Store Agreement
1. PARTIES
1.1. This seller business partnership and advertisement is located at Maxmerter.com ("Agreement"), Yenibosna Merkez Mah. Güneşli Yolu Cad. Çağrı İş Merkezi No: 24 İç Kapı No: 31 Bahçelievler / İstanbul 34396 It is concluded between maxmerter.com, located at 34396, and {1} ("Seller"), headquartered at {0}.
1.2. Maxmerter.com and the Seller will be individually referred to as "Party" and jointly as "Parties" in this Agreement.
2. PURPOSE AND SCOPE OF THE CONVENTION
2.1. Maxmerter.com operates the online electronic commerce platform, mobile applications and mobile website named www.maxmerter.com, which accelerates communication and business processes and increases efficiency among suppliers, intermediaries, service providers, manufacturers, consumers, commercial or non-commercial institutions, It brings the parties together for the purpose of shopping in a virtual marketplace that saves financial resources. Maxmerter.com is not the seller of any product or service on the Website and is an intermediary service provider in accordance with the Law on the Regulation of Electronic Commerce No. 6563.
2.2. Pursuant to this Agreement, the Seller is obliged to become a member of the electronic commerce platform named www.maxmerter.com, which is managed by Maxmerter.com, and to make sales from the Virtual Store to be established on this platform. wants to make the Seller benefit from its services.
2.3. The purpose of this Agreement is to determine the conditions for the Sellers to benefit from the Services offered by the business partner designated by Maxmerter.com or Maxmerter.com on the Website and to determine the rights and obligations of the Parties accordingly.
2.4. For the avoidance of doubt, this Agreement is solely between the Parties and covers the forms and conditions for the Services offered by Maxmerter.com to the Seller. The relationship between Sellers and Buyers is not covered by this Agreement; In this commercial activity, Maxmerter.com only grants the Seller the right to open a Virtual Store and publish advertisements in the area where this Virtual Store is located. The Seller will be personally responsible to the Buyers for the sales transactions made through the Virtual Store within the framework of the Consumer Protection Law No. 6502 and other legislation.
3. DEFINITIONS
Buyer:
Refers to the member who becomes a member of the Website within the scope of the Membership Agreement signed with Maxmerter.com and purchases the products and/or services offered for sale by the Seller through the advertisements placed on the Website.
Service:
An advertisement offered on the Website by Maxmerter.com, for a fee or free of charge, in order for Buyers and Sellers to carry out their business and transactions defined in this Agreement and to publish their products/services.It refers to publishing and similar practices.
User:
Refers to all real and legal persons accessing the Website.
Virtual Store:
It refers to the virtual space allocated to Sellers on the Pazaryeri.com Website in accordance with the procedures and rules of Pazaryeri.com, where Sellers have the opportunity to publish their advertisements consisting of content and visuals for the sale of one or more products and/or services. It does.
Seller:
refers to the legal/real person member who becomes a member of the Website within the scope of this Agreement with marketplace.com and offers various products and/or services for sale through the advertisements published through the account created on the Website.
Seller Office:
Where the Seller can carry out the necessary transactions to benefit from the applications and Services offered by Sunday.com on the Website, enter the requested company/personal information, follow the sales transaction details, only with the username and password determined by the Seller. It refers to the private virtual page that it can access.
Website:
It refers to the website, mobile applications and mobile site with the domain name www.pazaryeri.com, which is owned by Pazaryeri.com and on which Pazaryeri.com offers the Services determined by this Agreement.
4. RIGHTS AND OBLIGATIONS OF THE SELLER
4.1. In order to gain the title of "seller", the seller must first obtain the documents in the "Required Document List for Virtual Store Opening" in ANNEX-1, completely and completely, during the electronic approval of this Agreement and uploading it to the Seller Office. Although these documents are submitted in full by the Seller, Pazaryeri.com reserves the right to reject the Seller's application and/or request additional documents without giving any reason. The Seller whose application is accepted will fill out the membership form on the Website completely and accurately. The Seller will be personally responsible for all damages that may arise due to the Seller providing inaccurate and inaccurate information during the application. The Seller will notify the persons authorized to carry out transactions on behalf of the company in the relevant form during registration, and any transaction carried out by these persons will be deemed to have been made on behalf of the Seller before marketplace.com.
