This hereby Membership Agreement (“Agreement”); between the owner of www.modanisa.com and mobile phone applications, MODANİSA ELEKTRONİK MAĞAZACILIK VE TİC. A.Ş., and its affiliates (“MODANISA”); and; the website user or member users of mobile applications becoming a member of www.modanisa.com and the mobile application (“Platform”) by accepting the conditions below (“Member”) and the payment collection agent located at Strawinskylaan 9371 077 XX AMSTERDAM, The Netherlands, MDN Europe B.V. and/or located at 85 Tottenham Court Road London W1T4TQ, Greater London, United Kingdom Modanisa London Limited and/or MODANISA’s affiliates (“Payment Collection Agent”); has been drawn up to determine the conditions which need to be met for a Member to benefit from the Services offered by MODANISA.
The BUYER and the SELLER shall be hereinafter referred to as "Party" individually and "Parties" collectively.
Seller: Refers to the legal person launching or selling a product or service which is subject to electronic trade via a Platform. Seller means Modanisa Elektronik Mağazacılık A.Ş. , MDN Europe B.V., Modanisa London Limited and/or their affiliates.
Buyer: Refers to the legal person who buys or acts with the intention to buy products or services subject to electronic trade via a platform.
Payment Collection Agent: Refers to the legal person collecting payments on behalf of the MODANISA. The Payment Collection Agent is a fully owned company of the MODANISA. Payment Collection Agent means MDN Europe B.V. and/or Modanisa London Limited and/or their affiliates.
Service provider: Refers to real or legal persons operating in electronic trade.
Outsourced Service provider: Refers to real or legal persons who provide the electronic trade environment to allow other persons to carry out economic and commercial trade activities
My Account Page: Refers to the page specific to the Member which only the Member can access with the username and password created by them, where, for a Member to benefit from various applications and Services on the Platform, they can carry out all necessary transactions, where they can enter the personal data and information required for the application.
Services: Refers to the applications implemented by MODANISA to ensure Members perform the functions and transactions defined in the hereby Membership Agreement.
DPA: Data Protection Act 2018
GDPR: shall mean Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation)
Member: Refers to the real persons who have accepted the conditions and privacy statements of the membership agreement found on www.modanisa.com and have gained the title of “Member.”
User/Visitor: Refers to people who visit www.modanisa.com without becoming a member of the website.
Guest User: Refers to people who shop from www.modanisa.com without becoming a member of the website.
3. RIGHTS AND OBLIGATIONS OF PARTIES
3.1. In order to gain membership status, the user who wishes to become a Member must approve the Membership Agreement found hereby on the Platform, fill out the required areas with correct and up-to-date information, and have their Membership application evaluated and approved by MODANISA.
Users who wish to become a member must be over 18 (eighteen) years of age. Upon completion of the approval process and notification to the Member, the Membership status takes effect and thus, the Member shall have the rights and liabilities indicated in the hereby Membership Agreement and relevant areas of the Platform. Members who do not submit correct and up-to-date information when filling out the Membership Agreement in question, is personally liable for all harm that may occur. The Member always has the right to cancel their membership status by clicking on the “Cancel Membership” button on their My Account Page. Canceling membership does not imply non approval of commercial electronic messages being sent. The Member is required to separately and specifically revoke their approval for electronic message sending.
3.2. In the case of dispute concerning the person to which the rights and liabilities of membership belong and the persons in question submitting a request with MODANISA in this respect, the person who last made a payment to MODANISA for any given Service via the relevant Membership account will be accepted as the owner of the Membership account and action will be taken accordingly.
3.3. In the case where a Member wishes to initiate a legal transaction or a purchasing process in relation to the campaigns and/or advertisements displayed on the Platform, they accept and express that they are obliged to fulfill all legal obligations and complete all legal procedures required, including those stated on the Platform, and that MODANISA shall not be responsible to be aware of or to undertake the obligations and procedures in question.
3.4. The Member, in the Distant Sales Contract to be drawn up with the purchases from MODANISA via the Platform, accepts and expresses that MODANISA is the Seller party and they are the Receiving/Buyer/Purchaser party; they accept and express that MODANISA, in terms of the abovementioned Distant Sales Contract relationship, is only liable towards them in respect of the consumer law and legislation which are applicable to Seller, and that they themselves assume full responsibility in respect of all other legislations.
3.5. Payment Collection Agents, will have the authority to collect for the products which a Member will purchase from the Seller and the Member, with the payment they will make to Payment Collection Agents, will be relieved from the obligation of paying the Seller.
3.6. The Member, with regards to the transactions and correspondence they carry out via the Platform, accept, and express they will adhere to the provisions in this hereby Membership Agreement, to the applicable legislations and to the code of ethics. The legal and criminal liabilities related to the Member’s actions and transactions within the Platform rest with the Member.
3.7. Pursuant to the applicable legislations, in the event a request submitted by competent authorities, MODANISA will be able to share the information it has, related to the Member, with the authorities in question.
3.8. In cases of forgery, fraud, misuse of the Platform, and offences which may constitute a crime in legislation, personal data obtained from Members during the process of membership via the Platform and/or shopping, may be provided to other Members who may be parties to an offense, limited to the issue in request for parties to exercise their legal rights and limited to this context.
3.9. The username and password information required by the Member to access the My Account Page and carry out transactions via the Platform is created by the Member; the responsibility regarding the privacy and security of this information shall rest with the Member. The Member accepts and declares in advance that the username and password creation operations were carried out by them, that the responsibility arising from these transactions shall rest with them, and that they will not raise any plea and/or objection alleging that they did not personally carry out these transactions and/or that they will not abstain from fulfilling their obligations in relation to this plea or objection.
