TERMS AND CONDITIONS ON THE USE OF SERVICES PROVIDED BY HELICO TRANSLATION

1. Terms of Use

This Terms and Conditions are entered into force by and between HeliCo Translation (henceforth named as Service Provider) and the entity or person receiving services (henceforth named as Customer or you). If you are accessing or using the Services on behalf of your company, you are authorized to accept this Agreement on behalf of your company, and all references to “you” or “Customer” for your company.

As used in this Agreement, HeliCo Translation is a translation and interpretation service provider company based in the address Şirinyalı Mah., İsmet Gökşen Cad., 92/3, Antalya, Turkey. Customer is an individual, a legal entity or a company living and/or acting in Turkey or outside of Turkey that is willing to receive services from HeliCo Translation under these terms and conditions.

These terms and conditions constitute a legally binding agreement between the Customer and the Service Provider regarding services rendered or to be rendered by the Service Provider. By receiving services from HeliCo Translation, you indicate your acceptance of this agreement, you agree to be bound by all terms, conditions, and notices contained or referenced in this agreement. Please read it carefully.

2. Definitions

 “Audience” means the Customer’s event audiences that listen to the interpretation channels during the Customer’s events for which simultaneous and/or consecutive interpretation services or any other subcategories of interpretation services are required.

“Contractor” means an employee, independent contractor or consultant working for the Customer and using the Services at the execution of the Customer’s simultaneous interpretation services of an event.

“Customer Data” means any data of any type that is submitted to the Services by or on behalf of the Customer, including and without limitation to (a) data submitted, uploaded or imported regarding the Services by the Customer by any means and (b) data provided by or about Audience that are collected from using the Services.

“Customer Properties” means the Customer’s devices owned and operated by (or for the benefit of) the Customer through which the Customer uses the interpretation services.

“Confidential Information” means all the information disclosed by the Disclosing Party to the Receiving Party for the purpose of giving and receiving services.

"Day" means a calendar day.

"Deadline" or "Delivery Date" means the date specified for delivery of the Work.

"Defects" mean deviations from the specifications in the Work related to a translation or interpretation service.

"Executed Work" means the Work performed in a given period.

"Final Acceptance Date" means the date on which the Customer provides written notice to the Service Provider of its acceptance of the Work.

“Feedback” means comments, questions, suggestions or other feedback relating to any Service.

“Laws” means all applicable local, state and international laws, regulations and conventions, including and without limitation to those related to data privacy and data transfer, international communications, and the exportation of technical or personal data.

"Handoff Instructions" means instructions for processing Work by the Service Provider sent via email or another medium such as Protemos. They contain files for localization; comprehensive project information (deadlines, payment terms, the Customer contacts for questions and queries), exact linguistic and technical instructions, quality expectations, reference material and potential other components necessary to for the Work to be successfully handed back by the Service Provider to the Customer. Handoff Instructions must be carefully read, acknowledged and followed.

"Localization" means the Service Provider's activity consisting in particular of processing the Product provided by the Customer into the specified language or format in accordance with the guidelines, Purchase Order, Work Specification(s), Handoff İnstructions and schedule provided by the Customer.

"MT" or "Machine Translation" means use of AI trained by using specifically prepared content for the Customer such as source and target files, bilingual files as well as TMs and termbases to translate the Work.

"Personal Data" means any information relating to an identified or identifiable natural person ('data subject'); an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person

"Privacy Breach" means breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed.

“Services” means all types and genres of services within the capacity of HeliCo Translation, as described in applicable Pro Forma Invoices or Invoices, and Purchase Orders (POs).

"Project" means an assignment by the Customer to the Service Provider. Project assignment provided by the Customer via e-mail or other medium and clearly stating that work can commence can be used as a written confirmation of the project before a proper Purchase Order is created.

"Project Addendum" or "Addendum" means the specific document concluded between the Customer and the Service Provider in connection with these Terms and Conditions. This document or any service-related agreement can be issued for a separate Project. All provisions of the Terms and Conditions (incl. Amendments) remain valid, unless otherwise stated in this Addendum. In case of conflicts between provisions stipulated in these documents, the provisions specified in the Addendum have priority to the provisions in the other mentioned documents.

