SOHO PERAKENDE YATIRIM VE TICARET ANONIM SIRKETI
MEMBERSHIP AND USE AGREEMENT

Article 1. Parties

This Membership and Use Agreement (the “Agreement”) is entered into by and between Soho Perakende Yatırım ve Ticaret Anonim Şirketi , located at Esentepe Mah. Buyukdere Cad. Tekfen No: 209 Interior Door No: 16 Sisli/Istanbul and ALO LLC, , located at Esentepe Mah. Buyukdere Cad. Tekfen No: 209 Interior Door No: 16 Sisli/Istanbul and Alo LLC, located at 9830 Wilshire Blvd. Beverly Hills, California USA 90212, (hereinafter collectively referred as “Alo”), which owns all rights to the website https://aloyoga.tr/ (the “Website”) and all applications ("Mobile Application") connected thereto, and the Member whose identity and contact information has been entered into the system before acceptance of this Agreement.

Article 2. Subject Matter and Scope of the Agreement

The subject matter of this Agreement concerns the procedures and principles governing the Member’s use of the services provided by Alo via the Website and/or Mobile Application, and the online sale of products and/or services via the internet, as well as the determination of the rights and obligations of the parties.

All statements made by Alo from the Website or Mobile Application regarding the services, use, content, applications, all Members and users shall be deemed an integral part of this Agreement. By accepting this Agreement, the Member accepts, declares and undertakes that they have also accepted all statements made or to be made by Alo from the Website and/or Mobile Application regarding the services, use, content, applications, Members and users.

Article 3. Rights and Obligations of the Parties

3.1. For security reasons, Alo may monitor and record the Member’s activities on the Website and/or Mobile Application. Should the Member act in breach of this Agreement or applicable legislation, provide false, incomplete or misleading information, misuse their membership account, raise suspicion of fraudulent activity during payment or ordering processes, engage in unlawful conduct, or pose a risk to the security or operation of the Website and/or Mobile Application, or to other users or third parties, Alo may take necessary measures, including restricting the Member’s use, suspending their membership, freezing their membership, or cancelling their membership.

3.2. Alo may partially and/or completely change the format and content of the Website and Mobile Application without prior notice to the Member, and may also change the domain name under which the Website is published, use different sub-domain names, redirect the domain name and/or close the domain name.

3.3. Alo may at any time and/or without stating any reason and without giving prior notice to the Member, change the scope and/or types of services it offers on the Website and Mobile Application and may partially or completely suspend, terminate or cancel the services offered on the Website and Mobile Application.

3.4. Alo may, at any time, make changes and/or updates to its operations in order to provide the services set out in the Agreement more effectively. Members hereby acknowledge and agree that they accept these changes and will act in accordance with them.

3.5. Alo may, over time, convert services that do not require user membership into services requiring membership, open additional services, partially or completely change some of its services or make them paid services.

3.6. Alo may create promotions for the Member at any time and may change the number and nature of the promotions provided that it complies with the regulations.

3.7. Alo may, due to future technical necessities and for compliance with legislation, make changes to the implementation of this Agreement, amend existing articles or add new articles. The latest version of Agreement will be accessed through the Website and/or Mobile Application.

3.8. Membership is completed when the person wishing to become a member fulfills the membership procedure specified by Alo and completes the registration process. By becoming a member, the Member also accepts the provisions of this Agreement and all statements announced or to be announced by Alo regarding membership and services.

3.9. The Member accepts and declares that the information provided in membership form including identity, address and/or contact information is complete and accurate and does not include any false or misleading information; that, in the event of any change in such information, they will immediately notify Alo in writing; and that they alone shall be responsible for any legal dispute and/or damage that may arise due to incomplete, outdated and/or incorrect information. Alo shall not be held liable for any loss or operational delay or shortfall resulting from the provision of incomplete or incorrect information.

3.10. The Member accepts and undertakes that they will not infringe the rights of third parties under intellectual property law, that they will respect the copyrights of third parties, that they will not engage in unfair competition, and that they will respect the trade secrets and private lives of third parties.

3.11. Alo is responsible for ensuring the technical security of passwords used to access the Website and/or Mobile App. Furthermore, the Member accepts and declares that, when using the Website and/or Mobile Application, they will use a password that cannot be easily guessed by others; that they will not share their username, password and similar information with others; that they alone shall be personally responsible for the security thereof; and they acknowledge that Alo shall not be held liable if the password is obtained by third parties without any fault on the art of Alo.

3.12. The Member undertakes that they will not engage in fraudulent acts, will not interfere with Alo’s security mechanism, and otherwise will be responsible for all damages that may arise and will compensate all damages incurred by Alo.