3.10. The Member shall not use the Platform in a manner that is contrary to law and morality, especially in the following cases.
3.10.1. Using the Platform as a database on behalf of any person, to create a recording or directory, to check, update or modify;
3.10.2. Using the Platform to disrupt it completely or partially, to alter it or use it for reverse engineering purposes;
3.10.3. Carrying out transactions with false information or by using another person's information, false or misrepresented residential address, electronic mail address, contact, payment or account details included, incorrect or misrepresented personal data usage for creating fake Membership accounts and the misuse of these accounts in relation to the Membership Agreement or applicable legislations, using another Member’s account without permission, acting as another person or acting as a party or participator with an false name;
3.10.4. The use of comment and rating systems for purposes which are irrelevant to the Platform such as publishing the comments on the Platform in places other than the Platform, or in ways that are irrelevant to its purpose such as using it to manipulate systems;
3.10.5. For a virus or other harmful software to spread throughout the Platform, the Platform's database, any content on the Platform;
3.10.6. For actions which will cause an overload on the technical systems and communications or harm the technical process to take place, for “screen scraping” software or systems to be used on the Platform without MODANISA’s written consent, such as automatic programs, robots, web crawlers, spiders, data mining and data crawling, and for any content on the Platform, completely or partially, to be copied, published or used.
3.11. The Member is responsible for carrying out transactions on the Platform without causing to MODANISA material harm and to the Platform technical harm under any circumstances. The Member accepts and guarantees that they have taken all necessary precautions to protect the Platform from all kinds of harmful programs, viruses, softwares, unlicensed products, trojans, etc., including using security software and licensed products. The Member, in addition, accepts that they will not enter the My Account Page via robot or automatic access methods.
3.12. Usage of the Platform or its contents contrary to the conditions of use indicated in the hereby Membership Agreement or applicable legislation provisions will be deemed contrary to the law; MODANISA reserves the right to file lawsuits suits, bring claims and pursuance.
4. CONFIDENTIALITY AND PROTECTION OF PERSONAL DATA
Your payments shall be processing over our sister companies; Payment Collection Agents through your order number without accessing your personal data.
For more information regarding our use of personal data and your rights in relation to these matters;
5. INTELLECTUAL PROPERTY RIGHTS
The intellectual property rights of the “Modanisa” brand and logo, “Modanisa” mobile application and Platform design, software, domain name and all kinds of trademarks, designs, logos, trade dress, slogans and other content produced by MODANISA in relation to these, belong to Modanisa. Members cannot use, share, distribute, exhibit, copy or reproduce work derived from the property of MODANISA or its subsidiaries which are subject to intellectual property rights, without written consent. Members cannot use the mobile application or the Platform, in full or partially, in another environment without the written consent of MODANISA. In the case where a Member or third parties act in breach of the intellectual property rights of MODANISA, the Member is obliged to compensate for the direct and indirect harm and costs of MODANISA and/or the third party in question.
6. AMENDMENTS TO THE AGREEMENT
MODANISA can unilaterally amend all kinds of policy, provision and condition as they see fit, including the Policy for Privacy and Protection of Personal Data by means of announcing via the Platform, provided that they comply with the applicable legislation provisions. Changing provisions in the hereby Membership Agreement will become valid as of the date they are announced on the Platform, remaining provisions will remain valid to generate verdicts and results.
7. FORCE MAJEURE
In the event that insurgency, embargo, government intervention, rebellion, invasion, mobilization, strike, lockout, work actions or strikes, cyber attacks, communication problems, infrastructure and internet breakdowns, system improvement and renewal work and breakdowns that may occur due to these, electricity cuts, fire, explosions, storms, floods, migration, epidemics or other natural disasters or other events which are beyond the control of, which cannot be attributed to MODANISA and cannot be foreseen (“Force Majeure”) prevent or delay MODANISA from fulfilling the obligations of the hereby Membership Agreement, MODANISA cannot be held liable for the prevented or delayed obligations due to Force Majeure and this situation cannot be deemed as a breach of the hereby Membership Agreement.
8. GENERAL PROVISIONS
8.1. Members accept that in the case of a dispute which may arise from the hereby Membership Agreement, MODANISA’s official books and commercial records and the e-archive records kept in MODANISA’s database and servers, electronic information and computer records will be considered binding, crucial and exclusive evidence and that this clause will be considered as an evidential contract.
8.2. The hereby Membership Agreement will be exclusively governed by the Laws of the Netherlands. Amsterdam Courts shall have jurisdiction over the settlement of all kinds of dispute arising from the hereby Membership Agreement or related to this hereby Membership Agreement.
8.3. MODANISA will contact the Member via the e-mail address, via telephone or by sending an SMS, details of which were provided by the Member during the membership process. The Member is responsible for keeping their e-mail address and telephone number up to date.
8.4. This hereby Membership Agreement constitutes the entire agreement between the Parties relating to the matter. Should any provision in this Membership Agreement is declared invalid in part or in full, inapplicable or unreasonable by an authorized court, arbitration commission or administrative authority, this Membership Agreement shall be deemed as severable to the extent of the invalidity, inapplicability or inadvisability in question, and remaining provisions shall continue to be in effect.
8.5. Members cannot completely or partially assign their rights or obligations specified in the hereby Membership Agreement without a prior written consent from MODANISA.
8.6. Failure to exercise or perform any right granted to it under this Contract by either Party shall not be construed as a waiver of such right or shall not prevent future exercise or performance of such right.
As of the 8th clause onwards, this hereby Membership Agreement, will enter into force as from the moment the Member has read and acknowledged each provision in full and approved it in the electronic environment.