Distance Sales Contract

1 – PARTIES

SELLER

Name – Surname / Title: YOUREPLY TEKNOLOJİ TİCARET EĞİTİM DANIŞMANLIK ARAŞTIRMA ORGANİZASYON ANONİM ŞİRKETİ

Tax Identification Number / Trade Registry Number: 9821041003/495271

Address: Hacettepe University Technology Development Zone, Beytepe Campus, 6th R&D Building C Block, Çankaya / Ankara

Phone Number: 05322266894

Email Address: info@youreply.com.tr

Website: www.youreply.com.tr

BUYER

Name – Surname / Title:

TC Identification / Tax No:

Address:

Phone:

Email:

2- SUBJECT AND SCOPE OF THE CONTRACT

2.1- This Distance Sales Contract (“Contract”) is prepared in accordance with the Law on the Protection of the Consumer numbered 6502 (“Law”) and the Regulation on Distance Contracts. The parties to this Contract hereby acknowledge and declare that they have read and understood their obligations and responsibilities arising from the Law and the Regulation on Distance Contracts as set forth herein.

2.2- The subject of this Contract is to determine the rights and obligations of the parties in accordance with the provisions of the Law and the Regulation on Distance Contracts regarding the purchase of the services offered by the SELLER on the website (“Website”) at https://www.youreply.com.tr/ owned by YOUREPLY TEKNOLOJİ TİCARET EĞİTİM DANIŞMANLIK ARAŞTIRMA ORGANİZASYON ANONİM ŞİRKETİ.

2.3- WAIVER OF RIGHT OF WITHDRAWAL

2.3.1. The BUYER accepts, declares and undertakes that they cannot exercise the right of withdrawal if the performance of the service begins before the expiration of the fourteen-day right of withdrawal period.
2.3.2. The BUYER accepts that there is no right of withdrawal for digital content or digital services due to their personalized nature and inability to be returned.
2.3.3. Explicit and separate consent of the BUYER has been obtained for the waiver set forth in this article.

3- PERFORMANCE OF THE SERVICE

3.1- The BUYER acknowledges and declares that Youreply is used by the BUYER to share online research, and that such research will be viewable by eligible participants using Youreply.

3.2- The SELLER undertakes, declares, and agrees that once the BUYER registers on Youreply, enters their personal page, and specifies the subject and purpose of their research in a manner understandable to participants, the SELLER is obligated to enable the selection of individuals with the characteristics of the target audience from those registered on the platform and to share the survey form’s link with the target participants. The BUYER, in turn, agrees to pay the research fee to the SELLER.

3.3- The SELLER is not obliged to find the exact number of participants requested by the BUYER. In the event that the number of participants registered on the SELLER’s platform falls short of the number desired by the BUYER, the payment for the missing participants will be refunded to the BUYER.

3.4- The BUYER has the right not to approve the responses provided by the participants to the survey; however, this rate cannot exceed 5% of the total number of participants.

4- PRICING (INCLUDING VAT)

4.1- From the BUYER’s perspective, the pricing (excluding VAT) is as follows:

Participant Fee

The BUYER must pay the participants at least the minimum fee + VAT as shown below, based on the average survey completion time.

Completion Time Fee

< 5 min ₺20

5 min – 10 min ₺30

10 min – 15 min ₺40

15 min – 20 min ₺50

> 20 min Special prices

In addition, to increase the motivation of participants to complete the survey, researchers may pay participants more than the minimum fee determined.

Basic Service Fee

40% of the total amount paid to the participants will be retained by the SELLER as the fee for the service provided. For researchers who register on our platform with university email addresses, this rate will be 30%.

Filtering Service Fee

Although the use of filters is not mandatory, if the BUYER uses the filtering application to reach participants with specific characteristics (e.g., age, gender, income level, etc.), the BUYER must pay an additional 1% commission fee to the SELLER for each filter used.

4.2- The BUYER is obliged to transfer the total research amount to the SELLER using the payment method specified by the SELLER after sharing the research link. Once the payment is made, the research link will be shared with the relevant participants, and the service fee shall not be refunded under any circumstances except for the exceptional cases specified in this contract.

4.3- The BUYER must approve the responses provided by the participants to the survey within 3 days; otherwise, if no approval is given within 3 days, all responses will be automatically approved and no refund will be issued to the BUYER. However, if the BUYER can document and prove that there is a valid reason for not approving the responses within 3 days, the payment made for the participants will be refunded to the BUYER’s specified IBAN number registered on the SELLER’s platform within 15 days.

4.4- The parties acknowledge that additional consultancy services on research topics provided to individual researchers, for-profit and non-profit businesses, institutions, and organizations—including problem definition and development of an appropriate approach, determination of the research design, identification of the target audience and design of the survey form, data analysis and reporting of findings, locating participants for individual interviews and conducting the interviews, and market research—are not included in the scope of this service. Should these additional services be requested, the fee may be determined on a per-case basis and may vary accordingly.

