Membership Agreement

1. PARTIES

This Membership Agreement (“Agreement”) has been executed by and between Philoméne – Gamze Aktaş (“Philoméne”) registered at Beylerbeyi Mah. Yalıboyu Cad. No: 52 34676 Üsküdar İstanbul and Member (“Member“), to specify the terms and conditions for Services offered at the Website and to determine how Members will benefit from such Services.

Philoméne and Member will be referred together as Parties and individually as Party.

2. DEFINITIONS

Cookie Policy It means the legal text about the cookies that can be accessed through the Website and explains the functionality of the Website to offer Members and Visitors a better shopping experience by enabling a customized content for Members and Visitors in line with their preferences based on visits to the Website.

Privacy Policy It means the legal text published at the Website on data privacy obligations ofPhiloméne, indeed how and why Philoméne process personal data of Members shared through the Website with Philoméne in line with data privacy laws and regulations.    

My Account Page It means the specific page which can be accessed only by Member with a username and password determined by Member herself and to be used by Member for various applications and transactions to enjoy Services, where Member shares personal data requested for said applications and transactions.

Services mean services offered by Philoméne and/or by a partner in collaboration with Philoméne so that Members and Visitors may enjoy transactions defined within this Membership Agreement.

Virtual Shop means virtual shop where Philoméne’s products are offered for sale online on the Website.

Member means the real person who becomes a member by entering into this Membership Agreement with Philoméne.

Website means the website with domain www.philomenejewelry.com owned by Philoméne.

Visitor means the real person who visits the Website and/or benefit from Services without becoming a Member.

3. SCOPE AND PURPOUSE OF THE MEMBERSHIP AGREEMENT

3.1. Philoméne runs the Website and qualifies as a service provider according to E-Commerce Law no. 6563.

3.2. According to the Membership Agreement, Member is willing to become a member to the Website, use Services and purchase product/s offered for sale at the Website.

3.3. The purpose of the Membership Agreement is to determine terms and conditions for Members on how they will enjoy Services as well as both Parties’ rights and obligations related with Services. Member agrees to be bound by terms and conditions when using Services, applications, content by entering into this Membership Agreement.

3.4. Members have also right to enjoy their rights arising out of Law no. 6502 on Consumer Rights as well as secondary legislation for transactions made at the Website.

4. RIGHTS AND OBLIGATIONS OF THE PARTIES

4.1. It is obligatory for becoming a Member that Members enter into Membership Agreement and fill out the inquiry requested on the membership page with accurate and updated information. Members must be 18 (eighteen) years old or older. Members who do not provide accurate and updated information are responsible for all damages to be occurred as a result of inaccurate and/or outdated information.

4.2. If there is a conflict on a membership account (for instance to whom belongs an account) and in case of an application before Philoméne on this conflict, Philoméne has the right to assume and accept that the last person who made the last payment for Services using the conflicted membership account is the member and shall act accordingly.

4.3. Philoméne has all the rights to always control and change and/or delete and/or freeze the content on the Website anytime. In case of violation of rights by third parties with any sort of content, post, story, media, text, etc. shared at the Website, if and when possible, by third parties, the violating party has to compensate any and all damages because of such violating content to Philoméne and/or the damaged persons.

4.4. Member accepts that Member qualifies as a buyer where Philoméne qualifies as a seller for purchases on the Website.

4.5. Member accepts that she will follow all applicable laws, regulations, morals, good practices, terms and conditions published on the Website, provisions of the Membership Agreement for all transactions conducted on the Website. All legal and criminal liability is on the member herself for transactions made on the Website.

4.6. Philoméne has right to share personal data of members with authorities in charge in accordance with applicable laws and regulations including Law no. 6698 on Data Privacy, and by making necessary notifications to the member.

4.7. Personal data obtained from members for shopping or membership may be transferred to other Member and/or third parties, only if there is a dispute regarding fraud, misuse of the Website, or there is suspect of crimes within the scope of the Turkish Commercial Code no. 6100, for purposes of resolution of dispute, for performance of rights of parties, limited with the disputed subject, and with a prior notice to the data subject in line with data privacy rules.

