ZES CHARGE STATION NETWORK MEMBERSHIP AGREEMENT
- SUBJECT MATTER AND PURPOSE OF THE AGREEMENT
This charging station network membership contract ("Agreement") is concluded to enable the members ("Member") to sign-in Zorlu Enerji Elektrik Üretim A.ş.'s ("Company") website www.zes.net ("Website") and the mobile application ZES connected to this site, to ensure that the mobile application connected to the Website and the charging station network owned by the Company are used by the Member for the charging of electric vehicles under the terms and conditions set forth in this Agreement and the Website, and to regulate the legal obligations and liabilities of the parties. In this Agreement, the Company and the Member will hereinafter be referred to individually as a ("Party"), and collectively as the ("Parties").
- VALIDITY OF THE AGREEMENT AND MEMBERSHIP
This Agreement shall enter into force upon the Member's becoming a member on the website or the mobile application connected to this Website through entering the required information and/or by completing the necessary steps, reading the terms of the Agreement and clicking the "I Accept" button. In order to become a member, it is necessary to attain majority or be legally authorized to represent and bind a legal entity. Subsequent to becoming a Member upon successful completion of the necessary stages, provided that there are no impeding conditions for the membership, a membership card (“Membership Card”) will be created and delivered to the Member.
- GENERAL PROVISIONS
- The Company reserves the right to make changes to this Agreement by updating it through the Website and / or mobile applications.
- The Member will be able to locate the charging stations for the electric vehicle they drive, and, if applicable, will be able to access information such as working hours, technical specifications, pricing and availability of the charging stations via the Website and the mobile application. The Company can be held responsible for the accuracy of such information only at the time when the Member checks the website/mobile application, and the Member agrees that such information may change frequently, and they cannot assign any responsibility to the Company for updating / modifying of such information.
- The Member can use the EV charging services offered by the Company via the Membership Card provided under this Agreement.
- The Company's liability to the Member is limited to the direct damages to the Member arising from the Company's own defects, without the fault of the Member, which occur during the use of the services provided under this Agreement by the Member.
- Member accepts that the services within the scope of this Agreement can only be utilized provided that the fee specified by the Company is paid, and any nonpayment or delay in payments of the fees or providing noncurrent, inaccurate and incomplete information will be deemed as a breach in contract and, in such a case, that Company holds the right to discontinue use or terminate the membership account without notifying the Member.
- Company shall not be in breach of the Agreement nor liable for non-performance or delayed performance of its obligations under the Agreement, if this non-performance or delay is attributable to a case of Force Majeure.
- Such cases shall not be deemed delayed, incomplete or unperformed or default for the Company, or for any other reason, the Company will not be entitled to any indemnity. The scope of force majeure includes but not limited to, natural disasters, rebellion, war, strike, communication problems, infrastructure and internet failures, power outages and bad weather conditions, and any attacks on Website, the mobile application and the system despite the Company's best efforts to take the necessary precautions, and any causes beyond Company's reasonable control and occurring without its fault or negligence.
- SPECIAL PROVISIONS
- The Member shall be solely responsible for providing and keeping accurate and up-to-date information whilst signing up and using the Website and/or mobile applications. The Member agrees that the Company may terminate their membership if the Company determines that the Member's information is not up-to-date in any way..
- The Membership Card that the Company assigns to the Member belongs exclusively to the Member and is reserved for the use of the Member only. The Member is not to hand on the Membership Card to any other third parties in any circumstances. The Member accepts, declares and undertakes that it is obliged to notify the Company when there are modifications to the information regarding the model/license etc. of the vehicle and/or when the Membership Card is assigned to a specific vehicle, and when there's a modification regarding the specifications of the vehicle. The Member may only use the charging stations of the Company in accordance with the law and solely for the purpose of charging the vehicle they are using. The Member accepts, declares and undertakes that they cannot use the charging stations for any other purposes, including gaining commercial income, other than charging their vehicle and if the Member uses the charging stations for other purposes, the Member will be responsible for any direct or indirect damages to the Company and/or any third parties. The Company reserves the right of recourse to the Member for the payments to be made by the Company to third parties for reasons arising from the Member.
- The Member agrees and declares that the Company has the right to freely determine the cost of the service provided under this Agreement and the terms and conditions of payment, promotion and other applications, and that these may be applied to different members in different ways and conditions, individually at the Company's discretion.
