Copy 2 Online
Terms of Service
These terms of service (“Terms of Service”) form a contract between users (referred to herein as “User(s)”) which will use Copy 2 Online Services (“Services”) and Company: Arketip Yazılım ve Danışmanlık Ltd. Şti. (“Arketip”) (both User and Company hereinafter referred individually as Party and mutually as “Parties”) that governs User’s access and use of the Copy 2 Online Services (as defined below). By using any of the Copy 2 Online Services, User agrees to be bound by these Terms of Service. User may use the Copy 2 Online Services only in compliance with these Terms of Service.
Agreement means this agreement between Company and User and any agreed schedules and appendices attached or referenced hereto.
Applicable Laws means all applicable laws and regulations or requirements of all relevant regulators.
Business Day means a day (other than a Saturday or Sunday) on which banks in İstanbul are open for general business.
Commencement Date means the date on which the Services specified in Agreement are first made available to User.
Confidential Information means all information whether conveyed orally, in writing, in machine readable form or otherwise which relates to a Company’s business, equipment, services, developments, trade secrets, know-how, personnel, suppliers and customers (whether or not designated as “confidential information” by the disclosing Party) together with all information derived from the above, the existence and terms of this Agreement and all information designated as confidential or which ought reasonably to be considered confidential.
Content means the User Content as applicable.
User Content means the collection of text and other information, data and materials created or compiled by User, based on source material provided by User, and made available exclusively to User by Company via the Copy 2 Online Platform as part of the Services.
Data Protection Legislation means the Data Protection Act of Turkey dated 2016 and all other applicable or replacement data protection or privacy laws.
Developed IP means all Intellectual Property Rights created or developed by Company under this Agreement, including without limitation any software, tools, specifications, explanations, documents, reports, diagnostic tests, reports, data or other development work, results of the Content.
Arketip Marks means the Company’s name, logo, brands and any other trademarks of Company.
Copy 2 Online Platform means the Copy 2 Online software platform or Copy 2 Online desktop application & Copy 2 Online mobile application where applicable on which the Copy 2 Online Service is hosted.
Intellectual Property Rights means all rights in patents, copyrights, database rights, design rights, trademarks and trade names, domain names, service marks, trade secrets, know-how and other intellectual property rights (whether registered or unregistered) and all applications for the same and all rights having similar effect anywhere in the world.
Services means the services to be delivered under this Agreement pursuant to which Company will make available the Content for Users.
Normal Business Hours means 9.00 am to 6.00 pm local Turkey time, each Business Day.
Renewal Period means any automatic renewal in accordance with Agreement.
Term means the term from Commencement Date to the termination of Agreement.
Terms of Service means these terms of service.
User means a user who is entitled to use the Services.
User Licenses the licenses purchased by users pursuant to Agreement which entitle Users to access and use the Copy 2 Online Platform in accordance with this Agreement.
1.1. Company is a subscription service enabling Users to store text copied to the clipboard by date and find the searched text from the accumulated data in Copy 2 Online application. For the avoidance of doubt, each User shall only have access to data related with its personal account.
1.2. Company undertakes that the Services will be performed in accordance with the Agreement, and with reasonable skill and care, it shall:
- (A) perform the obligations relating to the Content set out in the Agreement;
- (B) make the Content available to Users;
- (C) ensure the Services comply with the technical specifications set out in the Agreement; and
- (D) host and maintain the Services on the Copy 2 Online Platform.
1.3. The undertaking in the immediately preceding clause shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to Company’s instructions, or modification or alteration of the Services by any party other than Company or any authorised contractors or agents.
1.4. Notwithstanding the foregoing, Company does not warrant that Users’ use of the Services will be uninterrupted or error-free; and is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the Internet.
1.5. User acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
2.1. Company grants to User during the Term of this Agreement a non-exclusive, royalty-free, non-transferable licence to (i) use the Developed IP to receive the Services, and (ii) access the Content via the Copy 2 Online Platform.