3.13. The Member accepts and declares that they will use only their own membership account, will not use account information of other members, will not create a membership on behalf of others, will not open false or misleading membership accounts and/or will not allow others to use their own membership account.; and that, if such situation is detected by Alo, their membership may be cancelled and they will compensate all damages that have arisen or may arise.

3.14. The Member accepts and undertakes that they will not send or share harmful programs, software, codes and/or similar materials to the Website and the Mobile Application and will avoid any act that may endanger the security of Alo and other members. The Member shall not engage in any activity on the Website or Mobile Application that constitutes reverse engineering, scraping, the use of bots, unauthorised access, data collection, sending spam, uploading unlawful content, or any use that infringes the rights of third parties or constitutes misuse.

3.15. The Member may not restrict or prevent others from using the Website and the Mobile Application and may not interfere with the operation of the Website and the Mobile Application or the servers or networks used to make the Website available.

3.16. Alo shall not be responsible for virus attacks affecting the Member’s computer hardware and/or for any direct or indirect damages that may arise due to information obtained from the Website and the Mobile Application or in connection with access to and use of the Website.

3.17. The Member accepts that all sales made through the Site are for use purposes and not for resale purposes.

3.18. The Member shall use the promotions, campaigns, discount vouchers and similar benefits distributed by Alo in accordance with the principles and rules established by Alo and in accordance with the principle of good faith. In the event that promotions are used in a manner exceeding the specified usage limits due to technical faults, system errors or similar reasons, or if it is determined that the rights granted to the Member have been abused, Alo reserves the right to cancel the relevant promotion, reclaim the benefits arising from the promotion, and suspend or cancel the relevant order or transaction. Should it be determined that the Member has misused promotions, obtained an unfair advantage, acted in breach of campaign terms, exploited a system vulnerability, or carried out fraudulent transactions, Alo may, in addition to the rights set out above, suspend or terminate the Member’s membership. The Member’s rights under consumer legislation remain reserved.

Article 4. Conditions Regarding Payment

4.1. The Member shall pay for the Products they purchase through the payment methods specified in the Distance Sales Agreement

4.2. The Member is responsible for the accuracy of the credit card or debit card information to be provided during the payment method. The Member accepts and declares that they authorize Alo to collect the relevant amount from the payment instrument.

4.3. The Member confirms that they are authorised to use the credit or debit card with which they make payments; should Alo be contacted regarding unauthorised use and be required to refund the payment, Alo reserves the right to seek recourse from the Member.

Article 5. Sales Conditions

5.1. The provisions of the Distance Sale Contract shall apply to purchases made by the Member via the Website or the Mobile Application.

5.2. Purchased products may not be used for commercial purposes. It is prohibited to resell the products, offer and/or sell them at a higher price, and/or use them for commercial purposes such as promotional activities. In order to prevent sales for commercial purposes, Alo reserves the right to limit the maximum number of units of a product that can be purchased.

5.3. The selection of a Product on the Website and the Mobile Application and its transfer to the my cart section does not definitively mean that a sale will be made to the Member or the product is reserved for the Member. Alo may, where necessary, delete the Product placed in the cart by the Member and offer it for sale again.

Article 6. Conditions Regarding Use

6.1. Alo updates the information on the Website and the Mobile Application at certain intervals and works diligently to ensure the accuracy and currency of the product/stock information. However, discrepancies may arise between the information regarding products displayed on the Website and/or the Mobile Application and the actual situation due to technical reasons, system delays or the inability to update stock information in real time. In such cases, Alo reserves the right to review the relevant order, inform the Member and, where necessary, cancel the order or offer an alternative solution. The Member’s rights under consumer legislation remain reserved.

6.2. Alo provides the necessary infrastructure to make the Website and Mobile Application accessible to its Members. However, Alo has no liability in cases where the Website and the Mobile Application cannot be accessed and/or can be accessed only in a limited manner due to technical failures and certain other special circumstances. In such cases, the Member may not claim that they have suffered any loss of rights due to transactions performed or not performed.

Article 7. Confidentiality of Personal Data and Commercial Electronic Communications

7.1. Alo processes the Member’s personal data, such as their first name, surname, address, telephone number and payment details for the purposes of identifying the Member, providing products and services, managing membership processes, fulfilling orders and deliveries, and for other related purposes, in accordance with the Website Member Privacy Notice and Customer Privacy Notice. Depending on the nature of the services and the transactions carried out by the Member, different personal data processing activities may also arise; information regarding these activities will be provided via the relevant information notices and/or, where necessary, through additional information notices to be provided.

7.2. Alo undertakes to keep personal information take all necessary measures and exercise due care to ensure and maintain confidentiality and to prevent from being used without authorization or disclosed to any third party. This obligation shall not apply to personal data that has been made public by the member.