- The Parties are aware that the cost and payment terms of the service provided under this Agreement are included in the Company's Website and mobile applications and are updated from time to time through these channels. Prior to receiving the service, the Member declares and undertakes that they are obliged to check the fee and payment terms and conditions of the Company's Website and its mobile applications, and accepts the updates made thereon.
- In the event that the Member does not make a full and timely payment, the Member accepts, declares and undertakes that the Company may exercise all its rights, including demanding interest arising from the relevant legislation, stated in the Website and its mobile application, and that the Member will compensate any damages to Company due to late payment.
- The Member agrees, declares and undertakes that the Company is not liable for any failure to perform the services within the scope of this Agreement in full due to service interruptions or malfunctions arising independently of the Company which include but not limited to problems stemming from technical infrastructure and/or power outages and/or the location of the charging stations or the land provider; and therefore the Member will not claim for damages against the Company.
- The Member is responsible for the confidentiality of the membership account and password, the security of the Membership Card and/or the devices which are used to sign-in the Website and mobile application. In the event that these are lost and/or assumed/stolen by the third persons, the Member agrees, declares and undertakes that the Member is solely responsible for the use of the membership information and the Membership Card by third parties, and that they are liable to immediately inform the Company of such situation and that the Company does not have any responsibility. The Member agrees, declares and undertakes that the Company is not in any way responsible if the electric vehicle and the charging system are not functioning properly, and therefore the Member cannot use the charging services under this Agreement for any reason arising from the vehicle and/or the Member. The Company is not responsible for any access problems caused by the charging station area, traffic density in these areas, or any loss or damage to the Member caused by other members or third parties.
- The Company is the owner or licensee of all materials, including the entire domain name, logo, all kinds of data, applied sales system, business method and business model, and the intellectual and industrial property rights in the Web Site or mobile application, and is under legal protection. Unless otherwise stated, it may not be used by the Member for commercial or personal purposes without permission or source.
- PAYMENT PROVISIONS
- The Member hereby declares and undertakes that the up-to-date information on terms and conditions for payment and remuneration is included in the Website and mobile application, and that they agree to them.
- Payment systems are determined by the Company on its own initiative and may include, but are not limited to, the following;
- Package system: The Member buys one of the packages offered by the Company in advance and uses the service within the limits of the package for the period specified for the package.
- Post-use payment: Subsequent to receiving charging services from the charging station network, the payment is automatically charged via the payment tool (credit card, debit card, etc.) registered in the Website and/or mobile application by the Member.
- The Company will send the invoice for the payments made by the Member to the Member via e-mail as e-invoice. The Member is solely responsible for providing up-to-date information regarding their e-mail address.
- The Company reserves the right to take legal action in the event that the Member does not fulfill their payment obligations in full, on time and properly.
- PRIVACY AND PROTECTING PERSONAL DATA
- TERMINATION OF THE AGREEMENT AND MEMBERSHIP
- This Agreement and membership shall commence in accordance with Article 2 and continue until terminated unilaterally by one of the Parties.
- The Company may suspend or terminate the provision of the service in case the Member fails to comply with the terms and conditions of use set forth in this Agreement, regarding the Website and mobile application. In such a case, the Member shall be obliged to immediately pay all debts to the Company and compensate the Company for damages arising from the breach of the Agreement.
- The Parties are obliged to notify the other Party provided that it wishes to terminate the Membership and this Agreement. The Member shall give notice through the Contact section in the communication tab in Company's Website and the mobile application. The Company shall send any kind of notification to the e-mail address provided by the Member, and the Member accepts that the e-mail address provided by them is the legal notification address and that the notifications to the formerly provided e-mail address shall be valid and deemed as received by the Member unless a written notice is given to the Company within 3 (three) days. Any notification sent to the Member's e-mail address shall be deemed as received by the Member 1 (one) day after the notification is sent.
- EVIDENTIAL CONTRACT
Member, accepts in the event of any kind of disputes that may arise in relation to the services provided under this Agreement, the Company's own electronic and system records, microfilms, microfiche, business records, bookkeeping entries, e-invoices and computer records will constitute as binding, precise and exclusive evidence; It acknowledges that the Company and the persons authorized to represent it are free and clear of oath tender, and that this article is an evidential contract in accordance with Article no.193 of the Code of Civil Procedure.
- RESOLUTION OF DISPUTES AND THE LAW
Turkish Law shall apply to the implementation, interpretation of this Agreement, and legal relations within the scope of this Agreement. Istanbul (Çağlayan) Courts and Execution Offices are authorized to resolve the disputes arising from this contract.