4.2. The Seller shall notify Pazaryeri.com of any changes that may occur in the documents and information it has provided, especially the information of the Seller and its authorized representative, within 15 (fifteen) days from the date of the change and update its record in the system accordingly. is obliged.
4.3. When becoming a member of the Website, the Seller will create a username and password in accordance with the rules announced on the Website and the relevant business content; It will use this information to access its Virtual Store, profile page and perform some other transactions. The security and confidentiality of the Seller's password and username is entirely the responsibility of the Seller, therefore, he/she is personally and exclusively responsible for all transactions carried out by logging in through his/her own profile.
4.4. The Seller accepts and undertakes to cooperate fully with Pazaryeri.com to create the necessary technical infrastructure that will enable all kinds of advertisements and announcements to be published on the Website and to provide all necessary documents for this purpose.
4.5. In accordance with the Personal Data Protection Law No. 6698, the Seller is obliged to take all necessary technical and administrative measures to ensure the appropriate level of security in order to prevent unlawful processing of personal data and unlawful access to personal data and to ensure the preservation of personal data, and these measures must be taken. is responsible for. The Seller is also personally responsible for the authenticity, reliability, accuracy and legality of all visual, written and other information and content provided for the advertisements published on the Website and in the Virtual Store. In addition, the Seller accepts, declares and undertakes not to use the Website on behalf of itself or a third party to create, control, update, change a database, record or guide, and to access the personal information of other members and download it to another system. The Seller accepts that Article 7.5 of the Agreement shall apply in case of violation of the provision of this article. The Seller is liable to third parties and to Pazaryeri.com in case any visual, written and other information and content provided for the advertisements published on the Website and the Virtual Store violate the intellectual property rights of third parties.
4.6. The Seller accepts and undertakes that all terms and conditions specified in the "Sales and Announcement Conditions" in ANNEX-4 are essential elements of the Agreement and that it operates and will act in accordance with them.
4.7. The Seller will always continue to have rights over all advertisements, content and images submitted by the Seller to the Website. However, the Seller reserves all necessary rights for the use of the content in question in screenshots and all kinds of visuals and content prepared for advertising and promotion (for example, the instant appearance of the Virtual Store in the advertisement of www.pazaryeri.com site and in digital marketing activities). and accepts, undertakes and declares that it has granted the authority to Pazaryeri.com without limitation of time and place, and free of charge.
4.8. The Seller will not encourage Buyers who contact it via the Website to shop outside the Website and will reject any offers to do so. The seller will not engage in behavior that manipulates Pazaryeri.com campaigns and discounts under any circumstances.
4.9. Pazaryeri.com may offer the Seller the opportunity to benefit from photo studio services to help the Seller present their products in a more professional manner. Providing this service is entirely at the discretion of Pazaryeri.com. Sales person; If he/she benefits from these studio services, he/she will provide the information and documents that may be requested by Pazaryeri.com or the relevant studio in accordance with the procedure regarding the use of the studio to Pazaryeri.com or the studio.
4.10. The Seller undertakes to comply with the Payment Protection System. According to the Payment Protection System, after the Buyer purchases the product, the product price is transferred to the Pazaryeri.com pool account. After the Seller delivers the product to the Buyer within the specified time, the Buyer examines the product and approves the order. With this confirmation, the payment is transferred from the Pazaryeri.com pool account to the Seller's account. The Seller acknowledges that he/she can access and understand all terms and conditions regarding the Payment Protection System on the Website (https://www.maxmerter.com/) and accepts that he/she accepts that the transactions in question are carried out on Pazaryeri.com. authorizes it to be carried out.
4.11. Satıcı, Web sitesi'nde ve Sanal Mağaza'da yayınladığı ilanlara yönelik her türlü görsel, yazılı ve sair sağlanan bilgi/içeriklerin gerçekliğinden, güvenliğinden, doğruluğundan ve hukuka uygunluğundan bizzat sorumlu olmayı; www.maxmerter.com'un bu hususlarda herhangi bir sorumluluğu olmadığını, bu bilgi/içerikler sebebiyle www.maxmerter.com'un uğrayacağı zararlardan ve zarar gören üçüncü kişilere www.maxmerter.com tarafından yapılmış olan ödemelerden gayrikabili rücu olarak www.maxmerter.com'e karşı sorumlu olmayı peşinen kabul, beyan ve taahhüt eder.