4.8. The username and password details which are required for Access to “my account page” and for transactions on the Website is created by Member herself, meaning that confidentiality and security of details regarding username and password are within Member’s liability. Member undertakes that transactions conducted by using username and password belong to Member herself, she accepts all liabilities for conducting such transactions, and that she cannot allege/ cannot deny/cannot object that said transactions are not conducted by herself and cannot avoid any of her membership obligations by using such allegations.

4.9. The Member shall not use the Website in an unlawful and unethical manner, especially in the following cases:

4.9.1. Use of the Website for the purpose of creating a database, record or directory on behalf of any person,

4.9.2. Using all or part of the Website for the purpose of disrupting, altering or reverse engineering,

4.9.3. Making transactions using false information or another person’s information, creating unreal membership accounts by using false or misleading personal data, including wrong or misleading residence address, e-mail address, contact, payment or account information, using said accounts by violating the Membership Agreement or applicable laws and regulations, unauthorized use of another Member’s account, being a party or participant in transactions by impersonating another person or under a wrong name;

4.9.4. Use of comment and scoring systems for non-Website/ out of purposes, such as posting comments on the outside of Website or for purposes to manipulate systems

4.9.5. Spreading a virus or any other harmful technology to the Website, the Website’s database, any content on the Website;

4.9.6. Collecting any information about members, including e-mail addresses, without the consent of the persons concerned, or engaging in other practices that would constitute a violation pursuant to Data Privacy Law no. 6698;

4.9.7. Engaging in activities that will create unreasonable or disproportionately large downloads on communications and technical systems determined by the website or harm technical functioning, using “screen scraping” software or systems such as automated programs, robots, web crawlers, spiders, data mining and data crawling on the Website without the prior written consent of Philomene and by such means unauthorized copying, publication or use of all or part of any content on the Website;

4.9.8. The use of the Services, the campaigns and advantages offered on the Website, for malicious purposes and for the purpose of providing unfair benefits, violating the campaign conditions in bad faith.

4.10. The Member is obliged to carry out the transactions on the Website in a way that does not harm the Website in any technical way. Member accepts and undertakes that she has taken all necessary precautions, including using the necessary protective software and licensed products so that all information, content, material, and other content to be provided to the Website does not contain any program, virus, software, unlicensed product, trojan horse, etc. that will harm the system. The Member also agrees that she will not enter the account page with robots or automatic login methods.

5. TERMINATION OF THE AGREEMENT

5.1. Each of the Parties may terminate this Membership Agreement unilaterally and without compensation at any time. In such a termination, the Parties are obliged to fulfill their rights and obligations fully arising up to the date of termination.

5.2. Philoméne has rights to suspend or terminate membership, to file a court action and execute the decision, in case Philoméne detects that the Member has violated any article of this Membership Agreement or has a reasonable suspicion regarding this.

6. PRIVACY AND PROTECTING PERSONAL DATA

6.1. Philoméne attaches importance that the processing, security and protection of the personal data provided by the Member through the Website in order to benefit from the Services offered on the Website, shall be in accordance with all kinds of legislation, including the Data Privacy Law No. 6698. In this context, Philoméne collects, uses, transfers and processes the personal data provided by the Member in accordance with the Privacy Policy and Cookie Policy published on the Website.

The Member understands that she can always review the legal texts on the Website to learn more about the conditions regarding the use of her personal data and her rights in this regard or may send an e-mail to info@philomenejewelry.com as specified in the Privacy Policy.

6.2. Personal data shared by the Member in order to create a membership on the Website or to benefit from the Website; is collected, stored and processed by Philoméne or its business partners in accordance with the Privacy Policy and Cookie Policy for the legitimate purposes of fulfillment of the obligations determined by the Membership Agreement, execution of the applications required for the operation of the Website, providing and offering various advantages to the Member or Visitor, realizing the payment transactions, making the order deliveries, customer service and complaint follow-up, and Member-specific advertising, sales, marketing, survey, all kinds of electronic communication for similar purposes, profiling and statistical studies.

