Privacy and Usage Agreement for DigiRoom Demo Version
This "Privacy and Usage Agreement" (hereinafter referred to as the "Agreement"), on the date of form filling, regulates the privacy and usage conditions related to participation in the DigiRoom ("Product") demo version and the product testing process between [Hotel Name] (hereinafter referred to as the "Hotel") and LosRise Software Consulting (hereinafter referred to as the "Company"). By participating in the demo version, you accept the following terms.
Article 1 - PURPOSE AND SCOPE
1.1 - This Agreement regulates the inclusion of the Hotel in the testing process of the DigiRoom ("Product") being developed by the Company and the decision to participate in the project at the end of the testing process.
1.2 - The Hotel agrees to actively collaborate with the Company during the testing process and to provide feedback aimed at the development of the Product. The Company commits to making necessary improvements to the Product by taking these feedbacks into account.
Article 2 - TESTING PROCESS AND PARTICIPATION
2.1 - The testing process will last from the date of signing this Agreement throughout the testing process. During this period, the Hotel will test the Product under the specified conditions.
2.2 - At the end of the testing process, the Hotel will notify the Company in writing whether or not it decides to participate in the project. The decision to participate in the project will be finalized with a separate agreement made between the parties.
Article 3 - PRICING AND DISCOUNT CONDITIONS
3.1 - No advance payment will be made for the Product under this Agreement. The list price valid on the date the Product is released will be taken as a basis.
3.2 - In case of participation in the project, a special discount will be applied to the Hotel. The discount conditions will be detailed in a separate agreement between the parties.
Article 4 - USE OF THE BRAND AND NAME
4.1 - The Company has the right to use the Hotel's name, brand logo, and other trade names for marketing, promotion, and sales activities for the duration this Agreement is valid.
4.2 - The Hotel allows its name and brand to be indicated among the Company’s supporters. This clause will be valid throughout the duration of the Agreement and until the termination occurs.
4.3 - In the event of the termination or expiration of the Agreement, the Company undertakes to remove the Hotel's name and brand from marketing materials and to immediately cease promotional activities.
Article 5 - CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS
5.1 - The parties agree not to share any trade secrets, technical information, and other confidential information obtained under this Agreement with third parties.
5.2 - All developments and innovations made on the Product will be protected under the Company’s intellectual property rights. The Hotel agrees that it will not claim any right on the information obtained during the testing process.
Article 6 - DEFINITION AND SCOPE OF CONFIDENTIAL INFORMATION
6.1 - Confidential Information includes all commercial, technical, and financial information such as trade secrets, projects, drawings, software programs, algorithms, customer lists, pricing information, and product strategies. The parties undertake to protect this information and not to share it with unauthorized individuals.
6.2 - Confidential information can be provided in written or oral form. The parties are obligated to take all necessary measures to protect confidential information.
Article 7 - INFORMATION NOT INCLUDED IN CONFIDENTIAL INFORMATION
7.1 - The following situations are not considered confidential information:
• Information that has become public.
• Information developed independently by one of the parties.
• Information obtained legally from third parties.
7.2 - If one of the parties encounters a legal obligation to disclose confidential information, it must notify the other party in writing.
Article 8 - CONDITIONS OF USE OF CONFIDENTIAL INFORMATION
8.1 - The parties may use confidential information only to the extent necessary to participate in the demo process.
8.2 - Confidential information cannot be disclosed to third parties, and individuals who have access to confidential information are obligated not to disclose it.
8.3 - The parties continue to be bound by the obligation to protect confidential information even after the termination of this Agreement.
Article 9 - PROTECTION OF INFORMATION
9.1 - The parties are obliged to take all necessary technical and administrative measures to protect confidential information.
9.2 - The Company commits to comply with legal requirements regarding the protection of personal data. Personal information will only be used for the purpose of managing the demo process and will be deleted after the completion of this process.
Article 10 - SHARING OF INFORMATION
10.1 - Personal information provided by users can only be shared with third parties in the following situations:
• Legal requirements.
• When necessary, with business partners to provide services.
10.2 - Users have the right to know the purposes for which their personal information will be used and to request its deletion.
Article 11 - TERMINATION OF PRODUCT DEMO PERIOD AND RETURN OF INFORMATION
11.1 - Upon completion of the demo process, all confidential information and materials obtained by users during the demo process will be immediately returned or destroyed.
11.2 - Personal data will also be deleted within legal periods when the demo process ends.
Article 12 - PENAL CLAUSE
12.1 - In the event of a breach of the confidentiality provisions specified in this Agreement, the party that commits the breach shall be liable to pay the other party a penalty of $500,000. The penalty clause does not eliminate the right to seek damages.
Article 13 - TERM AND TERMINATION OF THE AGREEMENT
13.1 - This Agreement is valid from the date it is signed by the parties and will be terminated with the completion of the demo process.
13.2 - Either party wishing to terminate the Agreement must notify the other party in writing.
Article 14 - FORCE MAJEURE
14.1 - If one of the parties cannot fulfill its obligations due to force majeure, it must notify the other party in writing. Force majeure includes unforeseen events such as war, natural disasters, and strikes.
Article 15 - COMPETENT COURT
15.1 - In disputes arising from this Agreement, the laws of the Republic of Turkey shall apply, and the courts of Istanbul shall have jurisdiction.