4.12. Web sitesi üzerinden www.maxmerter.com'un kontrolünde olmayan başka internet sitelerine, portallara, dosyalara ve/veya içeriklere link verilebilecektir. Satıcı, yapılan yönlendirmenin; işbu linkin yönlendirdiği internet sitesi veya işleten kişisini desteklemek amacı taşımadığını veya bu internet sitesi/içerdiği bilgilere yönelik herhangi bir türde bir beyan veya garanti niteliği taşımadığını, söz konusu linkler vasıtasıyla erişilen portallar, internet siteleri, dosyalar, içerikler, hizmetler, ürünler ve/veya bunların içeriği hakkında www.maxmerter.com'un herhangi bir sorumluluğu olmadığını kabul ve beyan eder.
4.13. Satıcı, Sanal Mağazası'nda ve ilanlarda sergilediği mal ve hizmetlerin satışının ve teşhirinin yürürlükteki mevzuat doğrultusunda herhangi bir hukuka aykırılık yaratmayacağını, hak ihlaline sebep olmayacağını, söz konusu ilan ve içeriklerin ilgili olduğu mal ve hizmetlerin internet üzerinde yayınlanması, satışa arz edilmesi ve satılması için tüm hak, yetki ve sorumluluğun kendisinde olduğunu kabul, beyan ve taahhüt etmektedir.
4.14. Satıcı Sanal Mağaza'sında kesinlikle taklit/sahte, izin gerektiren ve/veya izni olmayan ürün teşhir etmeyecek ve satmayacaktır. Ayrıca Satıcı, “Yasaklı Ürünler” Listesi'nin içeriğini sürekli olarak takip etmek ve bu listede yer alan ürünlerin teşhirini ve satışını yapmamakla yükümlüdür. Satıcı'nın “Yasaklı Ürünler” Listesinde yer alan ürünlerin teşhirini veya satışını yapması halinde, bu fillerin hukuka aykırılığından dolayı www.maxmerter.com'a yöneltilebilecek talepler veya 3. kişilerin telif ve marka ihlallerinden kaynaklanabilecek taleplerin tek muhatabı Satıcı olacaktır. www.maxmerter.com'un bu meyanda hiçbir sorumluluğu bulunmayacaktır. Satıcı, bu madde hükmüne aykırı fiilleri sebebiyle www.maxmerter.com'un uğrayacağı zararlardan ve zarar gören üçüncü kişilere www.maxmerter.com tarafından yapılmış olan ödemelerden gayrikabili rücu olarak www.maxmerter.com'a karşı sorumlu olmayı peşinen kabul, beyan ve taahhüt eder. Satıcı'nın işbu madde hükmüne aykırı fiilleri halinde www.maxmerter.com Sözleşme'yi herhangi bir tazminat ödeme sorumluluğu olmaksızın haklı nedenle feshetme hakkına sahip olacak ve www.maxmerter.com'un sair tazminat hakları saklı kalacaktır.
4.15. Satıcı buna ek olarak, Sanal Mağazası'nda sergilediği ve sattığı tüm ürünlerin kalitesinden, mevzuata uygunluğundan, garanti belgesi ve sair diğer gerekli belgenin tesliminden ve satış sonrası gereksinim duyulan servis vs. hizmetlerinden bizzat sorumlu olacaktır. Bu madde hükmüne aykırılık durumunda ortaya çıkabilecek zararlardan Satıcı doğrudan sorumlu olacaktır. Satıcı, Web sitesi'nden satışını yaptığı ürünlerin satış işlemi esnasında belirtildiği teslim süresinde Alıcıya ulaşmasını sağlayacak ve gecikmeden dolayı her türlü sorumluluk da kendisinde olacaktır.
4.16. Gümrükte karşılaşılabilecek ürünlerle ilgili herhangi bir durumda ve satıcı firmanın vereceği ürün bilgilerinin doğruluğundan satıcı firma sorumludur.
5. Pazaryeri.com RIGHTS AND OBLIGATIONS
5.1. Pazaryeri.com will store the personal and commercial information provided by the Seller during and throughout the membership process in a secure environment. Pazaryeri.com may use this information for the purposes of advertising, marketing, announcement, credibility inquiry and other purposes of itself and its business partners' activities and applications, in order to carry out the applications required for the full and proper operation of the Services, and to make statistical evaluations, and it may be used by third parties, limited to the specified reasons. can be disclosed to people. In this sense, the Seller will consent to the use and storage of his/her information by Pazaryeri.com in accordance with the provisions of this article.