2.2. Where User Content is required for the purpose of the Services, User grants Company during the Term a non-exclusive, royalty-free licence to host, copy, display, use, reproduce, electronically store, distribute and include the User Content via the Copy 2 Online Platform as is necessary for Company to provide the Service to Users and comply with its obligations under this Agreement.
2.3. For the avoidance of doubt, Company shall only use User Content for the purpose of providing the Services to User and will not provide such User Content available to third parties unless otherwise agreed with User.
3. INTELLECTUAL PROPERTY RIGHTS
3.1. User acknowledges and agrees that all copyright and other Intellectual Property Rights in the Arketip Marks, the Copy 2 Online Platform, the Services, any Developed IP (whether registered or unregistered), any derivative works thereof and anything developed or delivered by or on behalf of Company under this Agreement belong to Company or its licensors and User shall not acquire or claim any title to any of the foregoing by virtue of the rights granted to User by this Agreement.
3.2. User may not, and may not cause or permit others to modify, make derivative works of, disassemble, decompile, reverse engineer, reproduce, republish or copy any part of the Services (including data structures or similar materials produced by programs) access or use the Services to build or support, directly or indirectly, products or services competitive to Company; or license, sell, transfer, assign, distribute, outsource, permit timesharing or service bureau use of, commercially exploit, or make available the Services to any third party except as permitted by this Agreement. Otherwise any damages incurred by Company or any other 3rd parties shall be borne by User.
3.3. User shall not use or amend the other Arketip Marks pursuant to this Agreement in any manner which may be harmful to the goodwill of the Company or bring the other Arketip Marks into disrepute or otherwise affect the validity of the Arketip Marks.
4. USERS RESPONSIBILITIES
In addition to any user responsibilities specified in Agreement, User undertake:
- A) That he/she is at least 18 years old, or must be the age of majority in his/her country.
- B) That he/she has downloaded the Copy 2 Online software through the Company’s website copy2.online/platforms.
- C) User will not allow or suffer any User License to be used by more than one individual User.
- D) For the avoidance of doubt, agreed per User charges shall be payable by the User regardless of whether Users actually access or use the Services.
5. MEMBERSHIP, FEES & PAYMENT
5.1. Your Copy 2 Online membership, will continue month-to-month or year to year unless and until you cancel your membership or we terminate it. You must have Internet access and provide us with a current, valid, accepted method of payment (as such may be updated from time to time, "Payment Method") to use the Copy 2 Online service. We will bill the monthly/yearly membership fee to your Payment Method. You must cancel your membership before it renews each month or each year in order to avoid billing of the next month’s or year’s membership fees to your Payment Method.
5.2. By starting your Copy 2 Online membership, you authorise us to charge you a monthly/yearly membership fee at the then current rate, and any other charges you may incur in connection with your use of the Copy 2 Online service to your Payment Method. You acknowledge that the amount billed each month/year may vary from month to month or year to year for reasons that may include differing amounts due to promotional offers and/or changing or adding a plan, and you authorise us to charge your Payment Method for such varying amounts, which may be billed monthly/yearly in one or more charges.
5.3. We reserve the right to adjust pricing for our service or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms of Service, any price changes to your service will take effect following email notice to you.
5.4. The membership fee for our service will be billed at the beginning of the paying portion of your membership and each month or year thereafter unless and until you cancel your membership. We automatically bill your Payment Method each month/year on the calendar day corresponding to the commencement of your paying membership. Membership fees are fully earned upon payment. We reserve the right to change the timing of our billing, in particular, as indicated below, if your Payment Method has not successfully settled. In the event your paying membership began on a day not contained in a given month, we may bill your Payment Method on a day in the applicable month or such other day as we deem appropriate. For example, if you started your Copy 2 Online membership or became a paying member on January 31st, your next payment date is likely to be February 28th, and your Payment Method would be billed on that date. Your renewal date may change due to changes in your Membership.