5- NON-LIABILITY AGREEMENT

5.1- The BUYER acknowledges, declares, and undertakes that the SELLER shall not be liable for any errors in determining the target audience or the survey questions by the BUYER, nor for the results of the survey conducted based on such errors.

5.2- The BUYER acknowledges, declares, and undertakes that the SELLER is not responsible for verifying the responses provided by the participants to the survey questions; therefore, the SELLER shall not be held liable if a participant provides an inappropriate response or one that is contrary to morality or the law.

5.3- The BUYER acknowledges, declares, and undertakes that the SELLER shall not be liable for any negative situations or damages arising from the communication between the participant and the BUYER.

6- BUYER’S DECLARATIONS AND UNDERTAKINGS

6.1- The BUYER declares that they have read and are informed of the basic characteristics, price, and payment method of the product subject to this contract as provided by the SELLER on the Website, and confirms their approval electronically.

6.2- The BUYER, as a consumer, may direct their requests and complaints using the SELLER’s contact information provided above, via the customer service or email address listed on the Website, or by contacting the company at its address.

6.3- By electronically confirming this Contract and the Pre-Information Form, the BUYER confirms that they have accurately and completely obtained the address, basic features of the service, price, and payment information that the SELLER was obliged to provide before the conclusion of the distance contract.

6.4- The BUYER agrees and declares that they will take the necessary measures provided on the researcher platform to verify that the survey responses were given by Youreply participants, and acknowledges that the SELLER is not responsible for this verification.

6.5- The BUYER is obliged to determine the total response time for the questions on the research link fairly and to provide the necessary information to the participant.

7- SELLER’S DECLARATIONS AND UNDERTAKINGS

The SELLER shall not be liable for any material or moral damages that may arise from the results of the service provided. The SELLER shall not be held responsible for the accuracy or reliability of any information obtained or accessed.

8- LIABILITIES

8.1- All legal, criminal, or any other responsibilities for any transaction or action performed by the BUYER or any third party shall be borne by the BUYER, and the BUYER undertakes to comply with the law and regulations while using the service. In the event of non-compliance, the BUYER accepts, declares, and undertakes that they shall be solely responsible for any damages incurred by the SELLER or third parties.

8.2- The BUYER agrees and undertakes that they will indemnify the SELLER for any damages or losses incurred by the SELLER or third parties due to the improper or unlawful use of the service, and for these reasons, the BUYER shall not make any claims against the SELLER and accepts, declares, and undertakes to promptly compensate for any such claims or damages.

8.3- The SELLER shall not be liable for any direct or indirect damages—including material, moral, legal, or financial consequences or loss of profits—that may arise from the incorrect or unlawful use of the content and results provided during the service, or for any damages incurred or suffered by third parties. In the event that any liability is imposed on the SELLER, the BUYER, who caused such liability, undertakes, declares, and accepts to immediately indemnify the SELLER for any damages incurred.

9- RIGHT OF WITHDRAWAL

9.1. Due to the nature of digital services and personalized content, the BUYER acknowledges and declares that they do not have the right of withdrawal in the following cases:
a) Digital content and digital services (not provided on a physical medium),
b) Services where performance begins before the fourteen-day withdrawal period expires,
c) Services prepared according to the BUYER's requests or personal needs,
d) Market research and survey services,
e) Personalized reports and analyses,
f) Services performed instantly in digital environment.
9.2. The BUYER declares that they have waived their right of withdrawal for the situations mentioned above and have given their explicit and separate consent.

10- DISPUTE RESOLUTION

In the event of any disputes arising out of this Distance Sales Contract, the Consumer Arbitration Committees in the province or district where the BUYER resides or where the product was purchased—up to the value announced annually by the Ministry of Customs and Trade—shall have jurisdiction. For disputes exceeding this value, the Consumer Courts shall have jurisdiction.

11- DEFAULT AND LEGAL CONSEQUENCES

In the event that the BUYER defaults on transactions made with a credit card, they will be liable to pay interest according to the credit card agreement with the issuing bank and will be responsible to the bank. In this case, the relevant bank may take legal action; the resulting expenses and attorney fees may be claimed from the BUYER, and in any event of default by the BUYER for delayed performance, the BUYER shall be responsible for the damages and losses suffered by the SELLER.

12- NOTICES AND EVIDENCE AGREEMENT

All correspondence between the parties regarding this Contract, except in cases of mandatory circumstances provided by law, shall be conducted via the contact details provided on the Website. The BUYER acknowledges, declares, and undertakes that the official books and commercial records held by the SELLER, as well as the electronic data stored on the SELLER’s servers and databases, shall constitute binding, definitive, and exclusive evidence in any disputes arising from this Contract, and that this clause shall be considered an evidence agreement pursuant to Article 193 of the Code of Civil Procedure.

13- EFFECTIVENESS

This Contract, consisting of 13 (thirteen) articles, has been read by the parties and concluded by the BUYER’s electronic confirmation on …………….., and has come into effect.

SELLER BUYER