This Software Terms of Use Agreement ("Agreement") sets out the terms and conditions for the use of computer software ("Software/Contact QR") developed by CloudCan Company. This Agreement is directed to the company purchasing the software ("Customer/User") and the users of the software.
This Agreement governs your use of our cloud-based software product provided to you through the Microsoft AppSource Platform:
On a subscription basis ("Subscription-Based Software Products"); or
Free Trial (1 month), i.e. without billing (“Free Software Products”).
Subscription-Based Software Products and Free Software Products are hereinafter collectively referred to as "Software Product(s)".
This Agreement is applicable regardless of whether you purchase our Software Products directly from CloudCan, through the Microsoft AppSource Platform, via an authorized reseller, or otherwise. Resellers do not have the authority to make any pledges, commitments, or introduce additional terms and conditions on our behalf, and we do not undertake any obligations to you beyond those outlined in this Agreement.
Acceptance of Agreement
Please read this Agreement carefully before installing and/or using the Software Products. By installing and/or using the Software Products, you confirm that you have read, understood, and agree to be bound by this Agreement, including but not limited to the terms of other documents and/or policies incorporated by reference here. If you are accepting this Agreement on behalf of another person or company or other legal entity, you declare and guarantee that you have full authority to bind the said person, company, or legal entity under this Agreement.
If you do not accept this Agreement, or if you do not have the necessary authority, you are not authorized to install and/or use the Software Products for any purpose. You should immediately cancel your subscription to the Software Products.
CloudCan is a vendor on the Microsoft AppSource Platform, therefore, this Agreement is subject to the Microsoft Commercial Marketplace Terms of Use and the relevant Microsoft terms and conditions (collectively "Microsoft Marketplace Conditions"). If you do not accept the Microsoft Marketplace Conditions, you are not authorized to use the relevant Microsoft Commercial Marketplace product and our Software Products. Additionally, you commit to comply with the Microsoft Marketplace Conditions.
1. USE
Under this Agreement, in return for the stipulated period and applicable license fee associated with the specific Software Products you choose to purchase, CloudCan grants you a limited, non-perpetual, non-transferable, non-exclusive, non-sublicensable right to install and use the selected Software Products.
This license may allow for the Software to be used by the Customer/User's employees, subject to the agreement between the parties.
2. USER RIGHTS AND RESPONSIBILITIES
2.1. Software Usage: The Customer/User may only use the Software for their own internal business processes. The User can only employ the Software for personal usage and according to the specified purposes. Any alternate usage, alteration, or sharing of the Software with third parties is prohibited.
2.2. Digital QR Business Card Creation: The User can create their own QR business card and those of other users within the same company through the Software. This business card can be shared with others. The primary data used to create the business card is your data recorded in Microsoft Teams.
All responsibility regarding sharing the QR business card with others lies with the Customer/User.
2.3. Software Security: The Customer/User is responsible for taking the necessary precautions to ensure the security of the Software and prevent unauthorized access. In case of failure to do so, the Customer/User is liable for all direct, indirect, material, and moral damages that CloudCan may suffer.
The Customer/User is also responsible for all data processed and shared through the Software. In this context, CloudCan does not have any responsibility for the data processed/shared by the User/Customer
2.4. User Data:
2.4.1. The Customer/User has ownership rights regarding the data the Customer/User adds through the Software.
2.4.2. The User explicitly approves CloudCan to process their data as part of the services provided through the Software. These processes are performed to offer the services outlined in this Agreement and to enhance performance.
3. SOFTWARE UPDATES AND SUPPORT
CloudCan may provide updates and fixes to the Software from time to time. Customer/User agrees to use updates and comply with such updates to use the latest version of the Software.
4. WARRANTY AND LIMITATION OF LIABILITY
4.1. Warranty: CloudCan makes no warranty as to the suitability of the Software for a particular purpose or its uninterrupted operation.
4.2. Limitation of Liability: CloudCan is not liable for any damage or loss arising from the use of the Software. The Customer/User uses the Software at their own risk.
5. TERMINATION OF THE AGREEMENT
This Agreement terminates at the end of the specified period upon the Customer/User's cessation of the use of the Software or upon termination by CloudCan.
Unless one party notifies the other not to renew or cease the provision of a certain Subscription Service, it will be subject to automatic renewal for successive monthly or yearly periods. If you cancel the Subscription-Based Software Products, your subscription ends at the finish of the current billing cycle, and you have no right to receive a refund for amounts accrued or paid prior to such termination. You accept and consent to the use of Subscription-Based Software Products provided to you as a cloud service hosted by CloudCan and/or the Microsoft AppSource Platform. You also acknowledge and declare that CloudCan and/or the Microsoft AppSource Platform may make changes to the Subscription-Based Software Products from time to time.