"Purchase Order", or "PO", accessible through Protemos Customer Portal by our Customers that choose to use this portal, is a document containing a unique Purchase Order Number (PO Number), PO Date, Project Number and Name, identification of the Customer and the Service Provider, Customer Project Manager Name and total expenses planned for a Project. It contains all items, which the Service Provider is expected to perform with their pricing. A Purchase Order may be updated by the Customer several times during the course of the Project to reflect changes in the Project scope and volume, and the actual Work to be done by the Service Provider, as approved by the Customer, while taking into account potential comments and information from the Service Provider. The details may be specified in a Work Specification.

"Sensitive Personal Data" are data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, genetic data, biometric data, data concerning health or data concerning a natural person's sex life or sexual orientation.

"Terms and Conditions" means this document.

"Translation Memories" means databases generated using CAT tools such as Trados or Memsource, unless otherwise specified in a Purchase Order or a Work Specification. Note: for updates the Trados analysis will be used for leverage of the recycled translation.

"Work" means the Localized Product and/or performed services done in accordance with the Purchase Order and Work Specification(s) and all additional obligations of the Service Provider under these Terms and Conditions.

"Work Specification", usually in the form of an email message, contains other details of the Project, namely Deadline or schedule for carrying out the Work, description of the Project (including reference materials to be used to comply with project specifications) and any instructions necessary for executing the Work as revised by the Customer from time to time.

“Protemos” is the project management platform used by the Service Provider and enabled for its vendors and the Customers.

3. Services Offered by HeliCo Translation

3.1. Overview of Services

Services supplied by the Service Provider include translation, localization, globalization, sworn translation, creative translation (transcreation), subtitle translation, transcription translation, voice over translation, simultaneous interpretation, consecutive interpretation, whisper interpretation, liaison interpretation, simultaneous interpretation equipment renting, remote simultaneous interpretation (RSI), remote consecutive interpretation (RCI), editing, proofreading, review, machine translation post-editing (MTPE), transcription, copywriting, technical writing, SEO content writing, desktop publishing (DTP), and voice over.

3.2. Provision of Services

Each Service is provided upon specifying all needs and expectations by the customer for a set term designated on the Order Form.

3.3. Access to Services

The Customer may access and use the Services solely in accordance with the terms and conditions of this Agreement, the Documentation and any scope of use restrictions designated in the applicable Order Form.

4. Customer Data

4.1. Rights in Customer Data

As between the parties, Customer will retain all right, title and interest (including any and all intellectual property rights) in and to the Customer Data as provided to the Service Provider.

4.2. Storage of Customer Data

The Service Provider does not provide an archiving service if the Customer doesn’t want to use Protemos. On the contrary, if the Customer prefers using Protemos Customer Portal, they can upload and download all Work-related files to their account and they can access their files without any time limitation during the period of time they work with the Service Provider. Otherwise, the Service Provider agrees only that it will not intentionally delete any Customer Data from any Service prior to termination of Customer’s applicable Subscription Term. The Service Provider expressly disclaims all other obligations with respect to storage.

4.3. Customer Obligations

Customer agrees to comply with all applicable Laws in its use of the Services. Customer is solely responsible for the accuracy, content and legality of all Customer Data. Customer represents and warrants to the Service Provider that the Customer has all necessary rights, consents and permissions to collect, share and use all Customer Data as contemplated in this Agreement.

4.4. Indemnification by Customer

Customer will indemnify, defend the Service Provider and hold the Service Provider harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys’ fees and costs) arising out of or in connection with any claim arising from or relating to any Customer Data or breach or alleged breach by the Customer as specified in Section 4.3 (Customer Obligations).

5. Subcontractors

The Service Provider may use the services of subcontractors and permit them to exercise the rights granted to the Service Provider in order to provide the Services under this Agreement, provided that the Service Provider remains responsible for (i) compliance of any such subcontractor with the terms of this Agreement and (ii) for the overall performance of the Services as required under this Agreement.

6. Feedback

The Customer, from time to time, may submit Feedback to the Service Provider. The Service Provider may freely use or exploit Feedback in connection with any of its services. The Service Provider may ask the Customer to fill out a Customer Satisfaction Form to give better services in the future.

7. Fees & Payment

7.1. Fees and Payment

All fees are as set forth in the applicable Order Form and will be paid by Customer by using a mutually specified payment method in the applicable Order Form. Except as expressly set forth in Section 12 (Indemnification), all fees are non-refundable.

