1. Parties to the Contract

NarBulut Backup application www.narbulut.com (“Application”) This confidentiality agreement (“Agreement”) is established in accordance with the laws of the Republic of Turkey and its legal residence is ……………… located at ………………………………………………………………. ………………….…………..…… (Tax No: ……………..….…….) (“Customer”) and the legal residence of Atatürk Bulvarı Deposite İş ve Outlet Center A1 Blok No: 325A İkitelli Başakşehir / Istanbul Narbulut Bilgi Teknolojileri San. ve Tic. Inc. (Tax No: 6291149584) (“Service Provider“). Service Provider and Customer, together “Parties will be referred to as “

2. Subject of the Agreement

In accordance with the existing commercial relationship and/or existing or future service agreement (“Service Agreement”) between the parties (“Purpose”), ​​both at the tender stage and in the future. Parties have agreed to sign this Agreement due to all kinds of information, including but not limited to written, verbal, electronic media, that the Service Provider will or may be aware of during the performance of the Service Agreement. The terms and conditions in this Agreement shall apply to the commercial relationship between the Parties.

3. Definition of Confidential Information

Any ideas, inventions, works, methods, advances, and advances disclosed by the disclosing party itself, its workers, agents, or employees to the other party’s workers, agents, or employees, whether or not subject to patent, copyright, trademark, trade secret, or legal protection. All kinds of other innovations and any written or verbal commercial, financial, operational and technical information that the Service Provider will learn during the commercial relationship with the Customer, including the existence, conditions and content of this Agreement, shared between the Parties due to the negotiation, conclusion and/or performance of this Agreement. information, subscription, speech information and any information uploaded to the system with the Application is considered Confidential Information.

Without prejudice to the provisions of the Agreement on Confidential Information, within the scope of the Law on Protection of Personal Data No. 6698, the Service Provider will be able to preserve the personal data of the Customer in accordance with the obligatory actions to be taken in accordance with the relevant law, and only limited to this scope, the company name, address, tax number, name-surname. , e-mail address and telephone information can be recorded, and can be processed for purposes such as organizing information and documents that will be the basis for related works and transactions to be carried out on paper or electronically.

4. Obligations of the Parties

4.1. Employees of the Customer who are authorized to access the platform provided by the Service Provider will be referred to as Authorized Users. The Customer accepts no responsibility for the actions to be taken through these persons, and that the legal sanctions arising from the actions to be taken with the username and password of the Authorized Users will be the sole responsibility of the Service Provider, under normal circumstances, in the event that the provisions of the Agreement are not violated in any way by the Service Provider. accepts, declares and undertakes that it will not. The Customer is obliged to notify the Service Provider immediately in case the authorization granted to the Authorized Users is withdrawn by them or any employee uses the Panel without authorization. The Service Provider shall, upon request, immediately define the authorization of the person concerned on the system and prevent their access to the system. The existing authorization will remain valid until the Customer notifies the Service Provider of the withdrawal or change of authorization on existing Authorized Users. By using the Customer’s “password” and “authorized user information” due to the Customer’s late notification of authorization changes, bankruptcy, liquidation or termination of his commercial activities for any reason, all responsibility belongs to him for the transactions to be made within the framework of this Agreement, The Service Provider accepts, declares and undertakes that it will not have any responsibility.

4.2. The Service Provider provides the Customer with a Panel where it can manage its own users. This Panel is provided only to users in charge of administering the Panel and may not in any way enable them to access or view Customer information. The Service Provider will provide a training on the Application with the “Nar Cloud User Guide” to the users and the responsible person using the Customer Management Panel, in order to prevent the emergence of negative situations or a security problem caused by user errors that may arise in 4.1.

4.3. Marking or classifying the personal data of the Customer’s customers, employees, potential customers or subscribers for the purpose of obtaining, recording, storing, changing, deleting or destroying, rearranging or otherwise making it available in any other way, limiting its use, by automatic or non-automatic means It is possible to process such data through a transaction or a set of transactions, such as preventing its use, only if this processing is related to the Purpose, upon the prior written consent of the Customer and provided that the processing is in accordance with the law.

4.4. Any information provided to the Service Provider by the Customer within the scope of this Agreement, or that the Service Provider can access within the scope of the Service Agreement, shall not be used for any purpose other than the above-mentioned Purpose, without the prior written consent of the Customer. The Service Provider accepts, declares and undertakes that it will be responsible for any damage that may arise in case of breach of this provision and for any consequences that may arise against the Customer.

4.5. The Service Provider undertakes not to disclose the Confidential Information from the Customer, to transfer them only to its employees who need to know it for the purposes of the performance of the Agreement and fulfill the Purpose, by binding them with the obligations accepted in this Agreement with a written contract, by explaining these obligations to them, confidentiality of the information. and to ensure that its related employees, partners, consultants and other related persons are bound by this confidentiality obligation.