6. ETHICS AND LEGAL COMPLIANCE
6.1. General Conduct Rules: The Customer/User must behave in accordance with ethical and legal standards when using the Software. It is prohibited to create or share content that involves harassment, discrimination, insult, threat, or any illegal activity.
6.2. Copyright and Intellectual Property: The Customer/User must respect CloudCan's copyright and intellectual property rights in the Software. It is prohibited to copy, modify, or distribute the content of the Software. The User has no rights other than a specified, non-exclusive right to use.
CloudCan has exclusive ownership of all Intellectual Property Rights developed in the Software. The Customer/User acknowledges this.
Under the terms of this Agreement, the Customer/User does not possess any Intellectual Property Rights on the Software and cannot acquire or use such rights.
CloudCan does not grant the Customer/User any license of Intellectual Property Rights on the Software.
Although the Customer/User pays for the right to use the Software, this usage is limited, non-perpetual, non-transferable, and non-alterable.
6.3. Compliance with Laws: The Customer/User must fully comply with all existing laws when using the Software. Creating or sharing content involving any illegal activity is strictly prohibited.
The User is responsible for ensuring that activities conducted via the Software adhere to laws, ethical standards, and terms of use.
CloudCan does not assume responsibilities resulting from the Customer/User's violation of the provisions of this article. In this context, the sole responsible party is the Customer/User. The Customer/User accepts and commits to this fact.
6.4. Personal Data Protection: The Customer/User is responsible for ensuring the lawful processing and protection of personal data processed via the Software. The Customer/User is obligated to ensure full compliance with applicable data protection laws and regulations.
The Customer, when processing personal data of users through the Software or data of other related individuals during the use of the Software by the User, is obligated to take necessary measures to protect all types of personal data and ensure full compliance with data protection laws.
The Customer, as the data controller, is responsible for preventing the unlawful processing of Personal Data, preventing unlawful access to Personal Data, and ensuring the preservation of Personal Data. In this context, the Customer is obliged to take all necessary technical and administrative measures to ensure an appropriate level of security.
In the event that Personal Data is processed by the user/users, the Customer is jointly responsible with these individuals for taking the above-mentioned measures.
The Customer is obliged to conduct or have conducted the necessary audits within their own institution or organization to ensure the implementation of these provisions.
Data controllers and data processors cannot disclose personal data that they learn to others in violation of the related legal regulations and cannot use them for purposes beyond data processing. This obligation continues even after they leave their position.
In the event that processed personal data are obtained by others through illegal means, the data controller is obliged to notify this situation to the individual concerned as well as to the Personal Data Protection Board as soon as possible.
The Customer/User acknowledges and undertakes that they use a cloud-based software and that the data is considered as transferred abroad, and they are obliged to meet all legal responsibilities, including explicit consent. The Customer/User declares and commits that they will not hold CloudCan responsible for this matter.
CloudCan, in turn, will make an effort to take necessary precautions accepted by the industry to protect the data under the control of the Customer/User and processed by the Customer and User. It is accepted by the Customer/User that %100 security is not possible and, unless there is severe fault or gross negligence, CloudCan will not be held responsible.
CloudCan commits to comply with the Law on the Protection of Personal Data ("LPPD") of the Republic of Turkey.
6.5. Abuse and Misuse: The abuse, misuse, or unauthorized access of the Software is strictly prohibited. The Customer/User is obligated to take the necessary security measures against such activities.
6.6. Information Security: The Customer/User is responsible for taking appropriate security measures to ensure the safety of the information that is processed, transmitted, or stored through the Software.
7. IN CASE OF ETHICS AND LEGAL COMPLIANCE VIOLATION:
In case CloudCan identifies that the Customer/User violates Article 7 of this Agreement, CloudCan reserves the right to take the steps listed below:
7.1. If there's a breach, CloudCan will immediately inform the Customer/User.
7.2. If the violation is not rectified or remedied by the Customer/User, CloudCan reserves the right to terminate this Agreement.
7.3. CloudCan disclaims any responsibility stemming from moral or legal compliance breaches by the Customer/User. And the Customer acknowledges and undertakes that CloudCan will not be held accountable in any manner.
Violation of this article reserves CloudCan's right to terminate the contract and proceed legally.