7.2. The rates for the Work are agreed with a responsible person from the Service Provider and are confirmed via e-mail.

7.3. All rates to be paid to the Service Provider are final and cannot be negotiated after Work completion.

7.4. According to the collaboration model with the Customer, the Customer’s Project Manager (PM) may raise a Purchase Order that includes specification of the work at the rate and currency agreed with the responsible person from the Service Provider. The frequency and timing for issuing Purchase Order is mutually defined and is specific to the Project.

7.5. Invoicing

The invoice should only be submitted upon total completion of the tasks outlined in the Purchase Order, unless otherwise agreed. The Service Provider shall submit a single invoice for all work executed and approved during a month. Exceptions can be negotiated.

Payment can be done only on the basis of a final invoice, which needs to be delivered by post mail or in electronic form (via e-mail).

The invoice should include:

• Invoice number
• Identification of the parties, their representative, their offices and places of business incl. country
• Related information, if the Customer is a registered VAT taxpayer in Turkey
• Project number
• Purchase Order number
• Total invoiced amount for each Purchase Order number
• Total amount of the invoiced sum
• Bank connection of the Service Provider
• Date of invoice (shall be the date no later than the last day of the month in which the work was executed)
• Date of invoice maturity (20 - 30 days upon the issuing date of the invoice by the Service Provider)

8. Additional Requests and Reject of Work

8.1. If Customer rejects Work or a portion thereof, then the Service Provider makes every effort to correct any mistakes and does any changes on the work in written services and the Customer shall not be entitled to do any deduction on the previously agreed invoicing amount due to the Customer’s rejection of work. When the rejected Work (or a portion thereof) is not accepted by Customer due to any reasons out of the Service Provider’s hands and caused by the Customer such as change in the Customer’s needs and requirements after Work commencement, the Customer shall still pay the agreed amount to the Service Provider in the next invoice without any deductions and delays.

8.2. The Customer may have additional requests on the completed and delivered work and the Service Provider holds itself responsible for handling these additional requests to satisfy the Customer. The Service Provider may or may not choose to fulfil any additional requests by the Customer free of charge or not depending on the nature and extent of the additional request. The Customer has the right to ask the Service Provider to handle anything additional within the boundaries of the initially drafted instructions by the Customer free of charge. Anything to remain outside of the content of the initial request can be handled in return for an extra charge to be specified by the Service Provider. In such a case, the Service Provider informs the Customer about the extra cost of the mentioned additional request and receives the Customer’s confirmation before proceeding with the additional request.

8.2. The Service Provider shall have, before the day of maturity, the right to return any unpaid invoice, which does not contain any of the above-mentioned requirements or if the data are completed inappropriately. The Customer is obliged to correct the invoice or ask the Service Provider to issue a new one depending on the nature of the inappropriateness. The original date of maturity doesn’t change in the meantime and it shall remain as the original date of maturity specified on the first finalized invoice.

8.3. The transfer commission (bank fee) for the invoiced payments in a calendar month to be done by the Customer will be totally covered by the Customer. The Customer commits to pay the total invoiced amount to the Service Provider by foreseeing any bank deductions before transferring the payment amount and doesn’t bear any burden for any possible transfer deductions by banks and covers them all.

8.4. Any requests or questions related to pricing or payment conditions including Project specific discounts must be discussed/agreed only with/by dedicated the responsible person from the Service Provider. Any additional price, invoicing and payment conditions for the Work shall be specified in the PO or Work Specification.

9. Delivery Date

9.1. The Delivery Date is provided in the Purchase Order or in the corresponding Work Specification(s).

9.2. If the Service Provider either i) fails to deliver a written or verbal Work by the Delivery Date, or ii) delivers the Work by the Delivery Date but in a form which does not in every way meet the previously specified needs and requirements of the Customer, the Customer has the right ask the Service Provider to take any necessary action to immediately fulfil its obligation.

10. Customer's Obligations

10.1. The Customer shall provide the Service Provider with all materials stated in the Purchase Order or Work Specification.

10.2. The Customer shall support the Service Provider during the Projects in a professional and timely manner, particularly regarding queries and technical issues.

10.3. The Customer shall not reverse engineer or attempt to reverse engineer any of the Product and tools provided by the Service Provider and its subcontractors.

