User Agreement

This User Agreement (the "Agreement") governs the rights and obligations between the parties in relation to the use of the Fonify platform.

Fonify (Defsoft Bilişim Teknolojileri Anonim Şirketi) shall hereinafter be referred to in this Agreement as "Fonify" or the "Company".

1.1. This Agreement is concluded between the Company, whose details are set out below, and the natural or legal person who registers with the Platform (the "User").

• Legal name: Defsoft Bilişim Teknolojileri Anonim Şirketi
• Address: Üniversiteler Mah. İhsan Doğramacı Bul. No: 31 İç Kapı No: 24 Çankaya/Ankara, Türkiye
• MERSIS: 0272118846700001
• Tax Office / Tax Number: Doğanbey Tax Office / 2721188467
• E-mail: [email protected]

1.2. The User declares that the information provided when registering with the Platform is accurate, current and complete.

1.3. If the User is acting on behalf of a legal entity, the User declares and undertakes that it is authorized to represent that legal entity and to conclude this Agreement on its behalf.

2.1. The subject matter of this Agreement is the determination of the conditions applicable to the User's use of the artificial intelligence powered voice assistant service (the "Service") provided through the Fonify platform (the "Platform") operated by the Company, as well as the rights and obligations of the parties.

2.2. The Service is intended for businesses carrying out commercial or professional activities. The User accepts that it uses the Service for commercial or professional purposes. Mandatory provisions of applicable legislation are reserved.

2.3. The Terms of Use, the Delivery and Return Terms, the Privacy Policy and the privacy notices are integral parts of this Agreement.

3.1. Fonify is a software service that enables the User to manage its communications on telephone and messaging channels with artificial intelligence.

3.2. The principal functions offered within the scope of the Service are as follows:

• Answering and routing of incoming calls by the artificial intelligence assistant
• Placing outgoing calls
• Messaging over the WhatsApp channel
• Transcription, summarization and classification of conversations
• Creation of appointment, request and callback records
• Reporting through the management panel

3.3. The scope of the Service varies according to the subscription plan selected by the User. Current plan contents are set out on the Pricing page.

3.4. The Company reserves the right to develop, update and improve the Service. Such changes may not be of a nature that narrows the scope of the existing subscription plan.

4.1. In order to benefit from the Service, an account must be created on the Platform. The User is responsible for the confidentiality of its account information and for all transactions carried out under its account.

4.2. The User is obliged to notify the Company immediately upon becoming aware of any unauthorized use of its account.

4.3. The User undertakes that it holds the right to use the telephone numbers it registers on the Platform.

4.4. The User itself determines the scenarios, greeting texts and routing rules of the AI assistant and is responsible for their content.

4.5. The User undertakes to use the Service in compliance with applicable legislation, public order and general morality. In particular:

• It may not conduct unauthorized bulk calling, unsolicited promotional calls or similar disturbing practices.
• It is obliged to comply with the legislation on the sending of commercial electronic messages and with the obligations of the İleti Yönetim Sistemi (İYS).
• It may not design scenarios for the purposes of fraud, phishing or misleading sales.
• It may not design misleading scenarios that prevent callers from understanding that their counterpart is an artificial intelligence.

5.1. The Service is offered through subscription plans with monthly or annual terms. Plan prices are determined in US dollars; displays in Turkish lira are for information purposes only.

5.2. A one-off setup fee may be applied for the configuration of the Service according to the User's workflow. The applicable amount and the conditions for exemption are stated on the Pricing page.

5.3. Payments are made by credit card or debit card through a secure payment infrastructure. Card details are not stored by the Company.

5.4. Unless cancelled by the User, the subscription renews automatically at the end of the term.

5.5. Price changes are notified at least 30 (thirty) days in advance. If the User does not accept the change, it may cancel its subscription at the end of the current term.

5.6. The details of the payment, cancellation, renewal and refund conditions are set out in the Delivery and Return Terms.

6.1. The Service is made available for the User's use following the successful completion of payment and the activation of the account.

6.2. For the Service to be deemed delivered, it is sufficient that the User becomes able to access, through the Platform, the features belonging to the plan it has selected.