5.5. PAYMENTS ARE NONREFUNDABLE AND THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED PERIODS. Following any cancellation, however, you will continue to have access to the service through the end of your current billing period. At any time, and for any reason, we may provide a refund, discount, or other consideration to some or all of our members ("credits"). The amount and form of such credits, and the decision to provide them, are at our sole and absolute discretion. The provision of credits in one instance does not entitle you to credits in the future for similar instances, nor does it obligate us to provide credits in the future, under any circumstance.
5.6. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and cancel your account, you remain responsible for any uncollected amounts and authorise us to continue billing the Payment Method, as it may be updated. This may result in a change to your payment billing dates.
5.7. You may cancel your Copy 2 Online membership at any time, and you will continue to have access to the Copy 2 Online service through the end of your monthly/yearly billing period. WE DO NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL-MONTH OR YEAR MEMBERSHIP PERIODS.
5.8. If User fails to pay in full on the due date any sum payable by it under or in connection with this Agreement, interest on the outstanding amount shall accrue on a daily basis from the due date until the date of payment (whether before or after judgment) at the rate of 3% per annum above the base rate of Turkish Central Bank. Company reserves a right to revise and adjust pricing at the end of the 12 month or following anniversaries. Company will notify User of revisions 3 months in advance in writing.
6.1. User warrants and undertakes to Company that at all times during the Term:
- A) It is solely responsible for paying any fees, royalties and/or other sums due to third parties in relation to the User Content and/or the Services.
- B) It shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the User Content.
- C) It shall not reverse engineer, hack or otherwise attempt to access or circumvent on an unauthorised basis any information or materials provided to Users by Company or any Company hardware or software (including the Copy 2 Online Platform and the Services).
- D) The User Content shall not contain any errors, bugs, viruses, worms, Trojan horses or other contaminants that may, be used to, access, modify, delete or damage any data files or other computer programs or computer systems of or operated on behalf of Company, the Copy 2 Online Platform, the Services or any computer systems of a User.
- E) In performing its obligations under this Agreement it will comply with all Applicable Laws.
- F) The User Content will not be defamatory, offensive, obscene, incite hatred, racist or in breach of any person's rights, including a breach of confidence, privacy or any other rights.
- G) It shall not copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Content in any form or media or by any means; or reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of Content or Services.
- H) It will not access all or any part of the Services in order to build a product or service which competes with the Services and/or Copy 2 Online Platform.
- I) It will not use the Services and/or Copy 2 Online Platform to provide services to third parties.
- J) It will not license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party.
- K) It shall take reasonable steps to prevent any unauthorised access to, or use of, the Services and/or the Content and, in the event of any such unauthorised access or use, promptly notify Company.
6.2. The rights provided under this Agreement are granted to the User only and shall not be considered granted to any other 3rd parties.
6.3. Company will exercise its reasonable skill and care in the performance of the Services.
Company may at its sole discretion suspend access to the Content, the Services, the Copy 2 Online Platform either in whole or in part under any of the following circumstances:
- A) Where User is in material breach of this Agreement and fails to remedy such material breach within twenty-four (24) hours after receiving written notice requiring it to remedy that material breach;
- B) In any of the circumstances detailed in Agreement;
8. TERM AND TERMINATION
8.1. This Agreement shall commence on the Commencement Date and shall remain in force and effect for the duration of the Term, save where terminated earlier in accordance with its terms.
8.2. Without prejudice to any other rights or remedies, Company may, by written notice to the User, terminate this Agreement (in whole or in part) with immediate effect on the happening of any of the following events:
- A) The User commits a material breach of this Agreement which is incapable of remedy; or
- B) The User commits a material breach of this Agreement which is capable of remedy and fails to remedy such material breach within three (3) Business Days after receiving written notice requiring it to remedy that material breach;
8.3. Upon expiry or termination of this Agreement for whatever reason the licences granted at Clause 2 shall terminate and User shall, immediately cease to make any use of the Arketip’s trademarks.