11. Service Provider's Obligations

11.1. The Service Provider shall execute Work to the best of its ability, in accordance with industry best practices and with the applicable Purchase Order, Work Specification or Handoff Instructions.

11.2. The Service Provider may prefer to send all written and/or verbal Work and/or pieces of Work to Customer for evaluation before the final deadline.

11.3. The Service Provider shall keep a full backup copy of all project files on compatible media.

11.4. The Service Provider shall timely deliver the Work to Customer according to the Purchase Order, Work Specification, and Handoff Instructions including glossaries, Translation Memories, error logs and other materials according to Customer's requirements generated during a Project, which constitute a part of the deliverables.

11.5. Depending on the Project size and strategic importance, the Customer's representative may require the Service Provider to provide periodic status reports showing Project progress. This status report must reflect the real state of Work and duly inform of any issues or problems that arose during the reported period.

11.6. For each Project, the Delivery Date(s) and delivery materials will be specified in Purchase Order, Work Specification or Handoff Instructions. The Service Provider will keep the Customer informed of all changes. In such case, both parties can re-negotiate Delivery Date(s) and make appropriate adjustment to prices, if necessary.

11.7. The Service Provider abides by the rule that each and every part of Work must be revised by a second pair of eyes, unless specifically defined otherwise by Customer.

11.8. The Service Provider agrees to abide by other and additional service obligation(s) imposed by the Customer in its reasonable discretion from time to time, including but not limited to the use of specific processes, tools, systems, and reporting mechanisms.

12. Confidential Information and Its Usage

12.1. Confidential Information

12.1.1. Within the scope of this Agreement, visuals, programs, designs, devices, processes, financial information and data, business plans, business strategies, marketing plans of the Customer or Customer's customer, customer lists, price information and lists, cost information, product and supplier information, information about employees, managers and partners, process descriptions, explanations about technical information, products belonging to a third party, even if they do not belong to the Customer, promoted and/or exhibited within the organization, information and descriptions about new products and new product development, any ideas, inventions, business, methods, progress, patents, copyrights, trademarks, trade secrets or any other innovations regardless of whether they are subject to legal protection or not, including those at the application stage and all commercial, financial, technical information in written or verbal, electronic or in any form, including the negotiation or proposal stages, during the commercial relationship between the parties and the relationship established between them and all kinds of information, including and not limited to any information transfer in connection with any contract, with and without actual limitation, due to the fact that it cannot be easily reached by other persons who can obtain economic value from their disclosure or use, which are disclosed to the Service Provider by the Customer or obtained by the Customer through the Service Provider in any other way, shall be deemed as “confidential information” and they shall be subject to obligations stipulated herein.

12.1.2. Each party (as “Receiving Party”) agrees that all code, inventions, know-how, business, technical and financial information it obtains from the disclosing party (“Disclosing Party”) constitute the confidential property of the Disclosing Party (“Confidential Information”), provided that it is identified as confidential at the time of disclosure or should be reasonably known by the Receiving Party to be confidential or proprietary due to the nature of the information disclosed and the circumstances surrounding the disclosure. Except as expressly authorized herein, the Receiving Party will (1) hold in confidence and not disclose any Confidential Information to third parties and (2) not use Confidential Information for any purpose other than fulfilling its obligations and exercising its rights under this Agreement. The Receiving Party may disclose Confidential Information to its employees, agents, contractors and other representatives having a legitimate need to know (including, for the Service Provider, the subcontractors referenced in Section 5 (Subcontractors)), provided that such representatives are bound to confidentiality obligations no less protective of the Disclosing Party than this Section 11 and that the Receiving Party remains responsible for compliance by any such representative with the terms of this Section 11. The Receiving Party’s confidentiality obligations will not apply to information that the Receiving Party can document: (i) was rightfully in its possession or known to it prior to receipt of the Confidential Information; (ii) is or has become public knowledge through no fault of the Receiving Party; (iii) is rightfully obtained by the Receiving Party from a third party without breach of any confidentiality obligation; or (iv) is independently developed by employees of the Receiving Party who had no access to such information. The Receiving Party may make disclosures to the extent required by law or court order, provided the Receiving Party notifies the Disclosing Party in advance and cooperates in any effort to obtain confidential treatment. The Receiving Party acknowledges that disclosure of Confidential Information would cause substantial harm for which damages alone would not be a sufficient remedy, and therefore that upon any such disclosure by the Receiving Party the Disclosing Party will be entitled to seek appropriate equitable relief in addition to whatever other remedies it might have at law.