6.3. The Company exercises maximum effort to provide the Service without interruption; however, temporary interruptions may occur due to planned maintenance, updates, technical necessity or force majeure events.

6.4. Interruptions arising from the telephone network, the internet infrastructure and third party service providers are beyond the Company's control.

7.1. The Service is provided using artificial intelligence technologies. By the very nature of artificial intelligence, the AI assistant may produce erroneous, incomplete or incorrect responses; it may misunderstand a conversation or record an appointment or request incorrectly.

7.2. The Company gives no warranty as to the accuracy, completeness or fitness for a particular purpose of the outputs produced by the AI assistant.

7.3. The User is obliged to independently verify business critical outcomes (appointments, orders, payment instructions and the like).

7.4. The Service does not constitute professional advice in legal, medical, financial or any other field. A User operating in such fields is obliged to design its scenarios in compliance with the relevant legislation.

7.5. The Service is not an emergency call service and does not replace emergency lines such as 112. The User is obliged to design its scenarios so as to direct the caller to the correct authority where an emergency situation is identified.

7.6. The Company is liable for the commercial consequences arising from the responses given by the AI assistant during a conversation within the limits set out in Article 12.

8.1. All intellectual property rights, including the Platform, the software, the algorithms, the interface designs, the texts, the visuals, the logos and the trademarks, belong to the Company or its licensors.

8.2. The User is granted a non-exclusive, non-transferable and non-sublicensable right of use to use the Service for the term of this Agreement.

8.3. Ownership of the content uploaded by the User to the Platform and of the conversation records belongs to the User. The Company accesses such content solely for the purpose of providing the Service.

8.4. A non-exclusive, perpetual, royalty-free and worldwide license of use is deemed to be granted to the Company in respect of the feedback, suggestions and ideas conveyed by the User about the Service.

9.1. The Company processes the User's personal data in compliance with the Turkish Personal Data Protection Law No. 6698 ("KVKK") and the relevant legislation. Detailed information is set out in the App Privacy Notice.

9.2. User Content is confidential. The Company accesses User Content solely for the purpose of providing the Service and takes the necessary security measures. The Company does not share User Content with third parties save for legal obligations and requests from competent authorities.

9.3. The User accepts and declares that, in respect of the personal data included in the conversations conducted over the Platform, it has informed the data subjects within the scope of the KVKK and has obtained their explicit consent where necessary. Any and all liability arising from the failure to fulfil this obligation belongs to the User.

9.4. The parties undertake to keep confidential and not to share with third parties the information constituting trade secrets of the other party which they learn by reason of the performance of this Agreement. This obligation continues indefinitely also after the termination of the Agreement.

10.1. Scope and Capacities

10.1.1. The User holds the capacity of data controller within the scope of the KVKK in respect of the data belonging to calling and called persons processed in the conversations conducted over the Platform and the third party data it uploads to the Platform. The Company holds the capacity of data processor acting on behalf of the User in the processing of such data.

10.1.2. This article governs the conditions of the data processing relationship between the parties within the scope of Article 12 of the KVKK.

10.2. Categories of Processed Data

The Company processes the following categories of data on behalf of the User:

• Call data: Calling and called telephone number, call date and duration, call direction and outcome
• Conversation content: Audio stream, call transcript, summaries and tags generated from the conversation
• Messaging data: The content and metadata of correspondence conducted over the WhatsApp channel
• Information shared during the conversation: The name, contact details, appointment and request information conveyed by the caller during the conversation
• Team member information: The names and e-mail addresses of team members authorized by the User
• Activity records: The transaction history of team members within the Platform

10.3. Purpose and Limits of Processing

10.3.1. The Company processes the data belonging to the User solely for the purposes of providing the Service over the Platform and generating anonymous statistical data.

10.3.2. The Company does not process User data for purposes other than those stated above, does not transfer it to third parties, does not use it in artificial intelligence model training and does not use it in marketing materials.

10.3.3. The Company does not make the data belonging to one User visible to another User and does not merge it in a common data pool across customers.

