Agreement shall commence on the date when the AFFILIATE’s application for the affiliate program is approved by the SERVICE PROVIDER as defined above and continue to be in force until it is expired or terminated as defined herein. The AFFILIATE has the right and authority to terminate his participation to the affiliate program at any time by removing all the links in his media and deleting all the copies of the links. The SERVICE PROVIDER has the right to terminate his contract relation unilaterally without any need to send a previous notification. The SERVICE PROVIDER might terminate the participation into one or several offers or this agreement at any time and for any reasons by deactivating the AFFILIATE’s link. The AFFILIATE hereby accepts, declares and undertakes that upon the termination of participation to one or several offers or this Agreement for any reason, he shall immediately cease and delete all the links and any usage of the intellectual property of the SERVICE PROVIDER and the ADVERTISER, and furthermore he shall cease from representing Clicktr.com or ADVERTISER affiliate for one or several offers. Payments collected duly, any rights to avoid termination due to their conditions and action reasons shall also be valid after the termination.
10-RIGHTS OF SERVICE PROVIDERS
In addition to any other rights and remedies defined herein, the SERVICE PROVIDER shall have the right to delete all the transactions sent via the AFFILIATE’s links, suspend or hold the unpaid commissions and revoke the commissions paid in case of occurrence of any one of the following events. If the SERVICE PROVIDER determines that the AFFILIATE is in breach with this Agreement, or if he receives a reasonable and convincing complaint about the AFFILIATE’s breach with the Agreement and his participation into the AFFILIATE Program or determines that any qualified transaction had not been performed in compliance with the conditions defined in this agreement and the AFFILIATE Program; the SERVICE PROVIDER might suspend or hold the commissions and furthermore recover the commissions paid without considering that whether the subject commissions have been earned as a result of such breach. In case of a severe breach of this Agreement, the SERVICE PROVIDER shall have the right to disclose the ID and communication information of the AFFILIATE to the official bodies and institutions or to the third parties who have been directly suffered from his acts.
All e-mails sent in connection with affiliate program must include appropriate party’s opt-out link. From time to time, prior to sending e-mails containing linking or referencing the AFFILIATE Program, you might be asked by the SERVICE PROVIDERS to send the final version of your e-mail to Clicktr.com representative for his approval and transmit the e-mail to the third parties after getting the written approval. The AFFILIATE is solely responsible for ensuring that the e-mail is in compliance with the applicable laws. Therefore the AFFILIATE hereby accepts, declares and undertakes that for the purposes of being in compliance with applicable laws, he shall not rely on the SERVICE PROVIDER’s approval for his e-mail and he shall not make any claims related to this issue.
It is completely prohibited to use any persons, means, devices or arrangements to commit fraud, violate any applicable law, interfere with other affiliates or falsify information in connection with referrals through the links or generation of commissions or exceed your permitted access to the AFFILIATE Program. Such acts cover any illegal, undue acts including but not limited to using automated means to increase the number of clicks through the links or generation of any required information, using spyware, using steal ware, cookie-stuffing or other deceptive acts or click fraud.
13- REPRESENTATIONS AND WARRANTIES
AFFILIATE hereby represents and warrants that;
13.1. This Agreement constitutes a legal, valid and binding obligation and enforceable with its terms and with the right to access to Clicktr.com under the frame of this Agreement,
13.2. He possesses all licenses, permits and approvals necessary for entering into and performing this Agreement and the also have the valid licenses required to perform media activities,
13.3. No steps or proceeding have been taken or pending that would impair or limit his ability to perform his obligations under this Agreement,
13.4. He has all the necessary skills, credentials, experience, resources and other requirements defined in all the legal legislations to perform his obligations under this Agreement.
In addition to any notice permitted to be given under this Agreement, the terms and conditions of this Agreement might be modified at any time by providing the AFFILIATE with a notification with e-mail. The changes shall be effective as of the date of this notification. If the changes are unacceptable for the AFFILIATE, the Agreement might be terminated immediately. Participation to the AFFILIATE Program after the announcement of a change notification shall be deemed as the acceptance of the relevant change. Furthermore, the SERVICE PROVIDER might change, suspend or discontinue any aspect of an Offer or a link or remove, alter or modify any tags, text, graphic or banner ad in connection with a link. The Affiliate hereby agrees to promptly implement any request from the SERVICE PROVIDER to remove, alter or modify any link, graphic or banner ad being used by the AFFILIATE as a part of the AFFILIATE program.
15- INDEPENDENT INVESTIGATION
The AFFILIATE hereby acknowledges that he has read this Agreement and agrees to all its terms and conditions. He has independently evaluated the desirability of participating in AFFILIATE Program and each offer and are not relying on any representation, guarantee or statement other than as set for in this Agreement or on the AFFILIATE Program.