12.2. Confidentiality

Interpreters, translators, writers, transcribers, voice over artists, and the Service Provider known as the Receiving Party hereby agrees not to disclose any confidential information provided to them before the service request, during service or after the service as specified by the Customer, in any platform without prior written consent of the Customer and not to correspond with any person in this business in a way that will harm the Customer's business relationship after the job is completed, not to use the confidential information provided to them in any way that could harm the Customer's business relationship or to transfer confidential information to any person or company and not to try communicating with the customers of the Customer, neither directly or indirectly. No part of this Agreement shall require the Receiving Party to withdraw partially or completely from this confidentiality commitment.

12.3. Disclosure of Confidential Information

The Service Provider may provide to the Customer the specific information about the work done in conjunction with consecutive interpreters, simultaneous interpreters, simultaneous interpretation audio systems, auxiliary simultaneous interpretation equipment and simultaneous interpretation cabinets upon the request of the Customer in verbal service requests as well as any written, visual and/or audiovisual data provided by the Disclosing Party in written service requests. This information may include name, surname, address and contact information of consecutive and simultaneous interpreters and technicians as well as translators and all kinds of programs and software licensed for the Service Provider, which will be used to render the service and all kinds of information about simultaneous interpretation system and equipment to be used and all kinds of information about the business partners of the Service Provider in verbal services as well as the information about the work itself in any other services. This information provided to the Customer shall be deemed as “confidential information” and it may not be used by the Customer in any way that will circumvent the Service Provider before, during and after the organization, damage the Trade Name of the Service Provider, and cause material and moral damage.

12.4. Ownership of Confidential Information

Ownership of the Confidential Information belongs to the disclosing party. The disclosure and delivery of Confidential Information to the Customer by the Service Provider or to the Service Provider by the Customer shall not be interpreted as that any intellectual property right related to the Confidential Information has been transferred or any right, such as a license to use, or any other method of use has been granted.

12.5. Duration and Termination of Confidential Information

The Parties accept and declare that the provisions of the Agreement regarding the Confidential Information shall prevail indefinitely, even if the Agreement is terminated for any reason.

13. Indemnification

13.1. This section sets forth the Service Provider’s and its service providers’ sole liability and the Customer’s sole and exclusive remedy with respect to any claim of intellectual property infringement. The Service Provider will defend the Customer from and against any claim by a third party alleging that a Service when used as authorized under this Agreement infringes a patent, copyright, or trademark and will indemnify and hold harmless Customer from and against any damages and costs finally awarded against Customer or agreed in settlement by the Service Provider resulting from such claim, provided that the Service Provider will have received from the Customer: (i) prompt written notice of such claim (but in any event notice in sufficient time for the Service Provider to respond without prejudice); (ii) the exclusive right to control and direct the investigation, defence and settlement (if applicable) of such claim; and (iii) all reasonable necessary cooperation of the Customer. The foregoing indemnification obligation of the Service Provider will not apply: (1) if such Service is modified by any party other than the Service Provider, but solely to the extent the alleged infringement is caused by such modification; (2) if such Service is combined with products or processes not provided by the Service Provider, but solely to the extent the alleged infringement is caused by such combination; (3) to any unauthorized use of such Service; (4) to any action arising as a result of Customer Data or any third-party deliverables or components contained within such Service; (5) to the extent the alleged infringement is not caused by the particular technology or implementation of the Service but instead by features common to any similar product or service; or (6) if Customer settles or makes any admissions with respect to a claim without the Service Provider’s prior written consent.

13.2. The parties hereby confirm that the subject of these Terms and Conditions complies with all applicable laws including but not limited to laws governing the regime for the control of exports of dual-use items and technology.

14. General Terms about These Terms

We may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to our Services. You should look at the terms regularly. We’ll post the modifications to these terms on our website. Changes will not apply retroactively and will become effective no sooner than fourteen days after they are posted. However, changes addressing new functions for a Service or changes made for legal reasons will be effective immediately. If you do not agree to the modified terms for a Service, you should discontinue your use of Services.