If CloudCan suffers damage due to the Customer/User, it reserves the right to recourse the damage back to the Customer and/or User.
8. LOGIN INFORMATION AND PASSWORD PROTECTION:
The User must securely store the login information used for accessing the Software (username, password, etc.) and must not share it with others. The User must not allow anyone other than themselves to access the Software using their login information. The responsibility for this falls to the Customer/User.
9. LIMITATION OF INDEMNITY LIABILITY:
CloudCan cannot be held accountable for any damage arising from the use of the Software by the Customer/User unless there is gross negligence. CloudCan is not responsible for any damages arising from the use of the Software by the Customer/User, including but not limited to direct, indirect, material, and moral damages. The Customer/User acknowledges and undertakes this.
Furthermore, CloudCan cannot be held liable for any damages occurring during the use of the Software, including but not limited to data loss, business interruption, loss of profit, or other material damages. The Customer/User acknowledges and undertakes this.
10. SOFTWARE RIGHTS AND USE RESTRICTIONS:
10.1. Software Rights: All copyrights, intellectual property rights and other related rights of the software belong to CloudCan. CloudCan does not transfer its rights to the Customer/User.
Customer/User does not have the right to reproduce, distribute, modify, reverse engineer or create derivative works in any way.
10.2. Right of Use: Customer/User has the right to use the Software for a certain period of time in return for a fee. However, this right of use is a limited, non-exclusive, simple right of use. The rights to the Software are not transferred to the Customer/User.
10.3. User Count and Authorization: The Customer/User has a usage right only for their own use against the specified fee. The User cannot transfer, share, or lease the Software to others.
The Customer Company will pay the fee based on the number of users determined by itself.
10.4. Widespread Usage Rights: CloudCan has the right to widely provide and use the Software for others. This includes CloudCan's authority to make the Software widely available or offer it to third parties.
11. SERVICE LEVEL AND RELIABILITY
11.1. CloudCan will make every effort to ensure that the Software operates smoothly and provides uninterrupted service.
11.2. The Customer/User cannot hold CloudCan accountable for service disruptions and interruptions that may occur due to force majeure situations, cyber-attacks, natural disasters, power outages, technical faults or similar situations which are out of CloudCan's control. The Customer/User accepts this condition.
11.3. CloudCan will not be held liable for any direct, indirect, material, or moral damages arising from potential disruptions in the service level of the Software. The Customer/User accepts this condition.
11.4. CloudCan will notify the Customer/User in advance if there are temporary disruptions exceeding 24 hours due to updates, maintenance, or other reasons on the Software and will attempt to minimize the duration of these disturbances.
11.5. The Customer/User assumes all risks and responsibilities arising from the use of the Software. CloudCan is not liable for the User's loss of business, loss of data, or other material or immaterial damages. The Customer/User accepts this condition.
12. LEGAL COMPLIANCE
12.1. Compliance with the Laws of the Republic of Türkiye:
12.1.1. CloudCan is committed to full compliance with the laws of the Republic of Turkey and complies with the laws of the Republic of Turkey during the presentation, use and marketing of the Software.
12.1.2. The Customer/User is obliged to comply with the laws of the Republic of Turkey and relevant legislation in force during the use of the Software.
13. UPDATE AND MAINTENANCE
13.1. Software Updates:
13.1.1. CloudCan may provide periodic updates to keep the Software up-to-date and secure.
13.1.2. Updates may include performance improvements, bug fixes and security updates to enable the Customer/User to use the Software in the best possible way.
13.1.3. Updates may be made on a schedule determined by CloudCan or with advance notice.
13.2. Maintenance Activities:
13.2.1. CloudCan may perform regular maintenance activities to ensure that the Software consistently provides high performance and reliability.
13.2.2. Maintenance activities are planned and carried out with minimal interaction and, if possible, minimal disruption to the Customer/User.
13.2.3. CloudCan does not accept any liability arising from temporary disruptions that may occur during maintenance activities. Customer/User accepts this.
13.3. User Responsibilities:
13.3.1. Customer/User is responsible for implementing Software updates and maintenance activities as required.
13.3.2. The user assumes all responsibilities arising from problems that may occur if the user neglects updates and maintenance activities.
14. FORCE MAJEURE
14.1. Definition:
Force Majeure", will be considered as the circumstances beyond the control of the Parties that prevent and/or delay the fulfillment of their obligations imposed by this Agreement (war, sabotage, natural disasters, decisions of the state, and similar situations).
