1. Scope
   1.1 Set Grup Bilisim Sanayi ve Ticaret LTD. STI (hereinafter referred to as “SETGRUP”) concludes contracts solely on the basis of these General Commercial Terms and Conditions.

1.2 The general terms and conditions of business of the customer are stated here. Any other arrangements will only be valid if Setgrup accepts them in writing so that they can be changed.

2. Signing of contracts
   2.1 Setgrup quotes are not always consistent and are not binding.

2.2 The contract with the Customer will not be valid until Setgrup has placed a written order.

3. Place of performance and delivery conditions
   3.1 Unless otherwise agreed in writing, the place of performance will be the Setgrup head office in Ankara.

3.2 distribution and performance programs will only be maintained if agreed in writing. Otherwise, unless delivery is agreed, storage costs and risks will be kept in the list warehouse in Ankara.

3.3 Setgrup, force majeure, disruptions in the subcontract, strikes, lockouts, etc. If the agreed deadlines for delivery and performance cannot be observed due to the conditions of their own control conditions, including, a reasonable postponement of the agreed deadline or complete closure may be requested. or partially unfulfilled part of the contract.

3.4 If the goods ordered by the customer are not available, in particular because the suppliers do not supply Setgrup despite their contractual obligations, Setgrup shall be entitled to cancel the contract. In this case, Setgrup will report that the product is in stock. Payments already made will be refunded.

4. Prices and payment terms
   4.1 All Setgrup prices are in USD plus VAT. The customer will bear all shipping costs unless agreed otherwise.

4.2 All claims will become due upon preparation of the invoice and payment will be made without any deductions.

4.3 Partial shipments and separate invoices for these are permitted.

4.4 In case the customer is overdue in payment, Setgrup will have the right to apply interest at 8% above the current basic interest records of the Central Bank of the Republic of Turkey for overdue debts. If a greater risk of loss due to Setgrup delays is confirmed, it will be entitled to claim for these.

4.5 If a written agreement has been reached with the customer regarding payment in installments, in case of default in payment of two installments, all remaining claims from the current business relationship will be interrupted.

5.Price adjustment
5.1 Setgrup will have the right to increase the price if more than 4 (four) months have passed between the signing of the contract and the agreed delivery date. This listed situation will be reported in writing. If the price increase clearly exceeds the increase in the cost of living, the customer will have the right to terminate the contract. Payments already made will be refunded.

5.2 If the customer objects to the price increase within 4 weeks, the revised price and late services will be deemed approved when used. Setgrup said that the objection to any difference in price would once again be clearly addressed.

6. Right of set-off and retention
   6.1 The Customer shall be entitled to set-off (total) only insofar as the counter is deductible or undisputed.

6.2 Claims of exclusion from external claims based on this contract are excluded.

7. Retention of property
   7.1 The products subject to the contract delivered to the customer will remain at the discretion of Setgrup until the final payment of all claims related to this contract is made, as long as the risk of being affected by the employment contract continues. The customer has the right to sell the product subject to the normal business processes contract and collect payment. The Customer assigns to Setgrup its receivables covering its products due to the resale of the product subject to the contract. If the list exceeds the value of outstanding damages indicated by the guarantee by 20%, the guarantees must be released upon request. If the customer defaults in payment, List may revoke its sales and payment collection authority and request the necessary information and standards for the collection of receivables.

7.2 The opening and operation of the goods by the customer shall always be carried out in the name and on behalf of Setgrup. In case of transaction with products that do not belong to Setgrup, Setgrup will gain joint ownership in proportion to the ratio of the goods supplied by Setgrup to the other products processed in the new article. The same will apply if the goods are mixed with other products that do not belong to Setgrup.

8. Claims based on defects
   8.1 A defect exists when the goods do not exhibit the agreed characteristics upon exclusion of risk or are not suitable for the contractually agreed use. There are no defects in case of minor deviations, especially when compared to store or brochure images. Reasonable results of the goods are subject to technical variations and characteristics of shape, color and/or weight.

8.2 The Customer shall notify Setgrup in writing of any obvious defects in the delivered goods within one week of delivery. If this period is not met, claims based on these defects will be excluded. 8.3 Setgrup is only allowed to assert rights under the feature and/or durability warranty if agreed upon with the customer.

8.4 Defects, differences will then be reported without delay in writing and in as much detail as possible. In case of occurrence of defects, the customer will have the right to request bankruptcy or a new delivery (subsequent performance) at the discretion of Setgrup. In case of non-fulfilment of additional performance, the customer has the right to reduce the price or (after a period of listing) cancel the contract. If the customer agrees (e.g. via e-mail), Setgrup will issue a credit note in lieu of payment. If goods are returned, the original packaging must be sealed if possible; However, it is no longer used as packaging. I would like you to state that Setgrup does not accept any onward shipments.

8.5 The Customer will not be held responsible for Setgrup’s fault for a reasonable period of time. Price reduction for minor defects is excluded.

8.6 If the customer intervenes in the goods personally or through third parties without the written permission of Setgrup, it is assumed that the defect arises from this. The customer will lose the defense based on the protection of defects unless he proves that the defects were not caused by his own intervention.

8.7 Defects due to customer’s faults, delivery times will expire within 24 months. In case of delivery of used goods, claims expire within 12 months.

8.8 Before reshipping the goods to Setgrup, the customer requests an RMA number by telephone from Setgrup-Customer Services. This RMA Number will be affixed on the package (external) so that the RMA box can be easily identified.

8.9. For customer recovery, a presentation of the purchase receipt or the relevant receipt number must be listed on the shipping note (delivery invoice). If the above information is missing, Liste may send the product back without changing its content.

9. Responsibility
   9.1. We have no claims for damages by the customer – including those of a non-contractual nature – for any minor negligent duty performed by Setgrup, its managing members or other representatives, unless there is no such breach by Setgrup, its managing members or other representatives . a task vital to the purpose of the contract.

9.2. Setgrup will only be liable for indirect damages or losses that were not foreseen at the time of signing the contract, if such damage is caused by a gross negligence on the part of Setgrup, one of its executive employees or other representatives.

9.3. The stated limitations shall not apply to damages resulting from death, personal injury or damage to health. However, this will not affect the applicability of stringent legal liability regulations, such as liability for the assumption of a warranty or product liability law.

10. Returned products
    10.1 Returned goods are sent back in their original packaging, in an unused (marketable) condition, at the expense and risk. Returned cargo shipments are not accepted. Expenses arising from incorrect shipment are returned to Setgrup by the customer.

10.2 The list clearly states that compensation for damage may be claimed if the goods are reduced.

11.Data protection
The parties are in violation of the legal rules regarding data transfer, especially the Turkish Data Protection Law.

12. Miscellaneous
    12.1 Changes, additions and termination of the contract will be included in the contract. This will apply to this maddening cancellation.

12.2 Turkish law will apply to this contract, excluding the UN Convention on Contracts for the International Sale of Goods. The seat of any dispute will be Ankara.

12.3 If one or more of these provisions are partially or completely rendered ineffective and/or unenforceable, the effectiveness and enforceability of the other provisions will not be affected. The ineffective and/or unenforceable provision shall be deemed to be replaced by the effective and/or enforceable provision which in each case comes closest to achieving the intended purpose.