4.6. The implicit or explicit disclosure of Confidential Information to the Service Provider does not imply that any trademark, patent, copyright or other industrial and intellectual property rights or licenses or permissions are granted to the Service Provider. No Confidential Information disclosed shall be deemed to be intended to infringe any representations, warranties, insurance, warranties or in particular, trademarks, patents, copyrights or any other intellectual property or other rights of third parties provided by the Customer to the Service Provider. .

4.7. Although the Service Provider has taken all kinds of precautions and measures, in cases where there are justifiable reasons to act otherwise in accordance with the laws of the Republic of Turkey, it may narrow the scope of the services provided or completely stop it by giving written notice to the Customer 7 (seven) business days in advance.

4.8. The Service Provider is obliged to comply with all relevant legislation regarding all Confidential Information and products obtained from the Customer.

4.9. Disclosure or disclosure of Confidential Information contrary to the provisions of this Agreement constitutes a material breach of the Agreement. The Service Provider shall indemnify the losses incurred by the Customer as a result of the breach of this Agreement, upon the first written notice of the Customer.

4.10. The Service Provider expressly undertakes not to make any public promotions, press releases or references to this Agreement and/or Purpose in any way.

4.11. The Service Provider is obliged to indemnify the Customer in case of any breach of the obligations set forth in this Agreement by itself, its partners, consultants, managers, personnel, sub-employees and other related persons working under it.

5. Return of Confidential Information

5.1. Any and all forms of direct or indirect Confidential Information involving, relating to, or belonging to, including but not limited to scrap scrap paper, negative film or computer input or output, and any copies or copies thereof, whether or not provided by the Customer. material and/or data will be promptly returned to the Customer or destroyed immediately upon the Customer’s written request. Violation of this provision will be considered a fundamental breach of the Agreement.

6. Allowing Disclosure

6.1. The Service Provider may not distribute, publish or disclose Confidential Information in any form or by any means, except as specified by law and unless legally obliged.

The only exception to the obligations of keeping confidential information stated above is the disclosure of such information with the written consent of the Customer.

7. Penal Terms

7.1. In case of violation of the provisions of this Agreement and for this reason, the penal clause to which the Service Provider will be subject has been determined as five times the amount paid by the Customer to the Service Provider under the Service Agreement. The customer reserves the right to take any legal action, including but not limited to, the compensation of the damages that cannot be compensated by the prohibition and/or penal clause due to acts contrary to the provisions of the Contract.

9. Notices

18(3) of the Turkish Commercial Code. Without prejudice to the article, the Parties can make all notifications within the framework of this Agreement, in addition to the methods listed in Article 18(3) of the Turkish Commercial Code, by e-mail, fax, written text, by obtaining the signature of the official or employee of the opposite party. The addresses specified in the first article of this Agreement are accepted as legal notification addresses, and the Parties shall notify each other in writing of any changes in addresses within 7 (seven) business days from the date of change. A notification made to one of the addresses will be considered valid.The party that does not make the notification will be responsible for any disruptions that may arise.
18(3) of the Turkish Commercial Code. Without prejudice to the article, the Parties can make all notifications within the framework of this Agreement, in addition to the methods listed in Article 18(3) of the Turkish Commercial Code, by e-mail, fax, written text, by obtaining the signature of the official or employee of the opposite party. The addresses specified in the first article of this Agreement are accepted as legal notification addresses, and the Parties shall notify each other in writing of any changes in addresses within 7 (seven) business days from the date of change. A notification made to one of the addresses will be considered valid.The party that does not make the notification will be responsible for any disruptions that may arise.

10. Competent Court

10.1. This Agreement will be governed by the laws of the Republic of Turkey.

10.2. Istanbul Çağlayan Courts and Enforcement Offices will be authorized in all disputes and lawsuits arising from or related to this Agreement.

11. Term and Termination of the Contract

11.1. This Agreement enters into force from the date of signature. However, if the Parties have started to work for the Purpose or entered the bidding process for the Service Contract as specified in Article 2 of this Agreement, before the signing of the Agreement; Information shared from the date of commencement of the commercial relationship for the purpose and from the date of the offer for the offer shall be deemed Confidential Information within the scope of this Agreement. The Agreement remains in effect unless terminated jointly by the Parties. In any event, the Service Provider’s confidentiality obligation continues in the event that this Agreement is terminated for any reason or by any means.

11.2. The Service Provider declares that even if the commercial relationship between the Parties or this Agreement is terminated or the Service Agreement is not signed at the end of the offer process, the confidentiality obligations in this Agreement will continue to be valid, that it is obliged to keep Confidential Information confidential indefinitely and that the Service Provider is obliged to keep confidential information obtained from the Customer. They agree and undertake that they will duly return or destroy Confidential Information in accordance with the relevant provisions of this Agreement.

12. Other Provisions

12.1. In case of doubt, the terms of the Agreement will be interpreted to result in the protection of Confidential Information.

12.2. Stamp tax, duties, fees and other financial obligations arising from the signing of this Agreement shall be paid by the Customer.

This Contract consisting of 12 articles, by agreement of the Parties …../…../………. It was signed in 2 copies on the date and a copy was given to the parties.