14.2. Liability in Case of Force Majeure:
14.2.1. If any Party fails to comply with the provisions of this Agreement due to Force Majeure, this will not impose any liability on that Party.
14.3. Notification:
When a Force Majeure situation occurs, the relevant party will notify the other party in writing as soon as possible.
14.4. Right of Termination Due to Force Majeure:
14.4.1. If the force majeure situation continues uninterruptedly for 1 (one) month, the Parties will discuss the continuation, suspension, termination or other liquidation of this Agreement. If the Parties cannot reach an agreement within this period, either Party has the right to terminate this Agreement unilaterally.
14.4.2. When the Force Majeure situation ends and it is possible for the parties to fulfill their obligations, the parties will make efforts to return to normal operation.
15. PROTECTION AND SECURITY
15.1. Information Security and Protection:
15.1.1. In case of information provided by the Customer/User, CloudCan will take technical and administrative measures as much as possible for the security of the information.
15.1.2. CloudCan implements industry standard security measures to protect Customer/User's data against security breaches such as unauthorized access, modification or disclosure.
15.2. Cases of Data Breach:
15.2.1. In any case of data breach, CloudCan takes necessary precautions as soon as possible, informs the client, and investigates the causes of the incident.
15.2.2. CloudCan strives to minimize the damages resulting from lost, altered or disclosed data in the event of a data breach. CloudCan cannot be held responsible for situations where there is no gross negligence.
15.3. User Security Responsibility:
15.3.1. The Customer/User is responsible for the security of their user account information. It is incumbent upon the Customer/User to implement protective and security measures for their account details.
15.3.2. The Customer/User is obliged to take the necessary precautions to protect their account information from unauthorized access. CloudCan does not assume responsibilities arising from the security of the Customer/User's account.
16. APPLICABLE LAW
In case of any dispute regarding this agreement, the laws of the Republic of Turkey will apply. The parties accept this matter.
17. DISPUTE RESOLUTION
17.1. Peaceful Resolution:
17.1.1. The parties will strive for peaceful means first and will engage in mutual negotiations for the resolution of any dispute.
17.2. Mediation and Arbitration:
17.2.1. If the parties agree to embark on mediation or arbitration for dispute resolution, they will cooperate in good faith in these processes.
17.2.2. The Arbitration/Mediation process will be conducted in accordance with the laws of the Republic of Turkey.
17.3. Legal Resolution:
17.3.1. If the peaceful resolution fails, the parties will be subject to the laws of the Republic of Turkey for dispute resolution, and the Istanbul Judiciary and Enforcement Offices will be authorized.
17.3.2. The parties will apply to the courts for dispute resolution according to the laws of the Republic of Turkey.
18. USER BEHAVIOR AND THIRD-PARTY SERVICES
18.1. Third-Party Services and Rules:
18.1.1. The Customer/User is obliged to comply with the terms of use, policies, and written rules of Microsoft and other third-party service providers during the use of the Software.
18.1.2. The Customer/User accepts and undertakes not to act contrary to the rules and conditions set by the service provider while using these third-party services.
18.1.3. Every item specified in Microsoft's terms of use and privacy policy and other rules and conditions that impose obligations on the Customer/User is an integral part of this contract and the user accepts, declares, and undertakes these conditions as well.
18.1.4. Microsoft usage rules and policies are complementary in cases not covered in this contract.
19. GENERAL PROVISIONS
19.1. This Agreement is arranged to reach an agreement between the parties. By installing and/or using the Software Products, you confirm that you have read, understood, and accepted this contract, including the terms of other documents and/or policies included here as a reference but not limited to those. If you accept this agreement on behalf of another person or company or another legal entity, you declare and guarantee that you have full authority to bind the person, company, or legal entity mentioned in this Agreement.
If you do not accept this Agreement or if you do not have the necessary authority, you do not have the authority to install and/or use the Software Products for any purpose. You should immediately cancel your Software Products subscription. In this case, the Customer/User accepts and undertakes to immediately cancel the subscription.
19.2. CloudCan is a vendor on the Microsoft AppSource Platform; therefore, this Agreement is subject to the Microsoft Commercial Marketplace Usage Conditions and relevant Microsoft provision and conditions (collectively "Microsoft Market Conditions"). If you don't accept the Microsoft Market Conditions, you don't have the authority to use the related Microsoft Commercial Market product and our Software Products.
This Agreement is binding between the Customer/User and CloudCan. The parties agree to comply with the terms of this Agreement.
20. ONLINE APPROVAL
The Customer/User is considered to have accepted this Agreement by confirming it over the internet site.