Tuesday, June 8, 2021

1. Parties’ General Information

This Contract (this “Agreement”) is made as of this (Agreement Day/Date), (the “Effective Date”) by and between (client's Surname Name) located at (client's Address), (client's City), (“Client”) and Mertcan Yenidoğan located at Adnan Kahveci Caddesi 37/2, Ankara, (“Independent Contractor”). Client and Independent Contractor may each be referred to in this Agreement as a “Party” and collectively as the “Parties.”

2. Independent Contractor’s Services

Independent Contractor shall provide to Client the services as

described in Exhibit A attached to this Agreement (the “Services”). In addition, Independant Contractor shal perform such other duties and tasks, or changes to the Services, as may be agreed upon by the Parties.

3. Compensation

Inconsideration for Independant Contractor’s performance of the Services,

Client shall pay Independant Contractor (Hizmet Bedeli) after the Independant Contractor completes the services.

4. Expenses and Reimbursement

4.1. Independent Contractor

The Parties agree and acknowledge that Independent Contractor is an

independent contractor and is not for any purpose, an employee of Client.

Independent Contractor does not have any authority to enter into agreements or contracts on behalf of Client, and shall not represent that it possesses any such authority. Independent Contractor shall not be entitled to any of Client’s benefits, including, but not limited to, coverage under medical, dental, retirement or other plans. Client shall not be obligated to pay worker’s compensation insurance, unemployment compensation, social security tax, withholding tax or other taxes or withholdings for or on behalf of the Independent Contractor in connection with the performance of the Services under this Agreement. Nothing contained in this Agreement shall be deemed or construed by the Parties to create the relationship of a partnership, a joint venture or any other fiduciary relationship

4.2 Expenses

Except as otherwise specified in this Agreement, Client shall reimburse Independent Contractor for all pre-approved, reasonable and necessary costs and expenses incurred in connection with the performance of the Services.

5. Commencement and Termination of Services

Independant Contractor’s engagement with Client under this Agreement shall commence on Date/Period). The Parties agree and acknowledge that this Agreement and Independant Contractor’s engagement with Client under this Agreement shall terminate on Date/Period). At the time of termination, Independant Contractor agrees to return all Client property used in performance of the Services, including but not limited to computers, cell phones, keys, reports and othe equipment and documents. Independant Contractor shall reimburse Client for any property lost or damaged in an amount equal to the market price of such property.

6. Confidentiality

Confidential and Proprietary Information. In the course of performing the

Services, Independent Contractor will be exposed to confidential and

proprietary information of Client. “Confidential Information” shall mean any

data or information that is competitively sensitive material and not generally known to the public, including, but not limited to, information relating to development and plans, marketing strategies, finance, operations, systems, proprietary concepts, documentation, reports, data, specifications, computer software, source code, object code, flow charts, data, databases, inventions, know-how, trade secrets, customer lists, customer relationships, customer profiles, supplier lists, supplier relationships, supplier profiles, pricing, sales estimates, business plans and internal performance results relating to the past, present or future business activities, technical information, designs, processes, procedures, formulas or improvements, which Client considers confidential and proprietary. Independent Contractor acknowledges and agrees that the Confidential Information is valuable property of Client, developed over a long period of time at substantial expense and that it is worthy of protection.

Confidentiality Obligations. Except as otherwise expressly permitted in this

Agreement, Independent Contractor shall not disclose or use in any manner, directly or indirectly, any Confidential Information either during the term of this Agreement or at any time thereafter, except as required to perform the Services or with Client’s prior written consent.

Rights in Confidential Information. All Confidential Information disclosed to

Independent Contractor by Clie