7.3. The information collected on Alo servers shall be used only within Alo for periodic campaign activities, for designing special promotional activities for customer profiles, and for customer “classification” activities aimed at preventing unwanted e-mails from being sent. Personal data may be processed within Alo, wholly or partially, by automatic or non-automatic means through operations such as obtaining, recording, storing, preserving, changing, rearranging and transferring.

7.4. Statistical data that does not contain personal information may be shared with Alo employees, performance assistants, business partners and group companies.

7.5. Member information may be disclosed to official authorities only where such information is duly requested by official authorities and where disclosure to official authorities is mandatory pursuant to applicable mandatory legislation.

7.6. Members may exercise their rights regarding their personal data, as set out in Article 11 of the Law No. 6698 on the Protection of Personal Data, and may request information in accordance with the relevant legislation and the application procedure specified in the privacy notice on the Website and in the Mobile Application.

7.7. Commercial electronic communications relating to the products and services, campaigns, discounts, promotions, and advertising and marketing activities offered by Alo may be sent to the Member via the communication channels for which consent has been given, provided that the Member has given separate consent in accordance with the relevant legislation.

7.8. The Member may opt out of receiving commercial electronic communications at any time without providing any reason. The opt-out notification may be submitted via the opt-out mechanism included in the relevant commercial electronic communication, the channels provided on the Website and Mobile Application, or through the Message Management System. Alo shall, upon receipt of the Member’s notification of refusal to receive commercial electronic communications, carry out the necessary procedures within the timeframes stipulated by law and cease sending commercial electronic communications via the relevant communication channel.

7.9. Consents to commercial electronic communications and opt-out notifications are transferred to and/or recorded in the Message Management System in accordance with applicable legislation.

7.10. Information messages relating to the Member’s account, orders, purchased products or services, security, account verification, delivery, payment, returns, cancellation and similar transaction or service processes may be sent to the Member. Such information messages are not considered to fall within the scope of commercial electronic message consent, provided they do not contain advertising, marketing or promotional content.

Article 8. Intellectual Property Rights

8.1. The presentation of the Website and the Mobile Application, as well as all their content, are the property of Alo; all assets, including services, information, copyrighted works, trademarks, trade dress and/or any and all tangible and/or intellectual property rights relating to the Website and the Mobile Application, real and/or personal rights, and all rights pertaining to trade secrets and/or know-how, are protected under Turkish legislation and intellectual property laws. All trademarks, logos and service marks on this Website and Mobile Application, as well as all published information and/or data, belong to Alo or to those who have granted a license to Alo by contract. The Member may not, without Alo’s written consent, directly or indirectly, in whole or in part, distribute, transmit, modify, copy, display, reproduce, publish, process and/or use in any other manner, nor may the Member permit any other person to access and/or use Alo’s services. Otherwise, the Member shall be responsible for immediately paying Alo any compensation amount claimed from Alo due to any damages suffered or to be suffered by Alo and by third parties, including but not limited to licensors.

8.2. All property, real and/or personal rights, including services, information, copyright-protected works, trademarks, trade dress and/or all tangible and/or intellectual property rights relating to the Site, as well as all rights relating to commercial information and/or know-how belonging to Alo, are reserved.

8.3. All rights to all texts, graphics, visuals and/or images on the Site are reserved and may not be used without permission.

8.4. Unauthorized use of all financial rights relating to the Website and the Mobile Application content, design and/or software, including but not limited to processing, reproduction, distribution, representation and communication to the public, and any unauthorized disclosure and/or use, shall constitute an infringement of intellectual and industrial property rights.

8.5. Members accept and undertake that they will comply with the provisions of the Turkish Code of Obligations, Turkish Penal Code, Law on Intellectual and Artistic Works, Turkish Commercial Code, Industrial Property Law and all legislation currently in force and/or that may enter into force in the future when using the Website and the Mobile Application. All legal, administrative, criminal and financial liability that may arise from contrary use shall belong to the Member, and Alo’s right of recourse is reserved.

Article 9. Liability

9.1. The Member accepts that there may be deficiencies, communication problems, technical problems, infrastructure and/or internet failures, power outages and/or other problems, without limitation, in the information and/or services offered/published on the Website and the Mobile Application.

9.2. Alo reserves the right to temporarily halt, suspend or cancel the relevant transaction due to technical glitches, system errors, incorrect display of stock or price information, security risks, suspected misuse, or reasons beyond Alo’s reasonable control. In such cases, Alo shall notify the relevant Member by appropriate means and carry out the necessary procedures in accordance with applicable legislation, including the refund of any payments made by the Member where applicable.

9.3. Alo shall take reasonable technical and administrative measures to ensure that the Website and/or Mobile Application remain secure and operational. However, Alo does not guarantee that the Website and/or Mobile Application will be error-free or always accessible, or that the Website and/or Mobile Application will be completely free of viruses and other harmful elements.