10.3.4. Audio recordings are not stored on the Company's systems; they are kept on the systems of the call infrastructure provider and only an access link relating to the recording exists on the Company's side. Only authorized Company personnel may access this link. The User may request that the recording feature be switched off.

10.4. Obligations of the User as Data Controller

10.4.1. The User is obliged to fulfil in person all data controller obligations arising from the KVKK in respect of the personal data processed in the conversations (informing the data subjects, determining the legal basis, obtaining explicit consent where necessary, determining the retention period).

10.4.2. The User is responsible for the content and accuracy of the privacy notice announcement to be played at the beginning of the conversation. The Company technically ensures that the announcement is played in accordance with the User's instruction and, upon request, provides the User with records evidencing that the announcement was played.

10.4.3. The User decides whether or not conversations will be recorded, the legal basis of the recording and the retention period.

10.4.4. Any and all administrative fines, compensation claims and legal liability arising from the User's failure to fulfil these obligations belong exclusively to the User.

10.5. Obligations of the Company as Data Processor

10.5.1. The Company takes the necessary technical and administrative measures in order to prevent the unlawful processing of and access to User data and to ensure the preservation of the data.

10.5.2. The Company limits access to User data to personnel who need to access it by reason of their duties. Such personnel are subject to an indefinite obligation of confidentiality pursuant to Article 12/4 of the KVKK.

10.5.3. The Company processes User data solely within the framework of the User's instructions and the provisions of this Agreement. If the Company is of the opinion that an instruction it has received is contrary to the legislation, it warns the User in writing.

10.5.4. The Company provides the technical support necessary for the User to be able to respond to requests coming from data subjects. Data subject requests reaching the Company directly are not answered but are directed to the User.

10.6. Sub-processors

10.6.1. The Company uses sub-processors for the provision of the Service. The current list of sub-processors is published, together with their functions and the countries in which they are located, in the App Privacy Notice.

10.6.2. By accepting this Agreement, the User is deemed to have given general approval to the use of the published sub-processors.

10.6.3. Where the Company adds a new sub-processor or changes an existing sub-processor, it informs the User over the Platform or by e-mail at least 30 (thirty) days in advance. The User may object within 30 (thirty) days as from the notification. In the event of an objection, the parties shall endeavour to agree on a reasonable solution; if no agreement is reached, the User may terminate its subscription without compensation.

10.6.4. The Company concludes written agreements with sub-processors containing safeguards equivalent to those in this Agreement and is liable to the User for the sub-processor's fulfilment of its obligations.

10.7. Transfer Abroad

10.7.1. Part of the infrastructure and artificial intelligence components used to provide the Service is located abroad. Transfers within this scope are carried out within the framework of Article 9 of the KVKK.

10.7.2. The Company fulfils the notification obligations arising pursuant to Article 9/5 of the KVKK without awaiting the User's instruction and, upon request, provides the User with the document relating to the notification.

10.8. Data Breach Notification

10.8.1. In the event that the Company identifies a data breach affecting User data, it informs the User by e-mail within 24 (twenty four) hours at the latest as from the identification of the breach.

10.8.2. The notification shall include the time at which the breach occurred, the categories of personal data affected, the likely consequences of the breach, the measures taken and the measures recommended to be taken, and contact details. These elements are provided in a manner that satisfies the minimum content of the notification to be made by the User to the Personal Data Protection Board.

10.8.3. The User fulfils in person the obligation to notify the Personal Data Protection Board and the data subjects within the scope of Article 12/5 of the KVKK. The Company does not make notifications to the Personal Data Protection Board or to data subjects on behalf of the User; it provides technical and forensic support to the User.

10.9. Audit

10.9.1. The User may make a written request once a year for the purpose of auditing the Company's compliance with its obligations under this article. The Company provides the necessary information and explanations in writing within a reasonable period.

10.9.2. Where the Company has an independent audit report, that report may be taken as a basis for satisfying the audit request.