The AFFILIATE hereby agrees, declares and undertakes to defend and indemnify any damage or loss suffered by the SERVICE PROVIDER and the ADVERTISER and their subsidiaries, licensors, shareholders, managers, officers, employees, property owners and agents (as being the non-faulty party) due to any claim, transaction, demand, debt, damage, loss, decision, reconciliation, costs and fees (including advocate fees and costs) as a result of incomplete performance or breach of this Agreement in any way including but not limited with the breach of the warranties, agreement, restrictions or liabilities by the Affiliate, misuse, unlicensed or undue use of the links, offers by the AFFILIATE or any party related with the AFFILIATE or the website and/or the services by the SERVICE PROVIDER or the intellectual property rights by the ADVERTISER, or the non-conformity of the quality of the products or services sold or provided in compliance with the terms and conditions of this Agreement due to any claim and/or any product or service included in the AFFILIATE’s media or any content within this media or as a result of the breach of any provisions, and hold these persons harmless in all cases.
17- PERSONAL DATA
Pursuant to the Law No. 6698 on the Protection of Personal Data, personal data and private personal data are stored by SERVICE PROVIDER within the scope of the personal data processing conditions and purposes, within the scope of the law.
AFFILIATE accepts, declares and undertakes that any personal data which SERVICE PROVIDER may, as data controller, share/transfer and/or process as per this agreement and all actions/transactions regarding the personal data processing shall be always in accordance with the relevant applicable laws and legislations and all kinds of legislations and amendments thereto which may enter into force in the future on the field of protection of personal data.
In addition to act in accordance with the legislation, AFFILIATE, regarding all kinds of personal data which it may, on behalf of SERVICE PROVIDER, processes in any way, including saving, storing and keeping, accepts, declares and undertakes;
- To act in accordance with the provisions of the applicable legislation and all instructions of SERVICE PROVIDER in the field of processing and/or transfer of any kind of personal data, not to use thereof for any purpose other than the purpose specified by SERVICE PROVIDER, and to destroy the data immediately if the purpose is no longer valid,
- To ensure that the Third Parties are equally responsible for the obligations of this Article 18 in the event that personal data are transferred to Third Parties in any way,
- To promptly notify SERVICE PROVIDER about any claims (including requests for access to personal data from the relevant persons) directed to it due to any dispute or matter which may concern the interests of SERVICE PROVIDER regarding the processing and/or transfer of personal data and to provide SERVICE PROVIDER with the necessary documentation, information and all other support and to fully cooperate with SERVICE PROVIDER, not to carry out any transaction, other than the obligations arising from the legislation without such notification, unless a written approval or instruction is issued by SERVICE PROVIDER regarding any request,
- Without prejudice to other obligations contained in this agreement and annexes hereto, to take all kinds of technical and administrative measures necessary to ensure the appropriate level of security in order to prevent illegal processing of personal data, to prevent illegal access to personal data and to ensure the protection of personal data.
This Article shall remain in force even if the Agreement is terminated for any reason.
18- TRANSFER OF THE AGREEMENT
The AFFILIATE shall have no right to transfer his rights and liabilities under this Agreement partially or as a whole to any third parties.
Any unforeseeable events which occur beyond the control of the Parties and avoid or cause a delay on the performance of the liabilities of the Parties shall be accepted as force major. (For example; earthquakes, floods, government decisions avoiding work or operations, strikes, lockouts, wars, immobilization, epidemics, etc.) The parties shall not be liable for not performing their liabilities completely or on time due to force major. If the force major event lasts for a 30 (thirty) day long period without any interruption, the parties shall come together and discuss about the continuity, suspension, termination or liquidation of this Agreement in any other way via mail, fax or e-mail. If the parties cannot reach an agreement on this issue, either party shall have the right to terminate this Agreement unilaterally.
20-SEVERABILITY AND INTEGRITY OF PROVISIONS
The provisions of this Agreement are severable and invalidity, cancellation or unenforceability of any provision contained in this Agreement shall not affect the validity and enforceability of the remaining provisions of the Agreement.
Istanbul Central (Çağlayan) Courts and Execution Offices shall be authorized to solve any disputes arising from or related to this Agreement.
The terms and conditions of this Agreement executed between the SERVICE PROVIDER and the AFFILIATE shall be in force after the entry of all the information via clicktr.com website completely and full by the AFFILIATE and commencement of the membership procedure upon the service of the reply message, mail or activation code for the agreement approval to the AFFILIATE by the SERVICE PROVIDER.