9.4. Alo shall not be liable for the accuracy, security, up-to-date nature, legality or consequences arising from the use of third-party websites, applications or content linked to via the Website and/or Mobile Application and which are beyond its control. The Member uses such third-party links at their own discretion and responsibility.

9.5. Should the Member act in breach of this Agreement, the Member shall be liable for any damages incurred or to be incurred; Alo is authorised to claim from the Member any and all damages it is obliged to pay in respect of losses suffered by itself or third parties. The Member is obliged to compensate for such damages.

9.6. Except in cases of gross negligence or willful misconduct on the part of Alo, Alo shall not be liable for any direct or indirect damages suffered by the Member. This provision shall not be interpreted as limiting the mandatory rights of consumers arising from applicable legislation.

Article 10. Cancellation of Membership and Termination of the Agreement

10.1. If the Member breaches any and/or all of their obligations arising from this Agreement partially and/or completely, Alo may unilaterally terminate this Agreement and cancel the Member’s membership without any need for notification and/or reason, may partially or completely suspend or cancel the services that the Member has received, is receiving or will receive from Alo. In the event of termination for this reason, the Member may not make any right and/or claim against Alo.

10.2. The Member may terminate this Agreement at any time without being liable for any compensation. The Member may terminate their membership using the account closure methods provided on the Website and Mobile App, or by submitting a request to the Company. In such cases, the Member shall not be entitled to claim any rights accrued through their membership from Alo.

Article 11. Term of the Agreement

This Agreement shall enter into force as of its approval by the Member and shall automatically terminate, without any further notification, upon Alo or the Member cancelling the membership and/or Alo terminating the services offered.

Article 12. Amendments to the Agreement

Alo , amend this Agreement at any time it deems appropriate by publishing them on the Website or the Mobile Application. The amended provisions of this Agreement shall become effective on the date they are published, while the remaining provisions shall continue to remain in force and produce their effects

Article 13. Force Majeure

In all cases legally considered force majeure, Alo shall not be responsible for late or incomplete performance or non-performance of any of its obligations determined by this Agreement. In cases of force majeure, delay, incomplete performance or non-performance shall not be deemed default, and the Member shall not claim compensation from Alo under any name for such cases. The term force majeure shall be interpreted as unavoidable events beyond the reasonable control of Alo and which cannot be prevented despite the exercise of due care, including but not limited to natural disasters, riots, war, strikes, cyber attacks, communication problems, infrastructure and internet failures, improvement or renewal works relating to the system and failures that may occur for this reason, power outages and adverse weather conditions.

Article 14. Assignment

Alo may assign this Agreement, in whole or in part, at any time. Due to the nature of the Service, the Member may not transfer their membership account, username or password, or the rights and obligations arising from their membership to third parties, nor may they allow third parties to use them or grant them access in any way.

Article 15. Validity of Records

Members accept, declare and undertake that, in disputes that may arise from this Agreement, given that all data is retained by Alo, the electronic and system records, commercial records, ledger records, microfilm, microfiche and computer records kept by Alo in its own database and on the servers of [...] shall constitute valid, binding, conclusive and exclusive evidence; that sworn testimony shall not be admissible between the parties and that this article constitutes an evidentiary agreement within the meaning of Article 193 of the Code of Civil Procedure.

Article 16. Miscellaneous Provisions

16.1. The Member has consented that any changes to the Agreement and services, matters relating to sales, cancellation of membership, termination and expiry of this Agreement and all similar notifications shall be sent to the e-mail address specified during membership procedures. The Member is responsible for ensuring that their contact details are accurate, up to date and accessible. Alo shall not be held liable for any consequences arising from the Member’s contact details being incomplete, incorrect or out of date, or from notifications failing to reach the Member for reasons attributable to the Member.

16.2. If any provision of this Agreement is deemed invalid or becomes unenforceable for any reason, the other provisions of the Agreement shall remain in force.

16.3. Alo’s failure or delay in exercising any right or authority it has under the Agreement shall not mean that it has waived such right or authority; nor shall the sole or partial exercise of a right or authority prevent the subsequent exercise of that or any other right or authority, and it shall not constitute a waiver.

16.4. Istanbul Courts and Enforcement Offices are authorized for the resolution of disputes arising from this Agreement.

16.5. The member hereby declares that they have read, understood, and accepted all the terms and conditions on Alo.

Article 17. Entry into Force

As of the membership date, the Member accepts, declares and undertakes that they have read this Agreement consisting of a total of 18 articles and all provisions contained in the Agreement by approving it electronically, and that they shall be bound by the provisions of the Agreement throughout their membership.