If there is a conflict between these terms and the additional terms, the additional terms will control for that conflict.

These terms control the relationship between the Service Provider and the Customer. They do not create any third-party beneficiary rights, including and without limitation to any persons participating in or the subject of conversations for which translation and interpretation services are provided.

If you do not comply with these terms, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).

If it turns out that a particular term is not enforceable, this will not affect any other terms.

15. Force Majeure

Neither party will be liable to the other for any delay or failure to perform any obligation under this Agreement (except for a failure to pay fees) if the delay or failure is due to unforeseen events that occur after the signing of this Agreement and that are beyond the reasonable control of such party, such as a pandemic, strike, blockade, war, act of terrorism, riot, natural disaster, failure or diminishment of power or telecommunications or data networks or services, or refusal of a license by a government agency. Each party shall immediately notify the other party of the occurrence of such an event affecting such party and shall use all reasonable efforts to recommence performance as soon as possible.

16. Term and Termination

16.1. Term

This Agreement is effective as of the date when the Customer signs a service agreement with the Service Provider and expires on the date of expiration or termination of all Subscription Terms.

16.2. Termination of Terms and Conditions

16.2.1. The Customer can stop using the Service Provider’s services at any time. The Service Provider may terminate this Agreement (including all related Order Forms) if the Customer (a) fails to cure any material breach of this Agreement (including a failure to pay fees) within twenty to thirty (20-30) days after written notice; (b) ceases operation without a successor; or (c) seeks protection under any bankruptcy, receivership, trust deed, creditors’ arrangement, composition, or comparable proceeding.

16.2.2. In case of breach of any duty resulting of the Terms and Conditions from the part of the Customer, the Service Provider is entitled to terminate business upon notice, with immediate effect.

16.2.3. Subject to Section 19, the Service Provider may terminate the Terms and Conditions upon notice, with immediate effect in cases when the Customer fails to pay outstanding invoices despite reminders and a reasonable amount of time to cure.

16.2.4. In the event of a termination by the Service Provider, the Service Provider is obligated to deliver all Work specified in the Handoff Instructions or Work Specifications. Additionally, the Customer shall have the right to be indemnified by the Service Provider for actual damage and loss of profit that results from such termination.

16.2.5. Notwithstanding the above mentioned, both parties have the right to terminate these Terms and Conditions with a written notice three months beforehand without stating a reason for termination. The mentioned termination shall, however, only apply to any further Work and Services which is not included in any Purchase Orders issued before the termination, unless otherwise agreed by the parties in writing.

16.3. Effect of Termination

Upon any expiration or termination of this Agreement, the Customer will immediately cease any and all use of and access to all Services (including any and all related the Service Provider Technology) and delete any passwords or access codes of the Service Provider and any other Confidential Information in its possession. Provided this Agreement was not terminated due to the Customer’s breach, the Customer may retain and use internally copies of all reports exported from any Service prior to termination. The Customer acknowledges following the termination that it will have no further access to any Data provided by the Service Provider, and that the Service Provider may delete any such data as may have been stored by the Service Provider at any time. Except where an exclusive remedy is specified, the exercise of either party of any remedy under this Agreement, including termination, will be without prejudice to any other remedies it may have under this Agreement, by law or otherwise.

17. Requirements of Administration and Other Authorities

The Service Provider guarantees that the Work shall be in compliance in all aspects with all respective requirements of the Terms and Conditions and any local administration body and/or regulation and/or any other generally applicable obligatory instruments, including applicable regulations, rules, acts and standards, related to safety of labour and health protection.

18. Governing Law, Jurisdiction

18.1. All legal relations resulting from these Terms and Conditions are subject to the Laws of the Republic of Turkey.

18.2. All disputes arising out of or in connection with these Terms and Conditions, which have not been amicably settled between the parties within a reasonable period, shall be referred to a Turkish court having subject-matter jurisdiction.

19. Survival

The following Sections will survive any expiration or termination of this Agreement: 1 (Terms of Use), 2 (Definitions), 8 (Additional Requests and Reject of Work), 12 (Confidential Information and Its Usage), 13 (Indemnification), 14 (General Terms about These Terms), 16.3 (Effect of Termination), 17 (Requirements of Administration and Other Authorities), 18 (Governing Law, Jurisdiction), 19 (Survival).