10.10. Deletion and Return of Data

10.10.1. The User may delete the data on the Platform at any time, individually or in bulk.

10.10.2. In the event that the User's subscription comes to an end, data that has not been deleted is retained for a period of 90 (ninety) days as from the closure of the account and is permanently deleted at the end of this period. The User may request the export of its data within this period.

10.10.3. The Company does not retain third party data for any purpose after the subscription has ended. The User's own subscriber and invoice information, on the other hand, is retained throughout the statutory retention periods.

11.1. The User may cancel its subscription at any time from the account settings on the Platform or by written notice to [email protected]. The cancellation takes effect at the end of the current subscription term.

11.2. The Service is a digital service performed instantaneously in an electronic environment; delivery is completed upon the opening of account access. In cancellations made at the User's own request, no refund is made for the term for which payment has been made.

11.3. Refunds are made in the cases of duplicate or erroneous charging, continuous and material technical failure originating from the Company, and the permanent discontinuation of the Service by the Company.

11.4. The details of the refund conditions are set out in the Delivery and Return Terms.

12.1. Without prejudice to mandatory provisions of applicable legislation, the Company and its directors, employees and affiliates may not be held liable for indirect, incidental, special, consequential or punitive damages (including loss of profit, revenue or data, business interruption, loss of reputation, missed calls or appointments).

12.2. The Company's total liability arising from this Agreement is in any event limited to the total service fee paid by the User within the 3 (three) months preceding the event giving rise to the damage.

12.3. This limitation applies also where the Company has been informed of the possibility of the damage.

12.4. These limitations do not apply in the case of the Company's intent or gross negligence.

13.1. This Agreement enters into force upon the User's registration with the Platform and remains in effect for as long as the subscription continues.

13.2. The User may terminate the Agreement at any time by closing its account.

13.3. The Company may terminate the Agreement or suspend access to the Service in the event that the User breaches this Agreement or the Terms of Use, engages in unlawful activity or where required by legal obligations.

13.4. In the event of termination, the provisions on confidentiality, intellectual property, limitation of liability, indemnification and governing law shall remain in force.

14.1. Natural disasters, war, acts of terrorism, epidemics, large scale cyber attacks, interruptions to electricity, internet, the telephone network or the communications infrastructure, prolonged outages of third party infrastructure providers and decisions of competent authorities are deemed force majeure events.

14.2. The obligations of the parties are suspended for the duration of the force majeure event. In the event that the force majeure event lasts longer than 30 (thirty) days, the parties may terminate the Agreement without compensation.

15.1. The Company reserves the right to make amendments to this Agreement.

15.2. Material amendments are notified over the Platform or to the registered e-mail address at least 30 (thirty) days before they enter into force.

15.3. The User's continued use of the Service after the notification means that it accepts the amendments. If it does not accept them, it may cancel its subscription at the end of the term.

16.1. Notices between the parties are made through the User's e-mail address registered with the Platform and the Company's [email protected] address.

16.2. The User is responsible for keeping its registered e-mail address up to date.

16.3. The parties accept that, in disputes that may arise from this Agreement, the Company's system and database records, server records and electronic correspondence shall constitute conclusive evidence within the meaning of Article 193 of the Turkish Code of Civil Procedure No. 6100.

17.1. This Agreement is subject to the laws of the Republic of Türkiye.

17.2. The Ankara Courts and Enforcement Offices have jurisdiction over disputes arising from the Agreement.

17.3. Mandatory provisions of applicable legislation are reserved.

18.1. Severability: The invalidity of any provision does not affect the validity of the other provisions.

18.2. No Waiver: The failure to exercise or the delayed exercise of a right does not mean that such right has been waived.

18.3. Assignment: The User may not assign its rights and obligations arising from this Agreement without the written consent of the Company. The Company may assign the Agreement.

18.4. Entire Agreement: This Agreement, together with its annexes and the texts referred to herein, constitutes the entire agreement between the parties.

18.5. Headings: Article headings are for ease of reading only and are not decisive in interpretation.

19.1. This Agreement is deemed to have been mutually accepted and to have entered into force upon the User giving its approval in an electronic environment while registering with the Platform.

19.2. The current text of the Agreement is published at all times at fonify.co/en/legal.