5.2. Pazaryeri.com has the title of intermediary in the establishment of distance contracts and the status of Intermediary Service Provider within the scope of the Consumer Protection Law No. 6502 and the Electronic Commerce Regulation Law No. 6563. For this reason, Pazaryeri.com has no obligation to control the content published by the Seller on the Website. Pazaryeri.com is not obliged to control all kinds of content, including messaging carried out through the Website, or to investigate whether there is an illegal activity or situation regarding this content and the product or service subject to this content, but it may check such content at any time. and has the right to close access and delete it if deemed necessary. Pazaryeri.com may also take action on the content in question to fulfill the decision of any judicial authority, including the court and the arbitral tribunal, and within this scope.
5.3. Pazaryeri.com reserves the right to immediately remove any content published by the Seller on the Website if it determines that it is contrary to the applicable legislation. In such a case, Pazaryeri.com cannot claim any compensation under any name the Seller may use.
6. FINANCIAL MATTERS
6.1. The Seller will be able to benefit from the Services and will be entitled to the fee for the sales transactions made through the Website, provided that the Seller fully and duly fulfills the actions specified in this Agreement. Commission rates, payment terms and other financial conditions to be applied to the Seller by Pazaryeri.com will be applied as determined in the "Financial and Special Working Conditions" in ANNEX-3.
6.2. The seller must issue an invoice or retail sales receipt for the products and services sold in accordance with Article 230 of the Tax Procedure Law No. 213 and Article 8 of the Value Added Tax Law No. 3065. In this sense, the Seller accepts and undertakes to deliver the product and/or service sent to the Buyer by issuing an invoice.
6.3. In accordance with Article 7.5 of this Agreement, Pazaryeri.com may, at its sole discretion, offset any damages, losses, expenses, expenses or claims of third parties incurred from the Seller's current account or collect it personally from the Seller.
7. DURATION OF THE CONTRACT, TERMINATION AND COMPENSATION
7.1. This Agreement will enter into force upon approval by the Seller electronically and is valid for an indefinite period from the effective date.
7.2. The Parties may terminate this Agreement at any time by giving written notice, without any reason and without being obliged to pay compensation. If the Agreement is terminated by Pazaryeri.com in this way, the Seller agrees and undertakes to pay the fees related to the service provided by Pazaryeri.com until the date of termination. This termination will only affect the relationship of the Parties; All responsibilities that the Seller may have towards the Buyers regarding the sales made through the Virtual Store will continue.
7.3. In case one of the Parties becomes bankrupt, requests postponement of bankruptcy, becomes insolvent, proposes concordat, appoints a trustee, goes into liquidation or a termination lawsuit is filed against it, the Agreement will terminate automatically.
7.4. The Parties accept that each of the terms and conditions in ANNEX-4 of this Agreement is essential and that in case of violation of these terms and conditions, Pazaryeri.com has the right to terminate the Agreement immediately. In addition, even if Pazaryeri.com does not exercise its right to terminate the Agreement, in cases of non-compliance, Pazaryeri.com will always have the right to temporarily stop and suspend the Services. In these cases, the Seller will continue to have all liability towards the Buyer.
7.5. The Seller shall be liable to Pazaryeri.com for any legal/administrative/penal damages, losses, costs, expenses and claims of third parties that it has suffered directly or indirectly due to the Seller violating one of the provisions of this Agreement or not complying with the sales rules announced in the Seller Office. com is obliged to compensate fully and immediately upon its first request and without the need to apply to any authority. For the avoidance of doubt, Pazaryeri.com's exercise of its right is independent of whether Pazaryeri.com terminates the Agreement or not, and Pazaryeri.com is entitled to such compensation without terminating the Agreement.
7.6. The Seller shall not initiate any legal proceedings, including lawsuits, consumer complaints, prosecutor's investigations and enforcement proceedings against Pazaryeri.com, or any legal action against the seller by banks, ministries, judicial or administrative authorities, police departments and all other private or public institutions. If information or documents are requested, Pazaryeri.com will immediately provide all the information and documents required to defend itself or provide the requested information or documents. Any damages and/or penalties incurred by the Seller due to information and documents not provided to Pazaryeri.com within the requested period will be reflected on the Seller. Additionally, these amounts can be collected from all stores belonging to the Seller. Additionally, Pazaryeri.com is notified of a lien notice issued against the Seller from any enforcement office or similar authority, in case of a fraud or counterfeit behavior of the Pazaryeri.com Seller or if counterfeit products are sold in the Virtual Store. In case of reasonable suspicion or other reasonable reasons aimed at preventing or reducing the victimization of the Buyers or a third party, Pazaryeri.com may limit the balance in the Seller's Pazaryeri.com account, limited to the specified amount in case of a lien notice; In other cases, it may block a reasonable amount to cover the violation or grievance in question for a period of 120 (one hundred and twenty) days and without notifying the Seller.