9. WARRANTIES, DISCLAIMERS AND EXCLUSIVE REMEDIES
9.1. The Copy 2 Online service and all content and software associated therewith, or any other features or functionalities associated with the Copy 2 Online service, are provided "as is" and "as available" with all faults and without warranty of any kind. Company does not warrant that the Services will be performed error-free or uninterrupted.
9.2. To the extent not prohibited by law, these warranties are exclusive and all other warranties or conditions, whether express or implied, are expressly excluded, including, without limitation, for software, hardware, systems, networks or environments or for merchantability, satisfactory quality and fitness for a particular purpose.
10. LIABILITY & FORCE MAJEURE
10.1. Company shall not be liable to the User for the following loss or damage in connection with this Agreement, whether arising in contract, tort (including negligence), breach of statutory duty or otherwise, and even if foreseeable:
- (a) loss of profits;
- (b) loss of business;
- (c) loss of contracts;
- (d) loss of revenue;
- (e) loss of or corruption of data;
- (f) loss of goodwill; or
- (g) any indirect or other consequential loss.
10.2. Subject to Clauses 10.1, Company’s aggregate liability under or in connection with this Agreement (whether arising in contract, tort (including negligence), breach of statutory duty or otherwise) shall be limited to the 100% of the amounts paid by Customer under this Agreement during the Term of twelve (12) months immediately preceding the date on which the claim arose.
10.3. Company shall not be liable under this Agreement for any failure to comply with its obligations under this Agreement to the extent that such failures arise or occur due to reasons beyond the reasonable control of Company (which include including power or internet failure or outages) or for reasons due to the Customer’s failure to comply with its obligations and responsibilities.
10.4. Any unforeseen events and phenomena beyond reasonable control of the Parties without any negligence and fault shall be deemed as force majeure situation. Force majeure situations are including but not limited to earthquake, epidemics, flood, wildfire, tornado, strike, lock-out, war, civil wars, widespread terrorism, decisions of administrative authorities that make execution of Contract impossible and any other event, phenomenon or facts. The Party affected by force majeure has no obligation to perform its obligation. Company reserves the right to immediately terminate the Contract unilaterally without any compensation obligation, in the event that Force Majeure situation exceeds 1 (one) month.
10.5. Each party shall use its reasonable endeavours to minimise the effects of any event of force majeure.
11.1. User accepts, agrees and undertakes that Company is entitled to make any announcement concerning the provisions or subject matter of this Agreement or containing any information about the User without the prior written approval of User.
11.2. User agrees, accepts and undertakes that Company shall be entitled to publicise for general marketing purposes.
11.3. By using the Copy 2 Online service, you consent to receiving electronic communications from Arketip relating to your account. These communications may involve sending emails to your email address provided during registration, or posting communications on the Copy 2 Online service, or in the "Your Account" page and will include notices about your account (e.g., payment authorizations, change in password or Payment Method, confirmation e-mails and other transactional information) and are part of your relationship with Arketip.
12.1. This Agreement does not create any right or benefit enforceable by any person not a Party to it.
12.2. No waiver of any right or remedy under this Agreement shall prevent any further or future exercise of such right, or remedy.
12.3. If any provision of this Agreement is held by any court or competent authority to be illegal, void, invalid or unenforceable under the laws of any jurisdiction, the legality, validity and enforceability of the remainder of this Agreement in that jurisdiction shall not be affected, and the legality, validity and enforceability of the whole of this Agreement in any other jurisdiction shall not be affected.
12.4. Nothing in this Agreement shall constitute, or be deemed to constitute, a partnership between the Parties nor shall it constitute, or be deemed to constitute, any Party the agent of any other Party for any purpose except as expressly provided.
13. GOVERNING LAW AND DISPUTE RESOLUTION
13.1. This Agreement and any non-contractual obligations arising from or connected with it shall be governed by Turkish law and this Agreement shall be construed in accordance with Turkish law.
13.2. All disputes arisen from or in relation with this Agreement shall be exclusively resolved by İstanbul Anadolu Courts and Execution Offices.