7. INTELLECTUAL PROPERTY RIGHTS

The Philoméne brand and logo, the design, software, domain name of the Philomene.com Website and all kinds of trademarks, designs, logos, trade dress, slogans and all other content created by Philoménein relation to these are the property of Philoméne and in Philoméne’s possession. The Member may not use, share, distribute, display, reproduce or make derivative works from the intellectual property rights of Philoméne without the permission of Philoméne. The Member may not use the whole or a part of the Philomene.com Website in any other medium without the consent of Philoméne. In case the Member acts in violation of the intellectual property rights of third parties or Philoméne, the Member is obliged to compensate all direct and indirect damages and expenses of Philoméne and/or the said third party.

8. AMENDMENTS ON THE AGREEMENT

Philoméne, at its sole discretion, may amend, alter, change this Membership Agreement and all kinds of policies, terms, and conditions, including the Privacy Policy and Cookie Policy on the Website, at any time it deems appropriate, unilaterally and by declaring it on the Website, provided that such amendments, alterations and changes are not contradicting applicable laws and regulations. The amended provisions of this Membership Agreement will become effective on the date they are announced on the Website, and the remaining provisions will remain in effect and continue to have their provisions and consequences. For the avoidance of doubt, this Membership Agreement cannot be changed unilaterally by the Member.

9. FORCE MAJEURE

If cases such as employer-employer disputes, including riots, embargoes, government intervention, riots, occupations, wars, mobilizations, strikes, lockouts, labor actions or boycotts, cyber-attack, communication problems, infrastructure and internet failures, system improvement or renovation works, and failure, power outage, fire, explosion, storm, flood, earthquake, migration, epidemic or other natural disaster or other events beyond Philoméne ‘s control, which are not caused by the fault of Philoméneand cannot be reasonably foreseen by Philoméne (“Force Majeure”)  prevents or delays the performance of Philomene’s obligations arising from this Membership Agreement, Philoméne cannot be held responsible for its obligations that are prevented or delayed as a result of Force Majeure, and this cannot be considered as a violation of this Membership Agreement.

10. MISCELLANEOUS PROVISIONS

10.1. Evidence Agreement. The Member agrees that in disputes that may arise from this Membership Agreement, Philoméne ‘s official books and commercial records and e-archive records, electronic information, electronic correspondence, and computer records kept in Philoméne ‘s database and servers will constitute binding, conclusive and exclusive evidence and Member further accepts that this article qualifies as an evidence agreement as per article 193 of the Code of Civil Procedure no. 6100.

10.2. Applicable Law and Resolution of Disputes. This Membership Agreement shall be governed exclusively by the laws of the Republic of Turkey. Any dispute arising from or in connection with this Membership Agreement shall be under the exclusive jurisdiction of Istanbul Central (Çağlayan) Courts and Enforcement Offices.

10.3. Notification Philoméne will communicate with the Member via the e-mail address that the Member has stated while registering, or by calling the phone number and sending an SMS. The member is obliged to keep his e-mail address and phone number up to date.

10.4. Integrity and Severability of the Membership Agreement. This Membership Agreement constitutes the entire agreement between the Parties on the subject. If any provision of this Membership Agreement is determined by any competent court, arbitral tribunal, or administrative authority to be wholly or partially invalid or unenforceable or unreasonable, this Membership Agreement shall be deemed severable to the extent that such invalidity, unenforceability or unreasonability is reached; and other provisions will remain in full force and effect.

10.5. Transfer of Membership Agreement. The Member may not assign, in whole or in part, its rights or obligations under this Membership Agreement without the prior written consent of Philoméne.

10.6. Amendment and Waiver. Failure of a Party to exercise or exercise any right granted to it in the Membership Agreement shall not constitute a waiver of such right or prevent the further exercise or enforcement of such right.

Consisting of 10 (ten) articles, this Membership Agreement has entered into force by being approved by the Member in electronic environment after reading and fully understanding each of its provisions.