8. CONTRACT CHANGES AND NOTIFICATIONS
8.1. By confirming this Agreement electronically, the Seller will become a party to the Agreement and be bound by its provisions. Pazaryeri.com has the right to unilaterally change the terms and conditions of this Agreement at any time it deems appropriate, if it deems it necessary. For the avoidance of doubt, Pazaryeri.com also has the right to make additions to the Agreement, including those regarding the partial or full payment of certain services.
8.2. Such Contract changes will be made by Pazaryeri.com by (i) sending an e-mail to the address provided by the Seller while signing up to the Pazaryeri.com Website, (ii) announced on the Seller Office (https://pazaryeri.com/) screen, or (iii) This can be done by publishing it on the website. The changed provisions of this Agreement will become valid on the date they are announced, and the remaining provisions will remain in force and continue to produce their provisions and results.
8.3. For the avoidance of doubt, Pazaryeri.com is not obliged to notify the Seller of the Contract changes that it has to make due to the legislative changes that occurred after the signing date of the Contract. In addition, the details of the Services to be offered on the Website and the campaigns implemented by Pazaryeri.com, the display times of the products, additional opportunities and technical specifications may be changed by Pazaryeri.com without prior notice. The changes made by Pazaryeri.com will come into force and be binding on the date of publication. The Seller is obliged to follow these changes on the Website and fulfill the requirements of the changes.
8.4. The Seller is obliged to follow the campaigns and discounts announced and applied on the Pazaryeri.com Website without waiting for any preliminary information by Pazaryeri.com, to apply all campaign conditions regarding the products included in the scope of the campaign, and to comply with the Buyer requests received by it in accordance with the campaign by being aware of all campaign conditions. is responsible for managing it.
8.5. The Parties will communicate through the e-mail address provided by the Seller when registering to the Website or through notifications sent by registered mail to their physical mail addresses. Sending an e-mail to the Seller's registered address on the Website will be considered as written communication, and the Seller will have the obligation to check the e-mail address regularly. In case the address and/or e-mail addresses notified by the Seller change, notifications made to the last address and/or e-mail addresses will be deemed valid and binding unless the change is notified to the other Party immediately in writing.
8.6. Article 8.5 of this Agreement shall also apply to notifications regarding the Other Party's default, termination of the Agreement and withdrawal from the Agreement.
9. CONFIDENTIALITY
9.1. Any commercial, financial, patent and know-how, information, invention, work, method, copyright, trademark, customer information and all other information obtained by the Parties during the execution of this Agreement will be considered "Confidential Information". and will be considered Confidential Information for the duration of this Agreement and for 3 (three) years following the termination of the Agreement.
9.2. The Parties will keep Confidential Information confidential and will not disclose it to any third party except when the receiving Party obtains the prior written consent of the disclosing Party or if such disclosure is required by applicable law or a court order. Pazaryeri.com reserves the right to transmit Confidential Information to other Users who may be parties to the dispute in case of disputes between members, in order for other Users to exercise their legal rights and only in this scope.
10. INTELLECTUAL PROPERTY RIGHTS
10.1. Pazaryeri.com brand and logo, the design, software, domain name of the Pazaryeri.com mobile application and Website and all kinds of brands, designs, logos, trade dress, slogans and all other content created by Pazaryeri.com regarding these. It is owned by Pazaryeri.com with its intellectual property rights. The seller cannot use, share, distribute, exhibit, reproduce or create derivative works of the intellectual property rights owned by Pazaryeri.com or its affiliates without the permission of Pazaryeri.com. The Seller cannot use the whole or part of the Pazaryeri.com mobile application and Website on another website without permission.
10.2. The Seller undertakes not to violate the intellectual property rights of Pazaryeri.com and third parties in all its activities carried out through the Pazaryeri.com mobile application and Website. Pazaryeri.com reserves the right to terminate the contract of the Seller who acts in violation of the intellectual property rights of third parties or Pazaryeri.com. The Seller accepts that Article 7.5 of the Agreement shall apply in case of violation of the provision of this article.
10.3. Pazaryeri.com attaches utmost importance to respecting intellectual property rights and ensuring that there is no violation of any intellectual property rights in the activities carried out on the Website and Pazaryeri.com mobile application. For this reason, we have established a Trademark Protection Center (“Center”) in order to create a reconciliation mechanism regarding counterfeit products and all other trademark and intellectual property rights violations on both the Website and the Pazaryeri.com mobile application and to minimize the problems that Sellers may experience before the judicial authorities. ) has created. The Center will accept the complaints of rights holders who claim that their trademark or any other intellectual property rights have been violated through the Website and will review these complaints. If he/she sees the complaint properly, he/she may contact the Seller and request the removal of the content causing the violation in order to reconcile the parties and may forward the information of the Seller in question to the complainant. Pazaryeri.com reserves the right to request additional information and documents in order to carry out the review. For the avoidance of doubt, the purpose of the Center in question is to mediate the resolution of intellectual property violations that may occur on the Website through conciliatory means. The Center cannot be interpreted as Pazaryeri.com acting as a decision-making authority or assuming responsibility in such cases.
11. FORCE MAJEURE
11.1. Uprising, embargo, state intervention, rebellion, occupation, war, mobilization, strike, lockout, labor actions or boycotts, including employee-employer disputes, cyber attack, communication problems, infrastructure and internet failures, system-related improvement or renewal works and these Failures that may occur due to power failure, fire, explosion, storm, flood, earthquake, migration, epidemic or other natural disaster or other events that occur beyond the control of one of the Parties, are not caused by its fault and cannot be reasonably foreseen ("Force Majeure") If any of the ("Affected Party") prevents or delays the performance of its obligations under this Agreement, the Affected Party shall immediately notify the other Party in writing of this Force Majeure Event, all relevant details and evidence and the likely duration of this event. is obliged. The Affected Party is obliged to use reasonable efforts to prevent or mitigate the consequences of Force Majeure.
11.2. Provided that the Affected Party has complied with its obligations in this article, it cannot be held responsible for its obligations whose performance is prevented or delayed as a result of Force Majeure, and this situation is not considered a violation of this Agreement, and the period required for performance is limited to a period equal to the duration of such delay. is extended.
12. APPLICABLE LAW AND DISPUTE RESOLUTION
12.1. This Agreement will be exclusively governed by the laws of the Republic of Turkey.
12.2. Any dispute arising from or in connection with this Agreement will be under the exclusive jurisdiction of Istanbul Central (Çağlayan) Courts and Enforcement Offices.
13. MISCELLANEOUS PROVISIONS
13.1. Evidence contract. The Seller acknowledges that, in case of disputes that may arise from this Agreement, the official books and commercial records of the Parties and the e-archive records, electronic information and computer records kept in the marketplace.com database and servers will constitute binding, definitive and exclusive evidence and that this article shall constitute binding, definitive and exclusive evidence. It accepts that it has the nature of an evidentiary contract within the meaning of Article 193 of the Code of Procedure.
13.2. Relationship of the Parties. No provision of this Agreement can be interpreted as establishing an agency, dealership, distributorship, partnership or joint venture relationship between the Parties or their full or partial successors.
13.3. Integrity of the Agreement. The annexes of this Agreement constitute an integral part of this Agreement and are considered and interpreted together with this Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes all previous drafts, agreements, arrangements and understandings, whether oral or written, between the Parties regarding the subject matter of this Agreement.
13.4. Divisibility. If any provision of this Agreement is held to be invalid, unenforceable or unreasonable in whole or in part by any court, arbitral tribunal or administrative authority of competent jurisdiction, to the extent of such invalidity, unenforceability or unreasonableness, this Agreement shall be deemed severable and the other provisions shall be deemed severable. will remain in full force.
13.5. Transfer of Agreement. The Seller will not be able to assign its rights or obligations in this Agreement in whole or in part without the prior written consent of Maxmerter.com.
13.6. Amendment and Waiver. Failure of either Party to exercise or enforce any right granted to it in the Agreement will not constitute a waiver of such right or prevent the subsequent exercise or enforcement of such right.
This Agreement, consisting of 13 (thirteen) articles, has entered into force after being concluded by reading each provision by the Parties and approved electronically by the Seller.
